Amending your articles: changing a company's name, address or structure after formation

The articles are the company's birth certificate, and like one, they leave out most of what matters about the company day to day. Changing an owner, a manager or the profit split is an amendment to the operating agreement, and nothing is filed with the state. Changing the company's name, or anything else the articles actually say, means filing an amendment with the state. Knowing which is which saves a fee and a wait.

What isn't an amendment

• Owners, ownership percentages and managers, in Wyoming and Delaware: none of them are on the articles. Change them by amending the operating agreement and updating your ownership records, then tell the bank.
• The principal office or mailing address: in Wyoming it's updated on the next annual report, and a Delaware LLC's filings don't show one.
• The registered agent: that's its own filing, covered in changing your registered agent.
• What the business does: it isn't on the articles in either state.

What is an amendment

• The company's name. It's the most common amendment, and the one with the most knock-on effects.
• Anything else the articles say, such as a stated purpose in Wyoming, or any optional provisions a Delaware certificate included.
• Changing to a different kind of entity, which is a separate process covered in converting an LLC to a C-Corporation.

The filing

In Wyoming, you file articles of amendment with the Secretary of State for $60. In Delaware, an LLC files a certificate of amendment to its certificate of formation with the Division of Corporations for $220. A new name has to be available on the register under the same rules as at formation, so check it first. Once the state records the amendment, the stamped copy goes in your documents next to the original articles.

After a change of name

The company's legal name is on everything, so everyone needs to know:

1. The IRS, by a letter from the responsible party with the stamped amendment attached, so the EIN record matches. The EIN itself stays the same.
2. The bank, with the stamped amendment, so it can update the account and reissue cards.
3. Stripe, PayPal and every other platform, each through its own verification.
4. Clients' supplier records, and your invoice template.
5. The operating agreement, with a short amendment.
6. Any trade name, trademark or domain registered under the old name.

It's a week or so of admin. Founders who trade under a brand that differs from the legal name can avoid it by registering the brand as a trade name and leaving the legal name alone.