Moving to Colorado? If you, a friend, or a family member have recently moved to the Centennial State, and you’re wondering what to do with your LLC, look no further. I have your answer! You can do one of three things:
- you can register it as a foreign LLC;
- dissolve it and start anew;
- or create a new LLC and merge it with the old one.
Keep It As A Foreign LLC
A foreign LLC is one that’s registered in a state other than Colorado. To register it as a foreign LLC you’ll need to file a Statement of Foreign Entity Authority with the Colorado Secretary of State. Here are the instructions from the secretary of state’s website. Click Here
Keeping your LLC in your old state is a good idea if you have continuous and ongoing business in that state. Otherwise, you’ll be doubling your registration fees, and in some instances depending which state you moved from, and your business, franchise and license fees as well. You may also be liable for taxes in both states. Therefore, unless there is a valid monetary reason to keep your LLC in your old state you may be better off dissolving it and starting a new LLC, or merging it here in Colorado.
Dissolve It and Form A New LLC
If there’s no reason to keep your LLC in your old state; then you might want to dissolve it and start a brand new Colorado LLC. You’ll need to file articles of dissolution in your former state, and then file articles of organization here. Of course, you’ll need to follow the procedure in your operating agreement in regards on the process for dissolving your LLC. Before you do this however, you’ll need to wind down your business and liquidate your assets. Luckily, you’ll have a willing buyer for those assets, and a (newish) business to refer customers to. If you do go this route your new Colorado LLC will a new EIN#; and an operating agreement as well as any other documents or licenses which apply to your business.
Merge Your Old LLC with A New Colorado LLC
If you’ve moved from one of the following states you can merge your LLC with a newly created Colorado LLC. When an LLC is merged, the old LLC in the former state ceases to exist and is transported to the new Colorado LLC. Besides the Colorado being the new state of the LLC, everything else stays the same. This means you won’t have to get a new EIN# or redo your operating agreement or any other documents. You can also keep your bank accounts, and if your business has credit, you’ll be able to keep that too. Depending on your business however, you will have to get the appropriate state licenses.
Here’s the list of states that will merge LLCs with Colorado:
Alaska, Arizona, California, Connecticut, Delaware, District of Columbia, Florida, Georgia, Idaho, Illinois, Indiana, Iowa, Kansas, Louisiana, Maine, Massachusetts, Michigan, Mississippi, Minnesota, Nebraska, Nevada, New Hampshire, New Jersey, North Carolina, North Dakota,Ohio, Oregon, Pennsylvania, South Dakota, Texas, Utah, Vermont, Virginia, Washington, Wisconsin, Wyoming
If you’re from a state that’s listed above, you can merge your LLC here in Colorado. Or, if your state’s not listed, you’ll have to consider one of the two options above. If you’re moving from a state that’s listed, you need to carefully follow the procedure of your former state, and complete the following document here in Colorado. Click Here
Moving your business from one state to another can be a confusing process. Before going ahead and filing as a foreign entity, dissolving an LLC and forming a new one, or merging two LLCs. I strongly advise consulting with an attorney as well as an accountant. Although the process seems simple, there may be hidden tax or legal implications that only a professional will know what to look for. Such as making sure you are maintaining business formalities and following the proper steps and procedures to protect yourself from tax and legal consequences. If you’re not 100% sure, seek professional help.
This article is for educational purposes only, and does not constitute legal advice about your case or situation. There may be exceptions to the information outlined above. Please consult an attorney if you have specific questions about your non-profit organization.Follow me on social media: