Can You Relocate or Convert a DC LLC to a Florida LLC?
Relocating or Converting a DC LLC to a Florida LLC
Florida is a popular vacation spot for residents of Washington, D.C., who come here to escape the pressure and pandemonium of our nation’s capital, including business owners, consultants, and other entrepreneurs. Many of these people eventually decide to make their move to Florida permanent, and understandably, they want to take their businesses along with them. When we have clients looking to relocate their businesses to Florida, we recommend that they use what’s known as a “statutory conversion,” when it’s available. A full version of the conditions can be found in Chapter 605 of the Florida Revised Limited Liability Company Act.
What Is a Conversion or a Domestication?
Converting your DC LLC into a Florida LLC lets you move your operations to Florida without suspending business or making any big changes. That said, you may need to find a new name if the one used by your DC LLC is in use by a business in Florida. Everything else – including your business’s EIN, its property deeds, and management structure – remains the same. All that changes is that your LLC is considered to be a Florida LLC since its inception.
Does DC Allow Limited Liability Companies to Move Out of State?
Yes. As of the writing of this article, DC allows LLCs to convert into Florida LLCs according to Subchapter IV, Section 29-204.01 of the Code of the District of Columbia.
Code of the District of Columbia §29-204.01 Conversion authorized. (a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become: (1) A domestic entity of a different type; or (2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.
Code of the District of Columbia §29-204.01 Conversion authorized.
(a) Except as otherwise provided in this section, by complying with this subchapter, a domestic entity may become:
(1) A domestic entity of a different type; or
(2) A foreign entity of a different type if the conversion is authorized by the law of the foreign jurisdiction.
How Do I Convert My DC LLC to a Florida LLC?
The conversion process begins with drafting a plan of conversion outlining the process that you will use to transfer your LLC to Florida. The plan of conversion then needs to be approved by the LLC’s Members. Next, you’ll draft and file the required paperwork with agencies in both Florida and D.C. Make sure to review both sets of conversion statutes, too.
What Are the Effects of Converting My LLC?
Statutory conversions are a great way to bring your business to Florida because it maintains continuity. That means that you don’t need to shut down your LLC and restart in Florida or otherwise pause your operations. Once they’re filed, your Florida Articles of Organization will replace your DC Articles of Organization without delay. Everything else stays the same, except your LLC will be considered to have been a Florida LLC since its founding.
The converted entity is still the same business you had before and will have the same membership interests, ownership structure, and hold the same property rights before and after transfer. Beware, however, that any liabilities or lawsuits against the DC LLC will go on interrupted, too. In the case of lawsuits, they can either continue as-is, or the Florida LLC’s name can be substituted in instead.
Should I Work With a Lawyer to Convert My LLC?
Yes! We can help you with converting your LLC to the state of Florida. We have worked with many businesses including consultants, service businesses, e-commerce businesses, and start-ups to help them relocate their headquarters to the State of Florida.
Are you ready to move your Michigan LLC from the Midwest down to sunny and beautiful Florida? Don’t risk breaking your business’s stride — get assistance from an experienced business conversion attorney by calling (727) 279-5037, or if you are ready to convert, check out our flat fee service page.