To form an LLC in Florida, file Articles of Organization with the Division of Corporations through the Sunbiz portal and pay the $125 filing fee. Once the state approves the filing, usually within a few business days online, your LLC exists as a separate legal entity. The rest of the setup — a registered agent, an EIN, a tax classification choice, and a few state and local registrations — slots in around that filing. Here is the full sequence.
Pick a Name That Will Clear the State’s Check
Your LLC’s name has to include “limited liability company” or an abbreviation like “LLC” or “L.L.C.” so anyone dealing with the business knows it has limited liability protection.1Online Sunshine. Florida Code 605.0112 – Name It also has to be distinguishable from every other active entity on file with the Division of Corporations. That standard is stricter than it looks. Swapping a suffix or rearranging the words won’t clear it. If “Sunshine Digital LLC” is already registered, “Sunshine Digital Services LLC” can come back rejected as too similar.
Search the Sunbiz database for free before you file. Five minutes there saves the hassle of having your Articles bounced. If the name you want is available but you aren’t ready to file, Florida allows a separate name reservation.
Appoint a Florida Registered Agent
Every Florida LLC must designate a registered agent to receive lawsuits, government notices, and official correspondence on behalf of the company.2Online Sunshine. Florida Code 605.0201 – Formation of Limited Liability Company; Articles of Organization The agent has to be either an individual who resides in Florida or a business authorized to operate in the state, and the agent’s address must be a physical street location in Florida.3Online Sunshine. Florida Code 605.0902 – Registered Agent
You can serve as your own registered agent if you live in Florida, and many single-member owners do to avoid paying a commercial service. The cost of that choice is privacy: your address becomes part of the public Sunbiz record. A commercial registered agent keeps your home address off the database. Either way, the agent has to sign a written acceptance on the Articles of Organization.4Florida Department of State. Division FAQs
File the Articles of Organization
The Articles of Organization are the document that formally creates the LLC. Florida keeps the required contents short. Under Section 605.0201, you must include the LLC’s name, the street and mailing addresses of the principal office, and the registered agent’s name, Florida street address, and signed acceptance.2Online Sunshine. Florida Code 605.0201 – Formation of Limited Liability Company; Articles of Organization You can add optional provisions about management structure or member rights, but nothing else is required.
The principal office must be a physical street address. If your mailing address is different, like a P.O. box, you can list both. The online form also asks for the names and addresses of managers or managing members and defaults the effective date to the filing date.
How to Submit and What It Costs
Filing online through Sunbiz is the fastest option. You can also mail a paper application to the Division of Corporations in Tallahassee, but that route takes longer. The total cost is $125: a $100 filing fee plus a $25 registered agent designation fee.5Florida Department of State. LLC Fees – Division of Corporations Short the payment and the filing comes back.
Processing Time
Online filings usually clear in a few business days, longer during peak periods. Paper filings take notably longer. Once approved, the state issues an acknowledgment letter and assigns a document number that identifies your LLC on all future state filings. A digital image of the filed Articles becomes your permanent record.
Write an Operating Agreement
Florida does not require you to file an operating agreement with the state. Skipping one anyway is one of the more common mistakes. Without an agreement, your LLC runs on the default rules in the Florida Revised Limited Liability Company Act, and those defaults may not line up with what you and your co-owners actually agreed to.6Justia Law. Florida Code 605.0105 – Operating Agreement; Scope, Function, and Limitations
An operating agreement is a private contract among members. The provisions worth settling in writing include:
- Management structure, including whether members manage directly or appoint managers and who can bind the company to contracts.
- Capital contributions, meaning what each member put in and whether more can be required later.
- How profits and losses get allocated, which does not have to track ownership percentages if members agree otherwise.
- Transfer rules for when a member wants to sell their interest or leave, including any buyout terms or rights of first refusal.
- Dissolution triggers and how remaining assets get distributed if the LLC winds down.
Single-member LLCs benefit too. The agreement reinforces the separation between you and the business, which can matter if liability protection is ever challenged. Keep it with your internal records.
