You have a big idea, truckloads of ambition, and dreams of a thriving Florida LLC, and you’re mentally prepared to make it happen.
But the Chinese philosopher Lao Tzu once said, “a journey of a thousand miles begins with a single step,” and for you, that first step is filing the Articles of Organization.
With such grand plans, the last thing you might want to do is file paperwork, but completing the Articles of Organization is what authenticates your LLC, making it official in Florida. It’s perhaps the most important step in starting your Florida LLC. Following this guide will help take the tedium out of paperwork and get your business started quickly.
But before you dive into the Articles of Organization, you should have a few pieces of information ready to help streamline the process.
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Choosing an LLC Name
Before anything else, you will need to decide on an LLC name. You must include a business name on your Articles of Organization, and if the Department of State deems that name unacceptable or unavailable, the document will be rejected, so make sure you nail down a good name right away.
Make the state happy by following their LLC name requirements, which say your name must indicate its business type by including the words “Limited Liability Company” or the abbreviations “L.L.C.” or “LLC.” But following this rule won’t matter if your name is already taken. Perform a business name search to find out whether or not your name is available in Florida. And if it’s taken, you’ll need to find a way to make it distinguishable.
Once you’ve found your perfect name, include it on your Articles of Organization to automatically register it. Many states offer an option to reserve a business name, but unfortunately, Florida does not.
Choosing a Florida Registered Agent
A registered agent is your LLC’s liaison to the state, the mediator who takes care of all your important legal, tax, and compliance documents, keeping your business in good standing. Don’t sit down to complete your Articles of Organization without first having confirmed a valid registered agent, as you’ll need to include the agent’s name, address, and signature on the document.
Your registered agent can be either an individual Florida resident (with a physical address in the state) or a corporation authorized to do business in Florida, like a registered agent service.
Quick Note: If your first choice doesn’t work out, don’t worry. You can always change your registered agent in the future.
Preparing to File Your Florida Articles of Organization
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Now for the main event: the Articles of Organization. Here’s your opportunity to get your LLC officially on record and authorized to conduct business in Florida.
The Articles of Organization is important — it’s the fulcrum on which your LLC’s authorization balances — but don’t be intimidated! It’s actually pretty short and sweet. Collect this information beforehand and you’ll be finished in no time:
- LLC name
- Principal office address
- Mailing address (if different)
- Registered agent name, address, and signature
- Each member or manager’s name and address (optional)
- An effective date up to 90 days after the filing (optional)
- Signature of the LLC’s authorized representative
If you’re filing a hard copy, you’ll also need to submit a cover letter including your name, mailing address, email address, and phone number.
Get your checkbook or credit card ready, because, like most government applications, the Articles of Organization comes with a fee – $125 to be exact. You can also request a certified copy for $30 and/or a certificate of status for $5.
When it comes to the actual filing process, you’ve got options. Depending on your processes and preferences, you can submit your application online, by mail, or in person.
If you want to start your LLC as soon as possible, consider the online option, as it’s the fastest of the three methods. Use the Department of State’s e-Filing portal to complete your electronic application.
Prefer a paper form? No problem. Download the hard copy application and complete it using a PDF editor or black ink. Include a check or money order (payable to “Florida Department of State”) and send your documents to:
New Filing Section
Division of Corporations
P.O. Box 6327
Tallahassee, FL 32314
After you’ve finished the paper application/cover letter and included your payment, you can also hand-deliver them to the Clifton Building at 2661 Executive Center Circle, Tallahassee, FL 32314.
Wondering when your form will be processed? You’re not alone. But the good news is that the Department of State anticipated your question. Since documents are processed in the order they’re received, wait times can vary. But the state provides a running table of current processing times for different filing types. Keep an eye on it to see when your Articles of Organization will be officially filed. At the time of this writing, it was taking the state roughly three business days to process hard-copy filings and one business day to process online formations.
What About Foreign LLCs?
The process outlined above works for domestic LLCs (those formed in Florida), but what if your business is expanding to Florida from another state? Then don’t worry about the Articles of Organization, as it’s not the correct form for you.
Rather, your LLC will need to submit an Application for Authorization, a process called foreign qualification. The form itself is quite similar to the Articles of Organization; it even costs the same amount ($125) and includes a cover letter. Don’t try to conduct business in Florida without having first foreign qualified, or your business could face serious fines and penalties.
But after the Department of State has granted you authorization, you’re free to kick off business activities in Florida!
Want Help Filing Your Articles of Organization?
Let’s be honest: you’ve got a lot on your plate. Filing paperwork can take time away from your other tasks, ones more focused on setting your budding LLC up for success.
The good news is that you don’t need to file the Articles of Organization yourself. But if an attorney is out of your price range, hiring an LLC creation service is a great option.
