Amend West Virginia Articles of Incorporation

How to Amend West Virginia Articles of Incorporation

To make certain changes to your West Virginia corporation, you need to file an amendment to your Articles of Incorporation. Learn how we can help.

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West Virginia Articles of Incorporation are filed to officially form a for-profit business corporation. This document contains fundamental information about your West Virginia corporation upon formation. Over time, as your business grows and changes, you may need to update your information by filing a West Virginia Articles of Incorporation Amendment to ensure your Articles of Incorporation reflect the actual facts of your business. 

If you haven’t formed your West Virginia corporation yet, check out how we can help you get started in a matter of minutes. 

Step 1: Determine whether you need to change your West Virginia Articles of Incorporation

An accurate West Virginia Articles of Incorporation is important to be able to receive the benefit of being a corporation. Report any new information or additional information to the state to remain compliant. 

If your Articles of Incorporation are outdated and don’t reflect the realities of the company, your business isn’t fully compliant with state requirements for corporate maintenance. Maintaining compliance is required to receive a West Virginia Certificate of Existence (also called a Certificate of Good Standing in other states). A West Virginia Certificate of Existence verifies that a corporation was legally formed, has been properly maintained, and is compliant with all state requirements. 

This document isn’t required to operate as a business but may be required by potential investors or to open business accounts. Inability to get a Certificate of Existence may limit your company’s ability to raise capital. You will also need a Certificate of Existence if you want to expand your business operations into another state.

Step 2: Review requirements for your West Virginia amendment

There are three important aspects of your Articles of Incorporation that can be changed by filing a West Virginia Articles of Amendment. These amendments include:

  • Structure of the corporation
  • Corporate purpose
  • Name of the business

Keep in mind that changing the name of your business requires the same diligence as your initial naming. According to West Virginia law, the name must convey that the business is a corporation, make the purpose of the business clear, and be distinguishable from the names of other businesses.

Step 3: Gather information for and file your West Virginia amendment

To file West Virginia Articles of Amendment, you will need to have several pieces of information, including:

  • Current name of the corporation
  • Who adopted the amendments
  • Amendment adoption date
  • Text of the amendments (use additional pages if necessary)
  • Contact information for someone to reach regarding the filing
  • Signature of an authorized person

Using the Secretary of State form for West Virginia Articles of Amendment isn’t necessary as long as all information is included in your submission. If you want a file-stamped copy of your amendment, submit two originals of the Articles of Amendment for filing. The Secretary of State will return one to you. You can file amendments online using the West Virginia Secretary of State website by setting up an online account and following all prompts. Once completed, you can file Articles of Amendment via fax, mail, online, or in-person to the Business Division of the West Virginia Secretary of State’s office.

If this seems overwhelming, We have the tools to take as much stress out of the process as possible. Our Articles of Amendment filing service means that we can take care of this for you, and if you’re looking for a more comprehensive compliance package, our Worry-Free Compliance service can file up to two amendments on your behalf as well as the many other useful tools to keep your business organized and running smoothly. 

Step 4: Know how to make other changes to your West Virginia Articles of Incorporation

There are several other important pieces of information in your Articles of Incorporation that can’t be changed with West Virginia Articles of Amendment. These changes include:

  • Officers and directors
  • Agent of service (registered agent)
  • Principal office address or mailing address 

These changes require an Agent Address / Officer Change form. Business addresses can also be changed using the corporation’s annual report. If your corporation is in need of a new registered agent, we can make it easy and convenient to find a West Virginia registered agent that fits your needs and meets state requirements. 

We are here for your business compliance needs

Adopting and implementing all corporate changes is hard enough without having to stress about the paperwork. Our Worry-Free Compliance Service includes two annual amendments and can help you keep your corporation in good standing and in full compliance with state requirements. There is a lot to keep track of, and we can help.

Disclaimer: The content on this page is for information purposes only, and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.

FAQs

  • What entities need to file a West Virginia Amendment to Articles of Incorporation?

    All West Virginia domestic and foreign limited liability companies (LLCs) and corporations need to file Articles of Amendment when they make changes to their formation documents. This includes for-profit, non-profit, and agricultural cooperative corporations. The Secretary of State provides forms for each entity.

  • How much does it cost to file an amendment?

    Filing fees for West Virginia Articles of Amendment are subject to change and can be found listed on the Secretary of State hard copy form and at sos.wv.gov.

  • Who can file a West Virginia corporation amendment?

    Any authorized person can file the West Virginia Articles of Amendment. The form requests the capacity in which he or she is signing. This is often an officer or director. The signee is certifying under penalty of law, that all information in the amendment is correct.

  • Where do I file a West Virginia corporation amendment?

    File your West Virginia Articles of Amendment online using the Secretary of State website by setting up an online account and following all prompts.

    Submit by fax to 304-558-8381 or by mail or in-person to:
    Business Division
    West Virginia Secretary of State
    1900 Kanawha Blvd E.
    Bldg 1, Suite 157-K
    Charleston, WV 25305

  • Is a West Virginia corporation amendment the same as an annual report?

    Changes to the agent for service of process (registered agent), business address, and/or officers may be made by filing the required Secretary of State annual report. No other changes, amendments, or corrections to a business may be made by filing the annual report. Our annual report service makes tracking and filing these documents easier, and is also part of the Worry-Free Compliance package.

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