Can You Relocate or Convert an Iowa LLC to a Florida LLC?

Can You Relocate or Convert an Iowa LLC to a Florida LLC?

Relocating or Converting an Iowa LLC to a Florida LLC

It’s common for business owners and other entrepreneurs from Iowa to vacation down in Florida, whether they come to indulge in our abundant coastlines or to revel in a little tourism. These people often decide to make their move to Florida permanent, and they almost always want to take their businesses with them. The good news is that it’s possible to transfer an LLC to the state of Florida by using a statutory process called a conversion. A statutory conversion, when it’s allowed by both states, is an easy way to relocate to Florida without interruption. For a complete list of the conditions required by Florida law, please see Chapter 605 of the Florida Revised Limited Liability Company Act. Still, you’ll want to confirm that Iowa allows LLCs formed in their state – known as domestic entities – to convert into foreign entities as well. Corporations interested in relocating should instead turn their attention to domestication.

What Happens in a Conversion?

A statutory conversion transforms your Iowa LLC into a Florida LLC without delay, risking suspension, or otherwise forcing you to make major changes to your business. That said, you may need to change the LLC’s name if its already in use by a business in Florida. Because of this, it’s smart to perform a quick name check on the Florida Division of Corporation’s database. Everything else stays the same except for the new jurisdiction. Also, your LLC will be considered to have been a Florida LLC since its start. This means your LLC retains the original EIN, management structure, and any property rights that it held prior to the conversion.

Does Iowa Law Allow Domestic LLCs to Convert to Florida LLCs?

Yes, Iowa allows domestically formed LLCs to convert to Florida LLCs under Section 489.1010 of the Revised Uniform Limited Liability Act.

2. A limited liability company may become a foreign limited liability company pursuant to this section, sections 489.1011 through 489.1013, and a plan of domestication, if all of the following apply:

Iowa Code Ann. § 489.1010

How Do I Convert my Iowa LLC to a Florida LLC?

The conversion process usually begins with a plan of conversion that describes how the LLC will be converted. Next, the Members of the LLC will need to approve of the plan. Then you’re good to go ahead and file the needed paperwork with the state agencies in both Florida and Iowa.

What Are the Effects of Converting my LLC from Iowa to Florida?

A statutory conversion transforms your Iowa LLC into a Florida LLC without delay or other headaches. The Iowa LLC’s Articles of Organization are canceled out and immediately replaced with the Articles of Organization that you filed with the Florida Department of State’s Division of Corporations. This lets you keep doing business during the transition. All ownership remains the same, as will any real estate or any property rights held by the LLC. Be aware that any liabilities or lawsuits against the Iowa LLC will follow it to Florida after its conversion.

Should I Work With a Lawyer to Convert My LLC?

 Mistakes during the conversion process could cause you to lose liability protection, discourage potential investors, or even the liquidation of your company. 

Yes! Hiring an experienced business attorney to help with your conversion minimizes the chance of anything going wrong during the process. We have worked with many businesses including consultants, service businesses, and start-ups interested in relocating to Florida.

Ready to move from landlocked Iowa to the sunny and beautiful beaches that make Florida famous? 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 service page.

Image Source: Iowa Red Barn American Flag Wood by Unknown Artist from Pixabay.

About Us

FL Patel Law PLLC is a boutique business law firm dedicated to entrepreneurs and companies.

Have a Question?