How to Start an LLC in Florida
A Limited Liability Company (LLC) is a permanent public record. Starting one requires sharing personal information with the government, banks, landlords, vendors, and of course, customers. We provide a Free Business Identity to anyone who needs it—that’s a domain name, website, phone line, email address, and Brand Protection on day one. This helps protect your privacy and keep you in control of your intellectual property.
1. Name Your LLC
You’ll need to choose your business name before you register your LLC. Your LLC’s name should help you market your business while also not running afoul of any state business laws.
Your LLC needs a name that isn’t confusingly similar to any other entity name in the state. To avoid this, take three steps:
- Make sure your preferred name is available by using Florida’s free name search.
- Search available domain names for one that matches or compliments your business name
- Search the U.S. Patent and Trademark Office database to make sure nothing too similar is already being used.
Your business should also have an identifier like “limited liability company” or “LLC” somewhere in the name.
You can, but there is no specific form to reserve a business name in Florida. If you want to reserve your name in advance, submit a letter to the Secretary of State’s office with your name, address, and the business name you want to reserve, along with a $25 fee. If the name is approved, the state will reserve it for you for up to 120 days.
It costs $50 to register a DBA in Florida. You may choose to register a Florida DBA (aka a fictitious name) in addition to your LLC’s official name. Fictitious names are like nicknames your business can legally use. Florida requires any LLC seeking a fictitious name to do the following:
- Publish notice of your intention to register a fictitious name in a newspaper located in the same county as your registered agent.
- File a $50 Application for Registration of Name.
For example, an LLC officially named Bernard Kirby Holdings LLC could also be a restaurant operating under the fictitious name St. Pete’s Pizza Panopoly
2. Register Your Domain Name
The next stop is securing a domain name for your website. Why are these important? Just like you need a street address to help people find you on a map, you need a domain name to help people find you on the web.
A domain name is important because it gives potential clients a reliable way to find information about you online. Registering earlier is better for at least a couple of reasons:
- Credibility: When you bother to establish a professional domain name, you’re letting customers know you take your work seriously.
- Consistency: A domain name that connects to your brand name makes it simpler for customers to remember you, which makes them more likely to seek you out.
If you’re looking for a specific domain name, you can run a domain name search through Northwest.
3. Appoint a Registered Agent
In Florida, LLCs are required to appoint a registered agent. This is an individual or entity that is responsible for receiving legal notices on behalf of your business.
Florida registered agent requirements
Under Florida law, a Florida registered agent must:
- Have a physical street address in the state (no P.O. Boxes)
- Be available at that address during normal business hours (9 AM to 5 PM)
- Receive important legal mail on your business’s behalf and forward it to you promptly
You can be your own registered agent if you live in Florida, but if you do so, you’ll need to put your name and address on the Articles of Organization, which go on the public record.
There are multiple benefits to hiring a professional registered agent. Here’s three of the top reasons:
- Privacy. Your Articles of Organization needs to include a principal office address as well as a registered office where the state can deliver service of process. The addresses listed in the Articles go on the public record. When you hire Northwest, you can use our office address, and keep your address private.
- Peace of mind. A quick response is important when time-sensitive state or legal notices are sent to your LLC, especially when delays mean facing fines or other penalties.
- Protecting your image. Ideally, your LLC will never be sued. But if it happens, having a registered agent discreetly manage your legal notices lets you avoid a hit to your reputation from getting served in front of customers or colleagues.
When you hire Northwest as your registered agent, you get instant notifications and same-day scans of all legal mail.
4. File Florida LLC Articles of Organization
When you’re ready pull the trigger and create your limited liability company in Florida, you’ll need to submit a Florida LLC Articles of Organization with the Division of Corporations. Below is the information you’ll need to file your Articles:
Required:
- Company name: Must include Limited Liability Company, LLC, or L.L.C.
- Address: Provide a street address for the LLC’s physical location, and, if different, a mailing address (your LLC’s mailing address can be a P.O. Box).
- Registered agent: The person or entity that will accept legal mail for your business
- Registered office address: Physical address in Florida for service of process
- Signature: Someone authorized to sign for the LLC. If you hire us, then we will sign as your LLC’s organizer.
