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Articles of Merger of Florida for Profit ot non-Profit Corporations into Other Business Entity

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FL-SKU-4405
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Articles of Merger of Florida for Profit ot non-Profit Corporations into Other Business Entity
The Articles of Merger of Florida for Profit or non-Profit Corporations into Other Business Entity is a document used to combine two or more existing corporations into a different type of corporate entity, such as a Limited Liability Company (LLC) or a Limited Partnership (LP). The articles must be filed with the Florida Department of State, Division of Corporations, and must include the name and address of the merging corporations, the name and address of the new business entity, and a statement that the merger was approved by the shareholders and/or members of all merging corporations. Depending on the type of merger, there are different types of Articles of Merger that must be filed. For a merger of two or more for-profit corporations into another type of business entity, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the shareholders of each merging corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State. For a merger of two or more non-profit corporations into another type of business entity, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the members of each merging corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State. If the merger involves a for-profit corporation into a non-profit corporation, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the shareholders of the for-profit corporation and the members of the non-profit corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State. If the merger involves a non-profit corporation into a for-profit corporation, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the members of the non-profit corporation and the shareholders of the for-profit corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State.

The Articles of Merger of Florida for Profit or non-Profit Corporations into Other Business Entity is a document used to combine two or more existing corporations into a different type of corporate entity, such as a Limited Liability Company (LLC) or a Limited Partnership (LP). The articles must be filed with the Florida Department of State, Division of Corporations, and must include the name and address of the merging corporations, the name and address of the new business entity, and a statement that the merger was approved by the shareholders and/or members of all merging corporations. Depending on the type of merger, there are different types of Articles of Merger that must be filed. For a merger of two or more for-profit corporations into another type of business entity, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the shareholders of each merging corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State. For a merger of two or more non-profit corporations into another type of business entity, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the members of each merging corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State. If the merger involves a for-profit corporation into a non-profit corporation, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the shareholders of the for-profit corporation and the members of the non-profit corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State. If the merger involves a non-profit corporation into a for-profit corporation, the Articles of Merger must include the name and address of all merging corporations, the name and address of the new business entity, a statement that the merger was approved by the members of the non-profit corporation and the shareholders of the for-profit corporation, a statement of the plan of merger, and a statement that the merger will become effective upon the filing of the articles with the Department of State.

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FAQ

(2) The articles of merger must contain the following: (a) The name, jurisdiction of formation, and type of entity of each merging entity that is not the surviving entity. (b) The name, jurisdiction of formation, and type of entity of the surviving entity.

Florida offers what is known as ?statutory conversion.? This transfers your previous assets and liabilities to the new corporation. This requires that you prepare a plan of conversion including your Articles of Incorporation for submission to the Department of State along with a certificate of conversion.

How to file a Florida Corporation Amendment: To make amendments to your Florida Corporation, you must provide the completed Cover Letter and Articles of Amendment to Articles of Incorporation forms with the filing fee to the Department of State by mail or in person. You cannot file amendments online.

Filing a Conversion in Florida In Florida, both domestic and foreign corporations can be converted to LLCs. Filing information is available at the Florida Department of State's Division of Corporations. The conversion fee is $35 plus a fee for new entity filing if applicable.

The state of Florida has a process known as a statutory conversion that allows eligible Florida-based C corporations and s corporations to convert their businesses into LLCs by filing with the Department of State.

In Florida, there is a fairly simple process by which to convert an LLC into a Corporation, or vice versa. Conversions, however, often come with an array of tax implications. The Division of Corporations specifically suggests consulting an attorney and a tax professional before converting.

A conversion claim differs from a claim of civil theft, in that Florida Statute 772.11 entitles the Plaintiff to an award of treble damages plus reasonable attorney's fees and court costs. Felonious intent to commit the conversion of the property, asset, or money is required to claim civil theft.

Domesticating your LLC ? an option allowed in many states, including Florida ? makes it easier to keep your existing business relationships. That's because you won't have to renegotiate or amend your contracts.

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Your Filing Options. File online with a credit card.Agency: Florida Department of State - Division of Corporations. Form: Articles of Merger for Profit or Non-Profit Corporation with Other Business Entity. 617.2002 Corporation not for profit organized pursuant to s. (16) Merge with other corporations or other business entities identified in s. 607. 1108(1), both for profit and not for profit, domestic and foreign, if. Submission of matters to interest holders. Subchapter B. Approval of Entity Transactions. File Name, 2022 File Upload, Information.

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Articles of Merger of Florida for Profit ot non-Profit Corporations into Other Business Entity