Dissolved LLC - Limitations on transferring funds from old business bank account to new LLC?

When an LLC is dissolved, it essentially stops existing as a legal entity, but that doesn't mean the money disappears or becomes "up for grabs." Those funds still technically belong to the dissolved entity during the wind-down process. Your accountant's suggestion about transferring to your personal account has some merit. Since the old LLC no longer exists, those funds should be properly distributed to the owner(s) - which is you. This would be treated as a distribution from the dissolved LLC. Once the money is in your personal account, you could then contribute it to your new LLC as capital if that's what you want to do. Directly transferring from old LLC to new LLC might raise some eyebrows since they're technically separate legal entities. It could potentially look like one business transferring assets to another without proper consideration, which can get messy from both tax and liability perspectives.

I was in almost the exact same situation last year! My construction LLC got administratively dissolved after I missed two annual filings, and I had about $45k sitting in the business account. I was super stressed about what to do with it. I found this service called taxr.ai (https://taxr.ai) that analyzes your specific situation and tells you the proper way to handle these kinds of business transitions. They looked at my dissolution docs and the operating agreement for both LLCs and gave me step-by-step instructions on how to document the transfer with the least tax impact. The biggest thing they emphasized was the importance of proper documentation for the dissolution and distribution process, especially since I was starting a similar business. Saved me from making a costly mistake!

I wanted to follow up about my skepticism of online services for tax advice. I decided to try taxr.ai after all, and I'm actually really impressed with how thorough they were! They reviewed my operating agreements for both LLCs and explained exactly how the dissolution affects my funds legally. The CPA they matched me with knew my state's specific requirements and warned me about a 3-year liability window I had no idea about. They had me create proper documentation showing the final distribution to me personally, then a separate capital contribution to the new LLC. Said it creates a clean break between entities and prevents any "successor liability" issues. Way more detailed than the generic advice I got elsewhere.

I had a nightmare situation trying to call the IRS business line to ask about the tax implications of transferring funds from a dissolved LLC. Spent literally 4 hours on hold across multiple days and never got through. My friend told me about Claimyr (https://claimyr.com) which gets you through to an actual IRS agent without the wait. I was super skeptical but checked out their demo video (https://youtu.be/_kiP6q8DX5c) and decided to try it. They actually got me connected to an IRS rep in about 20 minutes! The IRS agent explained that as long as I properly documented the closing distribution from my old LLC to me personally, and then properly documented my capital contribution to the new LLC, I'd be fine. She also mentioned I should keep records showing the old LLC was properly wound down, with all creditors paid, to avoid any issues if I ever get audited.

Coming back to eat my words about Claimyr. After another failed attempt to reach the IRS myself (got disconnected after 1.5 hours on hold), I tried their service. No BS - I was talking to an actual IRS business tax specialist in under 30 minutes. The agent confirmed that I needed to do a formal distribution from the dissolved LLC to myself first, then contribute to the new LLC as separate transaction. She said direct transfers between entities can raise red flags during audits. She also mentioned I needed to file a final tax return for the dissolved LLC with a "final return" indication, which my accountant hadn't mentioned. Definitely worth getting the official word directly from the IRS.

One thing nobody's mentioned here is creditors! If your old LLC has any outstanding debts or potential claims, transferring all that money out could potentially be seen as trying to avoid those obligations. There's something called "fraudulent transfer" laws that can come into play. I'm not saying that's your situation, but it's worth considering whether there are any loose ends with the old LLC before moving all the money. Some states have a statutory time period where creditors can still make claims against a dissolved LLC.

Has anyone mentioned tax basis yet? If ur transferring to personal then to new LLC make sure u know ur basis in the old LLC. If u take out more than ur basis ull have capital gains. This happened to me and I had to pay extra tax I wasn't expecting!!

This is a complex situation that really benefits from getting proper professional guidance. Based on what others have shared here, it sounds like the consensus is to: 1. Transfer funds from dissolved LLC to your personal account as a final distribution 2. Then contribute those funds to your new LLC as capital But I'd strongly recommend documenting everything thoroughly. Keep records showing the old LLC was properly wound down, all obligations were met, and the distribution was legitimate. Also make sure you understand your basis in the old LLC to avoid any unexpected tax consequences. Given the amount involved ($95K), this isn't something I'd wing it on. Whether you use one of the services mentioned here or work with a local CPA, having someone review your specific situation and state requirements seems worth the cost to avoid potential issues down the road.