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Amend Articles of Organization in Michigan: When you start an LLC in Michigan, you must file the Articles of Organization. This document records all the details of your LLC, such as name, address, name and address of the Resident Agent, and other business-related information. If you make any changes to the LLC, you must file Certificate of Amendment. Any changes you make to the Articles of Organization must be properly documented and filed with the Michigan SOS.
To amend your Michigan Articles of Organization, you will need to follow a specific process, which typically involves filling out a form, paying a fee, and submitting the amended articles to the Michigan SOS. The process is not a lengthy one. In this article, I will share how to amend Michigan Articles of Organization easily. I recommend you read the article till the end to learn everything about the process.
On this page, you’ll learn about the following:
What is Articles of Organization in Michigan?
The Articles of Organization is a document that is required to form an LLC in Michigan. The document must be submitted to the State SOS online or by mail. There are certain details that need to be added while filing the Michigan Articles of Organization. The following are the points to be added to the formation document at the time of LLC registration-
- Name of your Michigan LLC
- Principal address of the LLC
- Name and address of the Michigan Resident Agent
- Names of all the members and managers of the LLC
- Summary of the LLC’s operation
- Start date of the LLC
- Purpose of the LLC
- Signature of all the members and managers of the LLC
Why Amend Articles of Organization?
There are six reasons why you need to file the Certificate of Amendment in Michigan. Following are the six points to note-
Change of Michigan LLC Name: If you change the name of the LLC, you must file it with the SOS. LLCs do not often change the names, but in some cases, if they change it, they immediately have to inform the Michigan SOS through Amendment.
It is recommended to check if the name change is absolutely necessary. Because it can affect the whole business. In some cases, it is better to start a new LLC than change the name of an existing one.
Tip from LLCBuddy
Change of Michigan LLC Address: Like the business name, if the principal address of the LLC is changed or the company is moved to another place, then Michigan LLC has to file the amendment certificate.
Change of Registered Agent: A Registered Agent is the most important person in the LLC. However, when you change or remove the Registered Agent, you must file the amendment with the Michigan SOS.
Change of Michigan LLC Management: This is another important reason why one should file the Amendment Certificate. If the managerial structure changes in your LLC, it must be filed with the SOS. The new structure, manager, or change in ownership must be filed.
Change of the Purpose of Michigan LLC: The purpose of the LLC is mentioned in the Articles of Organization when it is filed. If the purpose is changed at anytime, for example, non-profit changes to a for-profit organization, or vice-versa, it must be filed with the SOS.
Change of Michigan Tax Structure: The Michigan LLC classification of taxes is mentioned in the Articles of Organization at the time of registration of the LLC. Later, if the LLC wants to change the tax structure, it must file the amendment certificate with Michigan SOS.
How to Amend Michigan Articles of Organization
It is easy to amend the Articles of Organization in Michigan. There are three prominent steps to follow. The steps are as follows-
Step 1: Determine What Changes You Need in Michigan LLC
The first step is to determine what changes you need to make or if you need any changes. For some business experts, it is good to make structural or some other changes to upgrade your LLC after a point of time. For example, managers can change, LLCs can be restructured or move to other places, cities, or states, and you can also change the registered agent.
These changes are common and often take place in Michigan LLC. If you think your LLC needs such changes and you determine to make those changes, then you must proceed to the next step.
Step 2: Draft the Michigan Certificate of Amendment
The next step is to draft the Amendment. To Amend the Articles of Organization, you need the following-
- Name of the LLC
- Purpose of the LLC
- Entity filing number
- Amendments
- Members and Managers’ signature.
Along with these details, LLCs must submit more documents to the Michigan SOS.
Step 3: File Michigan Certificate of Amendment
The final step is to file the Certificate of Amendment. One has to submit the Certificate of Amendment (PDF) online or by mail to the Michigan Secretary of State. If there is a name change, the business name change form should be attached to the Amendment form.
- Filing: To file it by mail or online, the Articles of Amendment form must be submitted to the Certificate of Amendment or uploaded to the Michigan SOS website.
Important Information
Cost to File Michigan Certificate of Amendment
The cost of filing the Amendment Certificate in Michigan is $25. For other types of filing costs, please visit the official website of Michigan Secretary of State.
Penalties for Not Filing Certificate of Amendment
Failure to amend Michigan Articles of Organization can lead to legal issues against the LLC. Not filing the amendment certificate means non-compliance with the LLC in Michigan. Another consequence of not filing an amendment in Michigan is facing legal issues by violating state laws. For example, if a member-managed LLC becomes a manager-managed one in the future and LLC does not file an amendment for that, it will be considered a violation of state law. Hence, the LLC might face legal issues.
FAQs
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Conclusion
In conclusion, amending Michigan Articles of Organization is a simple process that requires a few steps to report any changes made to an LLC. Filing the Certificate of Amendment is crucial, and failure to do so can lead to legal issues and non-compliance with state laws. By following the steps outlined in this article and submitting the necessary documents to the Michigan Secretary of State, LLCs can successfully amend their Articles of Organization and maintain compliance with state regulations.