How to Amend Articles of Organization in Ohio (2024)


Steve Goldstein
Steve Goldstein
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Steve Goldstein runs LLCBuddy, helping entrepreneurs set up their LLCs easily. He offers clear guides, articles, and FAQs to simplify the process. His team keeps everything accurate and current, focusing on state rules, registered agents, and compliance. Steve’s passion for helping businesses grow makes LLCBuddy a go-to resource for starting and managing an LLC.

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Amend Ohio Articles of Organization

Amendment of Articles of Organization is required when you make changes to your LLC. While forming an LLC in Ohio, you must file the formation document. At some point in time, if you might need to update/change any of the information shared in the Articles of Organization, you must file the Articles of Amendment with Ohio SOS.

To amend your Ohio 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 Ohio SOS. The process is not a lengthy one. In this article, LLCBuddy editors shared how to amend Ohio Articles of Organization without any hassle. Note that the process explained here is a generic process. It is recommended to consult a professional or attorney beforehand.

What is Articles of Organization in Ohio?

The Articles of Organization is a document that is required to form an LLC in Ohio. The document must be submitted online or by mail to the Ohio Secretary of State. Certain details need to be added while filing the Ohio Articles of Organization. The following are the points to be added to the formation document at the time of LLC registration-

articles of organization
  • Name of your Ohio LLC
  • The principal address of the LLC
  • Name and address of the Ohio Statutory 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

How to Amend Ohio Articles of Organization

Changes such as name, physical address of the business, address or/and name of the Ohio Statutory Agent, or any other changes listed above must be amended with the SOS. It is easy to amend the Articles of Organization in Ohio. There are three prominent steps to follow. The steps are as follows-

Step 1: Determine What Changes You Need in Ohio 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 are common changes that often occur in limited liability companies. If you have to make those changes, you must proceed with drafting the Articles of Amendment with Ohio Secretary of State.

Step 2: Draft the Ohio Articles 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 Ohio SOS.

Step 3: File Ohio Articles of Amendment

To file the Articles of Amendment in Ohio, you need either an online or offline form. You can do that online in most states by signing in to the Secretary of State’s official portal. To file the amendment in Ohio, you must fill up the form (online or offline) and send it back to the SOS (online or by mail).

For the online filing, the form must be submitted using the Ohio Secretary of State‘s portal. For offline (by mail) filing, the PDF form must be sent to the Ohio Secretary of State, P.O. Box 670, Columbus, OH 43216. The amendment filing fee of $50 must be paid at the time of form submission.

Why Amend Articles of Organization?

There are six reasons why you need to file the Articles of Amendment in Ohio. Following are the six points to note-

Change of Ohio 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 Ohio 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 Ohio LLC Address: Like the business name, if the principal address of the LLC is changed or the company is moved to another place, then Ohio 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 Ohio SOS.

Change of Ohio 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 Ohio LLC: The purpose of the LLC is mentioned in the Articles of Organization when it is filed. If the purpose is changed at any time, for example, a non-profit in Ohio changes to a for-profit organization, or vice-versa, it must be filed with the SOS.

Change of Ohio Tax Structure: The Ohio 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 Ohio SOS.

Cost to File Ohio Articles of Amendment

The cost of filing the Amendment Certificate in Ohio is $50. For other types of filing costs, please visit the official website of Ohio Secretary of State.

Penalties for Not Filing Articles of Amendment

Failure to amend Ohio Articles of Organization can lead to legal issues against the LLC. Not filing the amendment certificate means non-compliance with the LLC in Ohio. Another consequence of not filing an amendment in Ohio is facing legal issues by violating state laws. For example, if a member-managed LLC becomes a manager-managed one in the future and the LLC does not file an amendment, it will be considered a violation of state law. Hence, the LLC might face legal issues.

