LLC-2 Instructions (REV 08/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
Instructions for Completing the
Amendment to the Articles of Organization (Form LLC-2)
To amend the Articles of Organization of a limited liability company (LLC), you must file an Amendment to the Articles of
Organization (Form LLC-2) with the California Secretary of State.
Before submitting the completed form, you should consult with a private attorney for advice about your specific
business needs.
You must file a Statement of Information (Form LLC-12) to change the LLC’s business address(es), or to change the
name or address of the LLC's manager(s) or agent for service of process, which can be filed online at
llcbizfile.sos.ca.gov/SI.
To file this Form LLC-2, the LLC must be active on the records of the California Secretary of State, or if suspended,
Form LLC-2 only can be filed to list a new limited liability company name. (Section 17713.10.) To check the status of
the LLC, go to BusinessSearch.sos.ca.gov.
Operating Agreements are to be maintained by the LLC and are not filed with the California Secretary of State.
Fees:
Filing Fee: The fee for filing the Amendment to the Articles of Organization (Form LLC-2) is $30.00.
Faster Service Fee:
- Counter and guaranteed expedite services are available only for documents submitted in person (drop off) to our
Sacramento office.
- Counter Drop Off: A separate, non-refundable $15.00 counter drop off fee is required if you submit in person
(drop off) your completed document at our Sacramento office. The $15.00 counter drop off fee provides priority
service over documents submitted by mail. The special handling fee is not refundable whether the document is
filed or rejected.
- Guaranteed Expedite Drop Off: For more urgent submissions, documents can be processed within a
guaranteed timeframe for a non-refundable fee instead of the counter drop off fee. For detailed information about
this faster processing service through our Preclearance and Expedited Filing Services, go to
www.sos.ca.gov/business/be/service-options.
Copies: Upon filing, we will return one (1) plain copy of your filed document for free, and will certify the copy upon request
and pay
ment of a $5 certification fee. To obtain additional copies or certified copies of this filed Amendment to the Articles
of Organization, include payment for copy fees and certification fees at the time the Amendment to the Articles of
Organization is submitted. Additional copy fees are $1.00 for the first page and $.50 for each attachment page. For
certified copies, there is an additional $5.00 certification fee, per copy.
Payment Type: Check(s) or money orders should be made payable to the Secretary of State. Do
not send cash by
mail. If submitting the document in person in our Sacramento office, payment also may be made by credit card (Visa or
Mastercard®).
Processing Times: For current processing times, go to www.sos.ca.gov/business/be/processing-times.
If you are not completing this form online, please type or legibly print in black or blue ink. Complete the Amendment to
the Articles of Organization (Form LLC-2) as follows:
Item
Instruction
Tips
1.
Enter the name of the LLC exactly as it
appears on the records of the California
Secretary of State including the entity
identifier (ex: “Jones & Company, LLC” or
“Smith Construction, a Limited Liability
Company”).
To ensure you have the exact name of the LLC, look to
your registration document filed with the California
Secretary of State and any name change amendments.
2.
Enter the 12-digit Entity (File) Number
issued to the LLC by the California
Secretary of State at the time of
registration.
To ensure you have the correct Entity (File) Number look
to your registration document filed with the California
Secretary of State.
LLC-2 Instructions (REV 08/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
Secretary of State Records can be accessed online
through our Business Search at
BusinessSearch.sos.ca.gov. While searching the
Business Search, be sure to identify your LLC correctly
including the jurisdiction that matches your LLC.
3.
If you are changing the name of the LLC,
enter the new name of the LLC exactly as
you want it is to appear on the records of
the California Secretary of State including
the entity identifier (ex: “Jones & Company,
LLC” or “Smith Construction, a Limited
Liability Company”).
California Corporations Code section 17701.08 requires:
- The LLC name must include: LLC, L.L.C., Limited
Liability Company, Limited Liability Co., Ltd.
Liability Company, or Ltd Liability Co.
