Texas secretary of state amendment to articles of incorporation

• Commentary: Until January 1, 2010, articles 4.01-4.06 of the Texas Business Corporation Act (prior law) govern amendments to the articles of incorporation of a Texas for-profit or professional corporation formed before January 1, 2006, unless the corporation files an election to adopt the Texas Business Organizations Code (BOC). Sections 3.051-3.054 and sections 21.052-21.055 of the BOC govern amendments to the certificate of formation of a for-profit or professional corporation formed on or after January 1, 2006, the effective date of the BOC. The BOC provisions also govern amendments of a corporation formed under prior law that has filed an election to adopt the BOC. There are not substantive differences in an amendment submitted and filed under prior law and under the BOC; consequently, these instructions apply to instruments filed by entities governed by the BOC as well as prior law. A corporation may use the electronic amendment form only for the purpose of changing the corporation’s legal name. An amendment that proposes to effect other changes to the corporation’s formation instrument cannot be processed through the web. Please submit the articles/certificate of amendment filing to the Secretary of State by mail, fax, or in person.
• In general, amendments are adopted in the following manner:

No warranty is made regarding the suitability of this form for any particular purpose. This form and the information provided are not substitutes for the advice of an attorney and it is recommended that the services of an attorney be obtained before preparation of the articles/certificate of amendment.

1. Logon and select the Business Organizations Tab.
2. In the Change Documents frame below Web Filings, input the filing number, if you know it, for the entity for which you need to file articles/certificate of amendment and click on File Document .
3. If you do not know the file number, click on Find Entity .
   
   1. On the Find Entity Name Search screen, input the name of the entity for which you need to file articles of amendment and click on Search .
   2. The search results will be returned showing the names of the entities that match or are very similar to your search parameter.
   3. Select the entity for which you need to file the name change amendment by clicking on the radio button in the column entitled “ Mark .”
   4. If the entity for which you searched does not appear in the search results and you wish to conduct another search, click on New Search .
   5. When the appropriate entity is marked, click on Initiate Change Filing .

   Do not presume that the name searched is "available" and will be approved for filing. Even if you believe the results do not reveal the same or deceptively similar name in use, the Office of the Secretary of State must still perform its own search after receipt of the document. A final determination regarding the entity name is not made until an examiner's review and filing of the document. You are strongly urged not to make financial expenditures or regulatory filings based upon the results of your search.

   If you wish our office to provide a preliminary determination on the availability of the proposed name before submission, you may do so by telephone at (512) 463-5555, by dialing 7-1-1 for relay services, or by e-mail to [email protected] . This is only a preliminary clearance. Also note that the preclearance of a name or the issuance of a certificate under a name does not authorize the use of a name in violation of another person's rights to the name.