How to Amend Missouri Articles of Incorporation


Steve Goldstein
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Amend Missouri Articles of Incorporation

Starting a corporation in Missouri is an exciting journey. But as your company grows, you may find it necessary to make changes to its structure and governance. Making any changes to your established corporation in Missouri requires filing the Amendment of Articles of Incorporation. An amendment is a process through which you report the structural or any change in your corporation to the Missouri Secretary of State. To do so, you require to follow a few simple steps. You need to get the amendment form, enter the details of changes, and submit it to the appropriate address with the filing fee will make things done.

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

What is Missouri Articles of Incorporation?

The Missouri Articles of Incorporation is a legal document that you need to file with the Secretary of State while registering your corporation in Missouri. It is similar to the Articles of Organization you file while creating an LLC in Missouri. If you already own a corporation in Missouri, 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, Missouri Registered 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 Missouri 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

Why Amend Articles of Incorporation in Missouri?

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.

Change of Missouri 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.

How to Amend the Missouri Articles of Incorporation

There are three main steps to file your amendment to the Missouri 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 Missouri Corporation

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 Missouri. The key elements of your updated Articles of Incorporation may include the advantages of being a Registered 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 Missouri 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 Missouri 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 Missouri 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 Missouri. 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 Missouri Corporate Amendment?

If you started a corporation in Missouri, you must initially have appointed a Registered 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 Missouri SOS.

Another point is the initial mailing address of your corporation cannot be changed in the Missouri 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 Missouri. The details of the initial directors cannot be changed in the Missouri Corporate Amendment. There is no other way to change the directors’ details.

Step 3: File the Missouri Corporate Amendment

Finally, file the Missouri 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 Missouri Corporate Amendment.

Penalties for Not Filing the Amendment in Missouri

Now, one question arises when we talk about filing the amendment what happens if you don’t amend the Missouri 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 Missouri Articles of Incorporation.

FAQs

What is an Articles of Incorporation?
Articles of Incorporation, also known as a Certificate of Incorporation or Corporate Charter, is a document that establishes the existence of a corporation in the state of Missouri.
How do I amend Missouri Articles of Incorporation?
To amend Missouri Articles of Incorporation, you must file the Articles of Amendment with the Missouri Secretary of State.
What information must I include in the Articles of Amendment?
The Articles of Amendment must include the name of the corporation, the date of original incorporation, the amendment being made, the effective date of the amendment, and the name and address of the registered agent.
How much does it cost to amend Missouri Articles of Incorporation?
The fee to amend Missouri Articles of Incorporation is $15.
How long does it take to amend Missouri Articles of Incorporation?
It usually takes between 10-15 business days to amend Missouri Articles of Incorporation.
What are the consequences of not amending Missouri Articles of Incorporation?
Failing to amend Missouri Articles of Incorporation can lead to administrative fines and penalties, as well as the revocation of the corporation’s status.
What are the benefits of amending Missouri Articles of Incorporation?
Amending Missouri Articles of Incorporation allows the corporation to make changes to its corporate structure, such as updating the corporation’s name, address, purpose, or board of directors.
How do I file the Articles of Amendment?
The Articles of Amendment must be filed online or in-person with the Missouri Secretary of State.
How do I know my Articles of Amendment have been accepted?
Once your Articles of Amendment have been accepted, you will receive a stamped copy of the document.
Does Missouri require the Articles of Amendment to be notarized?
No, Missouri does not require the Articles of Amendment to be notarized.
Do I need to notify the IRS when amending Missouri Articles of Incorporation?
Yes, you must notify the IRS of any changes to the corporation’s name, address, or purpose.
Are there any restrictions on amending Missouri Articles of Incorporation?
Yes, you cannot amend Missouri Articles of Incorporation to change the corporation’s name, address, or purpose without prior approval from the IRS.
Is there a limit to the number of times I can amend Missouri Articles of Incorporation?
No, there is no limit to the number of times you can amend Missouri Articles of Incorporation.
Can I amend Missouri Articles of Incorporation online?
Yes, you can file the Articles of Amendment online with the Missouri Secretary of State.
Can I amend Missouri Articles of Incorporation by mail?
Yes, you can file the Articles of Amendment by mail with the Missouri Secretary of State.
Is there a minimum amount of time I must wait before I can amend Missouri Articles of Incorporation?
No, there is no minimum amount of time required before you can amend Missouri Articles of Incorporation.
What form do I need to use when amending Missouri Articles of Incorporation?
The form you must use to amend Missouri Articles of Incorporation is the Articles of Amendment.
Can I amend Missouri Articles of Incorporation without the consent of the board of directors?
Yes, you can amend Missouri Articles of Incorporation without the consent of the board of directors.
Do I need to inform my shareholders when amending Missouri Articles of Incorporation?
Yes, it is recommended that you inform your shareholders of any changes made to the Articles of Incorporation.
Do I need to file a copy of the Articles of Amendment with the county clerk?
No, you do not need to file a copy of the Articles of Amendment with the county clerk.
Can I make amendments to the bylaws at the same time as amending Missouri Articles of Incorporation?
Yes, you can make amendments to the bylaws at the same time as amending Missouri Articles of Incorporation.
Do I need to submit a copy of the Articles of Amendment to the IRS?
Yes, you must submit a copy of the Articles of Amendment to the IRS.
How do I change the name of the corporation when amending Missouri Articles of Incorporation?
To change the name of the corporation when amending Missouri Articles of Incorporation, you must file a new Certificate of Name Change with the Missouri Secretary of State.
Can I amend Missouri Articles of Incorporation to change the corporation’s purpose?
Yes, you can amend Missouri Articles of Incorporation to change the corporation’s purpose.
What happens if I make a mistake when amending Missouri Articles of Incorporation?
If you make a mistake when amending Missouri Articles of Incorporation, you must submit a new Articles of Amendment with the correct information.
Do I need to resubmit the Articles of Amendment if I make a mistake?
Yes, you must resubmit the Articles of Amendment with the correct information.
What is the penalty for not amending Missouri Articles of Incorporation?
The penalty for not amending Missouri Articles of Incorporation is administrative fines or revocation of the corporation’s status.
Do I need to inform the state when amending Missouri Articles of Incorporation?
Yes, you must inform the state when amending Missouri Articles of Incorporation by filing the Articles of Amendment with the Missouri Secretary of State.
Is there a deadline to amend Missouri Articles of Incorporation?
No, there is no deadline to amend Missouri Articles of Incorporation.
How do I amend the Articles of Incorporation in Missouri?
To amend the Articles of Incorporation in Missouri, you must submit a completed Amendment to Articles of Incorporation form to the Secretary of State’s office.
What information does the Amendment to Articles of Incorporation form require?
The Amendment to Articles of Incorporation form requires information about the company, including its name, date of incorporation, and purpose. Additionally, the form requires the exact wording of the amendment being made.
Is there a fee associated with amending the Articles of Incorporation in Missouri?
Yes, there is a fee of $25 associated with amending the Articles of Incorporation in Missouri.
How long does it take to process an Amendment to Articles of Incorporation in Missouri?
It typically takes 2-3 business days to process an Amendment to Articles of Incorporation in Missouri.
How do I submit an Amendment to Articles of Incorporation form in Missouri?
The Amendment to Articles of Incorporation form must be submitted to the Secretary of State’s office in Jefferson City, Missouri. The form can be submitted in person, by mail, or online.

