How to Amend Wisconsin Articles of Incorporation


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Amend Wisconsin Articles of Incorporation

Starting a corporation in Wisconsin 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 Wisconsin 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 Wisconsin 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 Wisconsin Articles of Incorporation in easy steps. It will be helpful for you if you read the article till the end.

What is Wisconsin Articles of Incorporation?

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

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 Wisconsin 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 Wisconsin Articles of Incorporation

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

If you started a corporation in Wisconsin, 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 Wisconsin SOS.

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

Step 3: File the Wisconsin Corporate Amendment

Finally, file the Wisconsin 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 Wisconsin Corporate Amendment.

Penalties for Not Filing the Amendment in Wisconsin

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

FAQs

What is an Article of Incorporation?
An Article of Incorporation is a legal document filed with the Wisconsin Department of Financial Institutions to create a Wisconsin corporation.
How do I amend the Articles of Incorporation in Wisconsin?
To amend the Articles of Incorporation in Wisconsin, a corporation must file an Amended Articles of Incorporation with the Wisconsin Department of Financial Institutions.
What information needs to be included in an Amended Article of Incorporation in Wisconsin?
The Amended Article of Incorporation must include the corporate name, the amendment proposed, the effective date of the amendment, the name and address of the registered agent, and the signatures of a majority of the board of directors.
How much does it cost to amend the Articles of Incorporation in Wisconsin?
The fee to amend the Articles of Incorporation in Wisconsin is $25.
Do I need to get shareholder approval to amend the Articles of Incorporation in Wisconsin?
Generally, shareholder approval is not required to amend the Articles of Incorporation in Wisconsin.
What is the process for amending the Articles of Incorporation in Wisconsin?
The process for amending the Articles of Incorporation in Wisconsin involves filing an Amended Articles of Incorporation with the Wisconsin Department of Financial Institutions.
What is the deadline for filing an Amended Articles of Incorporation in Wisconsin?
There is no deadline for filing an Amended Articles of Incorporation in Wisconsin, but the effective date of the amendment cannot be more than thirty (30) days from the date of filing.
Can I change the corporate name in an Amended Articles of Incorporation in Wisconsin?
Yes, the corporate name can be changed in an Amended Articles of Incorporation in Wisconsin.
How do I change the registered agent in an Amended Articles of Incorporation in Wisconsin?
To change the registered agent in an Amended Articles of Incorporation in Wisconsin, the Amended Articles must include the name and address of the new registered agent.
Is it possible to add or remove a director in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to add or remove a director in an Amended Articles of Incorporation in Wisconsin.
Can I add or remove corporate purposes in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to add or remove corporate purposes in an Amended Articles of Incorporation in Wisconsin.
How do I amend the corporate bylaws in Wisconsin?
To amend the corporate bylaws in Wisconsin, the board of directors must pass a resolution to amend the bylaws.
What is the difference between an Amended Articles of Incorporation and a Certificate of Amendment in Wisconsin?
An Amended Articles of Incorporation is a legal document filed with the Wisconsin Department of Financial Institutions, while a Certificate of Amendment is a document that is filed after an amendment is approved.
Does an Amended Articles of Incorporation need to be notarized in Wisconsin?
No, an Amended Articles of Incorporation does not need to be notarized in Wisconsin.
Is it possible to merge two corporations with an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to merge two corporations with an Amended Articles of Incorporation in Wisconsin.
What is the process for dissolving a corporation in Wisconsin?
To dissolve a corporation in Wisconsin, the corporation must file a Certificate of Dissolution with the Wisconsin Department of Financial Institutions.
Can I change the corporate structure in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to change the corporate structure in an Amended Articles of Incorporation in Wisconsin.
How do I change the corporate address in an Amended Articles of Incorporation in Wisconsin?
To change the corporate address in an Amended Articles of Incorporation in Wisconsin, the Amended Articles must include the new address.
How do I remove a shareholder from the Articles of Incorporation in Wisconsin?
To remove a shareholder from the Articles of Incorporation in Wisconsin, the corporation must file an Amended Articles of Incorporation with the Wisconsin Department of Financial Institutions.
Can I add or remove shares in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to add or remove shares in an Amended Articles of Incorporation in Wisconsin.
Is it possible to convert a corporation to an LLC in Wisconsin?
Yes, it is possible to convert a corporation to an LLC in Wisconsin by filing an Amended Articles of Incorporation with the Wisconsin Department of Financial Institutions.
Can I change the corporate officer in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to change the corporate officer in an Amended Articles of Incorporation in Wisconsin.
How do I change the corporate tax year in Wisconsin?
To change the corporate tax year in Wisconsin, the corporation must file an Amended Articles of Incorporation with the Wisconsin Department of Financial Institutions.
Do I need to get approval from the Wisconsin Department of Financial Institutions to amend the Articles of Incorporation?
No, approval from the Wisconsin Department of Financial Institutions is not required to amend the Articles of Incorporation.
Is it possible to add or remove a class of shares in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to add or remove a class of shares in an Amended Articles of Incorporation in Wisconsin.
How do I change the corporate name in an Amended Articles of Incorporation in Wisconsin?
To change the corporate name in an Amended Articles of Incorporation in Wisconsin, the Amended Articles must include the new corporate name.
Is it possible to amend the Articles of Incorporation online in Wisconsin?
No, it is not possible to amend the Articles of Incorporation online in Wisconsin.
Can I add or remove directors in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to add or remove directors in an Amended Articles of Incorporation in Wisconsin.
How do I change the corporate purpose in an Amended Articles of Incorporation in Wisconsin?
To change the corporate purpose in an Amended Articles of Incorporation in Wisconsin, the Amended Articles must include the new purpose.
Is it possible to change the number of shares in an Amended Articles of Incorporation in Wisconsin?
Yes, it is possible to change the number of shares in an Amended Articles of Incorporation in Wisconsin.
How do I change the corporate address on the registered agent in Wisconsin?
To change the corporate address on the registered agent in Wisconsin, the Amended Articles must include the new address.