There’s no shortage of business incorporation services out there, but not all of them are equal. Each one offers different packages, costs, and processing times, so it’s important to find the right fit for your LLC.
While each service has optional upgrades and feature packages, on the most basic level, they will review your business information, prepare your formation documents, and submit them to the Florida Department of State. They will complete everything outlined in this guide and notify you when your Articles of Organization have been filed. You won’t have to lift a finger.
There are other benefits too. Some services will include a year of free registered agent service when you hire them. Other services offer order tracking, notifications on future documents (like annual reports), assistance drafting your operating agreement, or coverage of certain LLC formation costs.
Important Post-Formation Compliance Issues
Once you’ve successfully filed your Articles of Organization, your LLC is an official business entity in the state of Florida. However, this doesn’t mean that your responsibilities have come to an end. There are several other steps you’ll need to take if you want to operate a compliant LLC for years to come.
Acquire a Federal Tax ID Number (EIN)
While an EIN isn’t a requirement for Florida LLCs, we strongly recommend that every entrepreneur obtains one. An EIN enables your LLC to hire employees, open business bank accounts, file taxes, and take care of several other important aspects of LLC maintenance. Even if you operate a single-member LLC with no employees, you should still have an EIN for your business.
Set Up a Financial Infrastructure
One other crucial step is to solidify the financial aspects of your LLC, first by opening a business bank account. You must have separate bank accounts for your personal use and for business purposes, as this will help you keep your personal and business assets separate, a vitally important consideration for any entrepreneur. If you commingle these assets, you leave yourself wide open for lawsuits, as it would be easy for someone to claim that your business is simply an extension of your own personality and not a separate entity from you as a person.
The other portion of this step is to set up an accounting system. This can either mean that you hire an accountant to take care of your LLC’s bookkeeping, or you could acquire high-quality accounting software like QuickBooks. Either way, you need a reliable means of keeping detailed records for each financial transaction your LLC executes. This is another vital part of keeping your personal and business assets separated, and it will also be enormously helpful come tax time.
Acquire Licenses and Permits
The next step involves obtaining any industry-specific licenses and permits your LLC may need to operate in compliance with state laws. Depending on the nature of your LLC’s business, you may require several permits or you may be able to operate your LLC without any state-level licenses.
Thankfully, Florida makes it very easy to figure out your business’ licensing needs. All you need to do is visit the state’s Department of Business and Professional Regulation and you’ll find the license and permit applications you require. Make sure to check with your county and locality as well, as there may also be licensing requirements for your business on these levels.
Obtain Business Insurance
This step isn’t a requirement, but it is a strong recommendation. The exact insurance policies your business needs will vary based on the type of products and services you offer, but most LLCs should at least have a general liability insurance policy to protect against common perils like slip-and-fall accidents. In some industries, you might need several different insurance policies to cover all of your financial bases, so do your research ahead of time to determine which types of insurance you should purchase.
File Your Annual Reports
Each year, every LLC in Florida must file an annual report. This report includes some basic information about your business and keeps the state updated regarding any important changes to your LLC’s structure. The information you’ll need to file this report typically includes your LLC’s name, Florida document number, federal tax ID number (EIN), principal business address, mailing address (if different), registered agent’s name and address, the names and addresses of the LLC’s members or managers, and email address.
Frequently Asked Questions
About Filing the Florida LLC Articles of Organization
How long does it take Florida to form an LLC?
Since documents are processed in the order they’re received, wait times can vary. But the state provides a running table of current processing times for different filing types. Keep an eye on it to see when your Articles of Organization will be officially filed. At the time of this writing, it was taking the state roughly three business days to process hard-copy filings and one business day to process online formations.
Should I file my own Articles of Organization, hire an attorney, or use an online service?
This question largely comes down to personal preferences, but we do have some general insights. The DIY route can be quite a bit of work, as you’ll need to complete each step of the formation process on your own with no assistance. As for hiring an attorney, this can be prohibitively expensive for new businesses, as a lawyer can charge hundreds or even thousands of dollars to form your LLC.
You can think of business services companies as a middle ground between these options. While most of these companies charge a fee to form your LLC, that fee will be significantly less expensive than an attorney’s fee. At the same time, you still aren’t going it alone. Instead, you have an experienced professional guiding you through the entire process.
What does Florida require for LLC formations other than the Articles of Organization?
Unlike some states, Florida doesn’t require any related filings other than your formation articles. However, we still strongly recommend obtaining a federal tax ID number (EIN). An EIN allows your LLC to file taxes, hire employees, open business bank accounts, and more. Every LLC should have one, whether your state requires it or not.
How many small businesses are there in Florida?
Today, Florida has more than 2.5 million small businesses. Clearly, entrepreneurs in many different fields find Florida to be a great place to own and operate a business entity.
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