Help Me With Sign California Trademark Assignment Agreement

Help me with document type sign trademark assignment agreement california

hey this is attorney elizabeth potts weinstein and today we're going to talk about what happens to your llc if you move out of state limited liability companies or llcs in the united states are formed in a particular state it's not formed under the law of the entire united states it's formed of the law of one state that could be the state where you live or you may pick a state that's different like sometimes people file for their llc's in nevada or wyoming or delaware but most people create them in the state in which they live so what happens if you move to another state in this video i'm going to explain three different options you have for moving your llc to another state and which one is right for you really depends upon your particular situation [Music] option number one is to dissolve your llc in your old state and just form a new one in the new state now this has some tax problems that i'm going to talk a little bit about later regulating one of the other options but if you're a small business that hasn't actually really started you're making a very small amount of money you only have one owner you have no assets or inventory really this could make a lot of sense for you it's not that difficult to dissolve an llc you might be able to even file the forms yourself there's usually templates for that that are provided by the state and creating an llc in a new state well you already did it once so you might be able to do it yourself again or you can hire an attorney to do that for you so besides the tax issues which i'm going to talk about later there's some other issues that are just logistical when you shut down an llc in one state and open up a brand new llc in a new state those are two separate legal entities that means you have to change over your accounts you have to change over like your bank account you have to change over any contracts you've signed all that stuff has to be changed your new llc might have the exact same name sometimes the irs lets you use the same ein but that's a whole another question for another video and you may be able to to switch over some of your accounts effortlessly like things like who owns your domain names and who owns your website and stuff like that but you have to watch out to make sure that everything gets switched over because otherwise you'll end up being personally liable for the stuff that doesn't get switched [Music] option number two is to leave your llc in your old state and just start doing business in the new state where you file in your new state as a foreign llc so the benefits of that is you don't have to change much of anything except for you have a new address that's your mailing address and that's your principal place of business address the detriments are though you're going to have to pay fees to two different states there will be some annual fees annual filings you might even have to pay taxes in those different states it depends which states they are of course but you could end up paying a lot more fees just because you're paying them to two different entities to two different states this option is great if you may need to move again so for example you may be someone who is traveling a lot it's part of your business and you live for three months or six months or even a year in different states you may be in the military or in a relationship with someone who's in the military so you have to move every six months or every three years and some cases where you're moving a lot and you don't think that your new state will be your permanent residence forever it may make sense to leave your llc in your original state just because you don't want to have to keep moving it to new places every couple years option number three is to do a merger or conversion process where you take this old llc and merge it into or convert it into a new llc in your new state this is different than dissolving it and creating a new one because it's still the same business what you're doing is you're taking everything in this business and you're inserting it into the new business so the new llc you'll have to do all the setup and filings that you normally have to do for a new llc but you're also going to have to file papers to do the merger or the conversion process what it's called in each state just depends on that particular state now in some cases this can be relatively straightforward because some states have forms that you use to do the merger or the conversion and it's something that you might be able to do with yourself you probably still want to hire an attorney and maybe also an accountant to help you but some states there are no forms and you're gonna have to write up everything custom in those cases i recommend that you hire an attorney to help you because it's difficult to get them right even as a lawyer and if you're doing it yourself there's a good chance you're not going to do it correct and it's going to get rejected the first time you file at least so why would you want to go through this merger or conversion process the number one benefit is you don't have tax implications of moving to the new state because what happens is that in these different states and also in the irs code there's an exception for doing these mergers or conversions and so if you don't have this process what happens is is that when you dissolve an llc and you take the assets and put it in your own name because you're taking possession of it then you are paying yourself e some kind of income and you have to pay taxes on that income even though you're gonna take everything and put it in the new business so to get around this you just do it direct you don't give it to yourself you go straight from one business to another and then you're not gonna accidentally have income you have to pay taxes on even though you didn't actually really get that stuff so what's the bottom line which option is right for you well in a perfect world we would all do option number three with that merger or conversion process but it can be expensive and time consuming it can take weeks or even months to do and you may need to hire an attorney some of you may not have the cash for that and if you have a business that's very very tiny it doesn't have any assets or inventory it doesn't have employees it's something that just makes you a couple grand a year it may be better to just start a brand new business dissolve and start a new business for some of you you may be moving around all the time and doing this merger conversion staff makes absolutely no sense because you're not going to do this every three months or every six months or even every year but if you can afford to put all the documents together if you can have the time to do that merger or conversion it really is the best scenario so you don't have any tax consequences and your business doesn't have to change all the accounts doesn't have to change all of your contracts because it's still the same company again this is elizabeth potts weinstein if you liked this video found it helpful please go ahead and hit the thumbs up and subscribe for more videos about legal issues for small business owners and of course you can go ahead and leave a comment below if you have any questions about doing a merger or conversion or dissolution or moving your llc to a new state thanks a lot for watching see you next time bye