Optional:
- Names and addresses of LLC members or managers: This information is optional, but some financial institutions require it to open a business bank account. It’s also required for state-issued Worker’s Compensation.
- Effective date: If you want, you can choose a start date for your LLC up to 90 days after filing.
- Any additional provisions: Include anything else you would like, such as your business purpose.
You can file Articles of Organization online, by mail, or in person for a $125 state filing fee.
Florida’s Division of Corporations can process business formation filings as quickly as five business days, or mailed filings in 10 days (add time for mailing). Online filing has a faster turnaround, and you’ll get an email of receipt from the state within minutes of submitting your filing.
5. Create an Operating Agreement
An operating agreement is a contract between each member of your Florida LLC establishing company rules and structure. Florida does not require LLCs to adopt an operating agreements, but it’s standard business practice and can help you avoid legal disputes and misunderstandings. Your operating agreement should establish:
- Voting rights and decision-making powers
- Management structure
- Profits and loss distribution
- Initial investments
- Rules for transferring LLC ownership
- Rules for handling dissolution
It’s recommended you consult a lawyer before approving your operating agreement. We provide free, attorney-drafted Florida operating agreement templates you can use to get started.
6. Get an EIN
Most LLCs in Florida will need an EIN (Employer Identification Number). An EIN is a IRS tax ID similar to a Social Security number for your business. All multi-member LLCs, LLCs taxed as corporations, and any business with employees must have an EIN.
You can apply for an EIN through the IRS for free. If you have an SSN, apply online and receive your EIN immediately. If you don’t, you’ll have to submit Form SS-4 by mail or fax or call (267) 941-1099.
Or just hire Northwest, and we can get an EIN for your new Florida LLC!
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7. File Your Annual Report
All Florida LLCs must file a Florida Annual Report with the Division of Corporations by the first of May, starting the year after the LLC is formed (so businesses formed between January 1 and April 30 have a little extra time to file their first report). The report updates the state on who owns your LLC and how you may be reached.
Filing the report has a $138.75 fee, but if you’re late (even by one day), a $400 fine is charged. Worried you’ll forget? Hire us to file your Florida Annual Report for you. We’ll remind you 90 days before it’s due.
In addition to your annual report, you should do a few more things to keep your LLC compliant and in good standing with the state, namely:
- opening a bank account
- obtaining any applicable licenses or permits
- registering with the Florida Department of Revenue
Florida famously has no personal income tax, and your LLC won’t be subject to Florida’s corporate net income tax unless you decide to be taxed as a C-corporation. However, you may still need to pay other taxes, including the state’s sales and use tax.
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8. Florida LLC FAQs
It costs $125 to file your Florida Articles of Organization, which is the form that you need to file to start your Florida LLC.
In general, online filings are processed in five days, mailed filings in 10 days (add time for mailing). Florida’s Division of Corporations provides a handy-dandy, constantly updated Document Processing Dates page where business forms filers can view current state processing times.
LLCs are taxed as pass-through entities by default, which means that they don’t pay corporate income tax. Instead, the revenue of the LLC goes directly to the members, who each pay individual income tax on their share on their personal federal return, which is subject to the 15.3% self-employment tax. You may also need to pay local taxes, depending on the policies in the Florida city or county your business operates from.
Florida allows the creation of professional limited liability companies (PLLCs), a type of LLC specifically for licensed professions like medicine, law and engineering, just to name a few. PLLCs receive more oversight than conventional LLCs. If you work in certain regulated professions in Florida and wish to form an LLC, you’ll be required to form a Florida PLLC.
Florida does not allow domestic series LLCs to be formed in the state, but foreign series LLCs can register to do business in Florida by submitting an Application for Certificate of Authority with the Florida Division of Corporations.
An LLC’s operating agreement should have a set process for transferring ownership from one or more members. Generally, LLC ownership is transferred through a partial sale where one member sells their interest in the LLC, or by a complete sale of the company.
*This is informational commentary, not advice. This information is intended strictly for informational purposes and does not constitute legal advice or a substitute for legal counsel. This information is not intended to create, nor does your receipt, viewing, or use of it constitute, an attorney-client relationship. More information is available in our Terms of Service.
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