Form Your US Company in Florida

Form Your US Company in Florida

An LLC is arguably the most one of the most beneficial business structures available, especially for small and medium-sized businesses. A Limited Liability Company (LLC) offers the owners (known as “members”) legal protection in the event the company is sued.

If you live in Florida or plan to do business there, you’ll need to form a Florida LLC. In this guide, we’ll take you through all the steps it takes to form a Florida LLC, simplifying the process so you’ll find it as easy as possible to follow. Let’s get started.

How to Start a Florida LLC 

Step 1: Choose a Name for Your LLC 

The first step you need to take is to choose your LLC’s name. This is likely the step you’re most prepared for. Generally speaking, you can call your business whatever you please, but there are some rules you need to follow.

Your Florida LLC’s name must be “distinguishable upon the records,” which simply means it needs to be unique from other LLCs already registered in the state. For example, if you wanted to call your restaurant and business “Chili Pepper”, but there was already a “Chili Pepper LLC” registered in Texas, they likely would not accept your name as “Chili Peppers LLC.”

Your name must include a designator in the name that shows it is an LLC. In Florida you can choose from:

• LLC (most popular)
• L.L.C.
• Limited Liability Company

Note that your name cannot include any abbreviations or terminology that makes it sound like a different legal entity or affiliated with the government, such as Inc, Trust, or FBI.

Try not to panic if the name you had your heart set on is already taken – your LLC’s name is not that important when it comes to your branding and you can always use a DBA (“doing business as”) name to operate your business under a different name if you change your mind in the future.

It’s also a good idea to check if there is an appropriate domain name available for your chosen LLC name so you don’t choose something only to regret it over something as small (yet essential) as a web address.

To search and find out if your preferred name is available, click here: Florida Department of State Name Search.

Optional: Reserve Your Name 

This step is optional as it’s not necessary if you’re going to work through all the steps in this guide as quickly as possible. However, if you have a name you want to use but won’t be able to complete the remaining steps for a few weeks, you should reserve it.

Name reservation can be completed online here: Secretary of State LLC Name Reservation, or via mail by downloading this form. It costs $35 and your name will be reserved for 120 days.

Step 2: Choose a Florida Registered Agent 

All Florida LLCs need a registered agent with a Florida address who can receive legal mail for you on your behalf.

You can be your own registered agent in Florida, or you can choose a family member, friend, or commercial registered agent.

Most people choose a commercial registered agent if they cannot be their own or if they are uncomfortable with the idea of having their home address available publicly. Commercial registered agents will forward all your mail to you physically or electronically for a nominal fee (about $15 a month).

If you’re not sure whether or not you should be your own registered agent, see our guide here. If you decide that a commercial registered agent is best for you, we’d be happy to help. We can be your Florida registered agent – simply reach out to us and we’ll get you the information you need.

Step 3: File Your Articles of Organization 

This is the most exciting step as it’s the one where your business becomes a legal entity! Filing your Articles of Organization (called a Certificate of Formation in some states) is straightforward, but it can be a little daunting. You can file by mail (approval takes 5-7 days) or online (approval takes 1-2 days).

Filing an LLC in Florida costs $125 and you can pay online, or via check if mailing in your forms. The information you’ll need ready to file includes:

• Your contact information
• The name of your LLC
• The contact information of your registered agent
• Your business’s principle address (this is the main location you do business from, be it your home or another location)
• Whether your LLC is a Series LLC, Professional LLC, Non-Profit LLC, or not (most aren’t, though licensed professionals may need a Professional LLC)
• Whether your LLC is member-managed or not (if you are an owner and manager, then it is member-managed)

Once you’ve submitted your information it will take 1-7 days to hear back, depending on when you filed. You’ll then receive a stamped, approved copy of your Articles of Organization, a letter of acknowledgment, and a Certificate of Status if you chose to order one. If you file online these documents will be emailed to you. If you filed by mail, hard copies will be mailed to you.

