How to Amend a New Jersey Certificate of Formation

New Jersey business compliance can seem complex for any business owner. But when your business grows and changes, you may need to update the information in your New Jersey limited liability company’s (LLC) Certificate of Formation as required by law. But where to start? We’ll show you how to navigate the New Jersey LLC amendment process to keep your business on track.

What is a New Jersey Certificate of Formation?

A Certificate of Formation officially establishes your LLC in New Jersey. This document is filed with the New Jersey Department of the Treasury. In many states, the Secretary of State handles business filings. However, in New Jersey, the Department of the Treasury oversees business entities.

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Step 1: Determine if you need to change your New Jersey Certificate of Formation

A valid Certificate of Formation is how you receive the benefits of being an LLC. If any of your Certificate of Formation information changes, you need to make a New Jersey LLC amendment to notify the state. Not only is it the law, but it is important for the overall health and well-being of your business.

We can help you stay on top of your business filings and compliance with our Worry-Free Compliance service. This service includes up to two yearly amendments as well as many other state compliance tools and services.

Typical reasons a New Jersey business updates its Certificate of Formation include:

• Amending public information for contact purposes
• Updating your registered agent for service of process
• Modifying information for compliance and auditing purposes

And most importantly, it’s the law.

Having outdated information on your Certificate of Formation may prevent you from obtaining a New Jersey Standing Certificate. This certificate confirms your business has paid all fees and filed all required forms in New Jersey and is a valid LLC. Making a New Jersey LLC amendment is important to stay in good standing with the state.

Inability to get a Standing Certificate can limit your LLC’s financial future. Some issues you may encounter if you can’t get a Standing Certificate include:

• Issues raising capital for your business
• Problems opening a business bank account or getting credit
• Issues obtaining business licenses
• Problems doing business across state or international lines

We can help with your New Jersey LLC with our amendment service, which is also a part of our Worry-Free Compliance service.

Step 2: Identify what to change in your New Jersey Certificate of Amendment  

Let’s get into the specifics of amending your Certificate of Formation.

New Jersey allows you to make needed changes to your business using a Certificate of Amendment. You can report updates to business name, purpose, members, and registered agent or add and subtract articles. 

In addition to our Worry-Free Compliance service, we offer a New Jersey registered agent service. If you need a new registered agent, we can connect you with one who fulfills New Jersey requirements.

Step 3: Gather information for filing your New Jersey amendment 

The New Jersey Department of Treasury provides businesses with a few options in amending an LLC. You can use the Department of Treasury Form L-102 Certificate of Amendment. This form guides you through the information the state needs to approve your New Jersey LLC amendment. The information needed includes:

• The name of your LLC
• The new name of your LLC (if desired)
• The state ID number of your LLC
• The changes you’re making to your Certificate of Formation
• The effective date of the changes you desire
• The signature of an authorized signatory

Step 4: File your New Jersey LLC amendment 

Form L-102 is the most straightforward way to provide needed information to the state. 

New Jersey Certificate of Amendment vs. Business Entity Amendment Filing

The Department of Treasury doesn’t actually require you to file the L-102 form. The state provides business owners with a comprehensive Business Registration and Forms packet. You can file a Business Entity Amendment Filing (Form REG-C-EA), found on page 38 of the packet. This form is more general than a Certificate of Amendment. It’s not specific to New Jersey LLCs, so make sure to include all needed information to make an LLC amendment.

New Jersey Certificate of Amendment vs. creating your own forms

New Jersey also allows you to create your own forms. As long as you include the needed New Jersey LLC amendment information, the Department of Treasury will update your Certificate of Formation. In New Jersey, there is no formal process of restating your Certificate of Formation. There is also no statement of correction to update minor misinformation, like a typo. 

Let us help you properly amend your New Jersey LLC with our Worry-Free Compliance service. Our service includes up to two yearly amendments (you only pay the filing fees) and can help you stay on top of complex filing requirements.

We can help keep your New Jersey LLC compliant

Starting and running a business can be stressful, but we are here to help. Through our Worry-Free Compliance service, amendment service, registered agent service and more, we can be your go-to for your New Jersey business compliance needs.