Can You Relocate a Kansas Corporation to Florida?

Can You Relocate a Kansas Corporation to Florida?

Domesticating or Relocating a Kansas C or S Corporation to Florida

There are few better places in America to be a business owner than in Florida. Because of this, corporations, consultants, and other entrepreneurs have been flocking to our state in recent years looking for a new home. One of our firm’s preferred methods for doing this is called corporate domestication. Much like converting an LLC, domestication is a process for changing an eligible corporation’s origin state, which allows it to relocate while keeping the business in tact. A full version of the conditions can be found in Chapter 605 of the Florida Revised Limited Liability Company Act.

What Happens to My Kansas Corporation During Domestication?

Domestication is a great way to relocate your Kansas corporation to Florida because it protects the business’s continuity and does away with any need to dissolve the business and reincorporate all over again in a new state. In fact, the domesticated business is going to be the same entity that you had back in Kansas, only now it will be treated as if it had originally incorporated in Florida. This means it can keep using the same EIN and incorporation date, and there will be no impact on the company’s ownership structure or any real estate, property, or contractual rights held by the corporation. That said, it might need a new name if the one it had in Kansas is already taken by an entity in Florida. To check if your corporation’s name is clear to use, you can perform a name availability search using the Florida Division of Corporation’s website.

What are the Effects of Domesticating My Kansas Corporation to Florida? 

When properly handled, domestication changes almost nothing about a corporation other than its origin state. Shareholder rights are maintained under the Terms of the Domestication, Florida Articles of Incorporation, and the FBCA. This is also true for the value of the corporation’s shares, securities, and eligible interests. Domestication won’t do anything to alter or deter any lawsuits, liabilities, obligations, or other proceedings against your Kansas corporation, as those, too, will follow the business to Florida.

Does My Kansas Corporation Dissolve When Domesticating to Florida?

No. Instead of dissolving during domestication, your Kansas corporation will be changed into a Florida corporation. However, domesticating to a new state means that your corporation won’t be able to conduct business in its origin state — or any other state besides Florida, for that matter — without filing for a Foreign Qualification first.

How Long Does It Take to Relocate My Kansas Corporation to Florida?

Unless your Kansas corporation owns real estate, it can reasonably expect to domesticate to Florid within four to twelve weeks. Corporations with real estate can receive their estimated timeline after an attorney has had the opportunity to evaluate the business and its assets.

How Do I Domesticate My Kansas Corporation to Florida?

Domestication, like many corporate processes, requires a lot of paperwork. The first item that you’ll need to domesticate your Kansas corporation to Florida is a Plan of Domestication. This document needs to include things like the business’s original incorporation documents, the statutes from each state that allow the domestication to take place, the transfer of rights and obligations, the company’s ownership structure, and any tax consequences that are expected to result from moving to Florida. Once drafted, the Plan should be presented to the corporation’s directors and shareholders for signature. Then, the remaining filings can be made with state agencies in both Kansas and Florida.

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

Should I Hire FL Patel Law PLLC to Domesticate My Corporation?

Without a doubt. Having an experienced law firm makes all the difference during times of transition and other major business events. After working with numerous corporate clients from all parts of the United States, our firm has developed a streamlined process for domesticating businesses to Florida. This means that you can let us handle the paperwork for you without worrying about interruptions or other problems cropping up. We serve clients from across the country and in every industry, 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 Kansas Corporations?

Florida allows the domestication of corporations from states such as Kansas that have their own state statutes authorizing the move. It’s the strategy we recommend to our clients because it helps preserve the business’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 Kansas Allow Corporations to Domesticate to Florida?

Yes, Kansas can domesticate to Florida and other eligible jurisdictions in accordance with Section 17-78-501 of the Kansas Statutes.

(a) Except as otherwise provided in this section, by complying with K.S.A. 17-78-501 through 17-78-506, and amendments thereto, a domestic entity may become a domestic entity of the same type in a foreign jurisdiction if the domestication is authorized by the law of the foreign jurisdiction. 

Kan. Stat. Ann. § 17-78-501

Our firm is ready to help domesticate your Arkansas corporation to Florida. Don’t risk breaking your business’s stride– get assistance from an experienced business domestication attorney by calling (727) 279-5037 or visit us online.

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