Certificate of Amendment to Certificate of Incorporation - Effecting Name Change
Understanding this form
The Certificate of Amendment to Certificate of Incorporation for effecting a name change is a legal document that corporations use to formally change their name in accordance with state laws. This form allows a corporation to document the change and update its official records, ensuring compliance with applicable laws. It differs from other corporate forms by specifically focusing on amending the name, rather than other aspects of the incorporation process.
Form components explained
- Company identification: Includes the old and new company name.
- Certification statement: Confirms compliance with state incorporation laws.
- Execution clause: Requires signatures from authorized company representatives.
- Date of amendment: Specifies when the form is executed.
When to use this document
This form is necessary when a corporation decides to change its name, whether for branding purposes, mergers, acquisitions, or other business reasons. It is also needed to maintain accurate public records and ensure legal compliance after the name change has been agreed upon by the company's decision-makers.
Who needs this form
- Corporations incorporated in the state of Delaware needing to change their name.
- Business owners or corporate officers responsible for maintaining corporate formalities.
- Legal representatives seeking to ensure compliance with state laws regarding name changes.
Completing this form step by step
- Enter the old company name in the designated section of the form.
- Specify the new company name in the appropriate field.
- Provide the date when the amendment is adopted.
- Ensure that the certificate is signed by an authorized representative of the company.
- File the completed form with the Delaware Secretary of State's office as required.
Notarization guidance
In most cases, this form does not require notarization. However, some jurisdictions or signing circumstances might. US Legal Forms offers online notarization powered by Notarize, accessible 24/7 for a quick, remote process.
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Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.
Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.
Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.
If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.
We protect your documents and personal data by following strict security and privacy standards.
Common mistakes to avoid
- Failing to include the correct old and new company names.
- Not obtaining the necessary approvals before submitting the amendment.
- Neglecting to sign the document before filing.
- Not adhering to the required filing timeline established by the state.
Why complete this form online
- Easy access: Download the form anytime, from anywhere.
- Editable format: Customize the document to meet your specific needs.
- Reliability: Forms created by licensed attorneys ensure legal accuracy.
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FAQ
That the articles of incorporation or any amendment thereto is not substantially in accordance with the form prescribed herein; 2. That the purpose or purposes of the corporation are patently unconstitutional, illegal, immoral, or contrary to government rules and regulations; 3.
Sometimes, however, only some shareholders can vote. In some states, officers or directors may change the articles of incorporation even if only these voting shareholders have concluded that they want to make changes. In other states, the shareholders may not even need to approve the change.
You will have to pay a fee for the following types of amendments: Amalgamation: $50. Continuance: $50. Name change: $25.
A corporation may amend its Certificate of Incorporation from time to time by filing a Certificate of Amendment under Section 805 of the Business Corporation Law.
A domestic corporation may change its Certificate of Incorporation from time to time to (1) change the name and address of its designated address for the New York Secretary of State to mail service of process, (2) change its county location, or (3) make, revoke or change the designation of a registered agent by filing
Unless otherwise prescribed by this Code or by special law, and for legitimate purposes, any provision or matter stated in the articles of incorporation may be amended by a majority vote of the board of directors or trustees and the vote or written assent of the stockholders representing at least two-thirds (2/3) of
Generally, all shareholders and board members may vote on bylaw amendments, but this can vary from company to company. Find out if you need a simple majority, two-thirds majority or some other minimum number of votes to adopt an amendment.
Obtain articles of amendment of the articles of incorporation (sometimes called the certificate of amendment of articles of incorporation) from your state's Secretary of State. Obtain a copy of the original articles of incorporation. Propose the change in the articles of incorporation to the Board of Directors.
