Business Law

Ask a Business Lawyer. Get Business Law Questions Answered ASAP.

Ask a Lawyer,
Get an Answer ASAP!

Business Law

I have a small business-to-business consulting company doing

Customer Question
software and web development. I...
I have a small business-to-business consulting company doing software and web development. I am incorporated (S-Corp) in the state of New Jersey. This is not an online business, nor do I collect any sales tax since it is a consulting service delivered
to businesses. Recently I have moved to Florida. I would like to keep my same EIN number and bank accounts and company name but be incorporated in Florida instead of NJ. However, I would still have clients in NJ and as I understand it, even though I won't
have any physical presence in NJ nor perform any of the consulting work in NJ, I would still have to be registered in NJ since I have clients there. Is that correct? So should I stay as a NJ corporation and register as a foreign corporation in Florida? (I
also have Florida clients.) Or should I merge my NJ corporation into a FL corporation and then register as a foreign corporation in NJ? (Is that even possible since I'm already a NJ corporation with the same EIN and Name?)
Submitted: 2 years ago.Category: Business Law
Show More
Show Less
Ask Your Own Business Law Question
Answered in 4 minutes by:
6/1/2015
Business Lawyer: CalAttorney2, Attorney replied 2 years ago
CalAttorney2
CalAttorney2, Attorney
Category: Business Law
Satisfied Customers: 10,244
Experience: I am a businesses law attorney, with experience advising and representing owners and investors.
Verified
Unfortunately, you cannot transfer a corporation from one state to another - corporations are creations of law, so you incorporated your corporation under New Jersey law, and it only exists due to that state's laws, it does not transfer to other states.You can however register your corporation in Florida as a "foreign entity" with the Florida Secretary of State and continue servicing both your New Jersey and Florida clients, maintain your EIN, Bank Accounts, etc. you do need to be aware that accountings for income earned in each state will need to be segregated for state income tax and reporting requirements (I highly encourage you to use the services of a professional accountant or CPA for this purpose), but it is easily accomplished and many businesses do this).
Ask Your Own Business Law Question
Customer reply replied 2 years ago
Well, I was considering doing a F-Reorganization. As I understand it, I can incorporate in Florida and then merge the NJ corporation into the FL corporation. I'm just not sure at this point whether it's the right way to handle it since then I have to register in NJ again.
Business Lawyer: CalAttorney2, Attorney replied 2 years ago
Unless you have some very compelling (unusual) reason to do it differently, most businesses would maintain their NJ Corp. and register as a foreign business entity in FL.But if you are facing something unusual in your business, or if there is something compelling that you can achieve only by organizing in Florida, then you may want to look into some form of merger - but I have my doubts regarding the ability to transfer your EIN and bank accounts (which were your stated goal above), and you would definitely want to retain counsel to help you with this complex transaction, whereas registering a business with the FL Sec. of State requires a simple filing, and making sure you have a good accountant.But these really are choices that you will need to make based on your business and the issues you are facing, I cannot guide you on what works best for your specific circumstances through this "Q&A" forum.
Ask Your Own Business Law Question
Ask CalAttorney2 Your Own Question
CalAttorney2
CalAttorney2
CalAttorney2, Attorney
Category: Business Law
Satisfied Customers: 10,244
10,244 Satisfied Customers
Experience: I am a businesses law attorney, with experience advising and representing owners and investors.

CalAttorney2 is online now

A new question is answered every 9 seconds

How JustAnswer works:

  • Ask an ExpertExperts are full of valuable knowledge and are ready to help with any question. Credentials confirmed by a Fortune 500 verification firm.
  • Get a Professional AnswerVia email, text message, or notification as you wait on our site. Ask follow up questions if you need to.
  • 100% Satisfaction GuaranteeRate the answer you receive.

JustAnswer in the News:

Ask-a-doc Web sites: If you've got a quick question, you can try to get an answer from sites that say they have various specialists on hand to give quick answers... Justanswer.com.
JustAnswer.com...has seen a spike since October in legal questions from readers about layoffs, unemployment and severance.
Web sites like justanswer.com/legal
...leave nothing to chance.
Traffic on JustAnswer rose 14 percent...and had nearly 400,000 page views in 30 days...inquiries related to stress, high blood pressure, drinking and heart pain jumped 33 percent.
Tory Johnson, GMA Workplace Contributor, discusses work-from-home jobs, such as JustAnswer in which verified Experts answer people’s questions.
I will tell you that...the things you have to go through to be an Expert are quite rigorous.

