How to file a Georgia Corporation Amendment:
Information in the Georgia articles of incorporation can be changed by filing Articles of Amendment or an annual registration. The document you file depends on the change you want to make.
To change to name of a Georgia corporation, just file form CD-100 Articles of Amendment of Articles of Incorporation with the Georgia Secretary of State, Corporations Division (SOS). If you need to make other changes (for example the number of authorized shares) you will draft Articles of Amendment pursuant to the Official Code of Georgia. There is no form for this filing. Submit the original amendment and a copy to the SOS by mail or in person. The Georgia SOS accepts check, certified bank check, or money order. The SOS does not accept cash. The filing fee should be payable to “Secretary of State.”
Some information in the articles of incorporation can only be changed when you file the annual registration. The Georgia SOS annual registration can be filed online or you can print the form from the SOS website (see link below). You can update your information as many times as you want during the year by filing another registration and paying the fee. If you file the annual registration online, you can pay by credit card. The Georgia SOS accepts Visa, MasterCard, American Express, and Discover. You may pay with an ATM or debit card if it has a Visa or MasterCard logo.
Can you re-state the initial articles instead of filing an amendment?
You may restate the articles of incorporation. You would have to draft your own restated articles.
Are there any specifics you can or can’t include with a Georgia Corporation amendment?
If you are only changing the corporations name, you can file form CD-100, Articles of Amendment of Articles of Incorporation.
You will need to draft Articles of Amendment to change information other than the corporations name or anything that can’t be updated on the annual registration.
Some information (officers, registered agent) can only be updated by filing the annual registration. You can file as many registrations as you need throughout the year, but you have to pay a separate fee for each one.
Do I need to publish the Georgia corporation amendment?
You only need to publish if you file an amendment to change the corporations name. If you submit the form, there is a statement of verification that you published. If you draft your own amendment, you have to include a statement that you published the name change.
If you do file a name change amendment, you can just send a letter to a newspaper in the county where the registered office is located along with the fee. You have to send or deliver the notice no later than the day after you file the amendment with the SOS. The letter should request that the paper publish once a week for two consecutive weeks beginning within ten days after receipt of the notice, a statement that:
“Notice is given that articles of amendment which will change the name of (corporations name) to (corporations new name) have been delivered to the Secretary of State for filing in accordance with the Georgia Business Corporation Code. The registered office of the corporation is located at (address)."
Note: the person who signs the name change amendment has to certify that the publication was made. The SOS has no way of policing whether publication was actually made.
How much does a Georgia Corporation amendment cost?
It costs $20 to file the name change amendment.
It costs $50 to file an annual registration.
Expedited processing is available for an additional $100.
If you file an amendment that requires publication, you have to send a $40 fee to the newspaper.
How long does it take the state to process a Georgia Corporation amendment?
Amendments and dissolutions take seven to ten business days to process. It could be up to twelve business days during periods of high volume.
You can choose 24 hour processing for an additional fee.
How will the Georgia Corporation amendment be returned?
Include your e-mail address on the amendment form. The SOS will send you an e-mail with a link to the filed document.
What state agency do you file an amendment with?
Georgia Secretary of State
2 MLK Jr. Dr. S.E.
Suite 315, Floyd West Tower
Atlanta, Georgia 30334
Phone: (404) 656-2817
Fax: (404) 657-2248
Can you change the Georgia Corporation officers or directors on an amendment?
No, you can’t make that change by filing an amendment. Change the corporations officers on the annual registration.
Can you change the Georgia registered agent on the amendment?
No. The only way to change the corporations Georgia registered agent is by filing the annual registration.
Can you change the principal office address and/or the mailing address on an Corporation amendment?
No. Change or update the principal address on the annual registration.