The Pennsylvania Statement of Merger — AddendumDSCCB:15-335AD] is a legal document used to amend the original Pennsylvania Statement of Merger. This document is required by the Pennsylvania Department of State's Corporation Bureau in order to update the information regarding the merger of two or more corporations, limited liability companies (LCS), or other business entities in the state of Pennsylvania. The document is available in two forms: Form DSC:15-335AD-A and Form DSC:15-335AD-B. Form DSC:15-335AD-A is used to make changes to the original Pennsylvania Statement of Merger by adding or deleting the names of merging entities, the effective date of the merger, and/or the duration of the merger. Form DSC:15-335AD-B is used to make changes to the terms of the merger agreement, such as the allocation of assets and liabilities, the distribution of shares, the appointment of directors, and the dissolution of the merger. Both forms must be completed and signed by the authorized representatives of the merging entities and filed with the Pennsylvania Department of State's Corporation Bureau.
Pennsylvania Statement of Merger - Addendum [DSCB:15-335AD]
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To make amendments to your limited liability company in Pennsylvania, you must provide the completed Certificate of Amendment-Domestic Limited Liability Company (DSCB: 15-8512/8951) form to the Department of State Corporation Bureau by mail, in person, or online.
Your best option for easily transferring LLC ownership is to write an Operating Agreement (OA) with transfer provisions for LLC owners. An Operating Agreement (OA) is a document with customized provisions dictating how an LLC conducts business. Your OA can determine how to transfer ownership of an LLC in Pennsylvania.
A certificate of merger, also known as an articles of merger, is a document that provides evidence of the merger between two or more entities into one entity.
Though it's not required by Pennsylvania law, any good lawyer will recommend having a written operating agreement for your LLC.
1. Amend your PA LLC operating agreement Hold a meeting of all LLC members. Draft an amendment (to remove a member) Vote on the amendment. Pass the amendment if the majority vote in favor. Keep the amendment with your business records.
To make amendments to your limited liability company in Pennsylvania, you must provide the completed Certificate of Amendment-Domestic Limited Liability Company (DSCB: 15-8512/8951) form to the Department of State Corporation Bureau by mail, in person, or online.
After you file your Certificate of Amendment online, the Pennsylvania Bureau of Corporations will review and process your filing in 7-10 business days. Once it is approved, they will return your stamped and approved Certificate of Amendment by email.