Foreign profit and nonprofit corporations wishing to do business in Florida are required to file through the downloading of the PDF version of the application for the Certificate of Authority. Unfortunately, online filing is only available for domestic corporations and therefore the Department of State website cannot be used to submit your application. Once the forms have been completed, a check which covers the $70 filing fee must be made out to the Florida Department of State and attached to the document. All foreign entities must also supply the state with a certificate of existence authenticated by the Secretary of State or similar authority in the region of original incorporation/formation.

How to File a Profit Corporation

Step 1- It is essential that all business entities in Florida operate under a unique name, therefore it is advised that a Business Name Inquiry be performed before filing. This search will ensure that your name is not already in use by an active business and that a fictitious name needn’t be used in it’s stead. For more information regarding corporate name requirements, you can click on this link to access the state statutes surrounding foreign corporations.

Step 2- Once your business name has been secured, you can proceed by downloading the PDF file and fill it out as follows:

Cover Letter

  • Name of corporation
  • Name of person to receive correspondence from the division of corporations
  • The firm/company they work for
  • Full address
  • Email address
  • Phone number
  • Selection of filing fees (whether with certificates or not)

fl-cover-letterPage 1

  • 1-Name of corporation (enter in fictitious name if applicable)
  • 2-State of original incorporation
  • 3-FEI/EIN number
  • 4-Date of incorporation
  • 5-Date of duration
  • 6-Date of the first transacted business in Florida
  • 7-Address of principle office and mailing address (if different)
  • 8-Registered agent information
  • 9-Registered agent signature
  • 10- Attach the certificate of existence

florida-qualification-profit-corporationPage 2

  • 11A- Names and address of the chairman, vice chairman and all other directors
  • 11B-Names and address of the president, vice president and all other officers
  • 12- Signature of director/officer
  • 13-Name of signatory and their title

florida-qualification-profit-corporation-1

Step 3- If the information above has been provided accurately to the best of your knowledge, you should then cut a check made out to the Florida Department of State for the amount selected in the cover letter. Place the certificate of existence, the Application for Authority and the check into an envelope and mail it to the below address. A courier option is also available, the address for which is also below.

Mailing Address

Department of State: Division of Corporations

Corporate Filings, P.O. Box 6327

Tallahassee, FL 32314

Courier Address

Department of State: Division of Corporations

Clifton Building, 2661 Executive Center Circle

Tallahassee, FL 32301

How to File a Nonprofit Corporation

Step 1- Foreign entities wishing to do business in Florida must first verify whether their name is currently being used by another company within the state. If this is the case, the corporation may use a fictitious name to use in place of the original. To research how to access the Division of Corporations name database, follow this link, and review our step by step tutorial.

Step 2– Now that you’ve be reassured that your name is unique, or a fictitious name has been chosen, you can proceed to the next step which is downloading the PDF form of the Certificate of Authority.

The following information will need to be provided for each page:

Cover Letter

  • Name of corporation
  • Name of person to receive correspondence from the division of corporations
  • The firm/company they work for
  • Full address
  • Email address
  • Phone number
  • Selection of filing fees (whether with certificates or not)

fl-cover-letterPage 1

  • 1-Name of corporation (enter in fictitious name if applicable)
  • 2-State of original incorporation
  • 3-FEI/EIN number
  • 4-Date of incorporation
  • 5-Date of duration
  • 6-Date of the first transacted business in Florida
  • 7-Address of principle office and mailing address (if different)
  • 8-Purpose of business to be carried out in Florida
  • 9-Registered agent information
  • 10-Registered agent signature
  • 11- Attach the certificate of existence

florida-qualification-non-profit-corporation-1Page 2

  • 12A- Names and address of the chairman, vice chairman and all other directors
  • 12B-Names and address of the president, vice president and all other officers
  • 13- Signature of director/officer
  • 14-Name of signatory and their title

florida-qualification-non-profit-corporation-2Step 3- The cover letter, the application, a check covering the filing fee of $70 and a certificate of existence/good standing from the jurisdiction of original incorporation should all be placed in an envelope and mailed/couriered to either of the below addresses.

Mailing Address

Department of State: Division of Corporations

Corporate Filings, P.O. Box 6327

Tallahassee, FL 32314

Courier Address

Department of State: Division of Corporations

Clifton Building, 2661 Executive Center Circle

Tallahassee, FL 32301

Tips

Renewal To maintain the state of “Active” with the Florida Department of State, each corporation will be required to file an annual report between January 1st and May 1st. This filing must be done online and with each transaction costing $150. Those failing to provide a proper annual report within the given time frame will be fined an additional $400. Failure to file by the 3rd Friday of September will result in administrative dissolution of the corporation.