Starting your own business in Florida is a great opportunity. It’s important to understand the state’s LLC requirements before getting started.
A registered agent is a person or service authorized to receive lawsuits and official government correspondence on behalf of the LLC. A Florida registered agent can be an individual or a company.
Articles of Organization
If you are starting an LLC, the first thing you need to do is file your Articles of Organization. This document lays out your business’s basic information and includes the name, address, and purpose of the LLC. This is a public record, so be mindful of what information you include.
You can file your articles of organization online via Florida’s SunBiz portal. There is a filing fee, which can be paid online. There is also a annual report fee that must be filed each year.
Although the State of Florida does not require an operating agreement, it is recommended that you draft one for your company. This document establishes the management structure and how profits are allocated. It is a key legal document that banks, lenders and other professionals may request prior to opening accounts or providing services to your LLC.
You will also want to apply for an Employer Identification Number (EIN). This is a nine-digit number that acts as your company’s Social Security Number and is used for tax purposes.
Registered Agent
Florida requires every LLC to have a registered agent. This person or entity must be available during regular business hours to receive service of process and other official legal documents on behalf of the company. You can be your own registered agent or use a service that offers this role. The registered agent must be a Florida resident or a domestic or foreign business entity authorized to do business in the state.
Before filing your articles of organization, it is a good idea to do a preliminary name search with the Division of Corporations. This will ensure that you don’t register your business with a name that is already being used by another company or infringes on any trademarks. In addition to submitting your Articles of Organization, your LLC will also need an operating agreement. This document sets out how your LLC will be managed and how profits and losses will be allocated among the members.
Operating Agreement
A well-crafted operating agreement establishes how your business will function internally, including management structure and profits allocation. Florida LLCs do not have to submit an operating agreement to the state, but a well-drafted document can help prevent disagreements down the road and ensure that your business meets its operational needs. It can also help you avoid costly legal battles should a dispute arise.
Make sure your operating agreement includes the following details:
The name of your company, which must be unique in Florida. The purpose of your company, including products and services offered. The name and address of your registered agent, which must be an individual or a company that is authorized to receive legal and government notices on your behalf.
An online business service or an attorney can assist you with preparing your articles of organization and operating agreement. These professionals know the ins and outs of each state and can ensure your application is successful, saving you time and money.
Employer Identification Number
An EIN is a nine-digit number assigned by the Internal Revenue Service to identify your LLC for tax purposes. Even if your LLC has no employees, you may still need an EIN to open bank accounts and build business credit. It’s also necessary to establish an online presence and reduce the risk of identity theft.
Your Articles need the following basic information: LLC name and Florida registered office (a Florida street address; P.O. boxes are not acceptable). Your registered agent’s name and Florida address. The name and address of members or managers if your LLC is member-managed. A designated effective date (you can specify a date up to 90 days in the future). The signature of who is authorized to complete the filing.
A well-crafted operating agreement sets out how your LLC will function internally, including investment stakes, profit sharing and voting rights. Florida doesn’t require you to have an operating agreement, but it can help avoid disputes that could lead to litigation.