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Why Missouri Corp Amendment is So Important

First and foremost, the Corp Amendment provides companies with the flexibility to adjust their corporate structure to better suit their evolving needs. As businesses expand and face new challenges, they may find that their current corporate structure is no longer sufficient to support their growth. By allowing companies to make amendments to their articles of incorporation, the Corp Amendment provides a streamlined process for adapting to changing circumstances and ensures that businesses can remain agile and competitive in the marketplace.

Furthermore, the Corp Amendment is essential for maintaining transparency and compliance within the corporate world. As regulations and laws governing businesses continue to evolve, it is imperative that companies stay up-to-date with the latest requirements and remain in good standing with regulatory bodies. By making necessary amendments to their articles of incorporation, companies can ensure that they are in compliance with all relevant laws and regulations, thereby protecting their reputation and avoiding potential legal issues.

Additionally, the Corp Amendment plays a critical role in safeguarding the interests of shareholders and stakeholders. As the backbone of any business, shareholders and stakeholders must have confidence in the company’s corporate structure and governance. By regularly reviewing and updating their articles of incorporation, companies can demonstrate their commitment to transparency and accountability, ultimately strengthening trust and confidence among stakeholders.

Moreover, the Corp Amendment is a valuable tool for companies seeking to attract investors and secure funding for growth and expansion. When potential investors are evaluating a company, they carefully scrutinize its corporate structure to assess its stability and growth potential. By proactively making amendments to their articles of incorporation, companies can signal to investors that they are committed to adaptability and growth, making them a more attractive investment opportunity.

In conclusion, the Corp Amendment is a vital tool for companies looking to thrive and succeed in today’s competitive business environment. By providing flexibility, ensuring compliance, protecting stakeholder interests, and attracting investors, the Corp Amendment is essential for maintaining the health and longevity of any business. Companies that recognize the importance of regular review and amendment of their corporate structure are better positioned to navigate challenges, seize opportunities, and achieve long-term success.

Conclusion

Amending the Missouri 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.

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