How to Amend Articles of Incorporation in South Dakota (2025)


Steve Bennett
Steve Bennett
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Amend South Dakota Articles of Incorporation

Amending the Articles of Incorporation in South Dakota 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 South Dakota 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 South Dakota Articles of Incorporation in easy steps. It will be helpful for you if you read the article till the end. 

What is the South Dakota Articles of Incorporation?

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

There are three main steps to file your amendment to the South Dakota 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 South Dakota 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 South Dakota. 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 South Dakota 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 South Dakota 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 South Dakota 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 South Dakota. 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 South Dakota Corporate Amendment?

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If you started a corporation in South Dakota, 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 South Dakota SOS. 

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

Step 3: File the South Dakota Corporate Amendment

Finally, file the South Dakota 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 South Dakota Corporate Amendment. 

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

Why Amend Articles of Incorporation in South Dakota?

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 South Dakota 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 South Dakota

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

FAQs

How can I amend my South Dakota Articles of Incorporation?
To amend your South Dakota Articles of Incorporation, you must file Articles of Amendment with the South Dakota Secretary of State.
What information is required in the Articles of Amendment in South Dakota?
The Articles of Amendment in South Dakota must include the name of the corporation, the filing date of the original Articles of Incorporation, and the details of the amendment being made.
Is there a fee for amending the Articles of Incorporation in South Dakota?
Yes, there is a fee for filing the Articles of Amendment with the South Dakota Secretary of State.
How long does it take to process an amendment to the Articles of Incorporation in South Dakota?
The processing time for an amendment to the Articles of Incorporation in South Dakota can vary, but it is typically a few business days.
Can I change the name of my corporation in South Dakota through an amendment?
Yes, you can change the name of your corporation in South Dakota through an amendment to the Articles of Incorporation.
Do I need to provide a reason for amending the Articles of Incorporation in South Dakota?
No, you do not need to provide a reason for amending the Articles of Incorporation in South Dakota.
Can I change the registered agent for my corporation in South Dakota through an amendment?
Yes, you can change the registered agent for your corporation in South Dakota through an amendment to the Articles of Incorporation.
What is the deadline for filing an amendment to the Articles of Incorporation in South Dakota?
There is no specific deadline for filing an amendment to the Articles of Incorporation in South Dakota, but it should be done as soon as the decision to amend is made.
Do I need board approval to amend the Articles of Incorporation in South Dakota?
Yes, typically, board approval is required to amend the Articles of Incorporation in South Dakota.
Can the shareholders vote on amending the Articles of Incorporation in South Dakota?
Yes, shareholders may need to vote on certain amendments to the Articles of Incorporation in South Dakota, especially if the changes impact their rights or interests.
Are there specific requirements for the content of the Articles of Amendment in South Dakota?
Yes, the South Dakota Secretary of State has specific requirements for the content that must be included in the Articles of Amendment, so it is important to review these before filing.
Can I amend the purpose of my corporation in South Dakota through an amendment?
Yes, you can amend the purpose of your corporation in South Dakota through an amendment to the Articles of Incorporation.
Can I add or remove directors through an amendment to the Articles of Incorporation in South Dakota?
Yes, you can add or remove directors through an amendment to the Articles of Incorporation in South Dakota.
Can I change the duration of my corporation through an amendment to the Articles of Incorporation in South Dakota?
Yes, you can change the duration of your corporation through an amendment to the Articles of Incorporation in South Dakota.
Can I change the principal office address of my corporation through an amendment to the Articles of Incorporation in South Dakota?
Yes, you can change the principal office address of your corporation through an amendment to the Articles of Incorporation in South Dakota.
Do I need to provide a new set of bylaws when amending the Articles of Incorporation in South Dakota?
No, you do not need to provide a new set of bylaws when amending the Articles of Incorporation in South Dakota, unless the bylaws are also being amended.
Can I amend the share structure of my corporation in South Dakota through an amendment to the Articles of Incorporation?
Yes, you can amend the share structure of your corporation in South Dakota through an amendment to the Articles of Incorporation.
Can I change the voting rights of shareholders through an amendment to the Articles of Incorporation in South Dakota?
Yes, you can change the voting rights of shareholders through an amendment to the Articles of Incorporation in South Dakota.
Can I amend the indemnification provisions of my corporation in South Dakota through an amendment?
Yes, you can amend the indemnification provisions of your corporation in South Dakota through an amendment to the Articles of Incorporation.
Do I need to provide a new registered agent address when filing the Articles of Amendment in South Dakota?
Yes, if you are changing the registered agent for your corporation in South Dakota, you will need to provide the new agent’s address in the Articles of Amendment.
Can I change the fiscal year end of my corporation through an amendment to the Articles of Incorporation in South Dakota?
Yes, you can change the fiscal year end of your corporation through an amendment to the Articles of Incorporation in South Dakota.
Can I amend the name of the incorporator in the Articles of Amendment in South Dakota?
No, the name of the incorporator cannot be changed through an amendment to the Articles of Incorporation in South Dakota.
Can I amend multiple provisions at once in the Articles of Amendment in South Dakota?
Yes, you can make multiple amendments in a single filing of the Articles of Amendment in South Dakota, as long as they are all properly documented.
Can I cancel an amendment to the Articles of Incorporation in South Dakota once it has been filed?
No, once an amendment to the Articles of Incorporation has been filed with the South Dakota Secretary of State, it cannot be canceled.
Can I expedite the processing of an amendment to the Articles of Incorporation in South Dakota?
Yes, you can request expedited processing of an amendment to the Articles of Incorporation in South Dakota for an additional fee.
Can I amend the dissolution provisions of my corporation through an amendment to the Articles of Incorporation in South Dakota?
Yes, you can amend the dissolution provisions of your corporation in South Dakota through an amendment to the Articles of Incorporation.
Can I convert my corporation to a different entity type through an amendment to the Articles of Incorporation in South Dakota?
Yes, you may be able to convert your corporation to a different entity type in South Dakota through an amendment to the Articles of Incorporation, depending on the specific conversion requirements.
Can I amend the initial directors listed in the Articles of Incorporation in South Dakota?
Yes, you can amend the initial directors listed in the Articles of Incorporation in South Dakota through an amendment.
Can I prepare the Articles of Amendment myself or do I need a professional filing service in South Dakota?
While you can prepare the Articles of Amendment yourself, it is recommended to seek the assistance of a professional filing service to ensure accuracy and compliance with South Dakota laws and regulations.
Can I amend the issuance and transfer restrictions of my corporation in South Dakota through an amendment to the Articles of Incorporation?
Yes, you can amend the issuance and transfer restrictions of your corporation in South Dakota through an amendment to the Articles of Incorporation.

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In Conclusion

Amending the South Dakota 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 South Dakota 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 South Dakota 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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