Can You Move or Relocate a South Carolina LLC to Florida?

Can You Move or Relocate a South Carolina LLC to Florida?

Moving or Relocating a South Carolina LLC to Florida

When business owners in South Carolina move to Florida to enjoy our business-friendly culture and the unrivaled scenery of the Gulf Coast, they almost always want to know if they can take their businesses with them to their new home state. The answer is that, yes, most South Carolina LLCs can become Florida LLCs by taking advantage of the merger statutes in both states.

What is a Merger?

A merger is a legal process for joining two or more entities together to make a new entity. By forming a Florida LLC or corporation for your South Carolina LLC to merge into, you can effectively relocate your business to the Sunshine State. This does away with the hassle and expenses that come with dissolving your business and reincorporating in your new state from scratch. Because each state has its own unique requirements for mergers, it’s advisable to hire a lawyer to help you with your paperwork, guide you through the process, and help navigate the different state statutes involved. 

What Happens to My South Carolina LLC During a Merger? 

Merging your South Carolina LLC with your freshly formed Florida LLC or corporation grants you the ability to relocate your business while also protecting its continuity. You’ll be able to preserve many other things about your business, too. For example, your merged entity can keep the same EIN and incorporation date, as well as the same contractual, real estate, or other property rights held by the South Carolina LLC. Your business also has the option of keeping its initial tax status and structure by merging into a Florida LLC, or it can change over to a corporate ownership and taxation structure by merging into a Florida corporation.

Does South Carolina Allow Domestic LLCs to Merge with Florida LLCs?

In its own state of formation or origin, an LLC is known as a “domestic” LLC, while LLCs from outside the state are called “foreign” LLCs. South Carolina LLCs can merge with qualifying foreign entities pursuant to the Section 33-44-904 of the South Carolina Code.

a) Pursuant to a plan of merger approved under subsection (c), a limited liability company may be merged with or into one or more limited liability companies, foreign limited liability companies, corporations, foreign corporations, partnerships, foreign partnerships, limited partnerships, foreign limited partnerships, or other domestic or foreign entities.

S.C. Code Ann. § 33-44-904

Will My South Carolina LLC Dissolve Upon Merging With My Florida Business?

No. Rather than being dissolved, your South Carolina LLC will be absorbed by the Florida business during the merger. The resulting entity, however, will be unable to keep doing business in South Carolina (or any other state other than Florida) without first filing for a foreign qualification.

How Do I Relocate My South Carolina LLC to Florida?

Mergers are often the best option available to South Carolina LLCs looking to move to Florida. This is because, unlike most other states, South Carolina doesn’t allow domestic businesses to convert or domesticate to other jurisdictions. First, you’ll need to form either a Florida LLC or a Florida corporation for your South Carolina LLC to merge with. Then, a Plan of Merger must be drafted and approved by the Members and/or Directors and Shareholders. Once that approval has been granted, you can complete the remaining filings required to combine the two entities. 

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

Should I Use FL Patel Law PLLC to Handle My Merger? 

Yes! Our firm has worked to bring businesses from multiple industries to the Florida from across the United States. This dedication to quality and reliability is a big part of why so many of our Clients come back to us for assistance with their business and legal matters time and time again. 

Does Florida Law Allow South Carolina LLC to Merge into Florida LLC?

Yes, Florida law allows South Carolina LLCs to merge with Florida LLCs under Section 608.493 of the Florida Statutes.

Moving cross-country is going to take up enough of your time. Spare yourself the stress by trusting our firm to relocate your California corporation to Florida. Don’t risk breaking your business’s stride– get assistance from an experienced business conversion and domestication attorney by calling (727) 279-5037 or visit us online.

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

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