This tutorial is dedicated to those forming a Limited Liability Company in the state of Florida. Individuals using this webpage will be learning about how to create a Domestic LLC in accordance with Title XXXVI Chapter 605. In order for filing to successfully take place, all information must be accurately submitted through the Articles of Organization either online or through PDF form. Additional provisions may be relayed in the operating agreement though the drafting of this document is not a legal requirement. The fee associated with a filing of this nature is $100 with an additional $25 covering the registration of an agent.
How to File (Online)
Step 1- In order to operate in Florida, each LLC must choose a name under which the company will operate that is completely unique and pursuant to Title XXXVI 605.0112 of the Florida Statues. Note that a name reservation is not available in Florida, names are given on a first come, first serve basis. A Business Entity Search can be performed to ensure yourself of the originality of your chosen name.
Step 2- Proceed to this webpage and be sure to read the disclaimer which will detail the various terms and conditions of your online filing with the Division of Corporations. Once you’ve reviewed it and found it acceptable, you can check the box which indicates that this is the case and continue onto the forms.
Step 3- Your filing information will be required at this juncture, involving the effective date of filing and LLC name. You also have the option of acquiring a Certificate of Status ($5) or a Certified Copy of your filing ($30).
Step 4- Indicate your principle place of business and mailing address if the latter differs from the former.
Step 5- Supply both the name and address of the registered agent whether it is a business or an individual. You will also need to supply the E-Signature of said agent or that of the representative of the business serving as such.
Step 6- You have the option of supplying any other provisions here which can also be done using the operating agreement (more information and links to your template at the bottom of this page).
Step 7- Be sure to read over the information pertaining to your annual report before continuing. Provide the name of the individual responsible for receiving the correspondence from the Department of State as well as their e-mail address. The signature of a member or authorized representative will be also required at this point.
Step 8 – Finish the form by providing the name and address of each manager and representative authorized to manage/control the company.
Step 9- Review your information and ensure that it has all be entered accurately. Any amendment to this filing will cost an additional $25 after the filing has been submitted. To pay the initial filing fee, proceed to the final page and enter in the necessary credit card information in order to complete the filing.
How to File (PDF)
Step 1- The first and simplest step to forming a business is the appointment of a company name. In the State of Florida, this must be done in compliance with Title XXXVI 605.0112 of the Florida Statues meaning that the name must be completely unique and include the words “Limited Liability Company” or the abbreviation “LLC” or “L.L.C.”. Those wishing to check the availability of their name before filing can be instructed on how to do so here.
Step 2- Once a unique name has been decided upon, the filer can download the PDF form of the Articles of Organization and fill in the fields as follows:
- Name of LLC
- Name of person to receive correspondence regarding this filing
- Firm or business
- Full address
- Contact information including email address and telephone number
- Selection of filing fee
- Article I- Name of LLC
- Article II- Principle address of business and mailing address if different
- Article III-Registered agent, registered office, and registered agent’s signature
- Article IV- Name and address of each manager and authorized member
- Article V- Effective date if different from the date of filing (optional)
- Article VI- Any other provision (optional)
- Signature of manager or authorized member and their printed name
Step 3- Attach with the articles, a check covering the filing fee and registration of the agent payable to the Department of State. The amount must equal the selection you made in the cover letter. Send both the check and the Articles of Organization to either of the below addresses and await the letter of acknowledgement from the State.
Department of State: Division of Corporations
Corporate Filings, P.O. Box 6327
Tallahassee, FL 32314
Department of State: Division of Corporations
Clifton Building, 2661 Executive Center Circle
Tallahassee, FL 32301
Renewal– All LLC’s wishing to remain in good status (active) with the Department of State must file an annual report each year between the 1st of January and the 1st of May. The filing fee associated with this will amount to $138.75 unless the filing is made later than the allotted time, in which case the LLC will be asked to pay an additional $400 fine on top of the initial fee. Click on the heading of this paragraph to access on the online annual report filing portal.
EIN– EIN stands for Employer Identification Number, a number used by Internal Revenue Services in order to identify a business entity for tax reporting purposes. LLC’s without an EIN will not be able to open bank accounts, file taxes, hire employees or perform any sort of financial transaction. Applicants can acquire this number both Online through the IRS website or with Form SS-4. Click on the heading of this paragraph for more info.
Operating Agreement– An LLC’s operating agreement is used to underline all managers and authority figures within the business as well as highlight their specific rights and responsibilities. Similar in nature to the Corporate Bylaws of a corporation, this document should be drafted after the filing of the Articles of Organization then agreed upon and signed by all managing member before being distributed to each member for personal filing. Click on the heading of this paragraph to access our free template available in Microsoft Word and Adobe PDF formatting.