When a business in Arizona needs to alter the foundational information on file with the state, it does so by submitting a formal document. This process applies to both Limited Liability Companies (LLCs) and Corporations that must update their official records with the Arizona Corporation Commission (ACC). Navigating this requirement ensures the state’s records accurately reflect the current status and structure of the entity.
What Are Arizona Articles of Amendment
Articles of Amendment serve as the legal instrument for an existing Arizona business to modify its original formation documents. For an LLC, this means changing the Articles of Organization, and for a corporation, it involves altering the Articles of Incorporation. This process is for modifying an existing registered business, not for creating a new one.
When to File Articles of Amendment in Arizona
An LLC must file an amendment to change its legal name or to alter member or manager information if it was included in the original Articles of Organization.1Arizona State Legislature. ARS 29-3202 – Amendment or Restatement of Articles of Organization Corporations must file an amendment to change the corporate name or to alter the number or classes of authorized shares. Both may file an amendment to change a principal business address if it was listed in the initial formation documents.
Some administrative updates have dedicated forms, such as the “Statement of Change” used for updating a statutory agent’s information.2Arizona State Legislature. ARS 29-3116 – Statement of Change
Certain amendments, like changing a business name or altering corporate shares, have a publication requirement. This rule is waived if the business’s statutory agent or known place of business is in Maricopa or Pima County. For businesses in any other Arizona county, the amendment must be published in a newspaper for three consecutive publications. This step is not required for simpler changes, like updating member or manager addresses.
Preparing Your Arizona Articles of Amendment
To prepare your amendment, you will need the following information:
- The exact legal name of your business as registered with the ACC
- Your business’s assigned file number
- The specific article number from your formation document being changed
- The precise new text for the amended article
You must also ensure any new business name is distinguishable from other registered names in Arizona. The document must be signed by an authorized individual, such as an LLC member or a corporate officer.
The ACC provides specific forms for this process. LLCs use the “Articles of Amendment” (Form L015). For-profit corporations use Form C014, and nonprofit corporations use Form C015.
Filing Your Articles of Amendment with the Arizona Corporation Commission
You can submit the completed Articles of Amendment form to the ACC online, by mail, or in person. The ACC’s eCorp online portal allows for electronic document upload and payment. For mail submissions, include the form, a cover sheet, and payment payable to the “Arizona Corporation Commission.”
The standard filing fee for amendments is $25.3Arizona State Legislature. ARS 10-122 – Filing, Service and Copying Fees For an additional $35, you can request expedited service for faster processing.
If filing in person at the Phoenix office, payment can be made by cash, credit card, check, or money order. The Tucson office does not accept cash payments.
Post-Filing Procedures for Arizona Articles of Amendment
The ACC posts current processing time estimates on its website, with standard reviews taking several weeks and expedited service taking a few business days. Once approved, the ACC will return a copy of the filed amendment, which takes legal effect on the filing date unless a later date was specified. You can verify the change on the ACC’s public database and should keep the approved copy with your company records.
If your amendment required publication, the ACC will provide instructions. After publication, the newspaper issues an Affidavit of Publication as proof. While filing this affidavit with the ACC is optional, it is recommended.
You must keep the affidavit with your company’s official records. Failure to complete the publication requirement within 60 days of ACC approval can lead to the administrative dissolution of your business.4Arizona State Legislature. ARS 10-1420 – Grounds for Administrative Dissolution