Move Corporation to Different State

$199.00

SKU: FS-MOV-CORP Categories: , Tag:

Description

Move Your Corporation to a Different State

L4SB will move your Corporation from its original state to a new (target) state.

This is a new, experimental service offering. Please be prepared for some trial-and-error — and even the states themselves can get confused about this. Rules are changing quickly, and our ability to do this depends on you, the status of your company, and whether the original and target states cooperate.

What’s Included:

  • We’re a law firm. We are not anonymous, we maintain malpractice insurance, and we train our employees to maintain the confidentiality and anonymity of our clients.
  • Availability of licensed business attorneys to answer your questions (for an additional fee)
  • Attorney-client privilege and confidentiality
  • Review by a licensed attorney
  • We’ll provide simple edits to your Bylaws, to make it compatible with the Target State (or give you a template if you don’t already have one)
  • If appropriate (i.e. for Asset Purchase and Foreign Corporation), we’ll give you an e-Book to help you with your transition
  • Name availability verification
  • Coordinated paperwork and filings in your original and target states

What’s NOT Included:

  • This service does not include structural changes to your Corporation, such as adding or removing shareholders, changing your Board of Directors, or other substantive changes to your Corporation. We can help you, but such help is not covered under the flat-rate fee of this offering.
  • This service does not include dealing with any tax issues, whether federal, state or local.
  • This service does not include local business licensure, permitting, professional licensure or other license issues.
  • This service does not include unforeseen expenses, including but not limited to bringing your Corporation into compliance in the original state, paying back taxes or fees owed to any state, resolving naming problems or conflicts, or new fees or changes in fee structures at any state.
Domestication

Domestication is where your Corporation literally moves from one state to another. This is only available when both states permit this (meaning, if only one state permits this, even the Target State, you cannot use Domestication). The Corporation remains the same, it’s just “domesticated” in a new state. It keeps its same FEIN. It keeps its credit, bank accounts, merchant accounts and everything. The process involves:

  • We verify your Corporation is properly setup and in good-standing for the domestication, and we work with you and advise you as appropriate, if your Corporation needs work before the domestication.
  • We submit a domestication request to your Original State (i.e. where your Corporation is currently domesticated).
  • We submit the Plan of Domestication or Statement of Domestication, as appropriate, to the Target State.
  • We form a new Corporation, if required, in those states where it is required.
  • We update and revise your Bylaws, to make it compatible with your Target State. If you don’t have Bylaws, we’ll give you one.
  • We’ll update any Buy/Sell Agreement and Shareholder Agreement, for an extra fee.
Merger

Merger is where your Corporation literally moves from one state to another, by merging into a new surviving Corporation and the old Corporation is dissolved. This has the same benefits as a domestication, but takes longer and is more expensive. You have a “new” Corporation, but it inherits all the attributes and traits of your old LCorporationC. It keeps its same FEIN. It keeps its credit, bank accounts, merchant accounts and everything. The process involves:

  • We verify your Corporation is properly setup and in good-standing for the merger, and we work with you and advise you as appropriate, if your Corporation needs work before the merger.
  • We form a new Corporation in the Target State.
  • We update and revise your Bylaws, to make it compatible with your Target State. If you don’t have Bylaws, we’ll give you a new one.
  • We submit the Plan of Merger to the Target State.
  • We dissolve the old Corporation in the Original State.
Asset Purchase

Asset Purchase is where you literally sell all the assets of your old Corporation to a new Corporation located in a new state. You have a “new” Corporation, with the old assets, but it’s almost like starting over. You will need a new FEIN. You start over from a credit standpoint. Banks will require you to open a new account. Your merchant accounts and other vendor relationships will need to start over and you will need new accounts. The advantage to this, is the expense — it is much cheaper. The process involves:

  • We form a new Corporation in the Target State.
  • We update and revise your Bylaws, to make it compatible with your Target State. If you don’t have Bylaws, we’ll give you a template.
  • We give you an “Asset Purchase Agreement” template, that you use to officially transfer the assets (note that you will need to revise and update this document, as appropriate for your unique circumstances and you will need to transfer the assets yourself to the new Corporation).
  • We will give you a “Tips and Tricks for Transferring Assets in an Asset Purchase” e-Book to help guide you.
  • We dissolve the old Corporation in the Original State.
Foreign Corporation

Foreign Corporation is when you keep your existing Corporation where it is, but you also register it in the Target State. The advantage is low-cost and speed, but the disadvantage is that you may have to submit taxes in two states. The process involves:

  • We file a foreign Corporation in your Target State.

That’s it. Your existing company stays as it is. You are then officially “conducting and transacting business” in both your Original and Target states.

Registered Agent Services

A registered Agent is a person or company with a mailing address (not PO box) in the state your company is registered who can receive service of process and governmental notices on behalf of your company. This is not a physical address for your company. The Law 4 Small Business difference: You’re not alone — We review legal notices sent to your company, and will give you feedback / guide you, if requested.

Client understands and acknowledges that purchasing the services herein are subject to the following:

General Terms and Conditions

  • This service includes significant research, follow-up and our preparation, processing and handling (collectively valued at a minimum of $300) for the move of your Corporation, and the submission of the various applications (remainder of fees). Our services are completed once your entity is moved as ordered, although various aspects of our services complete as we finalize our activities. For example, filing a domestication request with your origination state would represent completion of that service, although we haven’t fully completed all steps for the move.
  • We cannot guarantee that your company name is available in the target state, nor that it can be filed exactly as you’ve requested. For example, even though you’ve had your company for many years in your origination state, another company with the same name could exist in your target state. In such circumstances, we will work with you to figure out options and solutions, but those options and solutions could entire additional costs that we will need to bill you for.
  • You will be billed $129/year after the first year, for Registered Agent services. If you cancel, we will resign as your Registered Agent and your Corporation will go into “not good standing” with the Secretary of State and eventually be dissolved, if you do not find a replacement Registered Agent.
  • Expedited times are approximates only. Law 4 Small Business will usually start processing your order in 4 to 8 business days, but we are dependent on the relevant state agencies and sometimes, the US Postal Service. Also, we often times need to go back and forth between states, which can greatly extend the timeline.

Refund and Cancellation Policy

  • We will REFUND YOU IN FULL, at your request, provided we have not performed any services on your behalf. There is NO REFUND for completed services.
  • Note that our services INCLUDE preparation, processing and handling (valued at $300), even if we end up not submitting your entity formation to the state (for whatever reason). Therefore, if we’ve spent time on your behalf in the preparation, processing or handling of your order, we reserve the right to deduct $300 from any refund you request. Preparation, processing and handling includes trying to contact you to verify and approve our work, even if you fail to respond to us.
  • We will cancel your order, at our discretion, if you are unresponsive or otherwise fail to answer our questions to our satisfaction. If we cancel for this reason, we will NOT issue you a refund unless you request it. If you do request it and we issue a refund, it will be less $300 for our services related to the preparation, processing and handling of your order, and less any other services we have provided (i.e. if you ordered a document, and we sent you that document, we will deduct the cost for that document from your refund). Typically, we will not cancel your order, unless we have been unable to move your order forward for eight (8) months or more.
  • We will first attempt to issue you a refund using the same payment method you used to pay for your order. If that fails (i.e. because we’re beyond the deadline to do this — typically six (6) months for credit cards), we will issue a check to the name used on the payment method (i.e. if Joe ordered from us, but used Jane’s credit card, we will issue the refund to Jane).