Updating Ownership Info for a Delaware LLC

Whether the members (i.e. owners) of your LLC have left the company or changed their names, you’ll need to update your records. Here’s what to know:

Do I contact the Delaware Secretary of State when my LLC members change?

Not necessarily. The Delaware Secretary of State’s office doesn’t require LLC owners (aka members) to include member information when filing Delaware Articles of Formation. So, as long as your articles don’t include member names, you won’t have to file LLC Articles of Amendment with the Delaware Division of Corporations. You will, however, have to update your LLC operating agreement.

Why do I have to update my operating agreement?

Your Delaware LLC operating agreement is like a blueprint for your company in that it details important business procedures, describes day-to-day operations, and even contains member information. Because your operating agreement is an official document, it needs to stay up-to-date. For this reason, you’ll have to update your operating agreement when LLC member information changes.

How do I update my DE LLC operating agreement?

The process for amending an operating agreement is usually outlined in the operating agreement itself. In most cases, any change to an LLC operating agreement usually requires approval from all members, and should be documented in company records. Finally, for any new or existing member whose ownership percentage has changed, you’ll need to issue a new membership certificate.