How to Amend Articles of Incorporation in Maryland (2025)


Steve Bennett
Steve Bennett
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Amend Maryland Articles of Incorporation

Amending the Articles of Incorporation in Maryland is required if you make any changes to your formed corporation. An amendment is a process through which you report the structural or any change in your corporation to the Maryland Secretary of State. To do so, you are required to follow a few simple steps. You need to get the amendment form, enter the details of the changes, and submit it to the appropriate address along with the amendment fee.

In this article, we have shared the process in detail. You will learn how to amend Maryland Articles of Incorporation in easy steps. It will be helpful for you if you read the article till the end. 

What is the Maryland Articles of Incorporation?

The Maryland Articles of Incorporation is a legal document that you need to file with the Secretary of State while registering your corporation in Maryland. It is similar to the Articles of Organization you file while creating an LLC in Maryland. If you already own a corporation in Maryland, you must know what the Articles of Incorporation is. However, those who are not aware of this document can get all the required details from this page. The Articles of Incorporation is a set of papers that have all the information regarding your corporation and are filed with the Secretary of State. You must pay the filing fees to register your Articles of Incorporation.

This document has information related to your corporation. Details like the name of the corp, principal address, Maryland Resident Agent details, corporation structure, directors, shareholders, and signature of the incorporators should be mentioned in the document. An online or offline form mentioning these details should be filed with the SOS at the time of forming your corporation. You must pay the filing fee to the state online or by check. 

Like forming an LLC, for the corporation, it takes some time to form your business in Maryland after filing the documents. You can expedite the filing process by paying additional money over the filing fees. 

It is good to make changes in your Articles of Incorporation. When you change anything, specifcally the name, it brings good and bad effects to the company. Make sure the name change does not affect your revenue or status adversely.

– LLCBuddy Editorial Team

How to Amend the Maryland Articles of Incorporation

There are three main steps to file your amendment to the Maryland Articles of Incorporation. Before you proceed with the steps of filing the form, you must know what changes you can make in your corporation and what changes you cannot. Let’s start with the first step and some related information, 

Step 1: Determine What Changes You Need in Maryland Corporation

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Updating your Articles of Incorporation periodically can be beneficial by making necessary changes. However, frequent alterations in structure or name may not be advisable. The first step involves determining which changes are needed and assessing their potential impact. Modifying aspects of your existing business can affect your revenue or client relationships, so it’s crucial to carefully consider whether the changes are truly necessary and what consequences they may bring.

An up-to-date Articles of Incorporation reflects the current status of a corporation in Maryland. The key elements of your updated Articles of Incorporation may include the advantages of being a Resident Agent, the company’s contact information, and the process for receiving legal notices, among other details.

Step 2: Review the Changes You Made in the Articles of Incorporation

The subsequent step involves reviewing the changes. The Maryland Secretary of State may request additional supporting documents based on the modifications made to your corporation. After finalizing the changes, you can proceed to draft the Maryland corporate amendment. Consult with the SOS to determine if any other documents need to be submitted. For instance, if you are changing the business name, you might be required to submit a name change/reservation form along with the Maryland Corporate Amendment form.

What Can Be Changed in Articles of Incorporation

It is not easy to change things in your business. Besides, there are some restrictions in changing things in your corporation in Maryland. There are things you can change, but there are things that you cannot change. I have mentioned a few points in this article that you can change above, such as the name, statement of purpose, and the number of shares issued. Now, there are things that you cannot change in the Articles of Incorporation. 

What Can not Be Changed in Maryland Corporate Amendment?

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If you started a corporation in Maryland, you must initially have appointed a Resident Agent. You cannot change the initial registered agent in the Articles of Incorporation Corporate Amendment. You can change it using other methods and forms available in the Maryland SOS. 

Another point is the initial mailing address of your corporation cannot be changed in the Maryland Corporate Amendment. In this case, you can change it through other methods requiring different forms. 

The third point is the initial directors who formed the corporation in Maryland. The details of the initial directors cannot be changed in the Maryland Corporate Amendment. There is no other way to change the directors’ details.

