Can I Transfer My LLC or Corporation From One State to Another? How Domestication Works
January 16, 2025
Yes, you can transfer your LLC or corporation from one state to another through a process called "domestication." Here’s a breakdown:
What is Domestication?
Domestication is the process by which an LLC or corporation formed in one state (the "domestic state") changes its legal domicile to another state (the "new state"). The business ceases to exist in the original state and becomes a domestic entity in the new state while maintaining legal continuity.
Key Benefits of Domestication
- Legal Continuity:
Domestication allows the business to retain its original legal entity, including its EIN, business credit history, contracts, and legal obligations. Unlike dissolving and reforming, the business continues uninterrupted. - Seamless Transition:
Domestication is designed to simplify the process of moving a business while preserving its structure and operational history.
Mutual State Agreement
Both states must permit domestication.
- Some states do not allow this process, requiring alternative solutions like dissolving and reforming or foreign qualification.
Steps to Domesticate Your Business
- Confirm State Laws:
Check if both your current state and the new state permit domestication. - File Necessary Documents:
- Submit a Certificate or Articles of Domestication in the new state.
- File conversion documents with the domestic state to approve the transfer.
- Amend Internal Documents:
Update your LLC operating agreement or corporate bylaws to align with the new state's laws. - Transfer Licenses and Permits:
Apply for new licenses in the new state and cancel or transfer old ones as needed. - Update Tax Registrations:
- Register for taxes in the new state.
- Close tax accounts in the original state and notify the IRS of the new domicile.
- Notify Stakeholders:
Inform clients, vendors, and other parties about the move.
Alternatives to Domestication
If either state does not allow domestication, you may need to:
- Register as a Foreign Entity: Operate in the new state while keeping your registration in the original state.
- Dissolve and Re-register: Close the business in the original state and form a new entity in the new state.
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