How to Complete and File the Florida Foreign LLC Application for Authorization

To register an out-of-state LLC to do business in Florida, submit the Florida foreign LLC application — formally the Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida — to the Division of Corporations with a $125 fee and a Certificate of Existence from your home state dated within the last 90 days.¹² You can file online through the Sunbiz portal or mail a paper form to the Division in Tallahassee.

Do You Actually Need to Register?

Florida law lists activities that do not count as “transacting business,” which means you can do them without a certificate of authority. Maintaining a Florida bank account, owning property without earning income from it, selling through independent contractors, soliciting orders that get accepted outside Florida, one-off transactions completed within 30 days, interstate commerce with no fixed Florida operation, and internal company matters like member meetings or defending lawsuits all fall inside the safe harbor.³

One important line to notice: owning income-producing real or personal property in Florida does count as transacting business, even if it looks passive.³ If your activities go beyond the safe-harbor list, you need to register.

Information the Application Requires

Gather everything before you open the form. Incomplete submissions get rejected, and rejection means starting over.²

Company Name and Formation Details

Enter your LLC’s exact legal name as it appears in your home state’s records. If that name is already taken in Florida or does not meet Florida naming requirements, you must adopt an alternate name to use in the state; the alternate gets cross-referenced to your real name in Division records.⁴ You will also list the jurisdiction where the LLC was formed, your Federal Employer Identification Number, the date of formation, and whether the LLC has a set termination date or exists perpetually.

Addresses

Give the principal office address and a separate mailing address if the two differ. You also need a Florida registered office address — a physical street location, not a P.O. box.

Registered Agent

Every foreign LLC must designate a Florida registered agent to accept legal documents. The agent’s business address must match the registered office address on the application. An individual agent must be a Florida resident. A business acting as agent must be a corporation, LLC, limited partnership, or limited liability partnership authorized to do business in Florida.⁵ The agent must sign the application to accept the appointment. If you have no contact in Florida, commercial registered agent services generally run $49 to $149 per year.

Management Information

List the name, title or capacity, and address of at least one person authorized to manage the LLC, usually a manager or managing member.² Match the names and addresses to your LLC’s operating agreement. Discrepancies between your Florida filing and your home state’s records can slow approval.

The Certificate of Existence

Order a Certificate of Existence (sometimes called a Certificate of Good Standing) from the Secretary of State or equivalent office in your home jurisdiction. It proves your LLC is active and current back home.²

The certificate must be dated no more than 90 days before you submit your Florida application. An older one gets the filing rejected, which means paying your home state again and waiting for reprocessing.² Most states issue these within a few business days, but build in lead time.

If your LLC was formed outside the United States and the certificate is in a language other than English, submit a sworn English translation along with the original. The translator signs an oath confirming the translation’s accuracy.⁶

Filing and Paying

The total fee is $125: a $100 filing fee plus a $25 registered agent designation fee.¹ Two optional add-ons are available at filing:

Certificate of Status — $5
Certified Copy — $30

Neither is required, but banks and commercial landlords often ask for one or the other as proof of your Florida authority.⁶

Online Filing

Filing through the Sunbiz e-filing portal is the fastest option. The portal accepts Visa, MasterCard, American Express, and Discover credit cards, along with debit cards carrying a Visa or MasterCard logo.⁷

Mail Filing

Download the fillable PDF from Sunbiz, complete it, and mail it with a check or money order payable to the Florida Department of State to:⁸

Division of Corporations
P.O. Box 6327
Tallahassee, FL 32314

Include the Certificate of Existence in the same envelope.

Processing Time and Approval

The Division of Corporations publishes current processing dates on its website. As a reference point, in early 2026 the office was processing new foreign registrations submitted roughly two to three weeks earlier.⁹ Check the processing dates page before filing; peak periods around annual report season stretch timelines further.

Once approved, the Division issues a certificate of authority and assigns your LLC a Florida document number. You will use that number for every future filing, and the approval will appear in the Sunbiz database where anyone can verify it.

After You Are Registered

Annual Report

Registration is not one-and-done. Every year, your foreign LLC must file an annual report with the Division of Corporations to keep its active status. The fee is $138.75.¹⁰

For 2026, a $400 late fee applies to any LLC that files after May 1, 2026. Miss the third Friday of September entirely and the Division revokes your certificate of authority at the close of business on the fourth Friday of September.¹¹ The annual report also updates your address, registered agent, and management information.

Beneficial Ownership Reporting (Non-U.S. Entities Only)

Since March 2025, federal Beneficial Ownership Information reporting applies only to entities formed under foreign law that have registered to do business in a U.S. state. Domestic U.S. companies are now exempt.¹²

If your LLC was formed outside the United States and you register it in Florida on or after March 26, 2025, you have 30 calendar days after receiving notice that your Florida registration is effective to file a BOI report with the Financial Crimes Enforcement Network. Filing is free and done electronically through FinCEN’s BOI E-Filing portal. LLCs formed in another U.S. state are not subject to BOI reporting under the current rule, even though Florida calls them “foreign.”¹²

What Happens If You Skip Registration

Operating in Florida without a certificate of authority carries both procedural and financial consequences. Your LLC cannot file or maintain a lawsuit in any Florida court until you register, and a court can stay a proceeding you have already started until you do.¹³ Most companies discover the problem the hard way, trying to enforce a contract or collect a debt and being told they have no standing.

Money-wise, you owe every fee and penalty that would have applied had you registered on time, plus a civil penalty of $500 to $1,000 for each year or partial year you operated without authorization.¹³ Three years unregistered would mean three years of back fees plus $1,500 to $3,000 in civil penalties on top of the regular registration cost.

1
Florida Department of State. LLC Fees
2
The Florida Legislature. Florida Code 605.0902 – Application for Certificate of Authority
3
The Florida Legislature. Florida Code 605.0905 – Activities Not Constituting Transacting Business
4
The Florida Legislature. Florida Code 605.0906 – Noncomplying Name of Foreign Limited Liability Company
5
The Florida Legislature. Florida Code 605.0113 – Registered Agent
6
Florida Department of State Division of Corporations. Florida Foreign LLC Registration Form
7
Florida Department of State. Limited Liability Company
8
Florida Department of State. Telephone Numbers, Addresses and Email – Division of Corporations
9
Florida Department of State. Document Processing Dates
10
Florida Department of State. Fees – Division of Corporations
11
Florida Department of State. File Annual Report – Division of Corporations
12
FinCEN.gov. Beneficial Ownership Information Reporting
13
The Florida Legislature. Florida Code 605.0904 – Effect of Failure to Have Certificate of Authority