Redomestication: The Legal Process of Moving or Transferring an Existing Business to a New State

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Redomestication, also known as redomiciling, refers to the lesser-known legal process of transferring or moving the “home state” of an existing Corporation, partnership, or LLC, from one state to another state. It means keeping your existing company name, credit, and federal employer identification number (FEIN) without wasting time and money creating a new business entity, applying for foreign registration, or moving assets between companies.
— Prof. Chad D. Cummings, Esq., CPA

Domestication vs. Foreign Registration vs. Merger: A Comparison

Domestication is, in many circumstances, far preferable to registering an LLC or Corporation as a foreign entity, especially where the LLC or Corporation has permanently moved its operations and will not be returning to the prior state in the near future.

Some attorneys, unfortunately, confuse their clients by recommending a foreign entity registration in the new state, or worse, a merger, where a redomestication would have accomplished the client’s goals of moving their business efficiently and effectively.

The top seven benefits of moving your company (LLC, Corporation, or partnership) via redomestication to transfer your business include:

1. Maintaining your existing federal employer identification number, eliminating the tax headaches of forming a new company or transferring assets between companies (and inadvertently triggering a hefty tax bill from the IRS) when you move your business.
2. Keeping your existing business credit history and track record, safeguarding your reputation with clients, vendors, and creditors when moving your LLC or Corporation.
3. Continuing your existing business name (in almost every case), protecting your most important assets when moving your company: your brand, reputation, and time you have already invested in search engine optimization.
4. Maintaining your existing contracts with customers and vendors because moving your business via redomestication does not create a new company: it maintains your existing company, saving you dozens (or even hundreds) of hours re-writing (and re-negotiating) contracts and changing banks.
5. Eliminating the need to continue paying registration fees and taxes in your prior state (assuming you have discontinued your operations there and have permanently relocated), potentially saving you tens of thousands of dollars (or more) in state taxes every quarter when you move your business.
6. Avoiding unnecessary IRS scrutiny because moving your LLC or Corporation via redomestication is a tax-free transaction under the Internal Revenue Code.
7. Reducing the amount of time you spend on administrative filings, saving you untold hours annually, by moving your company: the most pro-business state in the Union.

Before taking the “penny wise and pound foolish” approach of foreign entity registration or spending countless hours and exorbitant legal fees (and possibly taxes) on a merger or merger-gone-wrong to move your company, ensure you understand your options.

Comparison of Three Approaches

	Redomestication	Foreign Entity Registration	Merger
Need to Continue Paying & Filing Registration Renewals in Former State	✅ No	❌ Yes	❌ Sometimes
Stop Paying Taxes in the Former State*	✅ Yes	❌ No	Varies
Initial Complexity	✅ Relatively Low	Varies	❌ Extremely High
Ongoing Complexity	✅ Very Low	❌ Moderate to High	❌ High
Initial State Filing Costs	✅ Low	Varies	❌ High
Timing	✅ Fast	Varies	❌ Slow
Legal Fees	✅ Under $1,500	Varies	❌ $5,000 or more
*While every situation is different and dependent upon tax nexus, redomestication can be an effective way to reduce or eliminate taxes in a former state in certain circumstances. Ask about this in your telephone consultation.

In most circumstances, redomestication (and not a foreign entity registration or costly and complicated merger) is the best route to achieve a change in company domicile.

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How to Transfer Your Company via Redomestication:

1. Complete the online workflow above by entering the name of your business (i.e., the name of your LLC or Corporation). The entire process should take no more than five minutes to complete. Submit a one-time payment securely online inclusive of all fees and costs.
2. Cummings & Cummings Law prepares the legal instruments necessary to effectuate a move for your existing LLC or Corporation (keeping your EIN and business history intact), including:
   1. a Plan of Conversion;
   2. a Unanimous Written Consent;
   3. Articles of Conversion; and
   4. Articles of Formation.
3. Our attorney and CPA transmits these documents to you for your electronic review via DocuSign to transfer your business. If desired, speak with our attorney and CPA during a free consultation to address any questions.
4. Sign your documents electronically and securely via DocuSign to redomesticate your LLC, Corporation, or partnership.
5. Our attorney and CPA submits the legal documents and filing costs to the Secretary of State, Division of Corporations in Tallahassee on your behalf and sends you weekly status updates.
6. Once the Secretary of State approves the move of your LLC or Corporation, our attorney and CPA files articles of conversion with your prior state to finalize the redomestication.

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Why choose Cummings & Cummings Law to transfer your LLC or Corporation?

