Instructions for Completing the Certificate of Amendment of
Articles of IncorporationName Change Only - Stock (Form AMDT-STK-NA)
To change the name of a domestic (formed in California) stock corporation, the corporation must file a
Certificate of Amendment of Articles of Incorporation that meets the requirements of California Corporations
Code sections 173, 193 and 900-908. Before submitting the completed form, you should consult with a private
attorney for advice about your specific business needs. Note: Form AMDT-STK-NA has been created for ease
in filing, however, any format may be used that meets statutory requirements.
Form AMDT-STK-NA can be used:
If the name change amendment is the only amendment being made by the corporation.
If the name change amendment has been approved by at least a majority of the board of directors.
If the corporation has issued only a single class of shares.
If the name change amendment has been approved by at least a majority of the shareholders.
If the name change amendment is verified, dated, and signed by two corporate officers, as described in
the instructions for Item 5 below.
If the corporation does not meet all of the requirements listed above, Form AMDT-STK-NA cannot be used.
Instead, you must compose a Certificate of Amendment that meets the statutory requirements of Sections
173, 193 and 900-907.
Fees:
Required Filing Fee: A $30.00 filing fee is required to file a Certificate of Amendment of Articles of
Incorporation.
Faster Service Fee:
o Counter Drop Off: A separate, non-refundable $15.00 counter drop off fee is required if you
deliver 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.
o Guaranteed Expedite Drop Off: For more urgent submissions, documents can be processed
within a guaranteed timeframe for a non-refundable fee in lieu 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.
o Counter and guaranteed expedite services are available only for documents delivered in person
(drop off) to our Sacramento office.
Copies: Upon filing, we will return one (1) plain copy of your filed document for free, and will certify the copy
upon request and payment of a $5 certification fee. To obtain additional copies or certified copies of the filed
document, include payment for copy fees and certification fees at the time the document 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 document.
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 cur
rent processing times, go to www.sos.ca.gov/business/be/processing-times.
AMDT-STK-NA Instructions (EST 09/2016) 2016 California Secretary of State
www.sos.ca.gov/business/be
If you are not completing this form online, please type or legibly print in black or blue ink. Complete the
Certificate of Amendment of Articles of Incorporation (Form AMDT-STK-NC) as follows:
Item Instruction Tips
1. Enter the name of the corporation
exactly as it currently
appears on file
with the California Secretary of State,
including the entity ending, if any
(ex: ABC Corporation or Smith
Construction Company”).
Enter the name of the corporation before the name change.
That is the name currently of record with the California
Secretary of State.
2. If known, enter the 7-digit corporate file
number issued to the corporation by
the California Secretary of State.
If
not known, leave Item 2 blank and
proceed to Item 3a.
The 7-digit corporate file number is provided by the
California Secretary of State above the file stamp at the
top of the corporation’s registration document filed with
the California Secretary of State.
To ensure you have the correct file number and exact
name of the corporation, look to your registration
document filed with the California Secretary of State and
any name change amendments.
Secretary of State Records can be accessed online
through our Business Search at
BusinessSearch.sos.ca.gov. While using the Business
Search, be sure to identify your corporation correctly
including the jurisdiction that matches your corporation.
Active corporations, inactive corporations and
corporations from foreign jurisdictions registered with our
office may have the same or similar name.
3a. Enter the
specific provision being
amended by the number, letter, or
other designation assigned to the
provision in the Articles of
Incorporation being amended (i.e., “I,”
“FIRST” or “A”).
If the article provision being amended was not assigned a
designation, write “see attached” in Item 3 and on only one
side of a standard letter-sized piece of paper (8 ½” x 11”)
clearly marked as an attachment to Item 3 of Form
AMDT-STK-NA, quote the present language of the existing
provision AND
the provision as amended by this filing.
The provision as amended by this filing should read as
follows:
The article provision setting forth the name of the
corporation is amended to read as follows:
The name of the corporation is
_____________________
All attachments are part of Form AMDT-STK-NA.
3b.
Enter the proposed new corporation
name.
