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Certificate Of Amendment Form. This is a California form and can be use in Limited Liability Companies Secretary Of State.
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Tags: Certificate Of Amendment, LLC-2, California Secretary Of State, Limited Liability Companies
State of California
Secretary of State
LIMITED LIABILITY COMPANY
CERTIFICATE OF AMENDMENT
A $30.00 filing fee must accompany this form.
IMPORTANT – Read instructions before completing this form.
2.
This Space For Filing Use Only
1.
SECRETARY OF STATE FILE NUMBER
NAME OF LIMITED LIABILITY COMPANY
3.
COMPLETE ONLY THE SECTIONS WHERE INFORMATION IS BEING CHANGED. ADDITIONAL PAGES MAY BE ATTACHED IF
NECESSARY.
A.
LIMITED LIABILITY COMPANY NAME (END THE NAME WITH THE WORDS “LIMITED LIABILITY COMPANY,” “LTD. LIABILITY CO.” OR THE
B.
THE LIMITED LIABILITY COMPANY WILL BE MANAGED BY (CHECK ONE):
ABBREVIATIONS “LLC” OR “L.L.C.”)
[
[
[
] ONE MANAGER
] MORE THAN ONE MANAGER
] ALL LIMITED LIABILITY COMPANY MEMBER(S)
C.
AMENDMENT TO TEXT OF THE ARTICLES OF ORGANIZATION:
D.
OTHER MATTERS TO BE INCLUDED IN THIS CERTIFICATE MAY BE SET FORTH ON SEPARATE ATTACHED PAGES AND ARE MADE
A PART OF THIS CERTIFICATE. OTHER MATTERS MAY INCLUDE A CHANGE IN THE LATEST DATE ON WHICH THE LIMITED
LIABILITY COMPANY IS TO DISSOLVE OR ANY CHANGE IN THE EVENTS THAT WILL CAUSE THE DISSOLUTION.
4.
FUTURE EFFECTIVE DATE, IF ANY:
5.
NUMBER OF PAGES ATTACHED, IF ANY:
6.
IT IS HEREBY DECLARED THAT I AM THE PERSON WHO EXECUTED THIS INSTRUMENT, WHICH EXECUTION IS MY ACT AND DEED.
MONTH
SIGNATURE OF AUTHORIZED PERSON
DAY
YEAR
DATE
TYPE OR PRINT NAME AND TITLE OF AUTHORIZED PERSON
7.
RETURN TO:
NAME
FIRM
ADDRESS
CITY/STATE
ZIP CODE
SEC/STATE FORM LLC-2 (Rev. 03/2005) – FILING FEE $30.00
APPROVED BY SECRETARY OF STATE
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Secretary of State
Business Programs Division
th
rd
1500 11 Street, 3 Floor
Sacramento, CA 95814
Business Entities
(916) 657-5448
EXPANSION OF PRECLEARANCE AND EXPEDITED FILING SERVICES
(Effective Monday, October 2, 2006)
We are pleased to announce that our preclearance and expedited filing services have been
expanded to include all business entity documents filed with the Secretary of State pursuant
to the California Corporations Code, the California Financial Code or the California Insurance
Code. These services, previously offered only for specified corporate documents, are now
available for all corporate, limited liability company and limited partnership documents,
including interspecies mergers and conversions, and for all other documents filed by other
entity types. In addition, the number of copies required to be submitted for the preclearance
service has been reduced from two to one.
Preclearance service provides a customer with the opportunity to submit a business entity
document in person to the Secretary of State’s Sacramento office prior to filing to determine if
the document conforms to law and to receive a preclearance response within a guaranteed
time frame.
Expedited filing service provides a customer with the opportunity to submit for filing a
business entity document in person to the Secretary of State’s Sacramento office and to
receive a filing response within a guaranteed time frame.
Please refer to the Secretary of State’s website at http://www.ss.ca.gov/business/precexp.htm
for detailed information regarding the preclearance and expedited filing services.
Authority cited: Title 2, California Code of Regulations, sections 21904 and 21905; and
Government Code section 12182.
PRECEXP NOTICE (10/2006)
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INSTRUCTIONS FOR COMPLETING THE CERTIFICATE OF AMENDMENT (LLC-2)
For easier completion, this form is available in a “fillable” version online at the Secretary of State’s website at
http://www.ss.ca.gov/business/business.htm. The form can be filled in on your computer, printed and mailed to the
Secretary of State, Document Filing Support Unit, P O Box 944228, Sacramento, CA 94244-2280 or can be delivered in
person to the Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. If you are not completing this
form online, please type or legibly print in black or blue ink.
FILING FEE: The filing fee is $30.00. Make the check(s) payable to the Secretary of State and send the executed document
and filing fee to the address stated above.
Statutory filing provisions can be found in California Corporations Code section 17054. All statutory references are to the
California Corporations Code, unless otherwise stated.
•
A Certificate of Amendment (LLC-2) shall be filed within thirty (30) days after any information set forth in the Articles of
Organization (LLC-1) or a previously filed Certificate of Amendment (LLC-2) or Restated Articles of Organization (LLC-10),
becomes inaccurate, or in order to add information to the Articles of Organization (LLC-1), a previously filed Certificate of
Amendment (LLC-2) or a Restated Certificate of Articles of Organization (LLC-10).
•
The Certificate of Amendment (LLC-2) may become effective not more than ninety (90) days after filing the Certificate of
Amendment (LLC-2). (Section 17056 (c).)
Complete the Certificate of Amendment (Form LLC-2) as follows:
Item 1.
Enter the file number issued by the California Secretary of State.
Item 2.
Enter the name of the limited liability company as filed with the California Secretary of State.
Item 3.
Enter only the information which is being amended. Provide the text of each amendment adopted, using the A-D
space provided or attaching additional pages.
Item 4.
Enter the future effective date of the Certificate of Amendment (LLC-2), if any. If none is indicated, the amendment
shall be effective upon filing with the California Secretary of State.
Item 5.
Enter the number of pages attached, if any. All attachments should be 81/2” X 11”, one-sided and legible.
Item 6.
The Certificate of Amendment (LLC-2) shall be executed, with an original signature and title, of at least one manager
unless a greater number is provided for in the Articles of Organization.
If an entity is designated as a manager or member, the person who signs for the entity must note the exact entity
name, his/her name, and his/her position/title.
If a trust is designated as a manager or member, the certificate must be signed by a trustee as follows:________,
trustee for __________trust (including the date of the trust, if applicable). Example: Mary Todd, trustee of the
Lincoln Family Trust (U/T/A 5-1-94).
Item 7.
•
Enter the name and address of the person or firm to whom a copy of the certificate should be returned.
For further information contact the Business Filings Section at (916) 657-5448.
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