- The LLC name may not include: bank, trust,
trustee, incorporated, inc., corporation, or corp.
- The LLC name may not include: insurer, insurance
company, or any other words suggesting that the
LLC is in the business of issuing policies of
insurance and assuming insurance risks.
- The name is not likely to mislead the public and is
distinguishable from other LLCs of record or
reserved with the California Secretary of State.
There are legal limitations on what name can be used
for the LLC. For general LLC name requirements and
restrictions or for information on reserving an LLC name
prior to submitting Form LLC-2, go to
www.sos.ca.gov/business/be/name-availability.
A name reservation is not required to submit Form LLC-2.
A preliminary search of LLC names already of record
can be made online through our Business Search at
BusinessSearch.sos.ca.gov. Please note: The Business
Search is not intended to serve as a formal name
availability search. For information on checking or
reserving a name, go to www.sos.ca.gov/business/be/
name-availability.
4.
If the management structure of the LLC is
changing, check the applicable box to
indicate if the LLC will be managed by "one
manager," "more than one manager" or "all
limited liability company member(s)."
Only one box may be checked.
Every LLC is required to have at least one member. If
no manager is appointed or elected, all members are
managers.
A member(s) is the owner of the company similar to a
shareholder(s) in a corporation.
5.
The purpose statement is required. Do not
alter.
6.
If applicable, list other amendments to
the Articles of Organization on only one
side of a standard letter-sized piece of
paper (8 1/2" x 11"), clearly marked as an
attachment to Form LLC-2 and attach the
extra page(s) to the completed Form
LLC-2.
If amending existing text, list both the
current text followed by the new text as
amended by this filing.
You must file a Statement of Information (Form LLC-12)
to change the LLC’s business address(es), or to change
the name or address of the LLC's manager(s) or agent for
service of process, which can be filed online at
llcbizfile.sos.ca.gov/SI.
To avoid rejection of your Form LLC-2, it is recommended
that you file your Statement of Information (Form LLC-12)
online at llcbizfile.sos.ca.gov/SI before submitting your
Form LLC-2.
LLC-2 Instructions (REV 08/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
Signature
Sign and type or print the name of the
signor(s).
Unless a greater number is provided for in
the Articles of Organization, this Form
LLC-2 must be signed by at least one
manager, if the LLC is manager-managed
or at least one member, if the LLC is
member-managed indicating the
information is true and correct.
Do not use a computer-generated
signature.
If you need more space for signatures:
- Place the additional signatures on only one side of
a standard letter-sized piece of paper (8 1/2" x 11")
clearly marked as an attachment to Form LLC-2
and attach the extra page(s) to the completed Form
LLC-2.
- All attachments are part of this document.
If Form LLC-2 is signed by a business entity, the person
who signs on behalf of the entity should note their name
and position/title and the entity name. Example: If a
limited liability company ("Smith LLC") is the manager,
the signature of the person signing on behalf of the Smith
LLC should be reflected as Joe Smith, Manager of Smith
LLC, Manager.
If Form LLC-2 is signed by a trust, the trustee should
sign as follows: ___________ , trustee for ___________
trust (including the exact name of the trust and date of
the trust, if applicable). Example: Mary Todd, trustee of
the Lincoln Family Trust (U/T 5-1-1994), Manager.
Multiple Form LLC-2s with different signatures will be
returned without being filed use only one form.
Mail Submission Cover Sheet (Optional): To make it easier to receive communication related to this document,
including the copy of the filed document, complete the Mail Submission Cover Sheet. For the Return Address: enter the
name of a designated person and/or company and the corresponding mailing address. Please note the Mail Submission
Cover Sheet will be treated as correspondence and will not be made part of the filed document.
Where to File: Completed forms along with the applicable fees can be mailed to Secretary of State, Business Entities
Filings, P.O. Box 944260, Sacramento, CA 94244-2600 or delivered in person (drop off) to the Sacramento office, 1500
11th Street, Sacramento, CA 95814. If you are not completing this form online, please type or legibly print in black or
blue ink.