• ✅ Peace of mind. All your redomestication documents are prepared, reviewed, and filed by a licensed attorney and CPA with Fortune 500 experience and a brick-and-mortar office—not by a fly-by-night non-attorney online service.
• ✅ Ease of access. Enjoy direct access to a real attorney by email during the redomiciling process, not an assistant or intermediary.
• ✅ Efficiency. Benefit from electronic, online filing and communication (no snail mail) and secure electronic signatures via DocuSign.
• ✅ Communication. Receive weekly email status updates regarding the redomestication at no additional charge.
• ✅ Value. Get comprehensive legal services to redomesticate your LLC or Corporation at a competitive flat fee.

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Admitted to The Florida Bar and the State Bar of Texas—Attorney and Counselor at Law
and
Licensed by the Florida Division of Certified Public Accounting and Texas State Board of Public Accountancy as a Certified Public Accountant

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Thinking of transferring your LLC or Corporation without an attorney?

Here are the top six reasons you are making a terrible mistake:

• ❌ Fines and penalties. It is a third degree felony to file fraudulent or misleading redomestication documents with the Florida Department of State and a state jail felony in Texas.
• ❌ Cookie cutter templates. Generic templates cannot capture the nuances of articles of formation, conversion, unanimous written consent, and a plan of conversion—documents critical to protecting you legally and financially.
• ❌ Wasted time. Attempting to redomicile without expert guidance may result in rejected filings and delays, potentially extending the process by months.
• ❌ Wasted money. Inaccurate calculation of filing costs or improper document preparation can lead to unforeseen expenses.
• ❌ Tax and legal headaches. Mistakes in preparing and executing required documents can cause significant legal and tax complications, sometimes costing thousands to resolve.
• ❌ Loss of credibility. Operating without proper registration can lead to fines, jail time, and damage to your reputation—jeopardizing relationships with clients and vendors.

You will incur substantially more time and expense in attempting to correct a redomestication gone wrong than if you had retained competent legal counsel from the start.

Read our Frequently Asked Questions about redomestication or learn more about the process.

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Ready to get started? Redomicile your company now.

Flat-fee pricing available to transfer your LLC or Corporation.

Redomesticate Your LLC or Corporation to Florida

Redomesticate Your LLC or Corporation to Texas

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Attorney and CPA

/Chad D. Cummings

I am an attorney and Certified Public Accountant serving Florida and Texas.

Previously, I served in operations and finance with the world’s largest accounting firm (PricewaterhouseCoopers), airline (American Airlines), and bank (JPMorgan Chase & Co.). I have also created and advised a variety of start-up ventures.

I am a member of The Florida Bar and the State Bar of Texas, and I hold active CPA licensure in both of those jurisdictions.

I also hold undergraduate (B.B.A.) and graduate (M.S.) degrees in accounting and taxation, respectively, from one of the premier universities in Texas. I earned my Juris Doctor (J.D.) and Master of Laws (LL.M.) degrees from Florida law schools. I also hold a variety of other accounting, tax, and finance credentials which I apply in my law practice for the benefit of my clients.

My practice emphasizes, but is not limited to, the law as it intersects businesses and their owners. Clients appreciate the confluence of my business acumen from my career before law, my technical accounting and financial knowledge, and the legal insights and expertise I wield as an attorney. I represent clients throughout the great states of Florida and Texas.

If I can be of assistance to redomicile your LLC or Corporation, please click here to set up a free meeting.

As the expression goes, if you think hiring a professional is expensive, wait until you hire an amateur. Do not make the costly mistake of hiring an offshore, fly-by-night, and possibly illegal online “service” to move your company. Where will they be when something goes wrong? . . . Hire an experienced attorney and CPA, knowing you are working with a credentialed professional with a brick-and-mortar office.
— Prof. Chad D. Cummings, CPA, Esq. (emphasis added)

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At Cummings & Cummings Law, we have the unique combination of legal and accounting expertise, and we’re ready to help you navigate the complex process of transferring your LLC, Corporation, or partnership. Our team, led by a professional who is both a certified public accountant (CPA) and an experienced business attorney, is prepared to handle the intricate financial and legal concerns involved in changing your company’s state of domicile.

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Why Redomesticate?

Transferring a business without properly registering with the Secretary of State and domesticating the business from the former state can have potentially serious and unpredictable legal effects. Here are some examples:

• Legal Violations: Failure to register with the Secretary of State can result in legal violations and penalties. Operating without the necessary business entity filing may lead to fines, legal actions, or even the shutdown of the LLC, Corporation, or partnership, not to mention loss of credibility and financial hardship.
• Tax Consequences: The business might remain subject to taxation in both states, potentially leading to unnecessary taxation. This can significantly impact the company’s finances and result in penalties for unpaid taxes if the company fails to convert or domesticate its business entity from the former state.
• Legal Liability: Operating without proper registration may limit or even eliminate the liability protection that a formal business structure, like an LLC or Corporation, typically provides. Owners could be personally liable for business debts and legal claims, especially in the event of a default judgment. Under state law, an LLC, partnership, or Corporation which is not properly registered loses its legal rights to notice in the event of a lawsuit: potentially resulting in bankruptcy and foreclosure.
• Contractual Issues: The business may face challenges in entering into or enforcing contracts or agreements without the proper legal standing. This can hinder growth and expansion efforts and seriously impugn the reputation of your LLC or Corporation.
• Difficulty in Resolving Disputes: If legal disputes arise, the lack of proper registration can complicate the resolution process, making it challenging to protect the business’ interests and the financial wellbeing of the company’s members, stockholders, or partners.

