Can You Relocate or Convert a Wisconsin LLC to a Florida LLC?
Relocating or Converting a Wisconsin LLC to a Florida LLC
While the Great Lakes bordering Wisconsin more than live up to their name, they’re a far cry from the tropical beaches on Florida’s gulf coast. When you combine that beautiful scenery with Florida’s business-friendly court system, then you can understand why so many Wisconsinites – business owners among them – eventually move to the sunshine state. The good news is that you can take your Wisconsin LLC with you to Florida thanks to something known as statutory conversion. This process converts your Wisconsin LLC into a Florida LLC. To be eligible, both Wisconsin and Florida must have laws facilitating this type of conversion. A full version of the conditions for the state of Florida can be found in Chapter 605 of the Florida Revised Limited Liability Company Act.
What Happens in a Conversion?
Statutory conversions are one of the easiest and least disruptive options for out-of-state, or “foreign” LLCs to change into Florida LLCs. We like to recommend statutory conversions to our clients because it allows them to relocate their LLCs without suspending business or making any big alterations to how their company functions. There is a chance, though, that you may need to find a new name for your business if the Wisconsin LLC’s name is already used by a business in Florida. That’s why we suggest running a simple name search to confirm its availability on the Florida Division of Corporation’s website before making your move. Everything else – like your LLC’s EIN and its management structure – stays the same after conversion. This goes for any property owned by the Wisconsin LLC, too.
Does Wisconsin Allow LLCs to Convert to Florida LLCs?
As of the date of this article, yes, under Section 183.1207 of the Wisconsin Statutes.
WI Stat §183.1207 Conversion
(1)(a) A domestic limited liability company may convert to another form of business entity if it satisfies the requirements under this section and if the conversion is permitted under the applicable law of the jurisdiction that governs the organization of the business entity into which the domestic limited liability company is converting.
How Do I Convert my Wisconsin LLC to a Florida LLC?
The process for converting your Wisconsin LLC to a Florida LLC begins by drafting a plan of conversion. Wisconsin provides a template that you can use as an example as a part of their conversion documents here, or you can draft your own. The plan of conversion must be approved by the LLC’s Members before the necessary paperwork can be drafted and filed with the respective agencies in both states. Make sure to carefully follow the conversion statutes set forth by both Wisconsin and Florida. Mistakes in the conversion process could cause your business to be suspended or dissolved.
What Are the Effects of Transferring my LLC from Wisconsin to Florida?
The effects of a statutory conversion, save for changing your Wisconsin LLC into a Florida LLC, are minimal. It’s the same business entity that it always was, only now it’s considered to have been a Florida LLC since incorporation. Membership interest remains the same, as does the companies management structure. Any previously owned real estate or other property rights will remain vested in the Florida LLC after conversion.
That said, it’s important to know that this also goes for any liabilities or lawsuits against the Wisconsin LLC. Those will follow the converted entity to Florida without interruption or delay. However, the Florida LLC’s name may be substituted in for any lawsuits against the Wisconsin LLC for clarity’s sake.
Should I Work With a Lawyer to Convert my LLC?
Without a Doubt! Our firm has experience helping multiple businesses from across the United States to convert into Florida LLCs. We have worked with all industries, including consultants, service businesses, e-commerce, and start-ups looking to relocate to Florida.
Ready to ditch the Great Lakes for the Gulf Coast’s unrivaled beaches? 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.