Starting an LLC in Florida requires the articles of organization if you want to do business in the state. This Florida LLC paperwork protects from liabilities, as the state will recognize and register an official business.
What Are the Florida Articles of Organization?
These Florida LLC articles of organization are the paperwork you will file with the Florida Department of State, Division of Corporations, to create the business.
Why This Document Is Needed
Florida Statutes (F.S.) § 605.0201 states that an LLC must file articles of organization to do any business activities; otherwise, you will have to register the LLC and its name after the business is conducted. This requirement will create public business filings and begin legal protections around the business.
How It Legally Creates an LLC in Florida
You will have an active LLC in Florida after these articles of organization have been filed, and the state has processed them. This will also legally create a separate business entity from you, as an owner, and will protect you from any of the business’s debts or liabilities.
Purpose of the Florida Articles of Organization
Legal Formation
This filing will legally create your LLC, as without these articles, there is no liability protection, and the business will be held as a sole proprietorship.
Public Record Creation
The business name will also be made public. The Division of Corporations will have a record of the filing, and this will protect your name.
Liability Protection
If you properly file and maintain business compliance, protection from business liabilities will be afforded to your assets.
Compliance Foundation
Compliance Foundation is your starting point for annual reports and tax filings; it is your starting point for everything else.
Key Requirements Under Florida Law
Required Information
| Required Element | Details |
|---|---|
| LLC Name | Must include “Limited Liability Company,” “LLC,” or “L.L.C.” |
| Principal Office Address | Complete street address (no P.O. boxes) |
| Registered Agent Name | An individual or entity that can receive legal documents |
| Registered Agent Address | Florida street address |
| Registered Agent Acceptance | Signature indicating acceptance |
| Effective Date | LLC will become active on this date |
Optional Provisions
Optional provisions include the management structure, member names, or dates of dissolution. However, most attorneys recommend keeping the articles of organization for the LLC in Florida very simple and to include the detailed rules in your Operating Agreement.
Optional Provisions & Customization
When to Include Custom Provisions
When publicly documenting management structure, meeting industry regulations, or satisfying investor requirements, include optional provisions.
Why Most Internal Rules Belong in an Operating Agreement
Your Operating Agreement is private; the same cannot be said for the articles of organization that Florida makes public. Keeping business strategies confidential and allowing modifications to be made without the state filing fees.
Pros & Cons of Keeping Articles Simple vs. Detailed
Simple: Faster preparation, maintains privacy, and is easier, such that modifications require no paperwork.
Detailed: Public record of structure, but exposes business details and requires fees to modify.
Step-by-Step: How to File Articles of Organization in Florida
Step 1: Enter an LLC Name – Use the Division of Corporations database to confirm uniqueness and add the required designators.
Step 2: Designate a Registered Agent in Florida – Your agent must have a Florida presence and be available during the weekdays for calls, if necessary.
Step 3: Fill Out Articles of Organization – Provide the LLC name, principal address, registered agent details, and the date you want the documents to go into effect.
Step 4: Document Signing – Someone with authority should sign the document and confirm the details.
Step 5: Select State Payment Method – For faster processing, use electronic filings with Sunbiz. If you prefer paper documents, you can send in a filled-out document with a $125 check.
Filing Fees & Processing Time in Florida
State Filing Cost
| Filing Method | Cost | Processing Time |
|---|---|---|
| Online Filing | $125 | 24 hours or less |
| Mail Filing | $125 | 5-7 business days |
Optional Add-Ons
- Certified copies: $30 per copy
- Certificate of Status: $5
What Happens After Filing?
Your LLC Becomes Active
After final approval, the LLC can open a bank account, hire employees, sign contracts, and perform any business activities.
Create an Operating Agreement
This agreement should cover the management hierarchy, ownership stake proportions, member rights, how profits will be divided, and how the business will be run.
Get Your EIN, Licenses, Bank Account, and More
Get your EIN, state licenses, and business insurance, and set up a business bank account and state tax registrations.
Ongoing Compliance in Florida
Annual Report Requirement
By May 1st every year, FL LLCs file an Annual Report ($138.75) to update their contact information and registered agent information.
Registered Agent Maintenance
You need to keep a physical Florida address with your registered agent. Any changes will require you to file an amendment.
Updating Information with the State
Submit amendments ($25) when you change your LLC name, address, registered agent, or management.
Keeping Internal Records
You are to keep within your company’s financial statements, tax returns and contracts, and any meeting minutes along with your Operating Agreement.
Common Mistakes to Avoid
Using Incorrect LLC Names
You must include the proper designators, ensure you are not using a name too similar to an existing business, and confirm the spelling is correct.
Registered Agent Errors
P.O. boxes are not accepted, so don’t appoint anyone without their consent, and be careful not to appoint someone at an out-of-state address. and make sure to update the changes.
Leaving Out Required Details
Make sure to include complete and correct addresses, including proper signatures in all required fields, and with the correct date.
Adding Unnecessary Sensitive Information
In Florida, your articles of organization will go into the public domain. Keep your Operating Agreement private and include your Social Security numbers and any important business strategies.
Filing Delays Due to Incomplete Forms
To avoid delays, file your forms online to ensure there are signatures, correct fees are included, and that there are no name conflicts.
Conclusion
In a Florida LLC, the articles of the company underpin the business’s legal protection and presence. Filing accurately prevents delays and compliance issues. Continuing compliance by filing the annual report on time maintains the good standing of the company.
EasyFiling makes filing articles of organization faster and easier. They guide you, assist you with legal complexities like registered agent services, EINs, and compliance support, while you focus on the business. EasyFiling will ensure you have the right articles and will create the business foundation you need. EasyFiling helps file articles of organization quickly, safely, and effortlessly. It is a reputable LLC formation service, ensuring compliance with Florida legal requirements.
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