What Customers are Saying:

Mr. Kaplun clearly had an exceptional understanding of the issue and was able to explain it concisely. I would recommend JustAnswer to anyone. Great service that lives up to its promises!

Gary B.Edmond, OK

My Expert was fast and seemed to have the answer to my taser question at the tips of her fingers. Communication was excellent. I left feeling confident in her answer.

EricRedwood City, CA

I am very pleased with JustAnswer as a place to go for divorce or criminal law knowledge and insight.

MichaelWichita, KS

PaulMJD helped me with questions I had regarding an urgent legal matter. His answers were excellent.

Three H.Houston, TX

Anne was extremely helpful. Her information put me in the right direction for action that kept me legal, possible saving me a ton of money in the future. Thank you again, Anne!!

ElaineAtlanta, GA

It worked great. I had the facts and I presented them to my ex-landlord and she folded and returned my deposit. The 50 bucks I spent with you solved my problem.

TonyApopka, FL

Wonderful service, prompt, efficient, and accurate. Couldn't have asked for more. I cannot thank you enough for your help.

Mary C.Freshfield, Liverpool, UK

< Previous | Next >

Meet the Experts:

Infolawyer

Infolawyer

Attorney

1,851 satisfied customers

Experienced lawyer

Dimitry K., Esq.

Dimitry K., Esq.

Attorney

1,611 satisfied customers

Run my own successful business/contract law practice.

MShore Law

MShore Law

Attorney

1,233 satisfied customers

Drafted Negotiated and/or Reviewed Thousands of Commercial Agreements

RGMacEsq

RGMacEsq

Attorney

751 satisfied customers

Licensed Texas General Practice Attorney

Barrister

Barrister

Attorney

646 satisfied customers

17 years practicing attorney, JD, BA, MBA

Ely

Ely

Attorney

577 satisfied customers

Counselor at Law.

J.Hazelbaker

J.Hazelbaker

Attorney

393 satisfied customers

Experienced and trained in the area of business law.

