Form DNP-2, Articles of Amendment of Domestic Nonprofit Corporation, is the District of Columbia form a domestic nonprofit corporation uses to change information in its articles of incorporation or in earlier amendments. It is issued by the Corporations Division of the Department of Licensing and Consumer Protection (DLCP) and asks for the amendment text, its adoption date and how it was adopted. On this page you can fill out the form online on FillingPDF and download or print the completed PDF; the form itself is published by DLCP at the official link below.
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What is DNP-2?
Form DNP-2, Articles of Amendment of Domestic Nonprofit Corporation, is the District of Columbia Corporations Division form that lets a domestic nonprofit corporation amend the information in its original articles of incorporation or in earlier amendments.
The form is issued by the Corporations Division of the DC Department of Licensing and Consumer Protection (DLCP). Under the provisions of Title 29 of the D.C. Code (Business Organizations Act), the corporation applies for a Certificate of Amendment and submits the statement printed on the form. The authority cited for the domestic nonprofit corporation entity type is § 29–408.06.
The form has six numbered items:
- the corporation name (line 1);
- the text of each amendment adopted (line 2), which may be attached as a statement;
- provisions for implementing the amendment, when it exchanges, reclassifies or cancels memberships (line 3);
- the date of each amendment's adoption (line 4);
- the manner of adoption, option A or B (line 5);
- the name and signature of the Governor or Authorized Person (lines 6 and 6A).
Articles of amendment may not amend the registered agent or the incorporator, so this form is not the tool for changing either one. A filing fee applies; the form refers you to the Corporate Fee Schedule posted online. The version printed on this form is Ver. 6, September 2023.
Who needs to file DNP-2?
A domestic nonprofit corporation that wants to amend the information in its original articles of incorporation, or in its earlier amendments, files Form DNP-2 with the DLCP Corporations Division.
Points the form attaches to the filing:
- Registered agent and incorporator: articles of amendment may not amend either one, so do not use this form for that purpose.
- Memberships: if the amendment provides for an exchange, reclassification or cancellation of memberships, line 3 asks for the provisions for implementing it.
- Manner of adoption: line 5 asks you to select A (adopted by the incorporators, the board of directors or a designated body, with member approval not required) or B (duly approved by the members in the manner required by the chapter, the articles of incorporation and the bylaws).
- Signer: the form asks for the name and signature of the Governor or Authorized Person. By signing, the signer agrees that anyone who makes a false statement can be punished by criminal penalties under DCOC § 22-2405.
When to file DNP-2
File Form DNP-2 when a domestic nonprofit corporation has adopted an amendment to the information in its original articles of incorporation or in earlier amendments and wants the Certificate of Amendment. The form prints no separate due date.
Because line 4 asks for the date of each amendment's adoption and line 5 records how the amendment was adopted, the amendment is adopted before the form is completed and submitted. If the amendment affects memberships through an exchange, reclassification or cancellation, have the implementation provisions ready for line 3 at the same time. The form gives no processing time.
Documents you need
- A statement with the text of each amendment adopted, if it does not fit on the form; line 2 says the text may be attached as a statement.
- A statement of the provisions for implementing the amendment, only if it provides for an exchange, reclassification or cancellation of memberships; line 3 says it may be attached.
- Payment of the filing fee shown in the Corporate Fee Schedule posted online, sent with the form when you mail it; online filings are paid by credit card.
How to fill out DNP-2
Confirm what the form can amend
Form DNP-2 amends information in the original articles of incorporation or earlier amendments of a domestic nonprofit corporation. It may not amend the registered agent or the incorporator.
Enter the corporation name
On line 1, Corporation Name, enter the name of the domestic nonprofit corporation that is amending its articles.
Write the text of each amendment
On line 2, enter the text of each amendment adopted. If it does not fit, attach a statement, as the line allows.
Add membership implementation provisions
Complete line 3 only if the amendment provides for an exchange, reclassification or cancellation of memberships, giving the provisions for implementing it. You may attach a statement.
Enter each adoption date
On line 4, enter the date of each amendment's adoption.
Select how it was adopted
On line 5, select A if the incorporators, the board of directors or a designated body adopted the amendment and member approval was not required. Select B if the members duly approved it as the chapter, the articles of incorporation and the bylaws require.
