When there is no nexus
If your IRA LLC holds non-liability assets like cryptocurrency, private placements, syndications, or private notes, it likely has no nexus in its formation state. In that case, a move typically requires only two administrative updates.
First, if you were serving as your own registered agent, you will need to designate a new one. A registered agent must be a resident of, or a business licensed in, the state where the LLC is formed. If you are moving out of state, you can no longer serve in that role and must appoint a third-party registered agent. Commercial registered agent services are widely available and affordable.
Second, update your address with all relevant plan vendors: the state business registry, your IRA custodian, any counterparties to plan transactions, and any banks or financial institutions holding plan accounts.
When there is nexus
If your LLC holds directly owned real estate or conducts other activities that create nexus in its formation state, the path forward depends on where your investments are and where you are going. Several options are available depending on your circumstances:
- Leave the LLC in the existing state, designate a new registered agent. Best when nexus will remain in the original state only.
- Register the LLC as a foreign entity in your new state. Best when nexus will exist in both the original and new state.
- Form a new LLC in the new state under the same IRA. Best when nexus will exist in both states and asset segregation between old and new holdings is desirable.
- Move the LLC from the original state to the new state. This is not always possible, and the process and cost vary significantly by state. It is the least straightforward of the available options and warrants careful evaluation before pursuing.
Each of these paths involves state-specific rules and filing requirements. Consulting a qualified legal professional before making any structural change to your LLC is strongly recommended regardless of which route appears to fit your situation.
Keeping the LLC in good standing
Regardless of the path you take, maintaining an active registered agent and current state filings is not optional. An LLC that falls out of good standing can be administratively dissolved by the state, which may eliminate the liability protection the entity provides and complicate or prevent investment transactions.
A move is an important event for your plan, prompt action keeps things in order.