LLC in Florida: Limited Liability Company Requirements

If you’re starting a business in Florida, you’ll need a well-thought-out plan. One of the first things you must decide is how to set it up.

For many small business owners, forming a Limited Liability Company (LLC) is a strategic choice. We’ve got you covered with all the important details on how to get it off the ground, whether you’re a business newbie or just need a refresher.

LLC Florida Overview 

An LLC is a way to set up a business that helps protect the owners. If the business owes money or gets into legal trouble, the owners usually don’t have to worry about losing their personal belongings, like their house or car.

Going the LLC route is popular because it’s simple to run and gives owners the flexibility of a corporation with the advantages and tax benefits of a sole proprietorship.

There’s more leeway with business management and sharing the profits. It’s a smart choice for many small business owners who want some extra protection.

How to Start an LLC in Florida

Here’s a comprehensive breakdown of how to structure your Florida business as an LLC.

Florida LLC Filing Requirements

Select a name for your LLC

 You have to select your desired business name for your LLC, but it has to be unique. Any other registered business entity can’t already use it.

A quick tip if you find yourself stuck searching for original names is to use the search engine provided by the state of Florida for this purpose.

If you want to select an official name for your LLC before actually forming it, you can do that by reserving the name with the state of Florida and paying a fee of $25.

Make sure to comply with the rules and regulations set out by the Florida state Government for naming your LLC, which are listed here.

Appoint a registered agent for your LLC

An agent is a person or a legal entity who receives tax forms, legal documents, notices of lawsuits, and official government communications regarding your LLC.

They’re a primary point of contact for communicating with the state government about your business. An LLC can have its own registered agent or may get these services by hiring a third party.

The business owner or an employee may assume this role as long as they meet the following requirements:

• Must be at least 18 years old
• Must have a physical address in the state where the LLC is registered
• Must be available during normal business hours to receive legal documents and official notices

Fill articles of organization

The Department of State Florida lays down specific instructions for preparing and filing Florida LLC articles of organization with the Florida Division of Corporations. You can do it online or by mail.

Create an operating agreement

An LLC operating agreement lays out the rules and regulations necessary for running the business. You should draft this document whether it’s for a multi-member or single-member LLC.

It sets out the guidelines in matters such as:

• The percentage of ownership
• Rights
• Duties of members in an LLC (including management and operations)

Florida LLC Filing Fees 

The paperwork required for forming a domestic or foreign LLC is separate, but Florida charges the same fees for both. Remember that you cannot transact business in Florida until you receive authorization if you have a foreign LLC.

According to the Division of Corporations, LLC filings in Florida will cost $125. That’s $100 to get a Florida LLC, plus an additional $25 when you appoint an agent.

You’ll have to pay additional fees if you hire an online service or attorney to file paperwork. The state of Florida lists the fees that are paid at the initial state and ongoing fees that you incur every year.

How to Keep an LLC Compliant in Florida

There are specific rules and requirements for your LLC to remain in good standing. Here’s a brief overview to get you started:

Maintenance Fees And Taxes

There are fees that need to be paid in order to maintain your LLC in Florida.

Annual Fees of an LLC

One of the fees associated with an LLC is the annual fee, also known as a compliance fee. Florida LLCs must file an Annual Report/Amended Annual Report each year by May 1st.

The filing fee is $138.75 (as of 2024)/ $538.75 (if after the deadline). The report keeps your business information updated in the records of the Florida Department of State, Division of Corporations.

Failure to file on time can result in penalty or even dissolution of your LLC. You can file online here.

Registered Agent Fee

If you step in as your own agent, there are no additional annual costs to pay. However, if you choose external services from a third party, they usually require about $100 to $300 each year.

State taxes

• Sales Tax: If your LLC sells taxable goods or services, you’ll need a Florida Sales Tax Permit to collect and remit sales tax.
• Corporate Income Tax: Florida LLCs generally don’t pay corporate income tax unless they’ve elected to get taxed as a corporation. Profits and losses are usually reported on the member’s individual tax returns.
• Federal Taxes: Obtain an EIN from the IRS and file the appropriate federal tax forms, such as IRS Form 1065 for partnerships or Form 1120 if taxed as a corporation.

