How to Create an LLC in Florida

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How to Form an LLC in Florida:
5 Simple Steps to Get Started
According to the IRS, each state may use different regulations around forming an LLC, and you should check with your state if you’re interested in starting a Limited Liability Company. To simplify the process of forming an LLC in the state of Florida, we’ve put together a step-by-step guide to detail each step of the process and answer any questions you may have.

Step 1
Name Your Florida LLC

Your first consideration when choosing a name for your LLC is that it be unique from any other business in the state of Florida. You can quickly and easily do a name check on the Florida Sunbiz website to verify the business name you want is available.

In order to comply with Florida state law, your company’s name must end with some form of the term “Limited Liability Company.” This can appear as the whole phrase written out or one of the following abbreviated forms: “Limited Company,” “LLC,” or “L.L.C.” You can also choose to use abbreviations for the words “Limited” and “Company” as “Ltd.” or “Co.” respectively. You must avoid words that could suggest your LLC is a government agency. Also, using words associated with some qualified professions (e.g., attorneys, doctors, engineers, etc.) are restricted and will require additional paperwork, as will using names associated with financial institutions (such as a bank).

Step 2
Appoint a Registered Agent in Florida
The state of Florida requires that any LLC have a registered agent for service of process. This means your LLC must have an entity that agrees to physically accept any legal papers on the company’s behalf should it be sued. This entity does not have to be an individual person. The registered agent can be any resident of the state of Florida or a business entity authorized to do business in Florida so long as the agent has a physical street address within the state.

Step 3
File the Florida Articles of Organization

To officially create your LLC in the state of Florida, you’ll need to complete the Articles of Organization paperwork and file them with the Florida Department of State Sunbiz Website. For a $125 fee, this can be done either online or by mail.

When filing online or by mail, you will be asked for the name and address of the person or persons authorized to manage your LLC. Only LLC managers should be listed here. If this section is left blank, the state will assume your LLC is member-managed and member privacy will be protected. If your LLC is manager-managed, then only the manager’s name is required unless they are a company or an authorized representative (like a registered agent service).

To complete this form you will need to know the following:

  1. The final name of your LLC
  2. The name, address, and signature of the company’s registered agent
  3. The name(s) and address(es) of any managers associated with your LLC
  4. The effective date of the LLC

Step 4
Create an Operating Agreement

You may want to consider preparing an operating agreement to outline the ownership and operating procedures for your LLC. Though not required by the state, an operating agreement will set the guidelines for running your company. This does not need to be filed with the state, but it can go a long way to ensuring your company’s success.

Step 5
Apply for an EIN and Review Tax Requirements

An IRS Employer Identification Number (EIN) is required of your LLC unless it is a single-member LLC with no employees. Obtaining an EIN is as easy as completing the application on the IRS website.

It’s possible your company will need to register with the Florida Department of Revenue. Whether or not your company needs to follow this step will depend on the exact types of taxes it will be collecting and/or has been collecting from the state. The Florida Business Tax Application, Form DR-1, can be filed online or by mail.

If you are selling a physical product, you’ll usually need to register for a seller’s permit through the Florida Department of Revenue website.

If you have employees in Florida, you will need to register for the Florida Reemployment Tax. New employers pay an initial tax rate of 2.7% on the first $7,000 of yearly wages paid to employees.

Other Considerations
Foreign LLCs and Business Licenses
Foreign LLCs

If your company is a foreign LLC, also referred to as an out-of-state LLC, wanting to do business in Florida, you will still need to follow all the steps outlined above.

You will need to file a Qualification of Foreign LLC formwith the Florida Department of State Division of Corporations as well as a Certificate of Existence from your LLC’s domestic or home state. The Certificate of Existence must date back no more than 90 days prior to filing. The filing fee is the same: $125.

Business Licenses

The location of and specific type of business you are creating can potentially require federal, state-authorized, and/or local business licenses.

Visiting the Florida Business Resource page can help you determine what state and local licenses and permits you may need. The U.S. Small Business Administration has a page you can check to see if your business activity requires federal licenses or permits. You can also hire a professional service to do this for you.

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