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

By Joseph Scrofano

Chapter 608 of the Florida Statutes sets out state law requirements for Florida limited liability companies (LLCs). An LLC is a hybrid business entity that has characteristics of both corporations and sole proprietorship/partnerships. Florida law requires that the members (owners) of an LLC registered in that state keep certain records.

Personal Information

Florida LLCs must keep records of personal information at their primary office. This information includes full names and addresses of all members, managers, the resident agent and any managing members. Members in an LLC are basically the owners (or equivalent to shareholders in a corporation). However, because an LLC is a hybrid business entity, members (unlike corporate shareholders) can also manage the corporation. Therefore, some or all members may be managing members. On the other hand, LLC members can hire non-members to manage the company.

Department of State Filings

Florida LLCs must keep a copy of all filings with the Florida Department of State. These records include the LLCs' articles of organization, any certificates of conversion, copies of powers of attorney, and any other documents the LLC filed with the Department of State. Florida law does not require that an LLC draft and execute an operating agreement. An operating agreement basically states the company’s internal rules for management, governance and profit-sharing. If an LLC has a current operating agreement, the members must keep a record of it at its primary location.

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Tax Records

The Florida LLC members must retain all tax records for the previous three years. This requirement includes documents and returns for federal, state and local income taxes. LLC members can elect whether to be taxed as a corporation or sole proprietorship/partnership. Regardless of which tax treatment the LLC elects, it must maintain its income tax records for three years.

Financial Records

Florida LLCs must keep records of all financial statements for the previous three years. These records may include the amount of cash the LLC has on hand, the value of any of the LLCs assets or property, and the amount each member contributed or will contribute in money or services to the LLC. Finally, the LLC must maintain documentation setting forth the procedures by which the LLC would dissolve and how the members would wind up its affairs.


Please contact a qualified attorney licensed to practice in Florida to find out what obligations, if any, you may have with regard to Florida LLC record-keeping requirements. This article should not be construed as legal advice. It is for educational purposes only.

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Missouri LLC Statutes

The law relating to limited liability companies in Missouri is contained in Chapter 347 of the revised statutes, also known as the Missouri Limited Liability Company Act. Organizers must file the relevant documentation with the Office of the Secretary of State. If you intend to set up an LLC in the state, note that because of the Missouri Sunshine Law, all information set out in documentation filed with the Secretary of State is subject to public disclosure.

Operating Agreement for Florida Limited Liability Company

Florida law does not require a limited liability company, or LLC, to have an operating agreement. The LLC owners, called members, are free to operate the business of the LLC as they see fit, subject to the limitations and requirements of Florida LLC law. However, operating an LLC in this manner can have its drawbacks if the default provisions of Florida LLC law do not meet the needs and expectations of the LLC owners. To avoid this situation, owners of an LLC should adopt an operating agreement tailored to their business needs.

Can an Owner of an LLC Be Sued Personally?

When starting a business, a major concern is what the owners’ personal liability will be. Owners are concerned that if their business makes a mistake, not only could they lose their investment, but they could lose their home and other personal assets. Some business organizations, such as sole proprietorships, offer no liability protection; if the business lacks the funds to settle a debt, the owner must make up the difference. Generally a limited liability company (LLC) is different; the owner is not personally liable for the business’ obligations and therefore cannot be sued for the business’ actions. However, there are some situations where the owner of an LLC can be sued personally for the LLC’s actions.

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