Limited Liability Company @ Florida Incorporator
Florida LLC Organization Service
Florida Incorporator
IMPORTANT INFORMATION
A limited liability company is a hybrid type of legal structure that provides the limited liability features of a corporation and the tax efficiencies and operational flexibility of a partnership.
This filing service is for the formation of a Florida Limited Liability Company pursuant to s. 608.407, Florida Statutes and provides the minimum requirements to form a limited liability company.
Carefully review the information your enter before submitting it for filing. Your application will be created from the INFORMATION YOU ENTER. If you make a mistake and fail to correct any error prior to placing your order, you will be required to file an amendment. Print the page containing your invoice number and save it for your llc records.
Important: The service provided for articles of organization is basic and is the minimum requirements necessary to form a limited liability company. Each limited liability company is a separate entity and, as such, has specific goals, needs, and requirements. We recommend that all documents be reviewed by legal counsel. We are a filing office only and do not render any legal, accounting, or tax advice. The professional advice of an attorney to ascertain exact compliance with all statutory requirements is strongly recommended.
You must enter a valid email address. Your service information and any certification will be sent to the email you provide. If you enter your email address incorrectly, you will unable to receive important information regarding your service. If you're using a SPAM filter, messages may be placed inside a JUNK mail folder by the filter. If you order the Certificate of Status Service or the Certified Copy Service or both, you will receive attachments or links to secure pages in the email response. DO NOT delete those important emails by mistake, add them to your llc records.
Every limited liability company is required to file an annual report each year to maintain "ACTIVE" status in the State of Florida. If the limited liability company fails to file its annual report, it will be administratively dissolved or its authority to transact business will be revoked. The first annual report is due January 1st of the calendar year following the year of formation. If a limited liability company is created late in the calendar year and it doesn't expect to commence business until after January 1st of the next calendar year, it can add an effective date.
If the effective date is in the next calendar year it will delay the requirement to file an annual report until the following year. As an example, if a limited liability company is formed on November 1, 2015 and enters an effective date in its articles of January 1, 2016, the first annual report will not be due until January 1, 2017. In the same example, if the effective date is not entered, the first annual report will be due January 1, 2016.
Operating Agreements of a limited liability company are not filed with the Florida Department of State.
It is the responsibility of the limited liability company to secure llc seals, minute books and membership certificates once the limited liability company has been filed with the State of Florida.
Preliminary name searches and name reservations are no longer available from the State of Florida. You are responsible for any name infringement that may result from your limited liability company name selection.
A name should not be used or assumed approved until confirmation is received from the State of Florida.
Florida Incorporator
LEARN MORE
   - What is a Limited Liability Company (LLC)?
A limited liability company is a hybrid type of legal structure that provides the limited liability features of a corporation and the tax efficiencies and operational flexibility of a partnership.
The "owners" of an LLC are referred to as "members". Depending on the state, the members can consist of a single individual (one owner), two or more individuals, corporations or other LLCs.
Unlike shareholders in a corporation, LLCs are not taxed as a separate business entity. Instead, all profits and losses are "passed through" the business to each member of the LLC. LLC members report profits and losses on their personal federal tax returns, just like the owners of a partnership would.
Forming an LLC
While each state has slight variations to forming an LLC, they all adhere to some general principles:
Choose a Business Name. There are 3 rules that your LLC name needs to follow: (1) it must be different from an existing LLC in your state, (2) it must indicate that it is an LLC (such as "LLC" or "Limited Company") and (3) it must not include words restricted by your state (such as "bank" and "insurance"). Your business name is automatically registered with your state when you register your business, so you do not have to go through a separate process.
File the Articles of Organization. The "articles of organization" is a simple document that legitimizes your LLC and includes information like your business name, address, and the names of its members. For most states, you file with the Secretary of State. However, other states may require that you file with a different office such as the State Corporation Commission, Department of Commerce and Consumer Affairs, Department of Consumer and Regulatory Affairs, or the Division of Corporations & Commercial Code. Note: there may be an associated filing fee.
Create an Operating Agreement. Most states do not require operating agreements. However, an operating agreement is highly recommended for multi-member LLCs because it structures your LLC's finances and organization, and provides rules and regulations for smooth operation. The operating agreement usually includes percentage of interests, allocation of profits and losses, member's rights and responsibilities and other provisions.
Obtain Licenses and Permits. Once your business is registered, you must obtain business licenses and permits. Regulations vary by industry, state and locality.
Hiring Employees. If you are hiring employees, read more about federal and state regulations for employers.
Announce Your Business. Some states, including Arizona and New York, require the extra step of publishing a statement in your local newspaper about your LLC formation. Check with your state's business filing office for requirements in your area.
