Residential Real Estate Broker · Miami, FL · Member since 2014 · 214 posts · 106 votes
I don't know if this is a dumb question or not, but I've seen properties in Miami/Broward owned by LLCs that if you look them up on Sunbiz, the LLC is dissolved for non payment, non filing of annual report, etc.
My question is - now what? Can someone just re-activate the LLC and take it? How could this person legally sell their property at time of closing when the LLC is inactive? What legal ramifications do owners face?
Was doing some surfing tonight and just saw that 2 of my landlords have dissolved LLCs and I'm worried about what can come in the future if they don't fix it quick.
Real Estate Professional · West Palm Beach, FL · Member since 2012 · 23k+ posts · 13k+ votes
5y
@Marc Middleton Yes, the Owner of the llc can reinstate at any time....if you don’t renew by May 1st, there is a huge fine and I think it goes inactive in September.
@Deniz Eker Go to Sunbiz, you can search all entitities and it shows the federal employer number. There is a link on the main page to renew.
Real Estate Professional · West Palm Beach, FL · Member since 2012 · 23k+ posts · 13k+ votes
5y
@Marc Middleton Yes, the Owner of the llc can reinstate at any time....if you don’t renew by May 1st, there is a huge fine and I think it goes inactive in September.
@Deniz Eker Go to Sunbiz, you can search all entitities and it shows the federal employer number. There is a link on the main page to renew.
Residential Real Estate Broker · Miami, FL · Member since 2014 · 214 posts · 106 votes
5y
@Wayne Brooks - I'm aware of the Sunbiz rules. What I'm saying is title is owned to property in an inactive LLC. What legal rights do they have anymore to the property if their entity is dissolved? (was dissolved many years ago too)
Real Estate Professional · West Palm Beach, FL · Member since 2012 · 23k+ posts · 13k+ votes
5y
@Marc Middleton I’m not sure of the specific procedures, but they’d have to show they were the owners or successors of the llc and I assume there is a procedure to regain authority to sell/manage the property. No outsider could simply “step in”.
Investor · Broward County, FL · Member since 2018 · 1k+ posts · 938 votes
5y
I believe the name is protected for 10 years and someone else can not create a new LLC with the same name during that time.
As a tenant now, if you don't pay your rent they can't evict you until they reactivate the LLC. If they don't and file an eviction, just drag it to court as long as you can and then tell the judge that the LLC is not active and the whole eviction process will be voided and would have to start again from the beginning after they reinstate the LLC.
I would be more concerned about a liability insurance claim. First of the owner was careless enough to let his LLC lapse, who knows if the insurances were renewed. Even if they were, would the insurer deny the claim as the insured is not in good standing?
A scammer can also reinstate the LLC putting himself falsely in charge of it on Sunbiz and sell the property. It will pass title inspection and closing. But the real owner would be able to prove fraud and regain the property later on.
The defrauded buyer will have his title insurance cover the purchase price and the scammer will face multiple felonies charges if he is found.
Specialist · Winter Springs, FL · Member since 2009 · 1k+ posts · 747 votes
5y
I believe a majority of the last surviving members of the BOD for the dissolved LLC can convey the property so long as its for the purpose of winding down the corporate business.