Can You Domesticate a Vermont Corporation to Florida?

Can You Domesticate a Vermont Corporation to Florida?

Domesticating or Moving a Vermont C or S Corporation to Florida

Vermont corporations looking to move or relocate to Florida have many options available to them, but the one we recommend most to our clients is domestication. Domestication is a statutory process for altering a corporation’s formation state, similar to how conversions work for LLCs. There are many reasons to bring your business to Florida, such as our pro-business government and our state’s lack of a personal income tax. Our beaches are pretty nice, too.

What Happens to My Vermont Corporation During Domestication? 

Domestication allows you to change your corporation’s formation or origin state while preserving the business’s continuity. The domesticated entity will even be able to keep the same EIN, ownership structure, and incorporation date as the initial Vermont corporation. It’s the same corporation you always had, complete with the same real estate, property, and contractual rights. You might need to find a new name for the business, however, if the one it uses in Vermont is already taken by a Florida entity. To find out, you can conduct a name availability search using the Florida Division of Corporations database. 

What are the Effects of Domestication? 

One major benefit to domestication is that it does away with any need to dissolve your Vermont corporation and reincorporate in Florida from scratch. Shareholder rights, including the right to acquire new shares, will be unaffected by the move. The same goes for the value of the corporation’s stock, stock, securities, and eligible interests. Lawsuits, liabilities, obligations, and other proceedings facing the Vermont corporation will similarly follow the business to Florida.

Does My Vermont Corporation Dissolve When It Domesticates to Florida? 

No, domestication protects corporations from dissolution, assuming everything is filed correctly and on time. 

How Long Does It Take to Domesticate My Corporation to Florida?

While this depends on the company’s assets, most corporations without real estate can expect their Florida domestication to take between four and twelve weeks. Your attorney can narrow down this window after reviewing your business. 

How Do I Domesticate My Vermont Corporation to Florida? 

A Plan of Domestication is the first thing that most corporations need before they can domesticate to Florida. This is a formal document outlining the move, and needs to include, at a minimum, the authorizing statutes under Vermont and Florida law, the transfer of rights and obligations, anticipated tax consequences, who owns how much in the company, and any necessary supplementary documents. The corporation’s shareholders and directors must then approve the Plan of Domestication before moving forward to file the remaining paperwork with agencies in both states. 

Be careful and strictly follow the instructions in both the Florida and Alaska corporate domestication statutes. Failure to do so could cause major problems for your business, including potential dissolution.

Should I Use FL Patel Law PLLC to Domesticate My Vermont Corporation?

Without a doubt! Our experience relocating businesses to Florida means that we have a refined process on hand that helps ensure that your Connecticut corporation can domesticate without any issues or major headaches. We educate our clients and keep them updated every step of the way. We can even provide additional legal support and guidance in operating your corporation in Florida as well. Our clients come from every industry across the country, from consultants to e-commerce businesses, start-ups, and more.

Corporate transactions often come with legal and tax implications. Mistakes during the domestication process could cause you to lose liability protection, discourage potential investors, or even the liquidation of your company. It’s always worth the effort to find a qualified lawyer to assist you.

Does Florida Permit the Domestication of Vermont Corporations?

Florida allows corporations formed in other states to domesticate if the other state has its own laws authorizing the move. We like to suggest domestication to our clients because it helps ensure their corporation’s continuity. A full list of the conditions can be found in Section 607.0101 of the Florida Business Corporation Act (FBCA). Review this section very carefully. Mistakes here could cause dissolution.

Does Vermont Allow Corporations to Domesticate to Florida?

Yes, pursuant to Vt. Stat. Ann. tit. 11A, § 11.13

(b) A domestic corporation may become a foreign corporation pursuant to this section and sections 11.14 through 11.17 of this title and a plan of domestication if: 

(1) its organizational documents permit the domestication; and 

(2) the corporation complies with this section and sections 11.14 through 11.17 of this title and its organizational documents. 

Vt. Stat. Ann. tit. 11A,

Is your Vermont corporation ready to make the move to the free and beautiful state of Florida? Don’t risk breaking your business’s stride because of easily avoidable mistakes. Get assistance from an experienced business domestication attorney by calling(727) 279-5037 or scheduling online today.

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