Our firm focuses on redomiciling businesses. Let us handle the complexities and technicalities.

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What’s Included in a Redomestication of an LLC or Corporation:

• ✔️ 15 minute phone consultation with Chad D. Cummings, attorney and CPA (additional time available at additional charge, if needed)
• ✔️ Preparation of articles of formation and articles of conversion to redomicile your company
• ✔️ Filing with the Secretary of State to legally transfer your LLC or Corporation
• ✔️ Filing a statement of domestication or conversion (as appropriate) with your former state’s Secretary of State to convert your business entity from that state
• ✔️ Preparation and execution of a customized plan of conversion and unanimous written consent to legally commence the change of company domicile
• ✔️ All documents prepared, reviewed, and filed by a REAL attorney and CPA (not an assistant, intern, or paralegal)
• ✔️ Weekly status updates to keep you fully apprised from start-to-finish at no additional charge

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What’s Available at Additional Charge, If Required:

• Tax filings, tax account closures, tax audit assistance, tax advice, and bookkeeping
• Establishing or closing professional, state, and local licenses
• Operating agreement review and revision
• Preparation and filing of IRS Form 8822-B (Change of Address for a Business)
• State payroll tax account creation
• State sales and use tax creation
• Federal trademark filing
• Preparation and filing of revised Beneficial Ownership Information (BOI) report
• Change of business name
• Expedite option
• Foreign entity registration (to operate in a second state)

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Why Choose Cummings & Cummings Law?

• ✔️ Enjoy peace of mind knowing that your redomestication documents to transfer your LLC or Corporation are prepared, reviewed, and filed by a licensed attorney and CPA with Fortune 500 experience and a brick-and-mortar office, not by a fly-by-night non-attorney (and possibly illegal) online service
• ✔️ Direct access to a real attorney by email (also available over the phone or face-to-face by appointment) during the redomiciling to discuss the move of your LLC or Corporation, not an assistant or intermediary
• ✔️ Complimentary, no obligation 15 minute phone consultation available before you commit
• ✔️ Competitive, flat-fee pricing available to transfer your LLC or Corporation
• ✔️ Electronic, online filing and communication (no snail mail when possible)
• ✔️ Electronic signatures on articles of formation, articles of conversion, the plan of conversion, and the unanimous written consent by DocuSign
• ✔️ Digital, flexible payment options (including cryptocurrency)
• ✔️ Status updates transmitted to you via email every Friday afternoon to keep you in the loop

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Redomesticating Your Business: Frequently Asked Questions (FAQ)

1. What is redomestication?

Redomestication, also known as redomiciling, is the process of legally domesticating (or transferring) a business’s “home state” from one state to another. This allows the business to retain its existing name, credit, and federal employer identification number (FEIN) without creating a new entity, transferring assets between business entities, triggering federal income tax, or applying for foreign registration. For that reason, redomiciling is unique and distinct from the old-school approaches of filing as a foreign entity or merging two entities together.

2. How much do you charge?

For a one-time, flat-fee plus state filing costs, our attorney prepares and files to change the domicile of your LLC or Corporation. It is important to note that many online services, and even some attorneys, omit the all-important step of drafting a custom plan of conversion–potentially resulting in a failure of the process and unforeseen tax and legal complications at the state and federal levels.
After receiving positive confirmation of the acceptance of the domestication by the Secretary of State, our attorney then also prepares and files a statement of conversion (also referred to as a statement of domestication, certificate of conversion, articles of conversion, statement of domestication, or other terminology) in total compliance and formality with your former state’s Secretary of State, thereby completing the domestication.
We know of no other service that will perform all of these legal services to domesticate your LLC, Corporation, or partnership at this competitive price.

3. Do you offer a money-back guarantee?

Even better: if your domestication is rejected for any reason by the Secretary of State and our attorney is not able to resolve the issue on your behalf, we will refund all of your filing costs plus 120% of your legal fees. No other attorney matches this promise when it comes to moving your company domicile.

