How to Form a Florida LLC

Created by FindLaw's team of attorney writers and editors.

If you've decided that forming a Florida LLC is the right choice for your business, then you'll want to ensure that you understand the characteristics of an LLC and the state laws that govern this particular business structure. This article explains how to form an LLC in Florida and includes the following information:

  • The definition of an LLC;
  • Links to the forms you'll need to establish your Florida LLC;
  • Links to laws applicable to Florida LLCs; and
  • An overview of the steps needed to form a Florida LLC.

LLC Definition

LLC stands for "limited liability company." It's a business entity, which combines certain characteristics of a corporation (no personal individual liablity for the company's debts or lawsuits) and certain elements of a partnership (flow-through treatment of income for tax purposes), among other features.

Forms for Florida LLC Formation

Part of the process of forming an LLC in Florida includes the completion and filing of specific forms. Find the forms you'll need by checking out FindLaw's do-it-yourself Florida LLC Formation Package.

How to Form a Florida LLC: An Overview

While the LLC formation process is similar in all states, there are key differences that you must know about when you form an LLC. See the chart below for important information about the rules and process for forming an LLC in Florida.

Statutes

Florida Revised Limited Liability Company Act, Title XXXVI Chapter 605:

  • Section 605.0105 (operating agreement; scope; function, and limitations)
  • Section 605.0112 (LLC name)
  • Section 605.0113 (registered name)
  • Section 605.0201 (article of organization)

Selecting the LLC Name

In Florida, your LLC name must:

  • Include the words "Limited Liability Company" or the accepted abbreviated forms "LLC" or "L.L.C.", "Ltd.," or "Co."; and
  • Be different from the names of existing businesses.

You can check name availability at the Department of State: Division of Corporations Business Name Database.

This is a preliminary step because you can't register the name until you organize the LLC.

Appointing a Registered Agent

The registered agent is the person who agrees to accept service of process if your LLC gets sued; the agent also accepts mail on the LLC's behalf.

Filing Articles of Organization

File the Articles with the Florida Division of Corporations.
The filing (which includes fees) must include the following information:

  • The LLC name and address
  • The registered agent's name, address, and signature; and
  • LLC's purpose; and
  • Names and addresses of the managers of the LLC.

You can file online or via mail.

Creating an Operating Agreement

Although not required in Florida, it's always a good idea to prepare an operating agreement, which is a legal document that governs the following:

  • Member to member relations and relations to the LLC;
  • The rights and duties of managers; and
  • The affairs and conduct of the company.

Complying with Tax and Regulatory Requirements

If your business sells goods, collects sales taxes, and has employees, then you likely must register with the Florida Department of Revenue (DOR).

If your LLC has more than one member, then you must apply for an EIN (Employer Identification Number).

Applying for Applicable Business Licenses

The appropriate business licenses and/or permits will depend on the specific industry of your business.

Note: State laws are always subject to change through the passage of new legislation, rulings in the higher courts (including federal decisions), ballot initiatives, and other means. While we strive to provide the most current information available, please consult an attorney or conduct your own legal research to verify the state law(s) you are researching.

Foreign LLCs

All LLCs organized outside of the state must register with the Florida Secretary of State to do business in Florida. For foreign LLCs, the registered agent must be physically located in Florida.

How to Form a Florida LLC: Related Resources

Forming a Florida LLC? Get an Attorney's Help

If you're interested in forming an LLC in Florida, you can typically accomplish the goal by obtaining the necessary forms. However, in complex cases you should consider acting in your best interests and turning to a lawyer for help. At the end of the day, it could end up saving you a lot of time and money. Contact a skilled Florida business organizations attorney today to get started.

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