A Florida entrepreneur may choose to set up a business as a limited liability company (LLC). This type of legal structure gives the owner benefits of the limited liability features that typically come with a corporation as well as the amazing tax perks and flexibility of operations a partnership offers.

Each state has different guidelines to form an LLC. Here are the guidelines to start a LLC in Florida.

Getting Started

Naming the LLC

The first and most important step in creating a LLC is to choose a name. In the state of Florida, the name of an LLC must contain the words Limited Liability Company or the abbreviation for those words which would be L.L.C. or LLC.

In addition, certain words that may result in confusion because they are already being used by Federal or State agencies, such as ‘FBI’, are strictly prohibited. Also prohibited are words such as ‘bank’, which is considered to be a restricted word. This requires the LLC to file additional paperwork for approval.

Once a name is chosen, a search must be performed to ensure the name is available and is not being used by another Florida company or agency. A search can be performed to see if a business name is available in Florida.

Assuming a website will be designed for the business, it is a good idea to search now to see if the desired URL and domain name is available so that it can be secured.

Choosing a Registered Agent

A registered agent, sometimes referred to as a statutory agent, must be selected for the LLC. A registered agent is an owner or a third-party individual who is designated to accept tax and other legal documents on behalf of a business. Florida requires that the registered agent reside in the state or that it be a corporation who is authorized to conduct business in Florida.

Filing the Articles of Organization

It is necessary to register and file the Articles of Organization for a Florida LLC with the state of Florida Division of Corporations to officially form your Florida LLC. Articles of Organization must include the following:

Articles of Organization in Florida Require:

  • Business Name and Address
  • Name and Address of Registered Agent
  • Registered Agents Signature
  • Principal Office Address
  • Members (Owners)
  • Purpose of Business
  • Effective Date

The Articles of Organization must be signed by at least one member or the registered agent and filed with the Florida Division of Corporations. The fee is $125 and is non-refundable.

Create Operating Agreement

The state of Florida does not require an Operating Agreement to form an LLC.

Running Your Business

Running Your Business

Getting Your EIN

What’s an EIN?

An EIN is an employee identification number, issued by the Internal Revenue service. Sometimes it is also called a Federal Tax Identification Number. It’s a unique number issued to each business.

You’ll need an EIN to

  1. Open a business bank account.
  2. File Federal and State Taxes
  3. Hire employees.

Before you get your EIN:

  1. Make sure your new business has been properly formed before applying.
  2. Be wary of paid sites. EINs are free direct from the IRS.

How do I get an EIN?

  1. Apply online: The easiest way is to apply online for an EIN. Note, the IRS website has office hours, and is only available Monday through Friday, 7am to 10pm. Yes, we also agree this is one of the most ridiculous things we’ve ever seen.
  2. Call: You can call 1-800-829-4933, between 7am to 7pm of your time zone, Monday to Friday.
  3. Snail Mail – You can download the form and mail it in.

Keep Business and Personal Accounts Separate

  1. Get a business bank account for your business. This will help you protect your personal assets from potential creditors and lawsuits, and will also make life A LOT easier come tax time.
  2. Get a business credit or debit card. This will help you keep your expenses separate and easier to track.

Accounting

No matter what business you run, accounting software and processes is a must for any small business. If you have an accountant, ask them which software they work with and recommend.

A good accounting system is necessary to:

  1. Track income and expenses, so you can easily see if you’re making money
  2. Makes filing income taxes so much easier.

Always try and find something that will:

  1. Sync with all of your bank and credit card accounts automatically – not just downloads, but auto sync.
  2. Automatch vendors, customers and other accounts.
  3. Let you accept credit cards and ach drafts with ease.

Employee Taxes

Businesses with employees in Florida must register with the IRS as well as the state of Florida and set up an account for Re-Employment Insurance Tax. Note: Re-Employment Tax is the same as Unemployment Tax in other states.

Re-Employment Tax

Reemployment Tax is paid by Florida LLCs and the tax collected is deposited into the Unemployment Compensation Trust Fund to pay for reemployment assistance benefits to eligible claimants.

Sales and Use Tax
Businesses selling goods and services to customers in Florida are required to collect and pay sales tax. This is done by registering with the state via the Florida Department of Revenue and making periodic tax payments. The amount due is determined by submitting the Sales Tax Returns to the state.

Permits

Sales Tax Permits

Businesses selling goods in Florida must also file and register for a Sales Tax Permit with the Florida Department of Revenue.

Other Permits

Any additional necessary permits needed in the state of Florida for a specific type of LLC can be found here.

Insurance

Worker’s Compensation Insurance

Worker’s Compensation Insurance is required for all Florida LLCs with employees and is managed by Florida’s Division of Workers Compensation.

State General Liability Insurance

A Florida LLC should obtain General Liability or Commercial Insurance. This protects the business assets and pays any costs for legal claims.

Keeping Your LLC Compliant

The state of Florida requires an LLC to file an Annual Report with the Division of Corporations by May 1st of each year. The cost for this annual report is $138.75.
If the Report is not received by the date required by the State of Florida, the business will be charged a late fee of $400.

How to File a Foreign LLC in Florida

A foreign LLC is required to register with the Florida Department of State Division of Corporations and file an Application for Authorization to Transact Business in Florida. The filing fee is $125.