Florida LLC Laws

By Joe Stone

Florida enacted its first LLC laws in 1982 and they were restated in new legislation passed in 1999, known as the Florida Limited Liability Company Act. The restated laws were in response to then-recent changes in federal and state tax laws. The act provides for the formation of domestic LLCs and professional service LLCs, as well as registration of LLCs formed outside of Florida, called foreign LLCs. The Florida Department of State oversees enforcement of the act and provides online services and information to facilitate the compliance of business owners. Owners of an LLC are known as members.

Domestic LLCs

Florida LLC law requires filing articles of organization with the department of state to bring a domestic LLC into existence. The minimum information required for the articles includes the LLC name, its principal business and mailing address, and the name and address for the LLC’s registered agent, managers and manager-members. The registered agent must also sign the articles, consenting to the duties of agent, which are accepting legal documents on behalf of the LLC. The members organizing the LLC must also sign the articles.

Professional LLC

Florida LLC law also authorizes the formation of a professional limited liability company, or PLLC. To qualify to form a PLLC, if there is more than one member, all members must be authorized to render the same professional services such as legal or medical services. The members may be comprised of a group of individuals, professional services corporations or other PLLCs in any combination of the three groups. Qualified members form the PLLC in the same manner as a domestic LLC.

Ready to start your LLC? Start an LLC Online Now

Foreign LLC

An LLC formed in another state or country, or foreign LLC, cannot engage in business in Florida without a certificate of authority from the department of state. The application for the certificate requires certain information: foreign LLC name, the state or country where it was formed, date of formation and duration, principal place of business in Florida, name and address of Florida registered agent, name and address of and managers or manager-members, and business purpose. The consequences for failing to obtain a certificate of authority include payment of back fees, penalties and interest, as well as being precluded access to Florida courts.

Corporations Division's Online LLC Services

The Florida Department of State Division of Corporations provides a number of services online to facilitate formation of an LLC and other compliance with Florida’s LLC laws. For example, a pre-printed, fill-in-the-blank articles of organization with instructions is available for downloading and use. The articles can also be filed electronically through the division’s website. Florida LLC law also requires the filing of an annual report between January 1 and May 1 that provides current information on the LLC’s registered agent, managers and managing-members. You can also file this report online using the division’s website.

Ready to start your LLC? Start an LLC Online Now
Washington State LLC Laws
 

References

Resources

Related articles

What Are the Benefits of a Delaware LLC?

Delaware enacted its LLC laws in 1992, called the Limited Liability Company Act, which authorized the formation of a new type of business entity that combines the most favorable aspects of a corporation and a partnership. The LLC owners, referred to as members, have the same limited liability as the shareholders of a corporation and receive the same income tax treatment as a partnership. Although all states have enacted LLC laws, forming an LLC under Delaware law has some unique benefits.

How to Start an LLC in Pennsylvania

Starting a limited liability company, or LLC, in Pennsylvania requires compliance with the Limited Liability Company Law of 1994. The Pennsylvania Department of State provides online forms and instructions, and once you file the appropriate documents with the Department of State, your LLC comes into existence as a separate legal entity through which you can engage in business.

Texas LLC Requirements

A limited liability company, or LLC is a hybrid business entity that contains characteristics of both a corporation and partnership, but whose members cannot usually be held liable for debts, obligations or actions. Instead, liability attaches to the company rather than its individual members. In Texas, LLC owners are referred to as members. To create an LLC in Texas, certain statutory requirements must be met.

LLCs, Corporations, Patents, Attorney Help LLCs

Related articles

Texas LLC Laws

In January 2010, the Texas Business Organizations Code became effective and replaced the Texas Limited Liability Act as ...

Michigan Limited Liability Company Act

The Michigan Limited Liability Company Act was enacted in 1993 to provide a new type of business structure that gives ...

Nonprofit Articles of Incorporation in Florida

The Florida Not for Profit Corporations statute controls the formation of nonprofits operating in the state. A new ...

LLC Filing in New York

A limited liability company or LLC is a business entity that is formed according to state law, with each state having ...

Browse by category
Ready to Begin? GET STARTED