Enter the authorized person's name
On line 6, enter the name of the Governor or Authorized Person who is making the statement.
Sign on line 6A
The Governor or Authorized Person signs on line 6A. Signing means agreeing that a false statement can be punished by criminal penalties under DCOC § 22-2405.
Review and download the completed PDF
Check every line, then download or print the completed PDF from FillingPDF. Assemble the form, any attached statements and the payment, and submit them through one of the channels described under How to submit.
How to submit DNP-2
You can submit Form DNP-2 by mail or, according to the form, through the DLCP online filing site.
- By mail: send the form and the required payment to Department of Licensing and Consumer Protection, Corporations Division, PO Box 712300, Philadelphia, PA 19171-2300.
- Online: the form states that many corporate filings are available online. Go to the CorpOnline site at https://corponline.dlcp.dc.gov and sign in with Access DC to proceed. Online filings are paid by credit card.
- By phone: questions can go to the Corporations Division at (202) 442-4432.
A filing fee applies. The form refers you to the Corporate Fee Schedule posted online; the amount is not printed on the form, so check that schedule or call the Division. FillingPDF lets you fill out and download the PDF; submission follows the channels above.
Common mistakes to avoid
- Using Form DNP-2 to change the registered agent or the incorporator; the form states that articles of amendment may not amend either.
- Leaving line 5 blank instead of selecting option A or option B for the manner in which the amendment was adopted.
- Omitting the implementation provisions on line 3 when the amendment exchanges, reclassifies or cancels memberships.
- Entering only one adoption date on line 4 when several amendments are being filed; the line asks for the date of each amendment's adoption.
- Mailing the form without the required payment; the mailing instruction covers all forms and required payment together.
- Sending the form unsigned: line 6A asks for the signature of the Governor or Authorized Person.
- Mailing the form to an office other than PO Box 712300, Philadelphia, PA 19171-2300, the Corporations Division address printed on it.
- Leaving the corporation name on line 1 blank or incomplete.
Frequently asked questions
What is Form DNP-2 used for?
Form DNP-2 is the DC Corporations Division form a domestic nonprofit corporation uses to amend information in its original articles of incorporation or earlier amendments. By filing it, the corporation applies for a Certificate of Amendment under Title 29 of the D.C. Code (Business Organizations Act).
Is Form DNP-2 the same as a DC business license?
No. Form DNP-2 applies for a Certificate of Amendment to change information in a domestic nonprofit corporation's articles of incorporation or earlier amendments. It is a Corporations Division filing at DLCP, not a license application.
Can I change my registered agent with Form DNP-2?
No. The form states that articles of amendment may not amend the registered agent and/or the incorporator. Use Form DNP-2 only for the other information in the original articles or earlier amendments.
Where do I mail Form DNP-2?
Mail the form and the required payment to Department of Licensing and Consumer Protection, Corporations Division, PO Box 712300, Philadelphia, PA 19171-2300. The Corporations Division phone number printed on the form is (202) 442-4432.
Can I file Form DNP-2 online?
The form says many corporate filings are available online through the CorpOnline site at https://corponline.dlcp.dc.gov, where you sign in with Access DC. Online filings are paid by credit card. Check the site to see whether this filing is offered.
Is there a fee to file Form DNP-2?
Yes. The form refers to the Corporate Fee Schedule posted online and does not print an amount. Mailed filings go with the required payment; online filings are paid by credit card. Check the schedule or call (202) 442-4432 for the current amount.
What is the difference between option A and option B on line 5?
Option A means the incorporators, the board of directors or a designated body adopted the amendment and member approval was not required. Option B means the members duly approved it in the manner the chapter, the articles of incorporation and the bylaws require.
Who signs Form DNP-2?
The Governor or Authorized Person signs on line 6A, with their name on line 6. The form states that signing means agreeing that anyone who makes a false statement can be punished by criminal penalties under DCOC § 22-2405.
Can I fill out Form DNP-2 online on FillingPDF?
Yes. You can fill out the PDF online on FillingPDF and download or print it. FillingPDF is an independent service and does not file the form with DLCP; you submit it by mail or through the agency's online site.
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