How to Add a Person to the Articles of Incorporation
There are a number of reasons amending a company's articles of incorporation may be necessary. Perhaps there is a corporate name change, or a business would like to change the name of the registered agent, among other reasons. The registered agent is the person responsible for representing the business, whether an LLC or a corporation, to the state in which the company filed their corporate documentation. While there are idiosyncrasies depending upon the specific requirements of each state, there are a number of similarities in the process for updating articles of incorporation regardless of where your corporation resides.
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Instructions
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Review your Statement of Information (SI) and ensure it is on file with the appropriate department, if your state requires one. Some states, such as California, require a statement of information for all corporations over 90 days old. If your corporation was formed longer than 3 months ago, this may be a requirement prior to adding a person to your articles of incorporation. If your corporation has been in existence less than 90 days, you are still able to effect changes and no SI is required.
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Amend your articles of incorporation by first determining the specific requirements for your state. Each state has the equivalent of a Business Services or Consumer Affairs Department, though your state's office name may be slightly different. Calling, visiting in person or going online will generally provide you with this information, along with the contact information to forward the needed paperwork to complete the addition of a new person to your corporate structure.
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Complete your state's version of the Certificate of Amendment. While the specific name may be different by state, the purposes are similar. This is a multi-purpose document used to make most changes to a corporate structure, including adding a person to the articles of incorporation. Most states will have these forms, along with the completion instructions, available online. Visiting the appropriate state offices or requesting one be sent via U.S. mail may also be an option. Make certain to complete the form in it's entirety and correctly. If not, the state will return the form to you without making the proposed amendments, asking that the form be done again.
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Include the appropriate fee, if applicable, to your certificate of amendment. Many states require a nominal fee ($35 or so) along with the appropriate documentation to amend corporate documents. Some, however, may not, so make certain to check the requirements for your state. It is also worth noting what form of payment will be accepted; personal or cashiers check, for example. Also, an additional fee may be required to obtain certified copies, if wanted or needed.
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Combine the submission of the certificate of amendment documentation with your annual report, if possible. Many states require corporations domiciled in the state to file an annual report indicating that the business remains a valid concern. If your state requires a fee, as many do, to amend your articles of incorporation, some states may waive this fee if the certificate of amendment is included at the same time as the annual report. Each state will vary, but it is worth investigating to determine if this will help defray additional costs.
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