How to Form an LLC in Florida

Forming a limited liability company (LLC) in Florida offers business owners the benefits of limited liability protection combined with the flexibility and simplicity of a partnership or sole proprietorship. This comprehensive guide outlines the crucial steps required to establish an LLC in Florida, along with specific costs associated with each stage of the process.

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Step 1: Select a Name for Your Florida LLC

Select a unique name for your Florida LLC that is distinguishable from existing business entities registered with the Florida Division of Corporations. The name should include one of the following words: "Limited Company," "Limited Liability Company," "L.C.," or "L.L.C." You can abbreviate "Limited" as "Ltd." and "Company" as "Co." Before reserving a name, you must organize your LLC. Use the state's business name database to check name availability.

Alternatively, you can use a fictitious business name (DBA) or assumed name for your LLC's operations outside its official legal name. To register a fictitious name, submit an Application for Registration of Fictitious Name online or by postal mail to the Florida Division of Corporations. The filing fee for a fictitious name registration is $50, and it remains valid for five years.

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Step 2: Designate a Registered Agent

Every Florida LLC must designate a registered agent for service of process within the state. The registered agent can be an individual resident or a business entity authorized to conduct business in Florida. Ensure that the agent has a physical street address in Florida to accept legal documents on behalf of your LLC.

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Step 3: File Articles of Organization

Form your Florida LLC by filing Articles of Organization with the Florida Division of Corporations. The articles must include the principal office's street and mail address, the name, address, and signature of the registered agent, the names and addresses of the LLC's managers, the effective date (if different from the filing date), and the signature of a member or authorized representative. The filing fee for the Articles of Organization is $125, and you can file them online or by mail.

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Step 4: Create an Operating Agreement

Although not mandatory, it is highly recommended to create an LLC operating agreement in Florida. This internal document outlines how your LLC will be managed and operated, defining the rights and responsibilities of members and managers. An operating agreement helps establish your LLC as a separate legal entity and preserves limited liability. You are not required to file the operating agreement with the state.

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Step 5: Get an EIN

If your LLC has multiple members or employees, obtain an IRS Employer Identification Number (EIN). Single-member LLCs require an EIN only if electing to be taxed as a corporation or having employees. Apply for an EIN by completing an online application on the IRS website. There is no filing fee for obtaining an EIN.

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Step 6: File Annual Reports

Florida LLCs must file an Annual Report to maintain active status. The initial report is due the year following the LLC's formation. File the report online between January 1st and May 1st. The fee for the Annual Report is $138.75. After May 1st, a $400 late fee is added. Annual Report Reminder Notices are sent to the email address provided to the state.

By following the outlined steps and considering the associated costs in this guide, entrepreneurs can successfully establish an LLC in Florida while ensuring compliance with state regulations. Seeking professional guidance or legal assistance is advisable for specific concerns related to legal and financial matters throughout the LLC formation process.