4. Why should I domesticate my business?

Florida and Texas are pro-business states with favorable tax policies and a diverse economy. By domesticating to either of these states, your business may benefit from a streamlined tax structure and growth-friendly legal environment. Most businesses in these states (including many LLCs, “S corps,” and partnerships) pay no state-level income tax or franchise at all.

5. What are the federal income tax implications of redomiciling?

Redomestication is a form of non-taxable business reorganization recognized under the federal Internal Revenue Code (IRC) and Treasury Regulations. Transferring your business using this approach will not trigger any new federal income taxes. You will need to apprise the IRS of your new business address, or we can do that for you at a nominal, additional charge.

6. How does the redomestication process work?

First, our attorney prepares a Plan of Conversion and a legal instrument adopting that Plan of Conversion for your review and signature. It is important to note that many online services, and even some attorneys, omit this all-important step–potentially resulting in a failure of the process and unforeseen tax and legal complications. Next, our firm handles the entire process by preparing and filing special articles with the Secretary of State. We also file a custom legal instrument with your former state’s Secretary of State, effectively moving your business entity.

7. Do you help with local and professional business licenses?

Because of the extreme variation of local and professional licenses, we do not include those services in the flat-fee. We are pleased to assist with this bespoke service at additional charge upon request; however, many businesses will not require local or professional licenses. Please ask us if you have any questions or need additional assistance on this point.

8. Do I need to file any tax returns?

Yes, generally speaking, your tax professional should prepare and file a final tax return for your old jurisdiction. Depending on the jurisdiction, it may also be necessary for your tax professional to file one or more local, state, payroll, sales, and excise tax returns. We do not include this in the flat-fee because many small business owners already have a trusted tax professional; if, however, you need assistance with this, we will be happy to assist upon request at additional charge.

9. What are the consequences of operating a business without redomestication?

Operating without proper registration can lead to legal violations, tax penalties, and potential loss of liability protection, exposing owners to personal liability. It may also impact your ability to enter contracts or protect your business interests. We never recommend a business operate in the state without proper registration for these and other reasons.

10. How long does the redomestication process take?

Typically, the process can take between two to three months, depending on state processing times. However, it is possible for the process to be accomplished much more expeditiously depending upon your unique circumstances. In any event, our firm will keep you informed with weekly status updates throughout the process.

11. What does your flat-fee service include?

Our flat-fee service includes a 15-minute phone consultation before purchasing, a second 15-minute telephone consultation after submitting your order, preparation, review, and filing of articles of formation and conversion with the Secretary of State, and preparation, review, and filing of articles of conversion with the Secretary of State of your former state. Additional services are available at an extra charge. All documents are prepared, reviewed, and filed by a licensed attorney and Certified Public Accountant (CPA).

12. Are there any additional costs or services that may be needed?

Yes, additional services such as tax filings and payroll or sales tax registrations are available for an extra fee if required for your business. However, these will not be required in many cases, and many small business owners choose to handle these tasks for themselves or work with their existing tax professional.

13. Why should I use a licensed attorney and Certified Public Accountant (CPA) instead of an online service?

By hiring a licensed attorney and CPA, you gain the peace of mind that comes with credentialed legal expertise. We are a traditional, full-service law practice with a brick-and-mortar office, ensuring accountability and protection if questions arise during the redomestication process. All work, including all client communication, is handled by a dually-licensed attorney and CPA—not an apprentice, assistant, or go-between.

14. Can I schedule a consultation before committing to the service?

Yes, we offer a complimentary, optional 15-minute phone consultation to discuss transferring an LLC or Corporation your needs before starting the redomestication process. We also offer an additional, optional 15-minute phone consultation after receiving your order. Additional consultation time is available at charge.

15. How do I start the process of transferring my business?

You can redomicile your company now by inputting your business name and clicking either of the buttons below, completing the 100% online workflow, and making a secure payment. Our attorney will then contact you to confirm receipt of your order and set to work on preparing the legal instruments, ensuring a smooth and legally compliant transition.

16. Do I have to print and sign anything? How do I pay?

There is no need to print and sign any documents, except in extremely rare circumstances. Normally, we can utilize DocuSign to obtain signatures on required documents, and in any event, you can complete the online order process on this website in less than five minutes. All payments are submitted at the conclusion of the order process on this website using secure, encrypted payment processing. We also accept cryptocurrency, personal checks, and business checks by special, advanced arrangement.

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Ready to get started? Redomicile your company now.

Flat-fee pricing available to transfer your LLC or Corporation.

Redomesticate Your LLC or Corporation to Florida

Redomesticate Your LLC or Corporation to Texas

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State-by-State Redomestication Guides:

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Ready to get started? Redomicile your company now.

Flat-fee pricing available to transfer your LLC or Corporation.

Redomesticate Your LLC or Corporation to Florida

Redomesticate Your LLC or Corporation to Texas

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