To file online: File Articles of Organization Florida Online

To file by mail: Articles of Organization Florida by Mail

Step 4: Create Your Operating Agreement 

This is not a legal requirement in Florida, but you’d be remiss to skip this step, especially if you have more than one member (AKA owner). Your operating agreement is an internal document that defines the duties and roles of everyone involved. Your operating agreement should include information about how the business is organized and how it should be run. This may include:

• The LLC’s name and primary address
• The names and contact information of the LLC’s members and their roles in the business
• Name and address of the registered agent
• How much each member invested in the company
• how the ownership of the LLC is divided between the members
• how taxes are paid
• How profits and losses will be dealt with
• Procedures for members joining and leaving the company
• The purpose of the business
• Any other information that may prevent problems in the future

Step 5: Apply for Your LLC’s EIN 

Your business needs an EIN to function – it is a tax ID number that acts like your social security number, allowing your business to get a business bank account, hire employees, and pay taxes.

Once you’ve completed steps 1-5, you can move forward and get your EIN now for free. Simply click the link below and in less than 15 minutes you’ll have completed the application and your EIN will be automatically generated for you, allowing you to move forward with the remaining steps in this guide.

To apply for your EIN, click here.

Note: For those applying from outside the US, write “Foreign” on line 7b where it asks for an SSN/ITIN/EIN.

If for any reason you can’t complete the online submission, you can apply by mailing in Form SS-4. Be aware that doing so will drastically slow you down because it can take up to 4 weeks for you to receive your EIN.

Step 6: Your Annual Report 

While your Annual Report isn’t due yet, it is important to understand what is required of you so you can put it on the calendar. Florida LLCs are required to file an Annual Report each year to remain active. This costs $138.75 and is due by May 1 each year.

You can file your annual report as early as January 1, but filing late will incur a $400 penalty. If you fail to pay by September 4 of the same year, they’ll shut down your LLC – that’s why it’s so important for you to know about this now.

The good news is that your first Annual Report isn’t due until the year following when it was formed. For example, if your LLC was formed on January 5, 2022, your first Annual Report wouldn’t be due until January – April 2023.

Your Annual Report must be filed online (you can file it here).

Step 7: Apply for Necessary Business Licenses and Permits 

There’s no state-wide required business license in Florida, but if you’re in a regulated industry or operating in a certain area, you may need a license or permit. To find out what permits and licenses you may need, go to your county’s official website (you can find the directory here) and the Department of Business and Professional Regulation to find out which licenses and permits you need.

Step 8: Get Your Business Bank Account 

A separate business bank account is not a legal requirement in Florida, but it is best practice to have one, even if you’re the only person operating your business. A business bank account will help you ensure you don’t mix up your personal and business assets and risk leaving something vulnerable to legal action – likely the reason you chose to create an LLC in the first place.

Use your newly created business and acquired EIN to create a business bank account so you can keep your finances separate. It will certainly be a lot easier for you come tax time!

Step 9: Keep Essential Documents On-Site 

It’s worth noting that it’s a legal requirement of your LLC to keep all official documents on-site at your business’s primary address. If you’re the only member of your LLC and you’re working out of your spare bedroom, this step won’t take much effort on your part, but if you are working elsewhere, this is something you need to think about.

The documents you need to keep at your business’s primary address include:

• A current list of names and addresses of the LLCs members
• A copy of your Articles of Organization and any amendments and actions
• A current copy of the Operating Agreement
• Any recent financial statements

Congratulations! You’ve completed all the steps you need to take to form your Florida LLC. You’re now ready to start doing business.

Don’t Stress Over the Small Stuff 

We’ve aimed to make this process as easy as possible for you with this guide, but while it may be straightforward, it can be confusing and time-consuming. If you’re new to business jargon it can be anxiety-inducing knowing whether or not you’re ticking the right boxes.

Instead of wasting hours of your time deciphering what boxes you should and shouldn’t tick, leave the administration to us and get on with the things that will really matter to your business when you’re ready to start trading – like creating your products and services and starting your marketing. All you need to do is spend a few minutes filling in this short form and we’ll handle the rest for you. We’ll register your name, file your Articles of Organization, and get your EIN for you. We can even be your registered agent if you aren’t happy about your address being available publicly.

To get started, click here.

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