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Why Wisconsin Corp Amendment is So Important

One of the key reasons why this amendment is so important is its potential to enhance transparency within corporations. By requiring corporations to disclose certain information about their operations, the general public and stakeholders can gain a better understanding of how these entities are run. This increased transparency can help to build trust among consumers, investors, and employees, ultimately leading to a healthier business environment overall.

Moreover, the Wisconsin Corporation Amendment has the potential to improve efficiency within corporations. By streamlining the process for creating and maintaining corporations, this amendment can help businesses operate more smoothly and effectively. This can lead to cost savings and improved productivity, ultimately benefiting both the corporations themselves and the broader economy.

Accountability is another crucial reason why the Wisconsin Corporation Amendment is so important. By holding corporations accountable for their actions and ensuring that they adhere to certain standards, this amendment can help prevent fraud, corruption, and other unethical behaviors. This can ultimately protect consumers, investors, and employees from potential harm, while also promoting a more ethical business culture overall.

In addition to these benefits, the Wisconsin Corporation Amendment can also help to spur innovation and growth within the business community. By creating a more level playing field and encouraging competition, this amendment can push corporations to strive for excellence and continually improve their products and services. This can ultimately lead to a more vibrant and dynamic economy, benefiting all stakeholders involved.

Overall, the Wisconsin Corporation Amendment is a crucial step towards creating a more sustainable and ethical business environment in the state of Wisconsin. By enhancing transparency, efficiency, and accountability within corporations, this amendment has the potential to drive positive change and promote long-term success for businesses and the broader community alike. It is essential that policymakers and stakeholders continue to prioritize these values moving forward to ensure that Wisconsin remains a leader in business innovation and ethics for years to come.

Conclusion

Amending the Wisconsin 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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