Should i create a new LLC,or pay the reinstatement fee on SUNBIZ?

8 Replies

Guys i need help here. I formed a LLC company in 2015 and i let it automatically dissolve last year(2017) by not filing an annual statement on Sunbiz.org. i did it on purpose because i was planning to sell my only rental home and figured i wouldn't do more investing.

Guys, i sold a rental property this year, and i want to invest in commercial and residential properties. The '"name" of the LLC, i had my rental property under was administratively dissolved . I let it dissolve in 2017 because i didn't think there was a future for the company at the time .Also the name of the LLC is not suitable for my new future strategy. I want the name of my future LLC to include investments. So should i

A) pay the reinstatment fee, past due annual fees and make an amendment  to the name of the llc under the current FEID on Sunbiz

or 

should i just form a new LLC and obtain a new federal employment identification number . It will be cheaper on Sunbiz , but does the IRS allow me to change the name of a company and still use the same FEID number.

I also have to consider than i help the property for less than 3 years and i closed on it last week. I made 80k profit so if i were to create a new LLC can i still do a 1031 like kind exchange ?

New LLC and FEID number. I’m no 1031 expert but if you closed last week and have the 80k in your possession then you missed your chance to do a 1031. The money has to go to a qualified intermediary. You cannot hold it

Definitely too late for 1031. Personally I'd reopen LLC and keep same name if possible. You already file taxes on that and you never know there will be a time where a business loan might make sense

Since you are asking this 1031 question, I assume you have no QI advising you, so you have no QU holding your proceeds which means you missed your 1031 chance.

that's guy for clarifying to the 1031. Well i missed my chance to do the 1031 so uncle same will tax the hell out of me 

but how should i go about handling the formation of a new llc or reinstatement of the existing llc. As i said i don't like the current name existing LLC. it will cost a little more if i reinstate, and it will be cheaper if i form a new business , plus Chase will give me $400 for opening a new business checking account.

will i have to notify the IRS that i closed the llc ? 

i know i will have to obtain a new FEID number from the IRS. 

will it make accounting matter too complicated if i start a new LLC or Sub S business ? 

@Lucky B. Sorry but all are right. the 1031 has to be in place prior to the sale. There's no state income tax in FL of course so your issue is with the LLC doing business in FL and federal taxation. And those two don't generally talk to each other.

It's entirely probable that your LLC is a disregarded entity for federal tax purposes. If it does not file it's own return and all activity of the LLC ends up on your schedule E then it's status in FL as an entity is irrelevant. You are actually the tax payer and will continue to report that property on your schedule E.

If that is the case then the old LLC really has no future or present and no love from you - so ditch it and go new. The files of Sunbiz are littered with the corpses of dissolved LLCs.

Well the business is now closed. For future readers in Florida the loophole is to let it expire on sunbiz administratively and when done just pay a $110 reinstatement fee instead of the $400 late fee. You can still conduct business but not open new account with a bank for example . 

I created my LLC company in September / 2017. Do I have to pay anything more now? I was told that I had to pay something in May. What do I do?

See your other thread for the answer.

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