Certificate of Amendment
A Delaware filing that modifies a previously filed Certificate of Formation.
Definition
A Certificate of Amendment is filed under 6 Del. C. § 18-202 to modify a Delaware LLC's existing Certificate of Formation. Common amendments: LLC name change, registered agent change, or modification to Article 3 operational provisions. State fee: $200 plus any expedited service.
Context
Amendments are the legal way to update what the state has on file. Without an Amendment, banks, IRS, and counterparties still see the original Certificate.
Example
An LLC originally formed as 'Acme Holdings LLC' rebrands to 'Apex Capital LLC.' A Certificate of Amendment updates the name with Delaware. Banks, Stripe, and Amazon then need separate notifications.
Common pitfalls
- Amendments cascade to many downstream systems (IRS records, bank accounts, Stripe).
- IRS records update slowly (4-8 weeks) after Amendment.