< Previous | Next >

Related Business Law Questions
If your small business is broken into and the police are
If your small business is broken into and the police are called, will they allow you to take your ledgers, payroll book business numbers and unpaid bills with you. … read more
LegalKnowledge
LegalKnowledge
Juris Doctor
28,183 satisfied customers
RE: Indemnity and Duty to Defend. My corporation executed a
RE: Indemnity and Duty to Defend. My corporation executed a consignment agreement with an auctioneer in Louisiana. Through a duty to defend/indemnification provision in the consignment agreement, my c… read more
Asad Rahman
Asad Rahman
Attorney
J.D.
2,300 satisfied customers
I am the president of a small 501c3 corporation called
I am the president of a small 501c3 corporation called Hearts for Life Inc. We distribute a Spiritual Adoption Brochure(a form of a Prayer).I have attached an online copy of the brochure.We are recent… read more
Infolawyer
Infolawyer
Attorney
Doctoral Degree
1,851 satisfied customers
Had a quick question about forming a corporation in Texas.
Hey I had a quick question about forming a corporation in Texas. Should an EIN be applied for before the initial board meeting or after? … read more
DrakeLAW
DrakeLAW
Juris Doctorate
984 satisfied customers
On November 5, 1984, a Nonprofit Public Benefit corporation
On November 5, 1984, a Nonprofit Public Benefit corporation originally registered with the State of California as; TURNER'S TECHNICAL INSTITUTE. Question; Is “Turner's Technical Institute” the legal o… read more
PaulmoJD
PaulmoJD
Attorney At Law
Doctoral Degree
106 satisfied customers
I sit on the board of directors for a corporation that has a
I sit on the board of directors for a corporation that has a bar business. Our treasurer and president took it upon them selves with no majority vote/ no vote at all to cash in investments. Discussion… read more
Asad Rahman
Asad Rahman
Attorney
J.D.
2,300 satisfied customers
Wanting to expand my business from one corporation to 2 or 3
wanting to expand my business from one corporation to 2 or 3 for further protection for each individual business. looking for someone to help … read more
Ely
Ely
Attorney
Juris Doctor
577 satisfied customers
Is there a rule which requires that a corporation (or LLC)
Is there a rule which requires that a corporation (or LLC) must have a lawyer in a civil case?… read more
Damien Bosco
Damien Bosco
3,395 satisfied customers
Looking a the corporate practice of medicine in Illinois
Looking a the corporate practice of medicine in Illinois what are the ownership requirements, can a chiropractor own a medical practice … read more
Infolawyer
Infolawyer
Attorney
Doctoral Degree
1,851 satisfied customers
We have a small business - professional services - as a
We have a small business - professional services - as a partnership LLC between two partners. Do you have an example of an "operating agreement" for such a business? we need a template so we can fill … read more
Ray
Ray
Lawyer
Doctoral Degree
30,914 satisfied customers
If a corporation, like Lowes contracts a person to do my
if a corporation , like Lowes contracts a person to do my work and the contractor messes it up do I sue the company, the contractor, or both? … read more
P. Simmons
P. Simmons
Attorney
Doctoral Degree
35,326 satisfied customers
Converting my llc business to a c corporation and looking
Converting my llc business to a c corporation and looking for a lawyer to sign the paperwork … read more
Richard - Bizlaw
Richard - Bizlaw
Juris Doctor
3,700 satisfied customers
Is there a benefit to having a corporation own multiple
Is there a benefit to having a corporation own multiple LLCs? Or is one corporation doing multiple businesses a better way?… read more
Roy Hadavi
Roy Hadavi
Attorney
Juris Doctorate
1,015 satisfied customers
Im a (non-involved) part owner of a small business in
im a (non-involved) part owner of a small business in Georia. I was offered and paid money to sell my shares to my nephew. My partners lawyers wrote and states due to the corporate bylaws the sale is … read more
Roger
Roger
Litigation Attorney
Doctoral Degree
26,871 satisfied customers
I want to speak to a lawyer who deals with small business in
I want to speak to a lawyer who deals with small business in Nevada. I have questions about what state requirements we need to fulfill. … read more
NPVAdvisor
NPVAdvisor
CFP Licensee and Practitioner
Master's Degree
180 satisfied customers
We registered a foreign corporation in California (for our
Hi,We registered a foreign corporation in California (for our Delaware C-Corp company) in May 2017.We have now decided to withdraw/surrender our foreign corporation in California as we will be dissolv… read more
Richard - Bizlaw
Richard - Bizlaw
Juris Doctor
3,700 satisfied customers
Foreign corporation and US citizen resident set up LLC as
Foreign corporation and US citizen resident set up LLC as partnership. Foreign corporation will invest in LLC. Can my foreign company be the owner and/or member of our US LLC ?… read more
LawGuy
LawGuy
Juris Doctor
123 satisfied customers
I am currently a small business owner of a corporation in
I am currently a small business owner of a corporation in California. I would like to add another business(bar) to my corporation, but I would need 2 or 3 investors to help inject capital(cash) into t… read more
Jim Williams
Jim Williams
Juris Doctorate
6 satisfied customers

DISCLAIMER: Answers from Experts on JustAnswer are not substitutes for the advice of an attorney. JustAnswer is a public forum and questions and responses are not private or confidential or protected by the attorney-client privilege. The Expert above is not your attorney, and the response above is not legal advice. You should not read this response to propose specific action or address specific circumstances, but only to give you a sense of general principles of law that might affect the situation you describe. Application of these general principles to particular circumstances must be done by a lawyer who has spoken with you in confidence, learned all relevant information, and explored various options. Before acting on these general principles, you should hire a lawyer licensed to practice law in the jurisdiction to which your question pertains.

The responses above are from individual Experts, not JustAnswer. The site and services are provided “as is”. To view the verified credential of an Expert, click on the “Verified” symbol in the Expert’s profile. This site is not for emergency questions which should be directed immediately by telephone or in-person to qualified professionals. Please carefully read the Terms of Service (last updated February 8, 2012).

DISCLAIMER: Answers from Experts on JustAnswer are not substitutes for the advice of an attorney. JustAnswer is a public forum and questions and responses are not private or confidential or protected by the attorney-client privilege. The Expert above is not your attorney, and the response above is not legal advice. You should not read this response to propose specific action or address specific circumstances, but only to give you a sense of general principles of law that might affect the situation you describe. Application of these general principles to particular circumstances must be done by a lawyer who has spoken with you in confidence, learned all relevant information, and explored various options. Before acting on these general principles, you should hire a lawyer licensed to practice law in the jurisdiction to which your question pertains.

The responses above are from individual Experts, not JustAnswer. The site and services are provided “as is”. To view the verified credential of an Expert, click on the “Verified” symbol in the Expert’s profile. This site is not for emergency questions which should be directed immediately by telephone or in-person to qualified professionals. Please carefully read the Terms of Service (last updated February 8, 2012).

Show MoreShow Less

Ask Your Question

x