The New York Articles of Amendment of the Charter refer to the legal documents that are filed with the New York Secretary of State's office to make amendments or changes to a corporation's charter. The charter serves as the governing document that outlines the purpose, structure, and regulations of the corporation. When a corporation wishes to modify any provision within its existing charter, it must file Articles of Amendment with the state. There are different types of amendments that can be made to a corporation's charter under the New York law. These include: 1. Amending the Name: When a corporation wants to change its legal name, it must file Articles of Amendment of the Charter with the New York Secretary of State. This type of amendment is often undertaken when a corporation undergoes a rebranding or merger. 2. Amending the Purpose: If a corporation wishes to modify or expand its stated purpose in the charter, it must file Articles of Amendment. The purpose outlines the specific activities or objectives for which the corporation was established. The amendment process allows corporations to adapt to changing business environments or to include new business ventures. 3. Amending the Registered Agent: When a corporation changes its registered agent, which is the individual or entity designated to receive legal and official documents on behalf of the corporation, it must file Articles of Amendment with the New York Secretary of State. 4. Amending the Duration: In New York, corporations are initially formed with a perpetual duration, meaning they exist indefinitely. However, if a corporation wants to set a specific duration or limit, it needs to file Articles of Amendment to indicate the desired lifespan. 5. Amending the Capital Stock: If a corporation decides to increase or decrease its authorized capital shares, par value, or classes of shares, it must file Articles of Amendment to reflect these changes. This amendment is crucial for managing the corporation's capital structure and adjusting its financial provisions. It is important to note that any amendment must comply with the statutory requirements outlined in the New York Business Corporation Law. The specific information required in the Articles of Amendment may vary depending on the type of amendment being made, but generally include the corporation's name, registered agent details, the specific provision(s) being amended, and the effective date of the amendment. In conclusion, the New York Articles of Amendment of the Charter are legal documents used to modify a corporation's charter. They allow corporations to make changes to their name, purpose, registered agent, duration, or capital stock. By adhering to the proper filing procedures, corporations can ensure compliance with New York state law and accommodate their evolving business needs.
New York Articles of Amendment of the Charter
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To make amendments to your Delaware Stock Corporation, you submit the completed State of Delaware Certificate of Amendment of Certificate of Incorporation form to the Department of State by mail, fax or in person, along with the filing fee and the Filing Cover Memo. Non-stock corporations use a separate amendment form.
The meeting of the stockholders must first take place and the issue of the amendment must be assented to by stockholders representing at least 2/3 of the outstanding capital stock. Thereafter, it must be approved by at least a majority of the board of directors and duly certified by the Corporate Secretary.
A Certificate of Amendment is a legal document that a corporation must complete indicating any changes made to the organization. Essentially, whenever a company needs to edit, add to, or delete information on its original formation documents, the state requires the company to complete a Certificate of Amendment.
Most states have changed this older, common law rule, and now only require a majority of shareholders to agree to change the articles of incorporation. Sometimes, however, only some shareholders can vote.
Complete and file the Certificate of Amendment with the Department of State. The completed Certificate of Amendment, together with the statutory filing fee of $60, should be forwarded to: New York Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231.
To make amendments your New York Corporation, you must provide the completed Certificate of Amendment of the Certificate of Incorporation form to the new York Department of State by mail, fax or in person, along with the filing fee.
First, any amendment to a corporation's certificate of incorporation must be initiated by the corporation's board of directors and requires the board's assent. A certificate amendment may not be initiated by stockholders.
A domestic limited liability company may amend its name by filing a Certificate of Amendment pursuant to Section 211 of the New York State Limited Liability Company Law.