How to file a Maine Corporation Amendment:
You can amend your Maine articles of incorporation by filing form MBCA-9, Articles of Amendment, with the Maine Secretary of State, Bureau of Corporations, Elections, and Commissions (SOS). Include the completed Filer Contact Cover Letter attached to the form. The amendment form is available on the Maine SOS website and is in your online account immediately when you sign up for registered agent service with Northwest. Maine SOS amendment forms are fillable so you can just enter your information and print the articles of amendment. Then you just mail or personally deliver the signed original to the Maine SOS.
You can request expedited processing by checking the box on the cover letter and including the additional fee. To request expedited processing of mailed documents, write “Expedited Service” in the lower right hand corner of your envelope. You can also request expedited processing at the corporations division filing counter between 9 and 4 on business days. You can pay the expedite fee in cash or include a separate check or debit/credit card authorization for each request. Checks should be payable to the Maine Secretary of State. You may pay by Visa, Discover, or MasterCard if you include a Credit Card Payment Voucher with your form.
Can you re-state the initial articles instead of filing an amendment?
Yes. You can file Restated Articles of Incorporation. The restated articles may include a new amendment if it has been properly adopted and approved and there is a statement in the restatement to that effect.
The filing fee is $80.
Are there any specifics you can or can’t include with a Maine Corporation amendment?
The amendment may provide for the exchange, reclassification or cancellation of shares as long as the amendment includes provisions for implementing the amendment.
How much does a Maine Corporation amendment cost?
The filing fee for corporate articles of amendment is $50.
The expedite fee for 24 hour processing is $50.
The expedite fee for immediate processing is $100.
How long does it take the state to process a Maine Corporation amendment?
Normally, it takes the SOS between 5 and 10 business days to process the amendment.
The Maine SOS also offers 24 hour or immediate expedited processing options.
How will the Maine Corporation amendment be returned?
One option is to have the Maine Secretary of State return the attested copy to the address you list on the Filer Contact Cover Letter that you submit with your amendment. The second option is to check the box on the cover letter requesting that the SOS hold the copy for pickup.
What state agency do you file an amendment with?
Corporate Examining Section
Secretary of State
101 State House Station
Augusta, ME 04333-0101
Can you change the Maine Corporation officers or directors on an amendment?
No. You can’t file an amendment to the articles of incorporation to change a Maine corporation’s officers or directors.
You should update officer and director information on the corporation’s annual report. If the information changes after you file the report, you can file an amended annual report. If you file an amended report, you have to list the name, title, and address of the old officers/directors as well as the same information for the new officers/directors.
Can you change the Maine registered agent on the amendment?
No. You can’t change the Maine corporations clerk on the amendment form. You would have to file a statement of change of commercial or noncommercial clerk form to change your Maine corporations clerk.
Can you change the principal office address and/or the mailing address on an Corporation amendment?
No. The principal address is not required to be in the Maine articles of incorporation. You are not required to list the principal address in the annual report and the Maine SOS does not keep a record of a domestic corporation’s principal address.
Even though you won’t need to list a principal address for a domestic corporation, you do have to list the name and physical address of the principal officers and 1-3 directors on the Maine annual report.
Maine SOS - Forms: