How to Start an LLC in Florida

Are you interested in starting a Florida LLC but don't know how it works in the Sunshine State? Then this step-by-step guide can help you out.

Starting a Florida LLC is easy and simple.

You can do it yourself, hire a formation service, or ask for the help of an attorney.

Regardless of which option you choose, the LLC formation process is the same. And you'll learn all 8 easy steps in this article.

Let's talk about them.

How to Start a Florida LLC?

The steps to starting an LLC in Florida aren't so different from other states. But there are some important reminders you should take note of.

Let's start with the naming requirements.

1. Name your LLC

Registering a business name is one of the main requirements for forming an LLC. Fortunately, LLC names generally have fewer restrictions than sole proprietors or partnerships.

For one, you don't have to include your own name in your business name. But you still need to follow certain guidelines when naming your Florida LLC.

For example, your business name should:

• Be unique and cannot be confused with another business
  
• Contain words that indicate it's an LLC (e.g., LLC, L.L.C., Limited Liability Company, etc.)
  
• Not indicate an unlawful, illegal, or criminal business purpose
  
• Not indicate a business purpose other than its official one
  
• Not imply an association with any government agency or organization
  
• Not infringe on any registered trademarks

You can check if your preferred business name is still available by searching the state's online database. Be sure to check Florida's LLC naming rules, however. There may be additional restrictions you need to observe.

And if you can't form your LLC yet? You can reserve your business name. Just write a letter addressed to the Secretary of State. It should include your name, address, and the business name you want to reserve.

Fictitious Names for Florida LLCs
If you want to use a different name for your LLC (e.g., for marketing purposes), you'll need to register a fictitious name. It's also known as a DBA.

In Florida, you need to advertise your fictitious name in a local publication before you can register it. You only have to do it once. And you don't need to include proof of advertisement as long as you do it.

You can apply online or through mail. To apply by mail, just fill out an Application for Registration of Fictitious Name. Then send it to the state's Division of Corporations office.

2. Appoint a registered agent

You need to appoint a registered agent before you can form an LLC. The state won't accept your application without one.

In Florida, anyone can be your LLC's registered agent. You can assign it to someone else (like another member or a third-party service). You can also serve as your own agent.

What matters is that whoever you choose for the role should meet the following criteria:

• A resident of Florida with a physical street address in the state (no PO boxes or virtual addresses allowed)
  
• Must be authorized to do business within the state (for registered agent services)
  
• Have a physical business address in Florida
  
• Is always available during regular business hours (Mondays to Fridays, 9AM to 5PM)

You need to have your designated registered agent's consent. They need to fill out the "Registered Agent Signature" section of your Articles of Organization. You can fill this section out yourself as long as you have their authorized permission.

Keep in mind that there's a $25 designation fee for registered agents in Florida. You can pay this with the state filing fee when you submit your Articles of Organization.

3. File your Articles of Organization

To form an LLC in Florida, you need to file your Articles of Organization with the Secretary of State's office. These will serve as your LLC's application and official paperwork.

That said, your Articles of Organization should include the following information:

• LLC name
  
• Principal business address
  
• Mailing address (if different from your business address)
  
• Registered agent's name and address
  
• Registered agent's signature
  
• Official business purpose
  
• Management structure (member- or manager-managed)
  
• Effective date (if different from approval date)
  
• Authorized representative's signature

You can file your application in 2 ways: online using the state's official portal or via mail.

If you're mailing your application, you need to print and fill out this form. Then send it to the state secretary's Division of Corporations office and pay the state filing fee.

Generally, it takes 3 to 4 weeks to process mailed applications. Online filings are processed much faster because there's no transit time. It only usually takes 1 to 2 business days. You can check this page for status updates.

4. Create an operating agreement

Florida doesn't require LLCs to have an operating agreement. But it's still strongly advised to draft one for your company.

An operating agreement has several benefits, like helping reinforce your LLC's liability protection. It can also prevent misunderstandings and resolve internal conflicts when they arise.

It generally contains the same information as your Articles of Organization. This includes your LLC name, registered agent details, business purpose, etc. But you can also include specific details about your company's operations, like:

• Details about your LLC's formation and dissolution
  
• Management structure
  
• Distribution of profits and losses among members
  
• Members' ownership interests, contributions, and responsibilities
  
• Protocols for transferring membership interests/admitting new members
  
• Voting rights and decision-making procedures
  
• Bookkeeping methods

Adding these can create a stronger operating agreement and help keep your LLC running smoothly and efficiently.

