Braintree, MA asked in Real Estate Law for Massachusetts

Q: Merge an LLC and it's assets in NYC with an LLC in Ma..

Our family has a condo in NYC under the management of an LLC owned by my sister-in-law. We want to merge the NYC LCC and it's assets (condo) with an LLC in Boston, Ma. (owned by myself and my wife) and then close the NYC LCC. We will then do a 1031 Transfer for a property in the Boston area. We need advice on how best to continue.

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1 Lawyer Answer
Christopher Tolley
Christopher Tolley
  • Boston, MA
  • Licensed in Massachusetts

A: There are several ways to approach this. You could register the MA LLC in NY and convey the NY condo. to the MA LLC. You could merge the two in both states, as you suggested, which would likely involve registering each LLC in the other state first. The above is not an exhaustive list of how to proceed. Each approach has different tax and LLC control issues, for example, who will control the merged entity if you perform a merger. I strongly suggest you consult an attorney on your options as well as a tax professional for the tax consequences of each approach.

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