(a) A certificate of organization may be amended or restated at any time.
(b) To amend its certificate of organization, a limited liability company shall deliver to the Mayor for filing an amendment stating:
(1) The name of the company;
(2) The date of filing of its certificate of organization; and
(3) The changes the amendment makes to the certificate as most recently amended or restated.
(c) To restate its certificate of organization, a limited liability company shall deliver to the Mayor for filing a restatement, designated as such in its heading, stating:
(1) In the heading or an introductory paragraph, the company's present name and the date of the filing of the company's initial certificate of organization;
(2) If the company's name has been changed at any time since the company's formation, each of the company's former names; and
(3) The changes the restatement makes to the certificate as most recently amended or restated.
(d) Subject to §§ 29-801.09(c) and 29-802.05(c), an amendment to or restatement of a certificate of organization shall be effective when filed by the Mayor.
(e) If a member of a member-managed limited liability company, or a manager of a manager-managed limited liability company, knows that any information in a filed certificate of organization was inaccurate when the certificate was filed or has become inaccurate owing to changed circumstances, the member or manager shall promptly:
(1) Cause the certificate to be amended; or
(2) If appropriate, deliver to the Mayor for filing a statement of change under §§ 29-104.07 through 29-104.10 or a statement of correction under § 29-102.05.
(f) A limited liability company may amend its certificate of organization to delete the information required by § 29-802.01(b)(2) at any time after it has filed its first biennial report under § 29-102.11.
CREDIT(S)
(July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720.)
HISTORICAL AND STATUTORY NOTES
Legislative History of Laws
For history of Law 18-378, see notes under § 29-101.01.
Uniform Law:
This section is based on § 202 of the Uniform Limited Company Act (2006 Act). See Vol. 6B , Uniform Laws Annotated, Master Edition or ULA Database on Westlaw.