Of course, an operating agreement is still optional. So you don't need to file it with the state when you form your Florida LLC. You can keep it with your company's records instead.

5. Get your business licenses and permits

Unlike other states, you don't need a state-wide general business license to operate in Florida. But you may need to apply for special permits or licenses, depending on your specific industry and business activities.

Some fields that may need special licenses/permits are:

• Accountants
  
• Real estate brokers
  
• Medical professionals
  
• Contractors and construction
  
• Engineers, architects, interior designers

You can usually get them from Florida's 3 main licensing agencies:

• Department of Business and Professional Regulation (DBPR)
  
• Department of Agriculture and Consumer Services (DACS)
  
• Florida Department of Health (FDOH)

You can check this list of state agencies if your business isn't covered by the 3 mentioned above.

You might also need business licenses or permits from your city or county. Many areas require a general business license called a "business tax receipt" to operate within their jurisdiction.

Make sure you check with your local county's office to see if you need one and where you can apply.

6. Apply for an EIN

Once your Florida LLC has been approved, you can apply for an Employer Identification Number (EIN). This is necessary for any LLC, even if you don't have any employees.

The only exceptions are single-member LLCs because they can still use the owner's Social Security number (SSN) as their tax ID. But it's still highly recommended that you get a separate EIN, even as a single-member LLC.

EINs are mainly used for tax purposes. But you'll also need it for other LLC requirements, like opening a business bank account.

How to Apply for an EIN
You can apply for an EIN directly with the IRS. If you do it online, you'll receive it immediately after your application is approved.

You can only apply for 1 EIN per person each day. And you need to finish the application in one session because you can't save your progress for later.

Some third-party companies also offer EIN applications as part of their services. But these usually cost extra, while directly applying with the IRS is free.

7. Submit your annual report

Filing your annual reports is required. It ensures your LLC's record with the state is always accurate and updated. It also informs the state that your business is still active.

In Florida, you can file your LLC's annual report using the state's official website. You'll need your company's document number to access your records. If you can't remember your document number, you can search for it using the state's online database.

There's a $138.75 filing fee when submitting your annual report. They accept payment via credit card, debit card, check, money order, and a Sunbiz prepaid account. The filing deadline in Florida is May 1st, 11:59 PM EST. And you need to pay a $400 late fee if you submit late.^[3]

8. Pay business taxes

Business taxes are another ongoing requirement for Florida LLCs. Like in other states, Florida LLCs are taxed like sole proprietors or partnerships by default. So your company will only have to pay income taxes as part of the owner's personal tax returns.

You can also opt to be taxed like C- or S-Corporations, which can offer additional benefits. But this means your LLC will have to pay income taxes on both individual and corporate levels.

Aside from income taxes, your business may also need to pay other taxes like:

• Sales and use tax (if you sell taxable goods or services)
  
• Self-employment tax
  
• Employer tax (if you have employees)

Make sure you do your research beforehand to know what taxes your LLC needs to pay. You can also check out this article to learn more about how LLCs are taxed.

Pros and Cons of Florida LLC

Florida may be best known for its beautiful beaches, warm weather, and family-friendly communities.

But its growing economy and business-friendly climate also make it one of the best states for aspiring entrepreneurs.

If you're still weighing it out, here are the pros and cons:

Frequently Asked Questions

What if I already use a fictitious name (DBA)?
If you already use a fictitious name, you'll need to cancel its registration if you want to use it as your official LLC name. But you need to do this before you file your Articles of Organization.

How do I change my registered agent in Florida?
If you need to change your registered agent, just fill out a Statement of Change of Registered Agent/Office. You need to file this with the state's Division of Corporations office. It costs $25 per filing and an extra $30 if you need a certified copy.

How to correct a mistake when filing a Florida LLC?
If there are mistakes in your LLC's documents, you need to file a Statement of Correction with the Division of Corporations office. You can also do this via their online portal.

Just note that there's a $25 filing fee, which you can pay via credit card, check, and money order.

Bottom Line

Florida is a great place to start an LLC. But it's important to familiarize yourself with the process. That way, your application goes as smoothly as possible.

There are differences in how you apply compared to other states. But these 8 steps should help paint the picture of what to expect. You can set up your LLC in Florida in no time.

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