Legal Authority: General statutory filing provisions are found in Section 17702.02. All statutory references are to the
California Corporations Code, unless otherwise stated.
Statement of Information: A Statement of Information must be filed with the California Secretary of State within 90
days after filing the Articles of Organization and every two years thereafter during the applicable filing period (Section
17702.09). A Statement of Information can be filed online at llcbizfile.sos.ca.gov/SI or by submitting Form LLC-12.
Additional Resources: For a list of other agencies you may need to contact to ensure proper compliance, go to
www.sos.ca.gov/business/be/resources. Note: The California Secretary of State does not license LLCs. For licensing
requirements, please contact the city and/or county where the principal place of business is located and/or the state
agency with jurisdiction over the activities of the LLC.
Secretary of State
Business Programs Division
Business Entities, P.O. Box 944260, Sacramento, CA 94244-2600
Mail Submission Cover Sheet
Instructions:
Complete and include this form with your submission. This information only will be used to communicate with you
in writing about the submission. This form will be treated as correspondence and will not be made part of the filed
document.
Make all checks or money orders payable to the Secretary of State.
Do not include a $15 counter fee when submitting documents by mail.
Standard processing time for submissions to this office is approximately 5 business days from receipt. All
submissions are reviewed in the date order of receipt. For updated processing time information, visit
www.sos.ca.gov/business/be/processing-times.
Optional Cop
y and Certification Fees:
If applicable, include optional copy and certification fees with your submission.
For applicable copy and certification fee information, refer to the instructions of the specific form you are submitting.
Contact Person: (Please type or print legibly)
First Name:
__________________________________________________ Last Name: _______________________________________________
Phone (optional): ______________________________________________
Entity Information: (Please type or print legibly)
Name:
__________________________________________________________________________________________________________________
Entity Number (if applicable): _____________________________________
Comments: _____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
Return Address: For written communication from the Secretary of State related to this document, or if
purchasing a copy of the filed document enter the name of a person or company and the mailing address.
Name:
Company:
Address:
City/State/Zip:
Secretary of State Use Only
T/TR:
AMT REC’D: $
Doc Submission Cover - OBE (Rev. 09/2016)
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LLC-2 (REV 08/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
Secretary of State
Amendment to Articles of
Organization of a
Limited Liability Company (LLC)
LLC-2
Above Space For Office Use Only
IMPORTANT Read Instructions before completing this form.
Filing Fee $30.00
Copy Fees First page $1.00; each attachment page $0.50;
Certification Fee - $5.00
Note: You must file a Statement of Information (Form LLC-12), to change the
business address(es) of the LLC or to change the name or address of the LLC's
manager(s) and/or agent for service of process, which can be filed online at
llcbizfile.sos.ca.gov/SI.
1. LLC Exact Name (Enter the exact name on file with the California Secretary of State.)
2. LLC 12-Digit Entity (File) Number (Enter the exact 12-digit Entity (File) Number issued by the California Secretary of State.)
3. New LLC Name (If Amending) (See Instructions List the proposed LLC name exactly as it is to appear on the records of the California
Secretary of State. The name must contain an LLC identifier such as LLC or L.L.C. “LLC” will be added, if not
included.)
4. Management (If Amending) (Select only one box)
The LLC will be managed by:
One Manager More than One Manager All LLC Member(s)
5. Purpose Statement (Do not alter Purpose Statement.)
The purpose of the limited liability company is to engage in any lawful act or activity for which a limited liability company
may be organized under the California Revised Uniform Limited Liability Company Act.
6. Additional Amendment(s) set forth on attached pages, if any, are incorporated herein by reference and made part of this
Form LLC-2. (All attachments should be 8½ x 11, one-sided, legible and clearly marked as an attachment to this form LLC-2.)
Signature
By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by
California law to sign.
_____________________________________________________________ __________________________________________________________
Sign here Print your name here
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