Local Taxes and Permits

• Local Business Taxes: In most cases, the location of your business may require you to pay for local business taxes and have particular permits. Check local requirements from the county and city authorities.
• Business Licenses: Make sure your LLC has the right local and state business license that is necessary for operations. This may include, depending on your business operations, zoning and/or health permits.

Statement of Information

In Florida, LLCs are required to file an Annual Report, often referred to as the Statement of Information. It keeps the state updated on key details about the business, such as its address, agent, and members or managers.

You have to file this report each year by May 1st to maintain good standing with the state and avoid late fees or penalties. The purpose is to ensure that the state’s records are current and accurate.

Additionally, the Corporate Transparency Act (CTA) is a new federal law that requires LLCs to report detailed information about their beneficial owners to enhance transparency.

Employer Identification Number (EIN)

An EIN is useful for various purposes while you run your LLC. For example, you need it when you want to open a business bank account for the company, hire employees, or for federal and tax purposes.

Your EIN is like your business’s Social Security number. There’s no cost for the EIN. You can get it for free from the IRS website.

The business must already be formed before you apply because you’ll need certain information like the formation date and registered business name with the state of Florida. Apply online, by mail, or fax.

LLC Operating Agreement

There are no maintenance fees for an LLC. Here’s a brief fee structure for the initial draft:

• DIY or Template: $50 to $100
• Online Legal Services: $100 and $300
• Attorney Fees: $500 to $2,000+

Apportionment and Allocation

• Apportionment: If your LLC is doing business in multiple states, then apportionment helps you to understand how much tax you should pay in each state as per the income generated. Florida uses a single factor for apportionment or to determine the tax liability. The state does so by looking at how much of your total sales are in Florida compared to your overall sales.
• Allocation: The assignment of specific types of income or expenses to a particular state. This differs from apportionment, which spreads income among states. Allocation is about where things belong.

How to Dissolve Your LLC in Florida

The dissolution of an LLC can occur for multiple reasons. Usually, it’s one of these three: the purpose of the LLC is fulfilled, the LLC isn’t profitable, or the business owner doesn’t want to continue operations.

Here’s how to proceed:

​​Dissolving the LLC By Voting: All the LLC members must agree/vote to dissolve the LLC.

File for Dissolution: The state of Florida has documents that you must file with the Division of Corporations in order to dissolve the LLC. These documents will verify your company and prove that all debts are paid off and assets are divided. There is a $25 fee for this.

No Tax Clearance Needed for Florida: There is no requirement of tax clearance to dissolve your LLC. For federal tax purposes, check the “final return” box on your IRS Form 1065 (if your LLC elects partnership taxation) or IRS Form 1120 (if your LLC elects corporate taxation).

Cancel Permits and Licenses: It is important to cancel the company’s permits and licenses. (Failure to do so may result in a fee)

Cancel EIN and Pay off Debt: You have to distribute the assets and cancel the EIN. You might not be able to exercise the limited liability feature of your LLC if you don’t do this step. Personal assets are not usable for paying off the debts incurred by the corporation.

Best LLC Services 

1. Northwest Registered Agent: Best Registered Agent Service Overall
2. ZenBusiness: Best User-Friendly Platform
3. Bizee: Best Budget-Friendly LLC Formation

Below are the top services you can consider in forming and managing your LLC:

1

Northwest Registered Agent

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Northwest is known for its personalized customer service. You’ll get comprehensive LLC formation and compliance support. They specialize in agent services, handling compliance filings, and providing business support.

Pros

• Personalized Customer Service: Northwest is known for offering highly personalized and responsive support
• Privacy Protection: They prioritize your privacy by using their business address on public documents
• Comprehensive Services: They offer a wide range of services to meet your business needs

Cons

• Higher Price: It may be pricier compared to some of the competition
• Limited Additional Features: A basic service may not have advanced features

Star Rating

/ 5.0

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2

ZenBusiness

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ZenBusiness has developed a very detailed and user-friendly platform for both Florida LLC formation and management.

