LLC in Florida | How to Start an LLC in Florida | Nolo

Here are the basic steps you’ll need to take to start a limited liability company (LLC) in Florida.

A limited indebtedness caller ( LLC for short ) is a way to legally structure a commercial enterprise. It combines the limit liability of a corporation with the tractability and miss of formalities provided by a partnership or sole proprietorship. Any commercial enterprise owner who seeks to limit his or her personal liability for business debts and lawsuits should consider forming an LLC .
here are the steps you need to take to form an LLC in Florida. For more information on how to form an LLC in any department of state, see Nolo ‘s article How to Form an LLC .

Steps to form an LLC1. Choose a Name for Your Florida LLC

Your LLC ‘s name must be recognizably different from the names of other business entities already on file with the Florida Division of Corporations. You can check names for handiness by searching the country ‘s business list database. however, you ca n’t reserve a name before organizing your LLC.

Under Florida police, an LLC name must contain one of the words :

  • Limited Company
  • Limited Liability Company
  • L.C., or
  • L.L.C.

The word “ restrict ” can be shortened to “ Ltd. ” and “ Company ” may be abbreviated as “ Co. ”

Using a Fictitious Business Name
You do n’t have to use your LLC ‘s official legal list registered in your Articles of Organization when you do business out in the real populace. rather, you can use a fabricated business name, besides called a deal name, “ DBA “ ( short for doing business as ), or assumed name. To do so in Florida, you must register your fabricated name with the Florida Division of Corporations. You may register on-line or postal mail the Application for Registration of Fictitious Name. There is a $ 50 filing fee. The registration is adept for five years .

2. Appoint a Registered Agent

Every Florida LLC must have an agentive role for service of procedure in the express. This is an person or clientele entity that agrees to accept legal papers on the LLC ‘s behalf person sues the company. A read agent can be either an person nonmigratory or business entity that is authorized to do commercial enterprise in Florida, so long as the agent has a physical street address in Florida .

3. File Articles of Organization

You can create a Florida LLC by filing Articles of Organization with the Florida Division of Corporations .
The articles must include :

  • the street and mail address of the LLC’s principal office
  • the name, address, and signature of the LLC’s registered agent
  • the names and addresses of the LLC’s managers
  • the effective date of the LLC (if it is different than the date of filing), and
  • signature of a member or authorized representative.

The filing fee is $ 125. The articles may be filed on-line or by mail .

4. Prepare an Operating Agreement

You are not required to have an LLC engage agreement in Florida, but is highly commend. This is an internal document that establishes how you will run your LLC. It sets out the rights and responsibilities of the members and managers, including you will manage your LLC. It can besides help preserve your limited indebtedness by showing that your LLC is truly a separate clientele entity. In the absence of an operating agreement, state LLC police will govern how your LLC operates .
For assistant creating an LLC operating agreement, see Form Your own limit Liability Company, by Anthony Mancuso ( Nolo ). If you create an operate agreement, you do not need to file it with the submit .

5. Obtain an EIN

If your LLC has more than one member, it must obtain its own IRS Employer Identification Number ( EIN ), even if it has no employees. If you form a uninominal LLC, you must get an EIN alone if your LLC will have employees or you elect to have it taxed as a pot rather of a sole proprietorship ( dismiss entity ). You can apply for an EIN by completing an on-line application on the IRS web site. There is no filing fee.

6. File Annual Reports

All Florida LLCs must file an annual Report to maintain “ active ” condition. Your LLC ‘s first report is ascribable the year after you form the caller. You can file the report on-line between January 1st and May 1st. The fee for the annual report is $ 138.75. After May 1st, a $ 400 former tip is added to the annual report filing fee. “ annual Report Reminder Notices ” are sent to the LLC ‘s e-mail address you provided to the department of state .
Should I form an LLC in Florida? If you are just starting your business or have already been operating as a sole owner, you should consider forming an LLC. LLCs limit an owner ‘s personal liability for business debts and lawsuits and offer a set of flexibility when it comes to ownership, management, and tax income of the business. To learn more about LLCs and decide if it is the right business structure for you, see What is a specify Liability Company ( LLC ) ?
How do I know if my Florida LLC name is available? It is crucial to make sure that your LLC ‘s name is distinct from the names of other existing businesses on file with the Florida Division of Corporations. You can conduct a name search for release on their web site to make sure your proposed name is available .
How much does it cost to form an LLC in Florida?

  • The Florida Division of Corporations charges $125 to file the Articles of Organization.
  • You can register a fictitious business name with the Florida Division of Corporations for $50.

Filing on your own is often the cheapest option, but it can be complicated to complete all of the forms on your own. Hiring a lawyer is another option, but will frequently cost you hundreds, if not thousands, of dollars in the process. Nolo ‘s Online LLC constitution servicing can complete all of the paperwork and filings for you, with packages starting at fair $ 49.00. To learn more about the costs associated with form and running an LLC, see How a lot Does It Cost to Form an LLC ?
Do I need an operating agreement for my Florida LLC? Florida does not require LLCs to have engage agreements, but it is highly recommended to have one. An operate on agreement will help protect your specify indebtedness status, prevent fiscal and managerial misunderstandings, and ensure that you decide on the rules governing your business alternatively of state law by nonpayment. For more information, see The LLC Operating Agreement .
Are there Florida business taxes I need to pay? In some cases, yes. For example, if you will be selling goods and collecting sales tax or if you have employees, you ‘ll need to register with the Florida Department of Revenue ( DOR ). For most state tax purposes, you can register either on-line or on paper ( using Form DR-1, Florida Business Tax Application ). For more information on Florida LLC tax registration, see Nolo ‘s article Florida LLC Annual Filing Requirements .
Can a foreign LLC do business in Florida? All LLCs organized outside of Florida must register with the Florida Division of Corporations to do clientele in Florida. Foreign LLCs must appoint a register agent for service of march physically located in Florida. To register, file a qualification of Foreign LLC with the Florida Department of State Division of Corporations. The completed application must be accompanied by a Certificate of Existence from the foreign LLC ‘s home state, dated no more than 90 days prior to the filing of the certificate .
The charge fee is $ 125 .
Before file, make sure the LLC ‘s appoint is available in Florida by checking the Florida Division of Corporations ‘ business name database. If the name is not available, the foreign LLC must adopt an understudy name for use in Florida and submit a sign imitate of the accept or resolution of its managers or managing members adopting the alternate list .
Can I form a single-member LLC in Florida? For most formation purposes, a Florida single-member LLC is considered the lapp as a multi-member LLC. The steps to form a single-member LLC in Florida are the lapp as those listed above .
Single-member LLCs do have extra flexibility when it comes to filing a tax restitution. To learn more, see Nolo ‘s article, How Single-Member LLCs Pay Federal Income Tax.

Can I form a professional LLC in Florida? If you provide a accredited master service in Florida and want to form an LLC, you will be required to form a professional limited liability company ( PLLC ). Examples of professional services include architects, attorneys, dentists, certified public accountants, and more. by and large, if you provide a avail that requires you to obtain a Florida state license before commit, then you are a professional service. Under Florida jurisprudence, LLCs can be formed to provide professional services. however, only one specific type of serve may be provided and all the owners of the LLC must be licensed or registered to perform the master serve for which the LLC was organized .
To learn more about forming a Florida PLLC, see our article, How to Form a Professional LLC in Florida .
How do I dissolve my LLC in Florida when I’m done? If you reach the point where it is fourth dimension to close your business and discontinue all operations, then you will want to properly dissolve your LLC to limit your liability for lawsuits and government fees. Learn about the steps you will need to take .

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