Step 3: File the Maryland Corporate Amendment

Finally, file the Maryland Corporate Amendment with the Secretary of State by the methods (online or offline) available. You must go through the filing process mentioned on the SOS official website before you start the filing process. You must pay the state fees for filing the Maryland Corporate Amendment. 

If you are in Maryland and have formed an LLC, you must file the Articles of Amendment in Maryland with the SOS if you make any changes to the limited liability company.

Why Amend Articles of Incorporation in Maryland?

There can be several reasons why you make changes to your corporation. A business runs based on diverse components. From economic conditions to internal structures (shareholders and directors), the corporation can change many times in its life based on external or internal reasons.

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Change of Maryland Corporation Name: The name of the corporation does not often change because it is the primary identity of any business. Sometimes, a spelling or the entire name requires to be changed for many reasons. In that case, the corporation has to file the amendment with the SOS mentioning the old and new names. They have to submit the business name change form with the amendment form. 

Change of Statement of Purpose: This is a document where you explain the purpose of your corporation. The purpose says that you are involved in legal and lawful activities through your business. If you are having a nonprofit, you must have a community purpose. If you change that purpose, you must file the amendment. If you change the nature of the business or the purpose of the corporation overall, then you must file an amendment.

Change in Numbers of Stocks and Shares: Finally, if you change the number of shares or stock issues in your company, then you must amend it. It can be reduced or increased if you decide to remove or add a shareholder/partner to the corporation. In that case, it must be amended with the SOS.

Penalties for Not Filing the Amendment in Maryland

Now, one question arises when we talk about filing the amendment what happens if you don’t amend the Maryland Articles of Incorporation? The answer is simple. You might have to pay heavy penalties if you do not file it. Besides, you may lose existing clients as they may not be interested in continuing to work with your company. 

They might cancel the existing contract; you might lose the bank loan or advance opportunities, or you may lose the business bank accounts for not complying with the amendment filing requirements. Hence, it is highly recommended to amend the Maryland Articles of Incorporation. 

