What happens to my LLC when I move? A Guide to Moving Your Biz Across State Lines

Hi there, dreamers & dynamos,

Welcome to Moving Your LLC 101.

So, you're about to embark on a new adventure, moving your LLC to a whole new state! Don't worry, I've got your back, like a coffee-shop-friend-confidant-combo-meal.  Let's break down your options and navigate the bureaucratic jungle together. 

We'll be exploring four scrumptious ways to deal with your LLC when traversing state lines like a boss:

1️⃣ Keep/Dissolve Your LLC and Start a New LLC in the New State 
2️⃣ Merge Your LLC into a Brand-Spankin'-New 'Un in the New State 
3️⃣ Keep Your Old LLC and Register as a Foreign LLC in the New State 
4️⃣ Convert or Domesticate Your LLC into Your New State 

But, before we start a deep dive into which option suits your needs, there are a few universal steps.

• First, is facing the reality that if you are moving then your LLC's principal place of business is likely moving too. If that's true, and it usually is unless you have a physical headquarters staying in your old state, then you will need to make some changes to keep your LLC legal.

• The second universal step is that you definitely need to look at the laws for both your original state and your new state. Not every state handles LLCs that same way and it might limit your options. 

What are my options for my LLC when I move?

Alrighty, let's dive in and see which option is right for you and your business!

1️⃣ Keep/Dissolve Your LLC and Start a New LLC in the New State 

This one is rarely the right fit because it involved either appointing someone to operate your old LLC in your original state (it can't be you because then your principal place of business would be moving) or completely resolving it and starting from scratch in State 2.0.

Best For:

If your current LLC is still active in your old state (ya know, rentin' properties, doin' gigs) OR if your business is brand new and never really took of in your original state OR if your business will naturally be undergoing a lot of changes as part of the move (like your clients were all local so you'll need to build a new audience and issue new contracts anyway or if you had a bricks and mortar location that you're leaving behind.)

The Deets:

If your LLC has its principal place of business in your old state because it has a physical headquarters there, well, then keep on keeping on. The plus side? You can still make muffins back at your old bakery – err, I mean, maintain business activity. But if you are going the Dissolve/Restart route then what you'll be doing is filing paperwork in your old state to dissolver your existing LLC and close up shop (called winding up) and file new paperwork to form a shiny new LLC in your new state. 

The Process:

First, follow your old state's guidelines for dissolution and then simply file Articles of Organization with your new state's Secretary of State and follow their LLC registration procedure.  Don't forget to do trademark searches to avoid clashing with other local business names. 

2️⃣ Merge Your LLC into a New LLC in the New State 

This option is also likely to be your last choice. It's more complicated than Domestication (discussed below) but it will get the job done to permanently move your old LLC into your new state.

Best For:

If you're done with biz in your old state, and you're ready for a fresh start in a new state AND either your old state or your new state does not allow conversion/domestication.

The Deets:

Your old LLC merges into a new one, and the new one emerges victorious in its new state. Et voilà! One LLC to rule them all. 

The Process:

Form a new LLC in your new state and merge your old LLC into it in the new state. A merger agreement is a must-have.  Draft it up, get the members' approval, and update your new state's Secretary of State records (just like updating your Facebook relationship status – it ain't real till it's updated). Now, your old LLC's assets and liabilities magically move to the new LLC. Then register your old LLC as a Foreign LLC in your original state and then dissolve that foreign LLC. 

3️⃣ Keep Your Old LLC and Register as a Foreign LLC in the New State

This one's like keeping your old passport but applying for a work visa in a new country. Your LLC gets to have a foot in both old and new state's doors.

Best For:

If your move is temporary. Think if your in the military, a snowbird, or just a digital nomad. Your LLC will have a permanent home, even if you don't.

The Deets:

No new LLC needed here! You'll file a "foreign LLC" application in the new state. Your biz in both states will be governed by your old LLC with new state privileges. 

The Process:

Fill out a fancy "Certificate of Authority" application with your new state's Secretary of State. Be prepared to supply info about your LLC, like a well-equipped researcher for a school project. This application is pretty easy and usually only takes a single form. But, you'll also need to appoint a registered agent who resides in your LLC's domestic state. And you will have to file annual reports with both states and pay fees in both locations. Still, if you move around a lot, this is your best option.

4️⃣ Convert or Domesticate Your LLC into Your New State 

Conversion? Domesticate? No, it's not transforming your LLC into a werewolf or a house cat.  Both are fancy words for formally transferring your LLC to your new state. If this is an option in your situation, it is usually the best idea.

Best For:

If you're ready to leave your old LLC's state behind and settle into your new state permanently. However, this option need is not available in every state (36/51 Counting DC - check out the list below) and both of the states involved in your move need to allow it for this option to be your best fit. 

The Deets:

Your existing LLC moves with you, lock, stock, and barrel, like a mobile home. No need to start from scratch or manage two LLCs.

The Process:

Excitement and legal documents alert!  You'll need approval from your old state's Secretary of State by filing a Withdrawal or Charter of Surrender (basically letting your old state know that you intend to dissolve your LLC in that state but also that you aren't simply dissolving but relocating).  Then apply for a "Certificate of Conversion" with your new state. You will also usually need to file another LLC Certificate of Formation. Make sure to check for special requirements—states are like picky eaters, each with their own likes and dislikes. 

Many states also require you draft and keep two internal documents, meaning they don't get filed but you need to have them if ever asked to produce them: Plan of Domestication and Consent of Members. The first is literally a plan that details any changes of ownership, intention to maintain liability protection, what rules or policies will apply in the new state, intention for contracts and business relationships to transfer with your LLC, and that your debts will also transfer. The Consent of Member is easy if you are a solo owned LLC but its a statement that all LLC owners consent to the move.

Conclusion: What happens to my LLC when I move?

So there ya have it! You're now equipped with four potent options to deal with your LLC when movin' and shakin' to a new state.  No need to stress, take one step at a time, and soon enough, you'll be settled into your new business digs. 

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Quick tips for your LLC when you move:

• Be sure to change your business address on all important documents, including client contracts, and in your newsletter or any other business email.

• Check with your local government and state government to see if any new or different licensing or permit requirements apply to your biz in your new state. These vary wildly from state to state and county to county. 

Hey, change can be a good thing – or in this case, a great thing. So, pack up the ol' adventure-mobile and set your sights on that shiny new state. Good luck, you mover-and-shaker entrepreneur, you!

THIS ARTICLE IS NOT A SUBSTITUTE FOR LEGAL ADVICE AND IS OFFERED FOR INFORMATIONAL PURPOSES ONLY. EVERY SITUATION IS UNIQUE AND YOU SHOULD CONSULT A LOCAL ATTORNEY FOR ADVICE ON YOUR PARTICULAR CIRCUMSTANCES.