You Can Fix That, Lance Bass!

Lance Bass Space Cump

That’s right. 

Not too long ago, I was engaging in some escapism and watching a show I’ve grown to love – Single Parents. Despite being neither single nor a parent, I feel an odd kinship with the characters. I suppose that’s good writing for ya (something of which I know little about).

In Episode 22 of Season 1, the stars aligned and the universe brought us Lance Bass…in space camp. And what’s more, I was given the bonus gift of legal inspiration! In the episode, the protagonist, Will, forgets to register his daughter for Lance Bass Space Camp and, after some fun sitcom antics, convinces Lance Bass to let her attend anyway. The talented Mr. Bass directs the excited dad to make the deposit check out to “Lance Bass Space Cump” and cites an error with his Articles of Incorporation for the misspelling.

At which point I did what any self-respecting attorney who watches way too much TV would do: I shouted at the screen, “you can fix that, Lance Bass!” This mistake is tearin’ up my heart! Where’s that facepalm emoji I use so much?

But it’s true! Why suffer through the rest of your business’s existence with a mistake like “Cump” plaguing you when you can make a simple change to your Articles of Incorporation? Answer me, Lance!!! (FYI, you can call me any time, Lance Bass. Any. Time. BFFs.

How to Change Your Corporation’s / LLC’s Name

Here’s what you do to say bye, bye, bye to that typo in your name if you’re in California. First, grab your discman and put on that ‘N Sync CD I know you have in the folder of your Lisa Frank Trapper Keeper. Then, get ready to digital get down by going to the Secretary of State’s website. Here’s an outline of your steps:

[as of 10/1/2021]

1.     Go to the forms page (here).

2.     Locate the link for Corporations – California (Domestic) and click to expand the selections. For LLCs, select Limited Liability Companies – California (Domestic).

3.     Scroll down to find “Certificate of Amendment – Corporate Name Change Only – Stock” Form AMDT-STK-NA. Here’s a link directly to the form. For LLCs, use “Amendment to the Articles of Organization” Form LLC-2. These forms are updated from time to time, so be sure to check the SOS website for the most recent version.

4.     Fill out the form and follow the instructions attached to the form to walk you through the filing process. (TIP: You can file these online now.)

5.     You will have to obtain the necessary approvals by your corporate board and shareholders before you file anything (or the LLC equivalent), so be sure to get that done in advance. The corporate form will require you to make the following representations:

a.     The Board of Directors has approved the amendment of the Articles of Incorporation.

b.     Shareholder approval was (check one):

                                               i.     By the required vote of shareholders in accordance with California Corporations Code section 902. The total number of outstanding shares of the corporation entitled to vote is ______________________________. The number of shares voting in favor of the amendment equaled or exceeded the vote required. The percentage vote required was more than 50%.

                                             ii.     Not required because the corporation has no outstanding shares.

6.     Don’t forget to include a check for the filing fee (you’ll pay online if you’re filing online)! Currently, it is $30. Double check the payee name and how it must appear on the check, if you’re paying by check.

7.     If you’re mailing it in, I highly recommend getting some kind of “return receipt requested” from the USPS so you can track its mailing and make sure it’s received by the SOS.

8.     Now, you wait for the filing to be completed by the SOS.

New Name, New Attitude

Making the change is easy! Best of all, you’ll have a fresh, new name and the days of mistakes haunting you will be gone. If you’re at the point in this article where you’re sick of reading my ‘N Sync puns and you’re thinking “it makes me ill,” I have just one thing to say to you: I’ll never stop.

And if you need any help because you’d like the benefit of experienced legal counsel on your side for an efficient and headache-free process, you can just reach out to Full Circle Business Law, PC – because, in the end, it’s gonna be me (pronounced MAY).