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How to Amend New Mexico Articles of Incorporation

Articles of Incorporation establish your business as a separate entity in the state of New Mexico and confirm its name and other information with state agencies. Filing these articles are a necessary first step in forming your business. Once your articles are approved, you have the ability to apply for business licenses, tax IDs, and more. Here are a few other benefits offered by incorporation:

  • Separation and protection for your personal assets.
  • Limited liability for business debts and obligations.
  • Ensures proper state compliance.
  • Credibility and structure for your business.

Amending Your New Mexico Articles of Incorporation


If you wish to file an amendment to your New Mexico Corporation, you must submit Articles of Amendment (Form DPR-AM) to your corporation’s Articles of Incorporation. Be sure to include a duplicate copy when you submit this form to the New Mexico Public Regulation Commission.

If you are filing an amendment for a foreign corporation, you will submit the Application for Amended Certificate of Authority (Form FPR-AM) to the New Mexico Public Regulation Commission. Include a duplicate copy for this submission, as well.

The New Mexico Public Regulation Commission requires original signatures for your amendment, so you have the option of filing your amendment by mail or in person. Normal processing of your amendment can take up to 15 business days. Once your amendment has been processed, you will receive your Certificate of Amendment by mail. The Public Regulation Commission will also return your duplicate copy along with the certificate.

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
                    

What Changes Can Be Made to Articles of Incorporation?


Filing an amendment to your Articles of Incorporation is necessary when your New Mexico Corporation makes the following changes:

  • Changes its name.
  • Changes its stated purpose.
  • Changes its period of duration (date of dissolution).
  • Changes its number of authorized shares.

Additional changes are allowed to your corporation’s articles so long as the provisions are lawful. Some changes, such as a change in your registered agent, principal office address, or corporation officers do not require amending your Articles of Incorporation. These changes are made through other forms and filings with the state.

It is also possible to restate your Articles of Incorporation in place of filing an amendment. Restating your articles allows you to clarify certain parts of your articles without an overall change or inclusion of new information to them (i.e. a new amendment is not included). Restating your articles carries the same filing fee as the fee for Articles of Amendment.

Cost to Amend New Mexico Articles of Incorporation


The cost to amend your New Mexico Articles of Incorporation can vary depending on your corporation type and what you are seeking to amend in your articles. If you are amending articles for a foreign corporation, the filing fee is $50. However, if you are amending articles for a domestic corporation, there are two different scenarios.

You can calculate your cost by taking the difference between the proposed increase in shares and the current number of shares, then charging a rate of $1 for every 1,000 shares of that difference. For example, if the difference between the increase in shares and the current shares is 500,000 shares, then the filing fee would be $500 (500,000 ÷ 1,000 = 500).

Note, however, that this fee will never exceed $1,000 and the minimum fee is $100.

Additionally, there is an expedited filing option available that would increase your costs should you choose it. The expedited filing fee to amend your New Mexico Articles of Incorporation is $300 for same day processing (must be received before 2 pm) and $200 for two-day processing. Expedited requests must include a “Request for Expedited Filing” form along with the additional payment.

New Mexico Articles of Incorporation Assistance


If you would like assistance with amending your Articles of Incorporation, consider enlisting the help of an attorney. Doing so can help ensure accurate compliance with the necessary New Mexico state regulations.

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