Washington, DC asked in Business Law for Maryland

Q: Change domestic Maryland LLC to out of state LLC

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1 Lawyer Answer
Mark Oakley
Mark Oakley
Answered
  • Rockville, MD
  • Licensed in Maryland

A: Depends on the law of the state where you want to move the LLC to, and what you are actually looking to achieve. There are four options: (1) keep the MD registration and simply register to do business in the other state as a foreign registered LLC; (2) dissolve the MD LLC and create a new LLC in the other state; (3) create a new LLC in the other state, then merge the MD LLC into the new LLC; (4) domesticate the MD LLC in the other state through conversion.

Not all states permit domestication of out-of-state LLCs, and there may be state law restrictions or other consequences to mergers, and there may be tax consequences to each of the different options as well as differing legal fees and filing fees for each option since the documentation needed to accomplish each is very different.

It is best to discuss what you want to accomplish and why you want to do this with a lawyer. You should also consult with a tax accountant familiar with small businesses about the tax consequences of each option.

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