How to move a small business out of Delaware

---

Start Your Redomestication Now

The Redomestication Process in a Nutshell

1. Enter your biz name HERE.

Then click "get exact price" and follow the steps.

Takes less than five minutes.

Submit payment securely online then sit back and relax.

24-48 hours

2. We prepare the legal docs.

Our dually-licensed attorney+CPA prepares the legal documents and sends them to you via DocuSign.

You sign. We take it from there.

Same Day

3. We submit the legal filings to the states.

We monitor the status closely, respond to inquiries from their offices, and send you weekly updates.

No extra charge. 100% success rate.

1-3 months

4. Approved! ✅

We send you a checklist of go-forward obligations and simple steps for your tax pro to follow.

120% money-back guarantee if we do not succeed.

Did you know? The average business that moves to a state without state-level income tax saves over $12,500 in taxes per year.

Still have questions? Schedule a free meeting with our attorney and CPA.

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 Delaware to a new 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

Start Your Redomestication Now

How to move a small business out of Delaware without disrupting operations

When owners ask how to move a small business out of Delaware, they often focus on the destination state’s filing requirements and overlook the far more consequential issue: preserving the legal identity of the existing entity. As an attorney and CPA, I routinely see companies attempt “simple” fixes—forming a new entity elsewhere, registering as a foreign entity, or transferring assets—only to discover that the supposed shortcut created tax exposure, contractual friction, and unnecessary administrative burdens.

The most reliable method for how to move a small business out of Delaware while maintaining continuity is redomestication (also known as statutory conversion), as described at how to move a small business out of Delaware through redomestication. Redomestication is specifically designed to transfer the company’s “home state” while preserving core operational elements that business owners cannot afford to lose: existing contracts, the company’s FEIN, and—in most cases—the company’s name.

Why leaving Delaware may be advantageous for a small business

Delaware is frequently marketed as universally “best” for business, but that conclusion is not automatic for operating companies and closely held businesses. For many small businesses, the Delaware environment can impose ongoing obligations—compliance costs, registered agent fees, and administrative formalities—that provide little practical benefit once the company’s operations, owners, and employees are located elsewhere.

Accordingly, a well-structured plan for how to move a small business out of Delaware should evaluate whether the company is paying for a legal “address” that no longer serves the business strategy. If your company has effectively ceased Delaware-centric activity, the value proposition of staying domiciled there may diminish, while the cost of staying may remain persistent.

In addition, Delaware’s legal system is often praised for predictability; however, sophisticated dispute mechanisms are only one factor in a comprehensive risk analysis. Many small businesses prefer to align their corporate domicile with the state in which they actually operate, where local counsel, local courts, and local compliance expectations are more directly connected to day-to-day operations. Redomestication offers a disciplined way to accomplish that alignment.

Redomestication is the cleanest answer to how to move a small business out of Delaware

There is a practical reason experienced counsel favors redomestication when advising on how to move a small business out of Delaware: it preserves continuity. Unlike forming a new entity, redomestication does not require the business to “start over” with banking relationships, vendor onboarding, or contractual paperwork. The entity continues—only its domicile changes.

This continuity is not merely convenient; it can be decisive. Many commercial contracts include provisions that restrict assignment or require consent if rights and obligations are moved to a different party. When business owners form a new entity and attempt to migrate operations, they can inadvertently trigger consent requirements, renegotiations, or defaults. With redomestication, the party to the contract remains the same entity, minimizing disruption.

For those seeking an authoritative framework for how to move a small business out of Delaware via statutory conversion, the most efficient next step is to review how to move a small business out of Delaware with a redomestication filing. It is a purpose-built mechanism for relocating the entity’s home state without breaking its operational spine.

Key benefits: preserve your FEIN, contracts, and (usually) your name

Any discussion of how to move a small business out of Delaware should begin with the three assets owners most commonly jeopardize through improper restructuring: the company’s federal employer identification number (FEIN), its contractual relationships, and its brand identity. Redomestication is structured to protect these items, thereby avoiding the cascade of downstream issues that frequently follow a new-entity approach.

From a tax administration standpoint, retaining the FEIN is particularly valuable. Changing entities can complicate payroll filings, information returns, and historical continuity in ways that are time-consuming to remediate. Similarly, maintaining existing contracts reduces the risk of counterparties treating the transition as an opportunity to revisit pricing, terms, or performance obligations.

