If a company director dies, how soon does the company need to file forms or amendments? In Arizona.
Executive summary
When a corporate director dies in Arizona, the Arizona Corporation Commission (A.C.C.) maintains a public record of directors and provides a “Change officer or director information” form to update that record, but Arizona sources reviewed do not state an immediate statutory deadline to file a director-change form upon a director’s death [1] [2]. The practical and legal imperative is clear: update the Commission records at the earliest reasonable opportunity and certainly by the next annual report deadline to avoid late fees, administrative penalties, and confusion about corporate authority [3] [4].
1. The paperwork that exists and where it gets filed
Arizona’s Corporations Division publishes a specific change form for officers and directors and a menu of corporate filings (including amended articles and restated articles) that can reflect governance changes; the A.C.C. website and its forms page identify the “Change officer or director information” filing as the instrument to update the Commission’s record [1] [5]. The A.C.C. also routes most entity maintenance through its eCorp online portal, where annual reports and amendments that include director lists are submitted and processed [3] [1].
2. What the annual report rules mean for timing
Every corporation must file an annual report that includes the names and addresses of directors and officers; Arizona treats the annual report as the recurring, statewide checkpoint for reconciling public director records, and late filing carries escalating fees and can lead to administrative dissolution if not cured [3] [4]. That means, in practice, an unreported death of a director will be reflected and corrected no later than the next annual report cycle unless an intervening change filing is submitted sooner [3] [4].
3. No explicit “X days after death” filing deadline in the Commission guidance
The A.C.C. guidance and forms reviewed provide instructions for changing director information and for filing annual reports, but they do not specify a discrete statutory deadline measured in days after a director’s death for filing a change-of-director amendment [1] [2]. Arizona instructions and FAQs make clear who may sign and file (generally any duly authorized officer or the statutory agent) and that records must be kept current, but a specific post-mortem timeframe is not present in the public form instructions and FAQs reviewed [6] [7].
4. Practical governance, corporate housekeeping, and alternative risks
Corporate bylaws and internal governance rules — which the A.C.C. will not accept for filing — often control interim director replacements, quorum and voting to appoint successors, and who can sign filings; firms should follow those internal rules while ensuring the A.C.C. record is updated via the change form or an amendment before the next report [2] [1]. Practically, updating the A.C.C. promptly limits operational friction — banks, counterparties, and regulators check public filings — and prevents confusion about who has authority to sign on behalf of the corporation, so many practitioners treat the update as an immediate administrative priority even if a hard statutory deadline is not cited in Commission materials [3] [6].
5. How to proceed and where the record is imperfect
The clear, defensible course under Arizona practice is to: follow internal bylaws to fill the vacancy, use the A.C.C. change-of-director form (or an article amendment if broader changes are made) to update public records via eCorp, and ensure the next annual report lists the corrected director slate; the Commission accepts filings from officers, registered agents, or authorized users and provides expedited processing for a fee [1] [3] [6]. The reporting reviewed does not supply a statutory “X days” deadline after a director’s death — that absence means this account cannot assert a precise mandated timeframe beyond the general obligation to keep records current and the binding annual-report schedule [3] [4].