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LLC guide · Keep it running

How to amend an LLC, from a new name to new members.

Businesses change. When the details on your state record change, an amendment brings the record up to date. Some changes need a filing, some only need your operating agreement updated.

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The short version

  • Changes to what's in your articles are made with an amendment.
  • Registered agent and address changes often have their own simpler form.
  • Update your operating agreement whenever ownership or management changes.
  • After a name change, tell the IRS, your bank, and your licensing agencies.

Changes that need a state filing

File an amendment when something in your articles of organization changes, such as:

  • The LLC's name.
  • Management structure, from member-managed to manager-managed or back.
  • Members or managers, in states that list them.
  • The business purpose or duration, where your articles state one.
  • A mistake in the original filing.

How to file an amendment

  1. 1

    Approve the change

    Follow the vote your operating agreement requires, and record it in writing.

  2. 2

    File with the state

    Usually called articles or a certificate of amendment, with a filing fee.

  3. 3

    Update your records

    Keep the filed amendment with your articles and update the operating agreement.

  4. 4

    Update other states

    If the LLC is registered as a foreign LLC elsewhere, amend those registrations too.

After a name change

The state filing changes the legal name. Then tell everyone else:

  • The IRS, in writing. The EIN stays the same.
  • Your bank, so accounts and checks match the new name.
  • Licensing agencies, your sales tax account, and any DBA filings.
  • Clients, vendors, contracts, insurance, and your website and marketing.

Adding or removing members

Ownership changes happen mainly inside the operating agreement: who owns what, how it was paid for, and the new voting rules. Update state records only if your state lists members.

Tax treatment can change too. A single-member LLC that adds a member becomes a partnership for tax purposes by default and generally needs a new EIN. A change in the person responsible for the LLC is reported to the IRS on Form 8822-B within 60 days.

This guide is general information, not legal or tax advice. Rules differ by state and change over time, so check your state's official website or a licensed professional before you act. YaH Brands is not a law firm or an accounting firm.

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Common questions

  • No. A name change keeps the same EIN. You notify the IRS in writing.

  • Yes. File your state's change of registered agent form, or update it on the annual report where allowed.

  • No. An amendment changes the LLC's legal name. A DBA adds a trade name while the legal name stays the same.