LLC Taxes
In the eyes of the federal government, an LLC is not a separate tax entity, so the business itself is not taxed. Instead, all federal income taxes are passed on to the LLC's members and are paid through their personal income tax. While the federal government does not tax income on an LLC, some states do, so check with your state's income tax agency.
Since the federal government does not recognize LLC as a business entity for taxation purposes, all LLCs must file as a corporation, partnership, or sole proprietorship tax return. Certain LLCs are automatically classified and taxed as a corporation by federal tax law. Contact the IRS for guidelines about how to classify an LLC.
LLCs that are not automatically classified as a corporation can choose their business entity classification. To elect a classification, an LLC must file with the IRS. This filing can also be used if an LLC wishes to change its classification status. Contact the IRS to learn about filing as a corporation or partnership and filing as a single member LLC.
You should file the following tax forms depending on your classification:
- Single Member LLC. A single-member LLC files Form 1040 Schedule C like a sole proprietor.
- Partners in an LLC. Partners in an LLC file a Form 1065 partnership tax return like owners in a traditional partnership.
- LLC filing as a Corporation. An LLC designated as a corporation files Form 1120, the corporation income tax return.
The IRS guide to Limited Liability Companies provides all relevant tax forms and additional information regarding their purpose and use.
Combining the Benefits of an LLC with an S-Corp
There is always the possibility of requesting S Corp status for your LLC. Your attorney can advise you on the pros and cons. You will have to make a special election with the IRS to have the LLC taxed as an S corp. And you must file it before the first two months and fifteen days of the beginning of the tax year in which the election is to take effect.
The LLC remains a limited liability company from a legal standpoint, but for tax purposes it is treated as an S corp. Be sure to contact your state's income tax agency where you will file the election form to learn about tax requirements.
Advantages of an LLC
- Limited Liability. Members are protected from personal liability for business decisions or actions of the LLC. This means that if the LLC incurs debt or is sued, members' personal assets are usually exempt. This is similar to the liability protections afforded to shareholders of a corporation. Keep in mind that limited liability means "limited" liability - members are not necessarily shielded from wrongful acts, including those of their employees.
- Less Recordkeeping. An LLC's operational ease is one of its greatest advantages. Compared to an S-Corporation, there is less registration paperwork and there are smaller start-up costs.
- Sharing of Profits. There are fewer restrictions on profit sharing within an LLC, as members distribute profits as they see fit. Members might contribute different proportions of capital and sweat equity. Consequently, it is up to the members themselves to decide who has earned what percentage of the profits or losses.
Disadvantages of an LLC
- Limited Life. In many states, when a member leaves an LLC, the business is dissolved and the members must fulfill all remaining legal and business obligations to close the business. The remaining members can decide if they want to start a new LLC or part ways. However, you can include provisions in your operating agreement to prolong the life of the LLC if a member decides to leave the business.
- Self-Employment Taxes. Members of an LLC are considered self-employed and must pay the self-employment tax contributions towards Medicare and Social Security. The entire net income of the LLC is subject to this tax.
Source: Florida Department of State
Adapted for: Florida Incorporator™ (copyright © 2015 all rights reserved)
In order to form a Limited Liability Company (LLC) in the State of Florida, simply fill out the form below, and Florida Incorporator™ will review, prepare and file your business' documents with the Florida Department of State (Sunbiz).
Florida Limited Liability Co.
Organization Service
$225.00
service includes
Florida Dept. of State Fees
Name Availability Verification
Reviewing for Compliance
Preparing of Articles of Org.
Filing with the State of Florida
Confirmation of State Approval
check additional services
Expedited Service + $ 50.00
Federal Tax ID + $ 50.00
Registered Agent +$125.00/year
Certified Copy + $ 75.00
Certif. of Status + $ 55.00
Total Cost: $
After completing, reviewing and submitting the form below, you will be redirected to our secure payment page containing your invoice number. Please print that page for your records.
In case you choose any additional service(s) you may be redirected to another form, and then to our secure payment page and invoice number.
Payment can be made by check, money order, Visa, MasterCard, Discover, Novus, Diners Club, JCB and derivatives of those brands.
Please keep in mind that payment information must be provided and payment approved before your order is processed.
Expedited Service orders are usually completed in 1 to 5 business days, while regular services are usually completed in 5 to 10 business days, once all your materials are submitted to us and payment has been received.
Limited Liability Co. Name Fields in red must be entered.
First Choice
Second Choice
Third Choice
The name of the LLC must be distinguishable from all other entities or filings (except fictitious names) organized or registered and on file with the Department of State. The LLC name must end with the words "Limited Liability Company" or the abbreviation "L.L.C.", or the designation "LLC". (The word "Limited" may be abbreviated as "Ltd." and the word "Company" may be abbreviated as "Co.").
