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Written by : Harold Chamberlin |
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if you are changing the owners of your limited liability company a lot of times people ask how do you do this it's not like a corporation we have stock and on the back of that certificate you endorse it and say who is going to and they record it in a stock ledger may be subject to some kind of an outside contract like a shareholder agreement instead with the limited liability company the ownership is set forth in a contract between the members that's called a limited liability company operating agreement and in order to change the ownership what you do is you prepare an amended and restated limited liability company operating agreement and so if you add additional members each time you add members you amend that operating agreement so maybe that they have a first amended agreement when you've changed members once you have a second amended agreement when you change it again and so on but we also prepare if you'd like us to prepare an amended and restated opportunity for you is we also prepare a resolution from the existing members saying who the current owners are and what percentage the members and they sign off transferring interests to the new members and so that there's a handoff if you will between the old members and the new members and what is the consideration paid for that what is the dollar amount paid for that transfer of ownership and that's part of the benefit of using Inc now is we can prepare an amended and restated operate agreement for you along with that resolution and the cost of that service is $250
Thanks for your comment Davis Prochazka, have a nice day.
- Harold Chamberlin, Staff Member
the following information is provided for educational purposes only and in no way constitutes legal tax or financial advice for legal tax or financial advice specific to your business needs we encourage you to consult with a licensed attorney and/or CPA in your state the following information is copyright protected no part of this lesson may be redistributed copied modified or adapted without prior written consent of the author in this video we will show you how to change your LLC's office address with the state if you followed our strategy for the newspaper publication requirement please make sure you have filed your certificate of publication and waited approximately two months for the state to process your filing before proceeding with this lesson in order to change your LLC's office address with the state you need to file what's called a certificate of change your certificate of change will contain basic information such as the name of your LLC the formation date of your LLC and your new LLC's office address you can find your LLC's formation date in the filing receipt that you received back from the state when your LLC formation was approved the filing fee for the certificate of change is $30 you will find the accepted forms of payment and the address where to send your certificate of change to listed below this video we will now walk you through completing your certificate of change you can download this form below the video let's get started here we are looking at page 1 of the certificate of change I'm going to use a sample company for demonstration purposes at the top it says certificate of change of you're going to enter your LLC name in the first box next the name of the limited liability company is and you're going to enter your LLC name again scrolling down if the name of the limited liability company has changed the name under which it was organized is this is not applicable in most cases unless you change the name of your LLC if you have not changed name of your LLC you can just leave this box blank second the data filing the articles of organ is again you're going to get the approval date from your filing receipt alright I've entered the formation date for the sample company let's scroll down 3rd the changes affected hereby are and we're going to check off the appropriate statements let's look at each of these now for this example that I'm showing you here this is for the majority of our members who have used our strategy for the newspaper publication requirement they've hired a registered agent in Albany County and now they're revoking that registered agent service and they're going to change back to their original County so that's the case the first box here where it says the county location within the state in which the office of the LLC is located has changed too so we're changing this from Albany back to our actual LLC County all right I've entered the county number two it says the address where service of process can be forwarded to unless you've changed your address you can leave this blank this is not gonna be applicable for this demonstration now number three the limited liability company hereby we're gonna check this box off now you would check the first box here if you're going to designate a registered agent and you do not have one already you would check the second box off if you're changing your existing registered agent you're going to list the new agent and their address here this third box here is changing the address of the registered agent - this means that you keep your existing registered agent but they've changed their address however again for this demonstration we are just going to revoke the registered agent that we've used one form of the LLC since we no longer need those services let's scroll down to page two underneath the signature line I'm going to type the name of the member of the LLC and on the right under the capacity we're going to check off member so you're gonna put your name here after you print this document out you're going to sign on this line you can see here in my PDF that the name here has automatically filled since I entered it above if it did not automatically fill you're going to enter your LLC name once again then down here you're going to list your name and your mailing address and the city state and zip alright I've entered the name and address for the filer of this document all I need to do now is print this out sign here at the top of page to include my payment for $30 with check or money order and I'm going to mail that to the address listed below this video if you have any questions while going through the certificate of change document you can contact the state at the phone number found below this video and that concludes this lesson
Thanks Santos your participation is very much appreciated
- Harold Chamberlin
About the author
I've studied travel psychology at Keck Graduate Institute in Claremont and I am an expert in philosophy of biology. I usually feel happy. My previous job was power-line installer and mechanic I held this position for 20 years, I love talking about backgammon and web development. Huge fan of Gregory Peck I practice luge and collect cheese labels.
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