I have a Utah S Corp, which I have been operating for the past couple of years. I have since moved to Florida. I no longer want to keep the Utah S Corp operating and instead want to convert/transfer it to Florida. Additionally, I want to keep the same EIN. Is this possible? If so, please let me know what the steps are.
As far as I know, there is no provision for "converting" or "transfering" your existing corporation from Utah to Florida. Florida--and every other state--has its own laws and rules controlling the creation of new corporate enities in the state and laws and rules for registering "foreign" corpoarate entities that were chartered in other states. Regarding tranfering an EIN, you are advised to contact the IRS about the possibility of "transfering" your existing EIN from your Utah corporation to a new Florida corporation. I do not believe they will allow you to do it; but they change federal law too frequently for me to stay current.
You can register your Utah corp as a foreign corporation doing business in Florida. THen you could keep the same EIN. If you decide to close the Utah corp and open a new Florida entity, you would need to get a new EIN. There may be some ways to create a Florida corporation and still keep the same EIN by using a one of the IRS approved mergers. However, that is likely to be expensive given all the regulatory hoops you would need to jump through. Much easier to either file as a foreign corporation operating in Florida or just get a new EIN for your new Florida entity.
I am not your lawyer and you are not my client. Free advice here is without recourse and any reliance thereupon is at your sole risk. This is done without compensation as a free public service. I am licensed in MI and FL so advice in any other jurisdiction is strictly general advice. You seek more specific advice from an attorney licensed in your jurisdiction.
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