Category: Domestication

DOMESTICATION

By , July 10, 2014 7:51 am

I chair a committee that is revising the New Hampshire Revised Limited Liability Company Act (the “Revised Act”).  I’m presently drafting a set of provisions to provide in the Revised Act for LLC domestications.  The Delaware and Florida acts contain these provisions.  In case you’re not sure what a domestication is:  it’s a statutory procedure by which an LLC formed under one LLC act changes the act that governs it to another act.  Thus, for example, the domestication of a foreign LLC means the change of the LLC act that governs it from the foreign act to the act of another jurisdiction.  If you domesticate an LLC, you can change the LLC act that governs it without having to use a merger, and the domestication eliminates any possibility of transfer taxes, since the domesticated entity will be the same after the domestication as before.