Final name approval is determined by the Department of State. A name should not be used or assumed approved until acknowledgement is received from the Department of State.
Name reservations are no longer available from the State of Florida. You are responsible for any name infringement that may result from your name selection.
The State of Florida will register your articles if statutory filing requirements are met, therefore orders CAN NOT be cancelled or refunded.
Contact Information Fields in red must be entered.
Contact Name
Contact Email
Your confirmation email, any certification requests, and all future notices will be sent to the email address above.
Contact Phone
Contact Fax
Preferred Method of Contact
Email Phone Fax
Payment Method
Credit Card Debit Card
  Check
Business Address Fields in red must be entered.
The principal place of business.  Cannot be a P.O. box.
Address
Suite, Apt., etc.
City    State
Zip    Country
Mailing Address Fields in red must be entered.
Check here  if same as Business Address above.
Address
Suite, Apt., etc.
City    State
Zip    Country
Any Other Provisions (Purpose, Statements, etc.) This field is optional.
check here  if business purpose is "Any and all lawful business".
Effective Date This field is optional.
An effective date can be entered, otherwise the date of receipt will be the file date.
An effective date can not be more than five (5) business days prior to the date of receipt (expedited orders only) or ninety (90) days after the date of filing.
Effective Date
Registered Agent Fields in red must be entered.
A registered agent is an individual or business within a state who is designated to accept official and legal correspondence on behalf of a corporation.
The State of Florida requires that every corporation doing business in the state must have a registered agent, as the corporation CANNOT act as it's own registered agent.
The registered agent must be available during business hours and is responsible for making sure that official legal documents are received and forwarded to the corporation in a timely manner.
The registered agent address is the address used by lawyers and the goverment for official legal correspondence. The registered agent address must be a physical, in-state street address, and NO P.O. BOXES are acceptable.
check here  if you would like to have us as your business' Registered Agent for only $125 per year service fee.
skip the fields below only if you choose us as your business' Registered Agent.
First Name Middle Last Name Sr,Jr,etc
or Business Name to serve as Registered Agent
Do not enter the business name that you are attempting to file as the Registered Agent. A business entity CANNOT serve as its own Registered Agent.
Address
Suite, Apt., etc.
City State Florida
Zip Country United States
Registered Agent Signature
The Registered Agent signature MUST be an individual name. If the Registered Agent is a business entity, an individual must sign on the entity's behalf. The new Registered Agent must 'sign' by typing his/her name in the 'Registered Agent Signature' block above accepting the designation as Registered Agent and indicating that he/she is familiar with and accepts the obligations of the position.
LLC Manager Information Fields in red must be entered.
List the name and address of each manager or representative authorized to manage and control the company.
Listing managers is optional, but we recommend that you enter the information, if known. Managers may be required to open bank and merchant accounts, or to get workers' comp. exemption. Call your local bank or workers comp. office for their requirements.
Title of Individual Authorized to Manage LLC
Authorized Member Manager
Authorized Representative Authorized Person
Manager of LLC
Individual manager names should be listed by first name, middle name or initial, and last name. The middle name is not required. The address must be provided for each manager. DO NOT enter names of individuals as managers without their knowledge and consent.
First Name Middle Last Name Sr,Jr,etc
OR Business Name
Authorized to Manage LLC
Leave the field below blank unless a different business entity is a manager of the llc.
Business Name
Check here  if same as Business Address above.
Check here  if same as Mailing Address above.
Address
Suite, Apt., etc.
City    State
Zip    Country
check here  if you would like
to add more managers.
LLC Manager Information Fields in red must be entered.
Title of Individual Authorized to Manage LLC
Authorized Member Manager
Authorized Representative Authorized Person
Manager of LLC
First Name Middle Last Name Sr,Jr,etc
OR Business Name
Authorized to Manage LLC
Business Name
Check here  if same as Business Address above.
Check here  if same as Mailing Address above.
Address
Suite, Apt., etc.
City    State
Zip    Country
check here  if you would like
to add more managers.
LLC Manager Information Fields in red must be entered.
Title of Individual Authorized to Manage LLC
Authorized Member Manager
Authorized Representative Authorized Person
Manager of LLC
First Name Middle Last Name Sr,Jr,etc
OR Business Name
Authorized to Manage LLC
Business Name
Check here  if same as Business Address above.
Check here  if same as Mailing Address above.
Address
Suite, Apt., etc.
City    State
Zip    Country
check here  if you would like
to add more managers.
LLC Manager Information Fields in red must be entered.
