A Business Owner Would Like to Open an LLC For Her New Business.

As your Florida small business prepares to launch, you want to think about its formal organizational status. While a lot of entrepreneurs start as sole proprietorships, many of them move on to more complex formations, such as partnerships, corporations, or limited liability companies (LLCs).

The latter option is especially common in Florida. In the early 1980s, Florida became the second state to authorize LLCs. Today, over 100,000 limited liability companies are formed here every year, ranging in size from single-person operations to large and more complex organizations. If your goal is to form an LLC for your enterprise, the Florida Small Business Center can help you get started.

What is an LLC?

LLCs are business structures that protect their owners from being liable for the debts and liabilities of the company. They are hybrid companies that combine the characteristics of both corporations and partnerships: the limited liability feature is similar to that of a corporation while the flow-through taxation is a feature of partnerships.

Starting an LLC in Florida

LLCs are business structures that protect their owners from being liable for the debts and liabilities of the company. They are The Department of State’s Division of Corporations sets the rules and requirements for forming an LLC in Florida.

Choose a Name

The process generally begins by choosing a unique name for your new business, which will end with “Limited Liability Company” or “LLC.”

After doing a preliminary search on the Division of Corporations’ business name registry and selecting a name, you should submit your articles of organization as soon as possible, as Florida doesn’t allow the reservation of business names. It is important to note that the Division of Corporations also doesn’t check your name for trademark compliance, so you need to be sure that you don’t infringe on another entity’s rights.

Appoint a Registered Agent

A business operating in Florida must appoint a registered agent to accept legal and official mail on its behalf. Florida LLC registered agents can be either individuals or companies. If your business is sued or gets a government notice, they will inform you so that you can take appropriate action.

File Your Articles of Organization

The next step in establishing an LLC in Florida is to file your articles of organization with the Division of Corporations. These articles, which officially establish your LLC status in Florida, include information like the following:

  • Name and principal place of business of the LLC
  • Name and address of the registered agent in Florida
  • Names and addresses of the LLC members
Draft an Operating Agreement

Unlike some states, LLCs in Florida are not required to have operating agreements, but they’re still a good idea because they can facilitate daily operations and prevent disagreements between members. Your agreement should define the purpose of the LLC, provide the names and addresses of all members, and outline each member’s ownership stake, voting rights and profit share.

File an Annual Report

The annual report is used to update the business information on file with the Division of Corporations. To avoid late fees, the report must be submitted between January 1 and May 1 every year.

Other Requirements

Complying with the requirements of the Division of Corporations isn’t your only obligation as an LLC owner. You may also have to:

  • Obtain a Florida business license
  • Register with the Florida Department of Revenue
  • Choose whether you want to be taxed as a corporation or pass-through entity
  • Obtain an EIN (if your LLC has employees or multiple owners)

A business lawyer specializing in Florida business law can alert you to any additional requirements and help your business stay in compliance.

Get Legal Advice for Your LLC

If you are thinking of forming an LLC in Florida, contact the Florida Small Business Center today and speak to an attorney who can help you understand your rights and responsibilities. To schedule a consultation, call 1-866-842-5202.

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