How to move LLC to another state?

[Anonymous]

I’m exploring options to move out of VA, possibly to DC or MD.

Looks like I’ll have to dissolve my LLC and create a new one?

Should I consider creating it another state? Tax advantages to base it in DE or NV if I’m living/working in DC/MD?

Anyone with personal experience?

[Anonymous]

Step one - get a lawyer that specializes in business law
Step two - do what the lawyer says

[Anonymous]

Anonymous wrote:Step one - get a lawyer that specializes in business law
Step two - do what the lawyer says

Overkill.

I set up my LLC myself and prefer to handle it myself.

Just wanted to know if anyone had personal experience with this.

[Anonymous]

Is your LLC a PTE (like an S-Corp)? In that case the tax is really at the personal level. My LLC is in DC but I no longer office there. Yet I still have to file a return in DC, along with MD. It would be easier to have it in MD at this point.

[Anonymous]

Anonymous wrote:Is your LLC a PTE (like an S-Corp)? In that case the tax is really at the personal level. My LLC is in DC but I no longer office there. Yet I still have to file a return in DC, along with MD. It would be easier to have it in MD at this point.

Do you actually get taxed in DC? Or is the return just paperwork?

[Anonymous]

I’m a corporate lawyer who has done this type of work in my practice. I obviously cannot give you legal advice or advice specific to your situation, but the general procedure that I would recommend for this is that you’d file a conversion (not a dissolution) in DC and file paperwork in VA indicating that you’re converting the DC LLC to a VA LLC (this is different from creating a new entity). That way the existing entity, and its EIN, operating agreement, etc. survive rather than you dissolving it and creating a whole new one. If you do any business in DC or want to keep the business active there, you will need to “qualify” the LLC to do business there as a foreign entity and will need to maintain a registered agent in DC as well.

[Anonymous]

Anonymous wrote:I’m a corporate lawyer who has done this type of work in my practice. I obviously cannot give you legal advice or advice specific to your situation, but the general procedure that I would recommend for this is that you’d file a conversion (not a dissolution) in DC and file paperwork in VA indicating that you’re converting the DC LLC to a VA LLC (this is different from creating a new entity). That way the existing entity, and its EIN, operating agreement, etc. survive rather than you dissolving it and creating a whole new one. If you do any business in DC or want to keep the business active there, you will need to “qualify” the LLC to do business there as a foreign entity and will need to maintain a registered agent in DC as well.

PP from above and realized I misread your post. If you’re considering moving to DC or MD from VA, you’d do this process in reverse. I would probably recommend moving it to your new state, but if it’s a move within the DC/MD/VA area, then you could also just qualify the LLC in your new state and maintain a registered agent in VA. There may be tax reasons not to do this though, just speaking from the corporate entity perspective.

[Anonymous]

Anonymous wrote:

Anonymous wrote:I’m a corporate lawyer who has done this type of work in my practice. I obviously cannot give you legal advice or advice specific to your situation, but the general procedure that I would recommend for this is that you’d file a conversion (not a dissolution) in DC and file paperwork in VA indicating that you’re converting the DC LLC to a VA LLC (this is different from creating a new entity). That way the existing entity, and its EIN, operating agreement, etc. survive rather than you dissolving it and creating a whole new one. If you do any business in DC or want to keep the business active there, you will need to “qualify” the LLC to do business there as a foreign entity and will need to maintain a registered agent in DC as well.

PP from above and realized I misread your post. If you’re considering moving to DC or MD from VA, you’d do this process in reverse. I would probably recommend moving it to your new state, but if it’s a move within the DC/MD/VA area, then you could also just qualify the LLC in your new state and maintain a registered agent in VA. There may be tax reasons not to do this though, just speaking from the corporate entity perspective.

Thanks. I'm currently looking at tax implications of being based in various locations -- keep llc in VA, dissolve/convert to DC/MD, dissolve/convert to other states (DE, NV, etc.)

[Anonymous]

Why not just file the paperwork to register a foreign (i.e., organized in a different state) LLC in the new location?

[Anonymous]

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