What Records Are Needed to Keep for an LLC in Florida?

By Jeffry Olson, J.D.

What Records Are Needed to Keep for an LLC in Florida?

By Jeffry Olson, J.D.

The state of Florida requires all limited liability companies, or LLCs, to maintain and make available various documents involving formation, management, taxation, and other financial issues. Because LLCs provide their owners—called members, in this case—protection from liability, it's crucial for the members to have documentation proving the existence of the LLC. Without the correct documentation, a creditor can question the validity of the LLC. If the entity can't prove its formation as an LLC, single-owner entities could default to sole proprietorships, and multi-owner entities could become partnerships—and neither provide liability protection.

Man signing document with fountain pen

Necessary Documents

A Florida LLC must maintain copies of all the documents it has filed with the Secretary of State. This definitely includes articles of organization and any amendments to the articles. The state of Florida does not require an LLC to draft and file an operating agreement. However, if the LLC has drafted and adopted an operating agreement, the company must keep a copy of it in its records.

If the LLC has any minutes from meetings of the members or written consent obtained by the members, it should retain those documents. Any document discussing the share of profits or losses due to each member, the rights of a member to receive distribution of funds, or each member's voting rights must also be available for review.

Personal Information and Records

The LLC must maintain records of personal information of individuals involved with the company at its primary office. This includes the full names and addresses of members, the registered agent, and any other managers employed by the LLC.

Because LLCs enjoy pass-through taxation, they do not typically file business taxes. Members of the LLC must keep any federal, state, and local tax records for the last three years. As of 2018, the state of Florida has no state income taxes, so members will have limited state tax records.

Florida LLCs must maintain other financial records for three years as well. The LLC must retain all financial statements for the prior three years. This includes documentation of the location and value of the LLC's assets and member contributions, either financial or through services. The LLC must also maintain records regarding dissolution and how its affairs should wind up in the event of dissolution.

In order for the members of a Florida LLC to enjoy all the advantages of their chosen business entity, they must keep formation, tax, and financial records. Failure to do so could result in tax headaches or allow creditors to question the validity of the LLC and its ability to provide liability protection for its members.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.