The decision to change an LLC name is one not to consider lightly. After all, your business name is one of your most important brand assets. But sometimes, a name change is in order for one of many reasons. Perhaps there was a mistake in your formation paperwork, so you need to correct the name. Or perhaps the name was fine in the past, but now it’s not because it includes the name of a business partner who just retired. Or maybe your business has expanded into other products or services, and the name no longer accurately reflects what you do. Another reason you might consider changing your LLC name is that it doesn’t project the brand image you want to create. Or maybe you simply would rather operate your business under a different name because it doesn’t feel right anymore.
So, can you change the name of your LLC? The good news is yes!
As we jump into how to modify an existing name for a Limited Liability Company, it’s important for business owners to know the process will depend on the reason why they are changing their name.
There are three main options for updating an existing business name:
- Correcting an LLC name
- Filing a fictitious name under the LLC
- Changing the legal name of the business entity
Before deciding the route to go, business owners should consult with an attorney to determine what will be the most advantageous method for their unique situation.
1. Correcting an Incorrect LLC Name
If a new LLC’s name was filed incorrectly on its Articles of Organization, the state of formation will usually require a Statement of Correction (sometimes called Certificate of Correction) to correct the entity name. The LLC must also pay the associated fee to file the correction.
Common information asked for on a Statement of Correction includes:
- The current business name in the state’s records
- The document being corrected
- The date the document was filed
- What was incorrect in the document
- Why or how it came to be incorrect
- The correction requested
- Signature of an authorized individual, which could be an LLC member or an approved third-party like CorpNet
2. Filing a Fictitious Name
If an LLC name change for the legal entity isn’t imperative, then LLC members may want to consider filing for a fictitious name. Also known as a DBA (doing business as), a fictitious name gives the LLC the authority to do business under the desired name without changing the LLC’s legal business name. In other words, it gives the LLC the right to legally use another name for its marketing and business operations.
Filing a DBA is a rather simple and inexpensive process, so this can be an ideal solution for LLCs that have no reason to alter their business entity’s legal name.
CorpNet is here as a resource for preparing and filing the DBA paperwork in any of the 50 United States.
3. Changing the Entity’s Legal Name
Different states may have different requirements for changing an entity’s name. Additionally, an LLC’s operating agreement may have provisions describing what’s required internally (e.g., member voting requirements) to approve changing the company name. It’s critical to understand the rules before moving forward.
Generally, here are the steps involved to update an existing LLC name. Let’s run through each below.
1. Find out if the name is available for use
Most states will reject a requested LLC business name if another LLC or corporation within the state has the same or similar name, particularly if it provides similar goods or services. That makes it important to do a corporate name search to check availability in the state before spending the time and money to change your LLC name. CorpNet can assist you in that search process.
2. Approve a resolution to change the name
Most LLC operating agreements require member approval for significant changes. Usually, the LLC’s members must formally approve a name change through a written resolution that the LLC members have signed. The resolution is an official record of the approval, and it should be kept with an LLC’s other corporate documents.
3. Amend the Articles of Organization
The next step, usually required within 30 days of a written resolution, is changing the business name on the LLC’s formation documents. The paperwork is called the Articles of Amendment in many states, and each state has its own form.
State governments often have their forms available for download on their website. While the filing fee does vary by state, most states charge a filing fee of approximately $50, while others like Montana are $15 and Nebraska is $30. Some states charge significantly more. As an example, Delaware charges a fee of $200.
4. Update the LLC Operating Agreement
Upon the state’s approval of the requested name, the LLC should update its operating agreement to reflect the new name.
Note: An operating agreement isn’t mandated by the state. However, it’s helpful for an LLC to have one (and keep it up to date) so that all LLC members are on the same page while running the business.
5. Notify the tax authorities and licensing agencies
If the LLC has business licenses and permits, it should notify the agencies that issued them. It should also communicate the name change to the IRS and state and local tax authorities.
Here are instructions for changing the business name with the IRS:
- A single-member LLC taxed as a sole proprietor must write to the IRS to inform the agency of the name change. That notification should go to the address where the LLC member filed their tax return.
- A multi-member LLC taxed as a partnership when filing a current-year Form 1065, should mark the appropriate name change box on the form (Page 1, Line G, Box 3). If the LLC has already filed the return for the current year, it should notify the IRS of the name change in writing and send it to the address where it filed its return.
- An LLC taxed as a corporation, if filing a current-year tax return, must mark the appropriate name change box on Form 1120 (Form 1120: Page 1, Line E, Box 3; or Form 1120S: Page 1, Line H, Box 2). If the LLC has already filed the return for the current year, it should notify the IRS in writing at the address where it filed its return.
You can find additional information on the IRS website.
6. Update business accounts and contracts
All of the LLC’s financial and other accounts should be updated to reflect the new legal name. Below are a few to keep top of mind:
- Bank accounts (will also need checks created with the new business name)
- Credit cards
- Vendor and supplier accounts
- Client contracts
- Insurance policies
- Mortgages and leases
- County property records
7. Modify administrative, sales, and marketing assets
Here’s where the devil is in the details! You may be surprised at how many other places you must update your business name to ensure everyone begins to know you by your new name.
- Signage at your office or store
- Domain name for your website
- Social media account names and profile URLs
- Local business listings like Google Business Profile or Bing Logo
- Online review websites like Yelp, Angie’s List, or TripAdvisor
- Case studies
- Business cards
- Stationary like letterhead and envelopes
- Product packaging and inserts
- Promotional items (pens, coffee mugs, and other novelties)
CorpNet Can Help Make the Process Easy
Whether your LLC needs to file a statement of correction, DBA, or articles of amendment to fulfill your name change objective, CorpNet’s filing experts are here to ensure your forms are completed accurately and submitted promptly.
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