Their services revolve around making business creation easier through transparent, very affordable pricing. There are also a ton of features supporting continued compliance and business management.

Pros

• Affordable Pricing: Clearly outlined packages so you know what to expect and can pick what will work for your wallet and your business
• Online Filing: Through their easy and intuitive online platform, it is easy to file LLC formation documents
• Report Filing: They will file your yearly report to ensure that you are meeting the state requirements so that your LLC may stay in good standing

Cons

• Additional Fees: More advanced features and services beyond the basic package might be available for an additional fee
• Tax Advice is Limited: Basic advice concerning taxes is provided, but actual tax planning and advice may require visiting with a tax professional

Star Rating

/ 5.0

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3

Bizee

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Bizee is a budget-friendly option for forming an LLC in Florida, focusing on providing a quick and easy setup process.

They offer basic LLC formation services at a lower cost, making them ideal for entrepreneurs who want to get their business started without spending too much. Bizee excels at simplifying the LLC formation process for those who just need the essentials.

Pros

• Low Cost: Bizee offers affordable pricing, making it a great option for budget-conscious entrepreneurs
• Simple Process: The LLC formation process is straightforward and easy to navigate; ideal for those who want a quick setup
• Focus on Essentials: Provides all the basic services needed to form an LLC without unnecessary extras

Cons

• Limited Features: Bizee offers fewer additional services, such as registered agent services or compliance tools, compared to competitors
• Less Comprehensive Support: Their customer service may not be as robust or personalized as some higher-priced options
• No Advanced Options: Lacks advanced features like website creation, operating agreement templates, or ongoing compliance support

Star Rating

/ 5.0

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LLC Florida FAQs

Is it Worth Getting an LLC in Florida?

Forming an LLC in Florida is a smart choice, offering limited liability protection and no state income tax on individuals. The favorable business climate can be beneficial, but the decision should align with your specific business goals.

Do LLCs Pay Taxes In Florida?

In Florida, LLCs aren’t subject to state income tax; instead, most LLCs operate as pass-through entities, meaning profits and losses are reported on the members’ personal tax returns.

However, if an LLC elects to be taxed as a corporation, Florida’s corporate income tax would apply. Additionally, Florida imposes other taxes like sales tax or employment tax, depending on the business’s activities.

Do I Need To Renew My LLC Every Year In Florida?

Yes, annual reports are filed yearly to remain in LLC in good standing with Florida’s Division of Corporations. It updates or confirms information about the LLC and is due by May 1st of every year. Not filing on time may lead to late fees and, finally, the administrative dissolution of an LLC.

Does LLC Pay Taxes Directly To The IRS?

LLCs do not pay federal income taxes directly to the government. They are generally classified as pass-through entities.

In that instance, the members pay the taxes through their personal tax returns, avoiding double taxation. Although the LLC itself does not generally pay income taxes, you do have to file an informational return on Form 1065 if there is more than one member.

You’ll need a corporate return on Form 1120 and pay corporate taxes if the LLC is taxed as an association.

How Long Does it Take for An LLC to Be Approved in Florida?

The processing time for forming an LLC in Florida varies. If you filed online, it usually only takes a few days to process.

Paper filings take a bit longer and may even reach a few weeks. Expedited processing is available with an additional fee if you would need quicker approval.

Conclusion on LLC Florida 

In conclusion, setting up and maintaining an LLC in Florida is a straightforward process when you follow the right steps. 

From choosing a unique business name and filing your Articles of Organization with the Florida Division of Corporations, to obtaining the necessary licenses and creating an Operating Agreement, each step is crucial for ensuring your business is legally compliant and well-structured. That’s why relying on the help of an LLC service can be very helpful.

Once your LLC is established, remember to fulfill your annual report requirements, keep accurate records, and stay informed about any changes in state regulations. By diligently maintaining your LLC, you can focus on growing your business with the confidence that your legal foundation is secure.

Remember to understand tax options, including C Corporation and S Corporation strategies, to choose the best one for your LLC. Also, regular compliance with state requirements is crucial to avoid penalties, and consulting legal and tax professionals is advisable.