For general corporate name requirements and restrictions
or for information on
reserving a corporation name
prior t
o submitting Form AMDT-STK-NA
, go to
www.sos.ca.gov/business/be/name-availability.
A name reservation is not required to submit Form
AMDT-STK-NA.
A preliminary search of corporation 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 name
availability search. For information on checking or
reserving a name, refer to the name availability link
above.
AMDT-STK-NA Instructions (EST 09/2016) 2016 California Secretary of State
www.sos.ca.gov/business/be
4a. This statement should not be altered.
This certificate must be approved by at least a majority of
the corporation’s directors.
4b.
Check the box next to the applicable
statement.
Only one box may be
checked.
If the first box is checked,
enter the total number of the
corporation’s outstanding shares.
If the first box is checked, the amendment must be
approved by the affirmative vote
of a majority of the
outstanding shares or such greater proportion as may be
required by the corporation’s articles of incorporation or
bylaws.
5. The name change amendment must
be dated, signed and verified by two
corporate officers as provided in
Section 173 and 193.
Generally, the corporation’s president
and secretary sign.
Verification requires a statement under penalty of perjury
that the information is true and correct of the signor’s own
knowledge.
If the name change amendment will be signed by officers
other than the President and Secretary, you may alter the
officer titles on the form.
Pursuant to Section 173, the name change amendment
must be dated, signed and verified by the corporation’s
chairperson of the board, president or any vice president
and by the secretary, chief financial officer, treasurer or
any assistant secretary or assistant treasurer.
Mail Submission Cover Sheet (Optional): To make it easier to receive communication related to this
document, including receipt of 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, if any can be mailed to Secretary of State,
Business Entities Filings Unit, P.O. Box 944260, Sacramento, CA 94244-2600 or delivered in person (drop off)
to the Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. This form is filed only in the
Sacramento office.
Legal Authority: General statutory filing provisions are found in Sections 900-908. All statutory references are
to the California Corporations Code, unless otherwise stated.
AMDT-STK-NA Instructions (EST 09/2016) 2016 California Secretary of State
www.sos.ca.gov/business/be
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 Copy 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 - Corp (Rev. 09/2016)
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Secretary of State
Certificate of Amendment of
Articles of Incorporation
Name Change Only - Stock
AMDT-
STK-NA
This Space For Office Use Only
IMPORTANTRead Instructions before completing this form.
Filing Fee
$30.00
Copy Fees
First Page $1.00 & .50 for each attachment page;
Certification Fee
$5.00
1. Corporation Name (Enter the exact name of the corporation as it currently is
recorded with the California Secretary of State.)
2. 7-Digit Se
cretary of State File Number
3. New Corporation Name
Item 3a: Enter the number, letter or other designation assigned to the provision in the Articles of
Incorporation being amended (e.g., “I,” “First,” or “A”). See Instructions if the provision in the
Articles of Incorporation being amended does not include a number, letter, or other designation.
Any attachment is made part of this document.
Item 3b: Enter the new corporate name.
3a. Article _____________ of the Articles of Incorporation is amended to read as shown in Item 3b below:
3b. The name of the corpor
ation is
______________________________________________________________________________
_____________________________________________________________________________________________________________
4. Approval Statements
4a. The Board of Directors has approved the amendment of the Articles of Incorporation.
4b. Shareholder approval was (check one):
By the required vote of shareholders in accordance with California Corporations Code section 902. The
total number of outstanding shares of the corporation is
__________________________ . The number of shares
voting in favor of the amendment equaled or exceeded the vote required. The percentage vote required
was more than 50%.
Not required because the corporation has no outstanding shares.
5.
Read, sign and date below (See instructions for signature requirements. Note: Both lines must be signed.)
We declare
under penalty of perjury under the laws of the State of California that the matters set forth herein are true
and correct of our own knowledge and we are authorized by California law to sign.
_____________________ _______________________________________________ _________________________________________
Date Signature Type or Print Name of President
_____________________ _______________________________________________ _________________________________________
Date Signature Type or Print Name of Secretary
AMDT-STK-NA (EST 09/2016) 2016 California Secretary of State
www.sos.ca.gov/business/be
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