File a California Corporate Certificate of Amendment - Restated Articles of Incorporation

Sun Document Filings can file a California corporation Certificate of Amendment or Restated Articles of Incorporation (including corporate name change) with the California Secretary of State on an expedited basis. After filing thousands of corporation Certificates of Amendments, we have determined why some Amendments are rejected (not accepted by the State without correction) and why some are accepted the first time. If you follow our suggestions, you will have a better chance of your document being accepted the first time. Please read through the steps prior to calling with questions. Most likely, your question will be answered in the information below. Simply follow our Step by Step process to amend Articles of Incorporation.

Step 1: Statement of Information: If the corporation is over 90 days old, the corporation is required to have a current Statement of Information on file before it can amend its Articles of Incorporation. This is a common oversight made by document filers. Without the Statement of Information, the Secretary of State does not have on record who can sign as the President and Secretary of State corporation. If you need assistance in filing your Statement of Information, click here. If the corporation is under 90 days old and is being amended by the incorporator, a Statement of Information does not need to be on file.

Step 2: Check name availability: Skip this step if the amendment is not a name change or name availability has already been checked. First, determine your primary name and back up name choices for your California Corporation. Please download our name availability order form in PDF format.

Step 3: Choose the sample filing packet and prepare the document: Prepare the California Certificate of Amendment or Restated Articles of Incorporation. If you are unsure which document to prepare, please consult with your attorney or call the Secretary of State as we cannot legally advise you. As a tip for domestic corporations: If you plan to change only one Article such as changing the name of the corporation, only the Certificate of Amendment is required. If you are changing more one Articles such as the name of the corporation AND the amount of authorized stock, then you are required to Amend and Restate the Articles of Incorporation.

The filing packets below are prepared by the California Secretary of State and is provided in PDF format.There is no form for amendments, just samples for domestic corporations. There is a form for foreign corporations only - see below. Please note that only basic requirements for filing an amendment are given in the sample packets. You may add additional language or customize the document to meet your client's needs. However, if you add additional language, make sure it complys with the California Corporation's Code. We will not be able to legally review your document prior to submission. A rejected document will require additional state and service fees upon resubmittal.

For your convenience, you may download a copy of the form including detailed instructions prepared by the California Secretary of State in PDF format below. The form provided can be viewed and printed from your computer using the most current version of the Adobe Reader (available for free from Adobe's Website).

1) Certificate of Amendment Filing Packet - Domestic Stock Corporations
2) Certificate of Amendment Filing Packet - Domestic Non-Profit Corporations
3) Amended and Restated Articles of Incorporation - Domestic Stock Corporation
4) Amended and Restated Articles of Incorporation - Domestic Non Profit
5) Amended Statement by Foreign Corporation - Profit or Non Profit

To avoid document rejection, please read these tips

Step 4: How fast do you need your document filed? Select the appropriate order form and fax or e-mail the completed form with the signed Certificate of Amendment/Restated Articles  to 800-498-3611 or e-mail to order@sundocumentfilings.com **The order forms are in PDF format. Please type on the form from your computer. For legibility purposes, please do not handwrite.** Fees

As of 09/15/2008 - rush fees, procedures, and cutoff times have been changed by the California Secretary of State. Please read our California Rush Filings Policy before placing an order.

Option 1: 24 hour rush order form - Documents must be received by 3:00pm PST on the day of the filing (Click here to view the order form)

Option 2: Please call for time frame (Click here to view the order form)

We will contact you upon receipt of the order form and your document. If you do not hear from us via fax or e-mail within one hour during normal business, please contact us at 800-498-2822 to make sure the document was received.

Step 5: Document is complete: When the state is finished with your document, they will return two certified copies. We will immediately fax a copy of the filed document to you. We will return the two certified copies via regular mail. FedEx is available for an additional $25.00 fee or use your own FedEx account number at no extra charge. That is it. So fast and easy!

FEES

Name availability check: $30.00 for one first choice plus 2 back up name choices for no extra charge plus a state fee of $4.00 per each name checked.

File Certificate of Amendment

24 Rush*: $350.00 Secretary of State rush fee + $30.00 state filing fee + $200.00 rush and service filing fee. Total: $580.00*

Routine: Please call for time frame. Fax/e-mail to our office: $15.00 state counter fee + $30.00 state filing fee + $70.00* service filing fee. Total: $115.00*
For amendments 8 pgs. or over our service fee is $75.00 for 18pgs + $80.00

Budget Mail in: Call for time frame. Once the state receives the document: Our service fee is $50.00 plus the California Secretary of State fee of a $30.00 filing fee and a $15.00 counter fee To qualify for the reduced service fee, you must send the following: 1 originally signed document and 2 photocopies. Two separate checks both made payable to the Secretary of State; one for $30.00 and one for $15.00. A third check for our fee made payable to Sun Document Filings for $50.00. Add $3.00 if you would like a fax return copy. Add $25.00 if you would like FedEx overnight. See Contacts for mailing address.

*We make no representation that your document will be acceptable for filing. We cannot guarantee that your document will not be rejected. We cannot review your document for legal errors. If your document is rejected, the Secretary of State will retain your $350.00 rush fee and will require an additional $350.00 upon resubmittal. Additional service fees/rush fees/correction fee/copy fees will apply to rejected documents. 24 hours starts when the Secretary of State receives your document. We must have your rush filing by 2:00pm, M-F for the document to be submitted to the Secretary of State. Otherwise, the document will be submitted at 9:00am the following business morning.

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Corporation Amendment filing tips:

- Have the President and Secretary sign and date the document. Make sure their names and title are typed below their signature. If a person holds the office of President and Secretary, that title must be typed below their name. Two officers must sign the certificate or less an Incorporator is filing the amendment

-The President and Secretary who are listed and who sign the Certificate of Amendment must also be the same President and Secretary listed on the corporation's current Statement of Information.

- If a corporate Amendment and Restated Articles of Incorporation are being filed, do NOT include any mention of the agent for service of process or less the corporation is less then 90 days old and a Statement of Information has never been filed.

- When referencing the corporation's current name, make sure it is typed exactly as it appears on the Articles of Incorporation or previous name change Amendment. Do not abbreviate it or leave out punctuation.

- Remember, you are amending an Article on the original Articles of Incorporation. Therefore, you can't amend something that wasn't there in the first place. If there are a lot of changes, you should Restate the Articles of Incorporation in its entirety (minus the agent or service of process if the corporation is over 90 days old). Do not use the forms provided for restated articles; requirements are in the California Corporation's Code.

- Prepare the Certificate of Amendment with the original Articles of Incorporation or Restated Articles of Incorporation nearby. If Articles are referenced as roman numerals such as I., II., III...etc. then do not amend by using "Article One" or "Articles First". Be consistent or your document will be rejected.

- The Certificate of Amendment must be verified and include the statement: We further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct of our own knowledge.

- The Certificate of Amendment must be typed.

- For further tips about amendment filings, please read all the the instructions contained in the Certificate of Amendment Filing Packet.

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NOTE: We hope you find our corporate amendment steps useful and easy to follow. Nothing contained in our steps should be construed as giving legal or financial advice. Our intended audience is attorneys and accountants. Therefore, if you are not an attorney or accountant, you should contact an attorney or accountant for specific legal or tax questions regarding your corporation. Please be aware that the Franchise Tax Board and Secretary of State are government agencies and can change their fees/procedures/forms/turnaround times without notification. Although we do our best to update our steps and stay current, we shall not be held liable for any omissions or errors contained. We do not profess to be giving legal or financial advice to the general public as we are a typing and filing agency.

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