If you’re looking to open an LLC in Florida, this article will provide you with a detailed guide with all the necessary steps to establish your business efficiently. Florida is an attractive state for entrepreneurs thanks to its favorable tax environment, access to local financing, and the simplicity of the registration process. In this guide, we’ll show you everything you need to know to successfully form an LLC in Florida.
What is an LLC?
An LLC (Limited Liability Company) is a business structure that protects the personal assets of owners in case the business faces debts or lawsuits. LLC members are not personally responsible for the company’s obligations, offering a level of protection similar to a corporation, but with the operational flexibility of a partnership. Additionally, an LLC allows access to banking services in the United States, as well as payment platforms like Stripe, which facilitates financial management. It also offers many tax advantages. This structure is ideal for those seeking an international presence and to expand their operations easily in different markets.
Advantages of Creating an LLC in Florida
Creating an LLC in Florida provides various exclusive benefits for small business owners:
- No state income taxes: LLCs in Florida are not subject to state income taxes, which considerably reduces the tax burden with the IRS.
- Access to local financing and credit: Banks in Florida offer credit facilities, including mortgages, to support LLC growth.
- Favorable business environment: Florida has laws and regulations that facilitate the LLC formation process, making it quick and efficient.
These advantages make Florida one of the preferred states for entrepreneurs to establish their businesses, providing a tax-advantaged structure and an agile environment to start operating.
How to Register an LLC in Florida: Follow This Step-by-Step Guide
1. Choose Your LLC Name
Choosing the right name for your LLC is a crucial step, as it must reflect your company’s spirit and comply with legal requirements in Florida. Here we offer some recommendations to ensure your LLC name is unique, professional, and flexible for future expansions.
Ideas for your LLC name:
- Keyword combinations: You can use keywords related to your industry or services. For example, if you’re in technology, you could opt for names like “TechInnovate LLC” or “DigitalSolutions LLC”.
- Personal names or initials: Another option is to use your initials or your name followed by a word that describes your business activity, like “Luque Consulting LLC”.
- Abstract or invented words: If you’re looking for something more creative, you can use invented words that sound professional and aren’t directly related to a specific sector, giving you more flexibility in the future. Example: “Nexvia LLC” or “Veloxium LLC”.
Verify name availability
It’s important that the name you choose isn’t registered by another company in Florida. To verify availability:
- Visit the Sunbiz website, which is Florida’s Division of Corporations. Here you can search and verify that the name is available.
- You can also use our LLC name checker. This service simplifies the process, letting you know in seconds if the name you want is available.
DBA (Doing Business As)
If you want more flexibility in the future, you can register a DBA (Doing Business As), which is a trade name different from your LLC’s official name. This will allow you to operate under different business names without needing to create a new LLC. For example, if your LLC is called “FloridaTech LLC”, you could register a DBA as “Sunshine Web Solutions” and use both names in different contexts.
2. Designate a Registered Agent
To comply with Florida laws, all LLCs must designate a registered agent who receives legal notifications and official documents on behalf of the company. This agent can be a person or company with a physical address in Florida, and must be available during business hours.
Options for choosing a registered agent
- Person: You can be yourself, a partner, or someone you trust, as long as they reside in Florida and are available during office hours.
- Company: If you don’t have an address in Florida, you can hire a registered agent service that will handle receiving your official documents.
Why is it important?
The registered agent ensures your LLC complies with the law and receives important notifications, such as summons or tax notices.
3. File the Articles of Organization
The Articles of Organization are the official document that formalizes the creation of your LLC in Florida. This document is filed with Florida’s Division of Corporations and is an essential step to legally establish your company.
How to file the Articles of Organization?
- Online: It’s the fastest and most convenient method. You can do it directly on Florida’s Division of Corporations website.
- By mail: If you prefer, you can also send them by mail, but this process usually takes longer.
What information should you include?
The Articles of Organization include details such as:
- Your LLC’s name.
- The company’s address.
- The registered agent’s name and address.
- Information about the LLC’s members or managers.
How much does it cost?
The cost to file the Articles of Organization in Florida is $125. Once filed, you’ll receive a certificate confirming your LLC’s formation. (remember that you need a Registered Agent in Florida)
4. Create an Operating Agreement (Optional, but Recommended)
The operating agreement is an internal document that establishes the rules and responsibilities of your LLC’s members. Although it’s not mandatory in Florida, it’s highly recommended to avoid future conflicts and ensure your company operates in an organized manner.
What does an operating agreement include?