Finally, name continuity—available in most cases—matters for far more than marketing. Your company name is embedded in licensing profiles, payment processors, customer invoices, and web presence. A well-executed plan for how to move a small business out of Delaware should treat that continuity as a strategic asset rather than an afterthought.

Common misconceptions that create unnecessary risk and cost

Misconception #1: “Foreign registration accomplishes the same thing.” In reality, foreign entity registration often leaves the company tethered to Delaware through ongoing annual filings and fees. If the business has permanently relocated, maintaining dual-state obligations can become a persistent drain that provides little operational value. A disciplined approach to how to move a small business out of Delaware should aim to eliminate unnecessary dual compliance where appropriate.

Misconception #2: “A merger is cleaner.” A merger can work, but it is often excessive for a straightforward domicile change. Mergers tend to introduce additional documentation, approvals, and potential post-transaction cleanup. They may also create avoidable complexity if the newly formed entity must be capitalized, licensed, banked, and contracted as a “new” platform. Redomestication is typically more direct because the same entity simply continues in a new jurisdiction.

Misconception #3: “Dissolution is harmless if we restart elsewhere.” Dissolution can be a high-risk decision when the business is ongoing. It may require re-titling assets, re-papering contracts, and re-establishing compliance accounts. In addition, unwinding an incorrect dissolution strategy can be expensive. Sound legal planning for how to move a small business out of Delaware emphasizes continuity and reduces avoidable tax and operational hazards.

Procedural and legal considerations business owners should address upfront

Even with the correct mechanism selected, how to move a small business out of Delaware still requires careful sequencing. The company’s governing documents should be reviewed to confirm that the correct approvals are obtained and memorialized. Owners should also evaluate whether any licenses, permits, or financing arrangements reference the company’s state of formation or impose notice obligations.

Another frequent issue is timing. Businesses often assume the conversion is immediate; however, filings are processed by state offices, and the order of operations matters. A properly managed redomestication project monitors filings, addresses state-level inquiries, and ensures the company is not inadvertently left in an administrative gap between states. That “gap” can create avoidable complications with banks, counterparties, and internal records.

Finally, companies should treat compliance as a post-conversion deliverable, not an afterthought. Corporate records should reflect the new domicile, and internal checklists should address ongoing obligations in the new state. For a clear roadmap on how to move a small business out of Delaware while maintaining continuity, see how to move a small business out of Delaware using the redomestication process.

Conclusion: a disciplined method for exiting Delaware while preserving continuity

For an operating company, the question is not merely how to move a small business out of Delaware, but how to do so without breaking what already works. The preferred solution is the one that preserves legal identity, protects contracts, and avoids unnecessary tax and administrative consequences. Redomestication, as described by Cummings & Cummings Law, is purpose-built to accomplish those objectives.

Business owners should be skeptical of advice that treats relocation as a routine “new formation” exercise. In practice, the value of your company is embedded in its history—its FEIN, contracts, credit profile, and market identity. Redomestication is designed to keep those assets intact while repositioning the company into a more favorable jurisdiction for its current operations.

If you are evaluating how to move a small business out of Delaware and want a mechanism that minimizes disruption while maximizing continuity, review how to move a small business out of Delaware through redomestication and proceed with a professionally managed filing strategy.

Start Your Redomestication Now

Domestication vs. Foreign Registration vs. Merger vs. Dissolution: 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 goals of moving their business to a new state efficiently and effectively.

The top seven benefits of moving your company (LLC, corporation, or partnership) to a new state 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 to a new state;
2. Keeping your existing business credit history and track record, safeguarding your reputation with clients, vendors, and creditors when moving your LLC or corporation to a new state;
3. Continuing your existing business name (in almost every case), protecting your most important assets when moving your company to a new state: 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 to a new state 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 to a new state), potentially saving you tens of thousands of dollars (or more) in state taxes every quarter when you move your business to a new state;
6. Avoiding unnecessary IRS scrutiny because moving your LLC or corporation to a new state via redomestication™ is a tax-free transaction under the Internal Revenue Code; and
7. Reducing the amount of time you spend on administrative filings, saving you untold hours annually, by moving your company to a new state.

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 to a new state, ensure you understand your options.

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 to a new state.

Start Your Redomestication Now