Ask a Business Lawyer. Get Business Law Questions Answered ASAP.
Good afternoon. You will need only to file an Amended Certifiate of Organization setting forth the new manager of the LLC, the new registered agent of the LLC, and the new registered address of the LLC. That is all that needs to be filed.
I hope this has given you the guidance you were seeking. I wish you the best of luck!
If you have a follow-up question, please remember that there might be a delay between your follow up questions and my answers because I may be helping other clients or taking a break.
The information given here is not legal advice. As all states have different intricacies in their laws, the information given is general only. This communication does not establish an attorney-client relationship with you. I hope this answer has been helpful to you.
Your operating agreement is not filed with the Secretary of State. The best way to address the operating agreement is to enter into an Amended and Restated Operating Agreement with a bunch of whereas clauses to start...whereas, the LLC was formed.....; whereas, the LLC was sold .............; whereas the new members desire to amend and restate the Operating Agreement to set forth the terms and conditions of their agreement; followed by "Now, therefore, for and in consideration of Ten Dollars, the covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby amend and restate the Operating Agreement to read as follows........;
If we are purchasing the interest of the former members of the existing company, do we need to file a new statement of information with our names as new owners ? What do you mean purchasing the interests of the former members of th existing company?