- Distribution of responsibilities: Defines each member’s role and how decisions are made within the company.
- Distribution of profits and losses: Establishes how profits are shared or losses are covered.
- Operating rules: Details how situations like admitting new members or dissolving the company will be handled.
Why is it important?
Having an operating agreement protects LLC members from misunderstandings and ensures everyone is aligned with business rules. Additionally, if any conflict arises in the future, this document will serve as a guide for resolution.
Although it’s not mandatory, at ExpressFormations we can help you draft an operating agreement that covers all important aspects of your LLC.
5. Obtain an EIN from the IRS
The Employer Identification Number (EIN) is essential for your LLC to:
- Pay taxes.
- Open business bank accounts.
- Hire employees.
How to get the EIN?
- If you have an SSN (Social Security Number): You can get the EIN quickly and for free online through the IRS website.
- If you’re a foreigner without SSN: You’ll need to file Form SS-4 with the IRS. This process can be done by mail or fax and usually takes 20 days to receive a response.
Why is it important?
The EIN is a fundamental requirement to operate legally in the United States. You’ll need it to open bank accounts, hire employees, and comply with your LLC’s tax obligations.
6. File the Beneficial Ownership Information (BOI)
Starting in 2024, it’s mandatory for all LLCs in the United States to file the Beneficial Ownership Information (BOI) with FinCEN (Financial Crimes Enforcement Network). This report is part of the government’s efforts to combat money laundering and improve transparency in companies.
What is the BOI?
The BOI is a document that identifies people who own at least 25% of the company or have significant control over it. This document must be filed with FinCEN to comply with new regulations.
What information should be included?
- Full names of beneficiaries.
- Addresses.
- Identification number (such as passport or SSN).
- Details of ownership percentage or control in the LLC.
How is the BOI filed?
The BOI must be filed online directly with FinCEN, and must be done within 90 days after creating the LLC. Failure to comply with this requirement can result in significant penalties.
7. Open a Bank Account at Mercury Bank
Once you’ve formed your LLC and obtained your EIN, the next step is to open a business bank account. Mercury Bank is an excellent option for companies looking for flexibility, innovative services, and a completely digital platform.
Why choose Mercury Bank?
- 100% online account opening: You don’t need to travel to the United States or be a resident to open an account.
- No maintenance fees: There are no hidden costs or monthly fees.
- Free transfers: Internal and external transfers have no additional cost.
- Integration with platforms like Stripe: Ideal for receiving online payments quickly and securely.
- FDIC insurance up to $5 million: Offers coverage superior to most traditional banks.
Requirements to open an account at Mercury:
- LLC registered in the United States.
- EIN (Employer Identification Number).
- Valid passport (to verify your identity).
Costs of Maintaining an LLC in Florida and Responsibilities
Once you’ve completed forming an LLC, it’s important to know the costs and responsibilities associated with its maintenance:
- $138.50 for filing the mandatory annual report. All Florida LLCs must file this report with the Florida Department of State to maintain their active status.
- If your LLC has employees, you must properly manage tax payments and comply with both state and federal tax obligations, including filing taxes and handling payroll.
- Keeping the registered agent’s information updated is essential for your Florida LLC to continue operating legally. If the agent changes or their information is no longer valid, you’ll need to update it with authorities.
Key Points and Summary
Here’s a summary of the most important points to remember about creating an LLC in Florida:
- Registering an LLC in Florida involves key steps like choosing a unique name, designating a registered agent (if you don’t have an address in Florida, you need a registered agent in the state), filing the Articles of Organization, and now also filing the Beneficial Ownership Information (BOI) with FinCEN.
- Initial costs to open an LLC in Florida are affordable: $125 for the Articles of Organization and $138.50 for the annual report.
- It’s recommended to have an operating agreement to define the LLC’s internal rules and avoid conflicts.
- LLCs in Florida don’t pay state income taxes, which can be a great tax incentive.
- Compared to Delaware, Florida offers an ideal balance between low costs and access to local financing.
With this step-by-step guide, you now have the necessary information to register your LLC in Florida and take advantage of all the benefits this state has to offer.
At ExpressFormations, we handle all these procedures online for you: from LLC formation, registered agent designation, bank account opening, to BOI filing. Additionally, you can easily manage and maintain your LLC from our app, handling everything quickly and without complications.
This guide provides general information and should not be considered legal or tax advice. Regulations and requirements may change. Consult with qualified professionals for current, specific guidance.
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This article does not offer legal or tax advice. If needed, seek the help of a professional. The information provided is for informational purposes only and is publicly available.