Changing the Name of Your Corporation or LLC

Can you change the name of your already existing California Corporation or LLC?

Yes, you may change the name of your current corporation. You do not need to dissolve the current corporation and file as a new entity.  The process is simple.

First, let's make sure your corporate documents are up to date with the Secretary of State.  When was the last time you filed your Statement of Information?  If it's been longer than ninety days, we will need to file a Statement of Information so that the Secretary of State has a current record of who can make changes to the Articles / Corporation.

Second, we will need to do a name search with the Secretary of State to make sure the proposed name you would like to use is available.  

The next step is the actual paperwork required by the Secretary of State to effect the name change to the Corporation.  This requires you to amend the provisions contained in your entity's Articles of Incorporation.  The Secretary of State has a Certificate of Amendment available on their site and the filing fee is currently $30.  But make sure to speak with a licensed attorney to verify that your amendment is in compliance with the California Corporations Code sections 900-910.  

The last thing I want to note for you is that you make sure the name change is also reflected with proper corporate governance such as a meeting and resolution.

Some Information on Filing

Note that the Secretary of State is currently backlogged on processing times.  To view the current processing timeframes for your relevant Document Type, click on the link below.  The link for more information on expedited filing is also noted for you below.

Secretary of State Processing Times

Expedited Filing Services

When complete, send your original Certificate of Amendment, two copies (if you would like the Secretary of State to send you back certified copies), the check for the filing fee of $30 made out to the Secretary of State, a self-addressed evelope and a letter referencing the corporate name and number as well as the sender's name, return address and telephone number.

The address to mail your paperwork is: Secretary of State, Document Filing Support Unit, 1500 11th Street, 3rd Floor, Sacramento CA 95814.  Certificates of Amendment are not filed in the regional offices.

Your Corporation and the IRS

Another common question when changing the name of your corporation is whether you need to apply for a new tax ID number.

Business owners and other authorized individuals can submit a name change for their business. The specific action required may vary depending on the type of business. 

In some situations a name change may require a new Employer Identification Number (EIN) or a final return.  The full publication from the IRS entitled, Understanding Your EIN is available here.

© 2012 Shirley Kim, Esq.  All Rights Reserved.  The above discussion is intended to be a general commentary.  Each situation has different facts and you should hire a licensed attorney to handle your specific case.  This article is not intended to create an attorney-client relationship nor is it intended to be legal advice for your specific situation.  Should you have additional questions, please feel free to contact me.

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