FAQs

How do I amend Ohio Articles of Organization?
To amend Ohio Articles of Organization, you must file a Certificate of Amendment with the Ohio Secretary of State.
Can I change the name of my Ohio LLC by amending the Articles of Organization?
Yes, you can change the name of your Ohio LLC by amending the Articles of Organization.
What information can be amended in Ohio Articles of Organization?
You can amend the name of the LLC, the purpose of the LLC, the duration of the LLC, the principal office address, the name and address of members/managers, among other things.
How much does it cost to file a Certificate of Amendment for an Ohio LLC?
The filing fee for a Certificate of Amendment in Ohio is $50.
How long does it take to process an amendment to Ohio Articles of Organization?
It typically takes 3-5 business days to process an amendment to Ohio Articles of Organization.
Can I file an amendment online for Ohio LLC?
Yes, you can file an amendment online for an Ohio LLC through the Ohio Secretary of State’s website.
Do I need to notify members or managers of an amendment to Ohio Articles of Organization?
Yes, you are required to notify members or managers of an amendment to Ohio Articles of Organization.
Can a Certificate of Amendment for an Ohio LLC be rejected?
Yes, a Certificate of Amendment for an Ohio LLC can be rejected if it does not comply with state regulations.
Do I need an attorney to help me with amending Ohio Articles of Organization?
While it is not required to have an attorney, it may be helpful to consult with one to ensure all necessary steps are followed.
Can I make multiple amendments to Ohio Articles of Organization in one filing?
Yes, you can make multiple amendments to Ohio Articles of Organization in one filing as long as they are clearly outlined.
Is there a deadline for amending Ohio Articles of Organization?
There is no specific deadline for amending Ohio Articles of Organization, but it is recommended to do so promptly.
What happens if I fail to file an amendment to Ohio Articles of Organization?
Failure to file an amendment to Ohio Articles of Organization may result in legal and operational complications for the LLC.
Can I revert an amendment made to Ohio Articles of Organization?
Yes, you can revert an amendment made to Ohio Articles of Organization by filing another amendment to undo the changes.
Can I amend Ohio Articles of Organization without unanimous member consent?
The specific consent requirements for amending Ohio Articles of Organization may vary depending on the LLC’s operating agreement.
How can I obtain a copy of my Ohio LLC’s Articles of Organization for amending?
You can obtain a copy of your Ohio LLC’s Articles of Organization from the Ohio Secretary of State’s office.
Can I change the registered agent for my Ohio LLC through an amendment?
Yes, you can change the registered agent for your Ohio LLC by amending the Articles of Organization.
Do I need to provide a reason for amending Ohio Articles of Organization?
It is not necessary to provide a reason for amending Ohio Articles of Organization, but you must clearly outline the changes being made.
Will amending Ohio Articles of Organization affect the LLC’s taxation status?
Amending Ohio Articles of Organization may have tax implications, so it is recommended to consult with a tax professional.
Can I amend Ohio Articles of Organization if my LLC is no longer active?
Yes, you can still amend Ohio Articles of Organization even if your LLC is no longer active.
Are there any restrictions on amending Ohio Articles of Organization?
Some restrictions may apply when amending Ohio Articles of Organization, such as compliance with state laws and regulations.
Can I add additional members to my Ohio LLC through an amendment?
Yes, you can add additional members to your Ohio LLC by amending the Articles of Organization.
Can I change the purpose of my Ohio LLC through an amendment?
Yes, you can change the purpose of your Ohio LLC by amending the Articles of Organization.
How detailed should the amendments be in the Ohio Articles of Organization?
The amendments in the Ohio Articles of Organization should be clearly and specifically outlined to avoid any confusion.
Can I amend the operating agreement through Ohio Articles of Organization?
No, the operating agreement is a separate document and cannot be amended through Ohio Articles of Organization.
Will amending Ohio Articles of Organization affect my LLC’s standing with state authorities?
Amending Ohio Articles of Organization may require updated filings with state authorities, but it should not affect the LLC’s standing.
Can I amend Ohio Articles of Organization on behalf of another LLC?
No, only authorized individuals or entities can file an amendment to Ohio Articles of Organization on behalf of an LLC.
Are there any filing requirements after submitting an amendment to Ohio Articles of Organization?
Once the amendment to Ohio Articles of Organization is filed, you may need to update relevant business documents and notify stakeholders of the changes.
Can I expedite the processing of an amendment to Ohio Articles of Organization?
Yes, you can expedite the processing of an amendment to Ohio Articles of Organization for an additional fee.
How do I know if my amendment to Ohio Articles of Organization has been approved?
You will receive a confirmation or approval notice from the Ohio Secretary of State once the amendment has been processed.
Do I need to notify the IRS if I amend my Ohio Articles of Organization?
Yes, any changes to your Articles of Organization should be reported to the IRS.

Also Read

In Conclusion

While running a limited liability company in Ohio, it might be possible to make changes. From the name of the business to the Statutory Agent, the management of the LLC can be changed over time. Every time you make any changes, you must file the amendment. You must consider that changing LLC names should not occur more often unless it is totally required. The name is the first identity of your LLC; changing it frequently directly affects the company’s branding. Filing the Articles of Amendment is mandatory as well as crucial, and failure to do so can lead to legal issues and non-compliance with state laws.

This article shares all the important steps you need to follow to file the Articles of Amendment in Ohio. While you follow the steps shared in this article, make sure to consult a professional or attorney. If you are looking for a professional LLC formation service at $0, we recommend ZenBusiness. By following the steps outlined in this article and submitting the necessary documents to the Ohio Secretary of State, LLCs can successfully amend their Articles of Organization and maintain compliance with state regulations.

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