FAQs

How do I amend the articles of incorporation in Maryland?
To amend the articles of incorporation in Maryland, you must file Articles of Amendment with the State Department of Assessments and Taxation.
What information do I need to include in the Articles of Amendment in Maryland?
In Maryland, the Articles of Amendment must include the name of the corporation, the date of adoption of the amendment, and the text of the amendment.
Can a corporation amend its articles of incorporation in Maryland to change its name?
Yes, a corporation can amend its articles of incorporation in Maryland to change its name by filing Articles of Amendment with the State Department of Assessments and Taxation.
How much does it cost to file Articles of Amendment in Maryland?
The cost to file Articles of Amendment in Maryland is $100.
Can a corporation amend its articles of incorporation in Maryland to change its registered agent?
Yes, a corporation can amend its articles of incorporation in Maryland to change its registered agent by filing Articles of Amendment with the State Department of Assessments and Taxation.
How long does it take to process an amendment to articles of incorporation in Maryland?
It typically takes 7-10 business days to process an amendment to articles of incorporation in Maryland.
Can a corporation amend its articles of incorporation in Maryland to change its business purpose?
Yes, a corporation can amend its articles of incorporation in Maryland to change its business purpose by filing Articles of Amendment with the State Department of Assessments and Taxation.
Do I need to notify any other entities when amending the articles of incorporation in Maryland?
No, you do not need to notify any other entities when amending the articles of incorporation in Maryland.
Can a corporation amend its articles of incorporation in Maryland to increase its authorized shares?
Yes, a corporation can amend its articles of incorporation in Maryland to increase its authorized shares by filing Articles of Amendment with the State Department of Assessments and Taxation.
Can a corporation amend its articles of incorporation in Maryland to add additional provisions?
Yes, a corporation can amend its articles of incorporation in Maryland to add additional provisions by filing Articles of Amendment with the State Department of Assessments and Taxation.
Do I need to hold a meeting of shareholders to amend the articles of incorporation in Maryland?
No, you do not need to hold a meeting of shareholders to amend the articles of incorporation in Maryland.
What information is required in the Articles of Amendment in Maryland?
The Articles of Amendment in Maryland must include the name of the corporation, the date of the original articles, and the changes being made.
Is there a fee for amending the articles of incorporation in Maryland?
Yes, there is a filing fee to amend the articles of incorporation in Maryland. The fee amount varies depending on the changes being made.
Can I amend the purpose of my corporation in Maryland?
Yes, you can amend the purpose of your corporation in Maryland by filing Articles of Amendment with the State Department of Assessments and Taxation.
Can I change the registered agent for my corporation in Maryland when amending the articles of incorporation?
Yes, you can change the registered agent for your corporation in Maryland when amending the articles of incorporation.
Do I need to hold a board meeting to approve the amendment to the articles of incorporation in Maryland?
Yes, you typically need to hold a board meeting to approve the amendment to the articles of incorporation in Maryland.
Can I amend the articles of incorporation to change the corporate name in Maryland?
Yes, you can amend the articles of incorporation to change the corporate name in Maryland.
Do I need to publish notice of the amendment to articles of incorporation in Maryland?
No, you do not need to publish notice of the amendment to articles of incorporation in Maryland.
Can I make multiple changes in one amendment to the articles of incorporation in Maryland?
Yes, you can make multiple changes in one amendment to the articles of incorporation in Maryland.
What is the process for amending Maryland Articles of Incorporation?
To amend Maryland Articles of Incorporation, a corporation must file Articles of Amendment with the Maryland Department of Assessments and Taxation.
Can any part of the Articles of Incorporation be amended?
Yes, most parts of the Articles of Incorporation can be amended, including the name of the corporation, the purpose of the corporation, and the number of authorized shares.
How long does it take to amend Maryland Articles of Incorporation?
The processing time for amending Maryland Articles of Incorporation can vary, but it typically takes around 7-10 business days.
Is there a fee for amending Maryland Articles of Incorporation?
Yes, there is a fee associated with amending Maryland Articles of Incorporation. The current fee is $120.
Can the registered agent be changed when amending Maryland Articles of Incorporation?
Yes, the registered agent of a corporation can be changed when amending Maryland Articles of Incorporation.
Are there any restrictions on what can be amended in the Articles of Incorporation?
There are certain restrictions on what can be amended in the Articles of Incorporation. For example, the amendment cannot make the corporation engage in any activity that is restricted by Maryland law.
Can the stock structure be changed when amending Maryland Articles of Incorporation?
Yes, the stock structure of a corporation can be changed when amending Maryland Articles of Incorporation.
What is the purpose of amending Maryland Articles of Incorporation?
The purpose of amending Maryland Articles of Incorporation is to make changes to the original document filed with the state to reflect new information or decisions made by the corporation.
How can I obtain the necessary forms to amend Maryland Articles of Incorporation?
The necessary forms to amend Maryland Articles of Incorporation can be obtained from the Maryland Department of Assessments and Taxation website.
Can amendments to Maryland Articles of Incorporation be made online?
Yes, amendments to Maryland Articles of Incorporation can be made online through the Maryland Department of Assessments and Taxation website.
What information is required to amend Maryland Articles of Incorporation?
The information required to amend Maryland Articles of Incorporation typically includes the name of the corporation, the changes being made, and the signature of an authorized officer.

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In Conclusion

Amending the Maryland Articles of Incorporation may not involve numerous steps, but the process can be more complex than it appears. It’s crucial to carefully consider any changes to ensure they do not negatively impact your business or client relationships. Before proceeding with modifications and amendments, it is advisable to consult with an attorney or legal professional for guidance.

Due to the complicated structure, forming a corporation in Maryland might be difficult. However, after forming the corporation, managing it seems to be more difficult for many people. A frequent change may or may not occur. But, every time you make a change, you must file the amendment with Maryland SOS. It is also suggested that you do not make changes frequently as it may affect your brand in a reverse way.

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