When you form an LLC in the state of New Mexico, you must file Articles of Organization with the Secretary of State. This is the document that legally creates your LLC and registers your entity with the state. In addition, your Articles of Organization serve a few other purposes, such as outlining the governing structure of your business. In your articles, you will dictate the rights, roles, and responsibilities of your LLC members along with other obligations.
Your Articles of Organization are an important legal document with the state of New Mexico and an important governing document for your business. For this reason, you may find the need to amend your articles on occasion.
In order to amend your Articles of Organization in New Mexico, you must submit the form “Articles of Amendment to the Articles of Organization” (Form DLLC-AM) to the New Mexico Public Regulation Commission. This form is available online. Be sure to include a duplicate copy in your submission.
If your New Mexico LLC is a foreign LLC, you will submit a different form, the “Application for Amended Certificate of Registration” (Form FLLC-AM). Similarly, the form is available online and should include a duplicate copy in the submission. Additionally, be sure to include an original copy of the amended Articles of Organization that were filed in the home state of your LLC. This original copy must be authenticated.
When it comes to amending your articles, there are a number of changes you can make in your amended version so long as the amended provisions are allowed in New Mexico Articles of Organization. The important focus in this process is articulating and registering any changes to your articles through the amendment process whenever those changes occur. For example, any change in your LLC’s name, management structure, or membership should be reflected in an amendment to your Articles of Organization.
Additionally, it may be useful to know that you can restate your Articles of Organization. Restating your articles is a slightly different process than amending. Restating occurs when a part of your articles needs clarification. This is different than amending in the sense that no changes or new information are included. Restating your articles carries the same fee as that of amending.
Note: The amendment process is not the method by which you can change your LLC’s registered agent, principal place of business address, or mailing address.
The filing fee required for amending your New Mexico Articles of Organization is $50. There is an expedited filing option available that can be processed same day for an additional $300. The request must be received prior to 2 pm and include a “Request for Expedited Filing” form, which is available online.
The normal processing time for requests to amend Articles of Organization can take the New Mexico Public Regulation Commission up to 15 days. Once completed, your Certificate of Amendment and duplicate copy will be returned to you by mail.
If you are mailing your documents, address them to:
New Mexico Public Regulation Commission Corporations Bureau PO Box 1269 Santa Fe, NM 87504
If you are delivering your documents in person, take them to:
New Mexico Public Regulation Commission Corporations Bureau Filing Desk P.E.R.A. Building, Room 413 1120 Paseo de Peralta Santa Fe, New Mexico 87505
If you would like assistance with amending your Articles of Organization, enlist the services of an attorney. Utilizing an attorney for the amendment process will ensure it is done correctly and that your articles follow all necessary state regulations for New Mexico.
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