Certificate of Amendment for Domestic Not-for-Profit Corporations

• A not-for-profit corporation may amend its Certificate of Incorporation from time to time by filing a Certificate of Amendment under Section 803 of the Not-for-Profit Corporation Law.
   
• The document may contain any of the information that may be contained in a Certificate of Incorporation (name change, revision to the purpose clause, etc.).

• The Certificate of Amendment may amend or add any provision that may be lawfully contained in the Certificate of Incorporation.

• Complete and file a Certificate of Amendment with the Department of State.
• Please be sure to review Section 804 of the Not-for-Profit Corporation Law to determine whether any consents or approvals are required.
• The completed Certificate of Amendment, together with the statutory filing fee of $30, should be forwarded to: New York State Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231.

$30 filing fee for Certificate of Amendment.

All fees must be paid by cash, check, money order, MasterCard, Visa or American Express.

• To pay for a fee using your credit card or debit card, complete and sign the Credit Card/Debit Card Authorization Form and submit it to the Division of Corporations with your request for service.
• Checks and money orders should be made payable to the “Department of State.” Please do not send cash through the mail.  All checks over $500 must be certified.

• Expedited Handling Services: (optional) The NYS Department of State's Division of Corporations offers expedited processing of time-sensitive documents. For an additional fee, the Department of State will process a document within the following time frames for the additional fee indicated; $25.00 per document for processing within 24 hours, $75.00 per document for processing within the same day, or $150.00 per document for processing within 2 hours.
• The additional, non-refundable fee for expedited processing service must be paid by a separate check or money order or indicated in the appropriate space on the Credit Card/Debit Card Authorization Form.
  • The Division of Corporations accepts MasterCard, Visa and American Express for the payment of fees. To pay for a fee using your credit card or debit card, simply complete and sign the Credit Card/Debit Card Authorization Form and submit it to the Division of Corporations with your request for service.
  • The Credit Card/Debit Card Authorization Form submitted with any request for services must specifically indicate the level of expedited service requested.
• The envelope bearing documents for filing and other requests for expedited processing services must be marked with the notation "Expedited Processing" on the envelope.

The Certificate of Amendment must include the subject matter of each amendment and the full text of each paragraph to be amended. For example, an amendment changing the name of a corporation would read as follows: "Paragraph First of the Certificate of Incorporation relating to the name of the corporation is hereby amended to read in its entirety as follows: First: The name of the corporation is … (new name) … "