Title of Individual Authorized to Manage LLC
Authorized Member Manager
Authorized Representative Authorized Person
Manager of LLC
First Name Middle Last Name Sr,Jr,etc
OR Business Name
Authorized to Manage LLC
Business Name
Check here  if same as Business Address above.
Check here  if same as Mailing Address above.
Address
Suite, Apt., etc.
City    State
Zip    Country
check here  if you would like
to add more managers.
LLC Manager Information Fields in red must be entered.
Title of Individual Authorized to Manage LLC
Authorized Member Manager
Authorized Representative Authorized Person
Manager of LLC
First Name Middle Last Name Sr,Jr,etc
OR Business Name
Authorized to Manage LLC
Business Name
Check here  if same as Business Address above.
Check here  if same as Mailing Address above.
Address
Suite, Apt., etc.
City    State
Zip    Country
check here  if you would like
to add more managers.
LLC Manager Information Fields in red must be entered.
Title of Individual Authorized to Manage LLC
Authorized Member Manager
Authorized Representative Authorized Person
Manager of LLC
First Name Middle Last Name Sr,Jr,etc
OR Business Name
Authorized to Manage LLC
Business Name
Check here  if same as Business Address above.
Check here  if same as Mailing Address above.
Address
Suite, Apt., etc.
City    State
Zip    Country
Additional Services These fields are optional.
Expedited Service + $ 50.00
Check this option if you need your document to be filed in a rush. Expedited Service orders are usually completed in 1 to 5 business days, while regular services are usually completed in 5 to 10 business days, once all your materials are submitted to us and payment has been received.
Federal Tax ID Service
(Also known as FEI, EIN, or TIN.)
+ $ 50.00
The Federal Tax ID (FEI/EIN/TIN) may be required when applying for a license, opening a bank account, etc.
Expedited Federal Tax ID
Usually acquired on same day.
+ $ 50.00
Florida Registered Agent Service + $ 125.00 / year*
As the registered agent for your business, we will receive and forward important correspondence and accept service of process on behalf of your business.
Certified Copy Service + $ 55.00
A certified copy is a copy of the registration certified by the Department of State as a true and correct copy of the registration as filed with the State.
If a certified copy is desired, check the "Certified Copy" box. There is an additional fee for the certified copy. Certified Copies will be sent to the email address shown on record.
Certificate of Status Service + $ 55.00
A certificate of status certifies the registration has been filed and is active with the Department of State.
If a certificate of status is desired, check the "Certificate of Status" box. There is an additional fee for the certificate. Certificates of Status will be sent to the email address shown on record.
Member/Representative Signature Fields in red must be entered.
Signature of a member or an authorized representative of a member.
A member or an authorized representative of a member must enter a typed signature in the "Member Signature" field below. An individual's name must appear in this field. If a member is a business entity, an individual must "sign" on their behalf. This can be an officer or director of the business entity. By completing the signature field, a member or an authorized representative of a member is certifying that the information contained on the application is true and accurate. The signature shall have the same legal effect as if made under oath.
This signature must be that of the individual "signing" this document electronically or be made with the full knowledge and permission of the individual, otherwise it constitutes forgery under s.831.06, Florida Statutes. The individual "signing" this document affirms that the facts stated herein are true.
Member Signature
I the undersigned, being a member or an authorized representative of a member in the above LLC, certify that the information indicated on this form is true and accurate. I understand that the electronic signature above shall have the same legal effect as if made under oath and I am aware that false information submitted in this application constitutes a third degree felony as provided for in s. 817.155, F.S.
Disclaimer
Terms of Use
 By checking this box, I verify that I have read and accept the terms of this Disclaimer and Terms of Use.
Note: This is a form meeting requirements for filings pursuant to the Florida Statutes. If your business requires additional information, please contact us and we'll be pleased to fulfill your needs.
Please verify your information for accuracy before submitting this form. Once payment is made, order cannot be changed, removed, cancelled, or refunded, in whole or in part, and any amendment will require extra charge(s).
By clicking the "Submit Order and Make Payment" button, you affirm and certify that neither Florida Incorporator™ nor any of its employees, representatives, agents or licensees have provided you with any legal or tax advice, that the information listed in this form is exactly what you desire to be reflected for the filing, and that you have read, understood and agreed to our Disclaimers and Terms of Use.
 
Florida Incorporator is a filing agency and as such does not render any legal, accounting, or tax advice.
Florida Incorporator is not affiliated with the Florida Department of State (Sunbiz) or any federal, state or local governmental agency.
Florida Incorporator and the Florida Incorporator logos are trademarks used under license by Florida Incorporator Corp. of America.
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