Articles of Amendment

Definition: A document filed with the state Division of Corporations to formally change the governing documents of a corporation or LLC, such as the company name, registered agent, authorized shares, or stated purpose.

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Articles of Amendment in Florida

Articles of amendment are the formal documents filed with the Florida Division of Corporations to modify a corporation's charter. Amendments can address corporate name changes, share structure modifications, governance provisions, and other fundamental corporate matters.

Common Amendments

Florida corporations frequently amend their articles to change the corporate name, increase authorized shares to accommodate growth or investment, add indemnification provisions for directors and officers, modify voting rights or share classes, and update the registered agent or principal office. Each amendment must be approved by the board of directors and, in most cases, by the shareholders.

Filing Process

The board adopts a resolution recommending the amendment and submits it to shareholders for a vote. Upon approval by the required majority (or supermajority if specified in the bylaws), the articles of amendment are filed with the Division of Corporations through Sunbiz.org with a $35 fee. The amendment is effective upon filing and becomes part of the corporation's permanent charter.

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Barnes Walker Business Law

Barnes Walker handles corporate amendments and governance matters for Florida businesses. Contact our business team for corporate guidance.

Reviewed by the attorneys at Barnes Walker, Goethe, Shea & Robinson, PLLC

Disclaimer: The information and opinions provided are for general educational, informational or entertainment purposes only and should not be construed as legal advice or a substitute for consultation with a qualified attorney. Any information that you read does not create an attorney-client relationship with Barnes Walker, Goethe, Shea & Robinson, PLLC, or any of its attorneys. Because laws, regulations, and court interpretations may change over time, the definitions and explanations provided here may not reflect the most current legal standards. The application of law varies depending on your particular facts and jurisdiction. For advice regarding your specific situation, please contact one of our Florida attorneys for personalized guidance.

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