Get an EIN From the IRS
Almost every LLC needs an Employer Identification Number from the IRS. It is the federal tax ID for your business, and you’ll use it to file tax returns, open a business bank account, and hire employees.7Internal Revenue Service. Employer Identification Number The online application at irs.gov is free and issues the number immediately. The IRS asks for the Social Security number of a “responsible party,” typically a member or manager who controls the LLC’s finances.8Internal Revenue Service. Get an Employer Identification Number
A single-member LLC with no employees can technically use the owner’s SSN for tax purposes, but an EIN is still worth having. Banks and vendors often require one, and using your SSN on business documents raises your identity-theft exposure.
Choose How the LLC Will Be Taxed
The IRS classifies LLCs by default based on the number of members:
- A single-member LLC is treated as a disregarded entity, with all profit and loss flowing onto the owner’s personal return on Schedule C.
- A multi-member LLC is treated as a partnership, filing an informational Form 1065 and issuing each member a Schedule K-1.
Those defaults work for many businesses, but you can elect something else.9Internal Revenue Service. Limited Liability Company (LLC) Form 8832 elects C corporation treatment. Form 2553 elects S corporation treatment, which can reduce self-employment taxes once the LLC generates significant profit beyond a reasonable salary.10Internal Revenue Service. Limited Liability Company – Possible Repercussions
The S corp election has a tight deadline. For a calendar-year LLC wanting S corp status for 2026, Form 2553 generally must be filed by March 15, 2026. A newly formed LLC has two months and 15 days from its formation date. Miss the window and you wait until the next tax year unless you qualify for late-election relief. Talk to a tax professional before you decide.
Register for Florida Taxes
Florida has no personal state income tax, which is a major reason people form LLCs here. Income flowing through to members of a pass-through LLC is not taxed at the state level. Florida does impose a corporate income tax, but only if your LLC elected to be taxed as a C corporation.
Sales and Use Tax
If your LLC sells taxable goods or certain services in Florida, you must register as a sales and use tax dealer with the Florida Department of Revenue before your first sale.11Florida Department of Revenue. Account Management and Registration Registration is free through the online Florida Business Tax Application or the paper DR-1. After registering you’ll collect sales tax from customers and remit it monthly, quarterly, or semi-annually depending on volume. Starting to sell before you register is a common oversight and can trigger penalties and back taxes.
Reemployment Tax
If your LLC hires employees, Florida requires you to register for reemployment tax, the state’s unemployment insurance equivalent. Registration goes through the same Florida Business Tax Application used for sales tax. The employer pays the tax on wages up to an annual threshold, and new employers start at a standard rate that adjusts over time based on claims history.
Check for a Local Business Tax Receipt
Many Florida counties and cities require businesses operating within their jurisdiction to obtain a local business tax receipt, formerly called an occupational license. Fees vary by location and business type and typically run from $50 to a few hundred dollars. Check with both your county tax collector and your city’s business licensing office, since some locations require separate receipts at each level. The state won’t remind you about this one; local governments handle their own enforcement.
File the Annual Report Every Year
Every Florida LLC must file an annual report with the Division of Corporations between January 1 and May 1 each year.12Florida Department of State. File Annual Report The fee is $138.75.5Florida Department of State. LLC Fees – Division of Corporations The report confirms your LLC’s address, registered agent, and management information. It’s filed electronically through Sunbiz and takes about five minutes.
Miss the May 1 deadline and a $400 late fee is added on top of the regular filing fee.12Florida Department of State. File Annual Report The late fee is nearly three times the report itself. Still unfiled by the third Friday in September? The state administratively dissolves your LLC at the close of business on the fourth Friday in September. Dissolution does not erase your debts, but it strips the LLC of its legal authority to do business and its name protection.
Reinstatement after dissolution costs $100 plus the annual report fees for every year you missed.5Florida Department of State. LLC Fees – Division of Corporations A recurring January calendar reminder is the simplest way to stay clear of all of that.
Beneficial Ownership Reporting
The federal Corporate Transparency Act originally required most new LLCs to file beneficial ownership information with the Financial Crimes Enforcement Network. An interim final rule published in March 2025 exempted all entities created in the United States from the requirement.13FinCEN.gov. Beneficial Ownership Information Reporting As of 2026, a domestic Florida LLC does not need to file a BOI report with FinCEN. The rule now applies only to foreign entities registered to do business in the United States. If the rule changes again, FinCEN’s BOI page is where to check.