How to Form an LLC in Florida in 5 Simple Steps
To form a new LLC in Florida follow these 5 easy steps to ensure you are compliant with all state guidelines and regulations:
-
Choose an available name for your LLC
-
Select a registered agent (either a service or a trusted person)
-
Submit the form for your articles of organization
-
Draft an operating agreement
-
Request for an EIN from the IRS
This guide will cover the steps new business owners can take to properly form a new LLC in the state of Florida, and give tips and things to be aware of when completing this process. You are able to file for your articles of organization on your own, or you can hire a service such as Firstep to complete this process for you. If you plan to do this on your own, this guide aims to give you the necessary information to confidently form a new LLC in Florida.
Step 1: Choose an Available Name For Your LLC
The first step in this process will be to choose a name for your LLC that is available. You will most likely need to do some name searches on the state database to ensure you are not choosing a name that is already in use. Your name will need to be unique from other businesses in Florida, so it's important to do these searches to be aware of possible issues you may run into when submitting the name of your LLC.
If there is a business that has the name you would like, there is still a possibility you can use this name. If the business has been administratively dissolved for more than one year, the name should be available for a new LLC to use. Also, if the business was voluntarily dissolved they will have the name held for 120 days. So, if you really need to use a name that has been used before a name search on the state database will give you information into whether or not this is available or if the name will still be on hold.
If you have chosen to hire a service, such as Firstep, to form your LLC and we run into this issue of the name you would like already being in use we will contact you with a list of similar names that would be approved by the state. This can help with choosing the name, or even give you some ideas for choosing a different name for your LLC. Whether you choose to hire a service or do this yourself, your business name is an important first step in the formation of a new LLC.
Step 2: Select a Registered Agent
A valid registered agent is a required aspect of forming an LLC in Florida. Your registered agent will be responsible for receiving any service of process that is sent to your business such as lawsuits and court notices against your business. The person you appoint as your registered agent will be required to have an address in the state where your business operates (in this case, Florida) and to be available at that address during regular business hours, Monday through Friday 9am-5pm.
In Florida, it is required that your registered agent be at least 18 years old, have a current address in the state, and be available during regular business hours. Your registered agent can be anyone, you can be your own registered agent, appoint a trusted friend or family member, or a registered agent service. If you are operating businesses in multiple states, a registered agent service can be helpful as they will be able to meet these requirements in all states that are needed, as this can be difficult trying to do on your own.
You will be asked to list your registered agent's name and address on your articles of organization, and you are expected to keep this information updated in case any changes are made to this information. If your registered agent resigns, you typically will have 30 days to appoint a new registered agent and submit this paperwork with the state.
Step 3: Submit the Form For Your Articles of Organization
Your articles of organization is the official document that recognizes your new LLC officially in the state of Florida. This can be submitted online through the Sunbiz website and will cost $125 to do this on your own. Once submitted, your application will be reviewed by the state examiners to ensure your name is unique enough, your registered agent is valid, and all business information is available. If your application is approved, you will be notified via email of the approval with a copy of your articles of organization and document number that is assigned to your business.
When your application is approved and your LLC has been officially formed, you can go to the state website and search your business to ensure all the information is correct to any issues down the road. You should also download and save your articles of organization in a safe place for easy access whenever it is required by vendors, banks, or partners.
Step 4: Draft an Operating Agreement
An operating agreement is not a required document for businesses, but it is an extremely important and helpful thing to have for your business. Your operating agreement will outline the ownership roles, percentages, voting rights, rules, and decision making processes for your business and its owners. This document might also be required by banks to create a business bank account, which is needed to keep your personal and business finances separated.
Your operating agreement will give you some legal protection as well, confirming that your business is being run legally and following any guidelines that are set by the state or federal laws regarding your business. Your LLC can be a single member LLC or multi member LLC, in either case it's highly recommended to draft an operating agreement when you form your business to ensure you are compliant and protected as a business owner.
Step 5: Obtain an EIN
After you have formed your business officially with your state (Florida) a logical next step is to obtain an EIN (employer identification number) from the IRS. Your EIN will be used for filing taxes, hiring employees, and dealing with potential vendors or partners in business deals. EINs can be issued to a business only one time, and do not expire. Once you have an EIN it will always be the same number and you won't be required to renew it.
Your business might also be required to present your EIN documentation when applying for various business licenses to prove you are an active, registered, and official business. You are able to either obtain your EIN number on your own, or hire a service like Firstep to obtain this for you. Even if you have gotten an EIN before and either forgotten the number, or lost the documentation we are able to retrieve this for you through the IRS. Once you do have an EIN, it's very important to save copies of this document and number to be able to easily access this when it is required.
Ongoing Compliance Requirements for Florida LLCs
For a new LLC in Florida business owners will need to be aware of certain guidelines to stay up to date on the ongoing compliance that is required by the state of Florida. These things will include the annual report and also any industry specific business licenses.
Annual Reports
In the state of Florida, LLCs will be required to file an annual report to renew their registration and update any business information that has changed. Annual reports for LLCs in Florida are due by April 30th each year and will cost $138.75 for an on time renewal if filed through the Sunbiz site directly. A filing service like Firstep will be able to file these reports for you each year, as well as provide registered agent services and more.
Industry Specific Licenses
Depending on the type of business you are running, you may be required to file for business licenses to ensure you are able to operate your business legally. Certain industries such as construction, alcohol, and healthcare will require licensing through the state, while other industries will need to file these with their local officials instead. These licenses will need to be renewed periodically and failure to do so can result in late fees, penalties, or the suspension of your business and business activities.
FAQ on LLCs In Florida
Where Can I Go To File My Annual Report
As mentioned previously, business owners will be expected to go to SunBiz to complete these reports on their own. Business owners are able to hire services like Firstep to complete these reports as well.
Why are Business Bank Accounts Important
Business bank accounts help businesses by providing clear separation between personal and business assets. This will maintain your personal liability protection and ensure you maintain the correct separation between you and your business.
How Do I Name My Florida LLC
Naming your Florida LLC requires your business name to end with "limited liability company" or "LLC", and the name will need to be unique and distinguishable enough from other currently active businesses in the state.
Can I Form an LLC in Florida if I Don't Live in Florida
Yes, even if you are not a resident in Florida you are able to form an LLC in Florida. To be an owner, you don't need to live in Florida however you will need your registered agent to have a current Florida address.
What If I Need to Update My Business Information After Formation
After you officially formed your business in Florida, and you realize you need to change or update any information you will need to file an amendment or an updated annual report. To avoid the need for filing these documents, it's important to update any information that has changed on your annual report such as your business name or registered agent information.
Should I Start My Business in Florida
Typically, it will make the most sense to start your business in your home state. If you plan to operate your business in Florida to start, then yes this makes sense. However, if you are registering in Florida as a foreign LLC for your new business, this can lead to high costs in maintaining your good standing and not be very beneficial. Start your business in your home state first, then move on to registering as a foreign LLC as your business grows and expands its operations.
