Did you know that every year roughly 100,000 LLCs are formed in the state of Florida? The reason so many people take an interest in forming a limited liability company in Florida is thanks to the low operating costs and booming economy.
If you’re one of those people wanting to learn how to create an LLC in Florida, you might want to consider creating an LLC operating agreement as part of the process. This will help you organize your company and manage your operations.
- Is an LLC Operating Agreement Required in Florida?
- Why Should I Have A Florida LLC Operating Agreement?
- Florida Operating Agreement Laws
- How Much Does it Cost to Form an LLC in Florida?
- How to Form an LLC in Florida
- Florida LLC Operating Agreement Template
- Updating and Amending Your Florida LLC Operating Agreement
- Florida LLC Operating Agreement FAQs
- Florida LLC Operating Agreement Relevant Form and Resources
Is an LLC Operating Agreement Required in Florida?
An LLC operating agreement is not required in Florida. Even though that’s the case, however, that’s not to say that you shouldn’t have one.
Having a Florida operating agreement in place is a great way to protect yourself in a court of law if any disputes about your company arise. It’s also a great way to lay out the way that you will run your business.
Why Should I Have A Florida LLC Operating Agreement?
You aren’t required to have an LLC operating agreement in Florida, however, there are a number of benefits to having one:
Protect Limited Liability Status
Having a Florida LLC operating agreement helps to separate your business from its members and avoids the company being mistaken as a sole proprietorship or partnership for tax or legal purposes.
Avoid Misunderstandings and Conflict
A Florida LLC operating agreement puts each member’s roles and responsibilities into writing and outlines clear expectations. Any verbal agreements should also be put into writing and should be part of your operating agreement so that they are legally binding.
Have More Say in How Your LLC Operates
With or without a Florida operating agreement, your company will have to stick to the Florida Revised Limited Liability Company Act. However, having an operating agreement will give you more say in how your limited liability company operates.
Florida Operating Agreement Laws
If you’re interested in learning how to get an LLC in Florida and are wanting to create an operating agreement, you’ll need to be aware of a few Florida laws surrounding them. That’s because operating agreements, though not required by the state, are regulated by the state. Florida’s LLC operating agreement laws are covered in Chapter 605 Florida Revised Limited Liability Company Act.
According to the state of Florida, operating agreements bind an LLC company and can be enforced if the company isn’t following the agreement. They can also enforce the agreement against individual members of the company.
In addition, the state lays out that even single-member operating agreements are enforceable. If you’re planning to write an LLC operating agreement as a single member, be aware that it could be used in a court of law.
The state holds that operating agreements can provide rights to members but cannot unreasonably restrict those rights. LLC operating agreements can either be written documents or other records, such as a voice recording.
You should also be aware that when naming your LLC it must contain the words ‘Limited Company’ or ‘Limited Liability Company’, or the abbreviations ‘L.C.’ or ‘L.L.C’. ‘Limited’ can be ‘Ltd.’ and ‘Company’ may be ‘Co’.
How Much Does it Cost to Form an LLC in Florida?
In Florida, both foreign and domestic LLCs only need to pay $125 to open an LLC. However, they’ll also be responsible for filing an annual franchise tax report, which costs $138.75.
How to Form an LLC in Florida
Here’s what to do to make your own Florida LLC:
Step 1 – Select a Registered Agent
In Florida, LLCs are required to have a statutory agent, sometimes referred to as a registered agent. This is an entity or individual that will handle important paperwork on behalf of the company.
LLCs can choose either a Florida resident or a business that is legally operating in Florida as their registered agent. The registered agent must have a physical street address in Florida.
Step 2 – Choose an Entity Type
After you’ve found your registered agent, it’s time to choose which type of entity you’ll be forming. You can choose to either open a domestic LLC or a foreign LLC.
Keep in mind that foreign LLCs have to file some additional paperwork. This paperwork includes a certificate of existence that’s less than 90 days old and is issued from their original jurisdiction.
Either way, you’ll need to file an application with the Secretary of State in Florida to open the entity. This application will allow you to start operating your company in the state.
Step 3 – Pay a Filing Fee
Once you’ve filed your paperwork, you’ll need to pay your filing fee. You can either pay this fee online or can print out your paperwork and submit it along with a check to the Florida Department of State.
Just remember that until you pay your filing fee, you won’t be able to get your business registration. That makes it extra important to make sure you pay your LLC filing fee as fast as possible and get all your documents submitted to the Florida Department of State.
Step 4 – Create Your Operating Agreement
Once you’ve paid your fees, you’re ready to write your operating agreement. Even though this step isn’t required, it’s a good idea for keeping your LLC members legally compliant.
All managing members of your LLC will need to sign your agreement. This is true regardless of whether you’re creating a single-member or multi-member LLC.
Step 5 – Get an Employer Identification Number (EIN)
The last step of creating an LLC in Florida is to get an employer identification number, also known as an EIN. This number will make it possible for you to pay taxes, hire employees, open corporate credit cards, and open a corporate bank account.
Florida LLC Operating Agreement Template
Use this Florida operating agreement template to help you get started:
LLC Operating Agreeement
Updating and Amending Your Florida LLC Operating Agreement
If you need to update your Florida LLC operating agreement, the easiest way is to use an Amendment to an LLC Operating Agreement.
You will need to follow the rules of your operating agreement and ensure that it can be amended by owners and stick to any restrictions originally included.
All changes to your operating agreement will need to be approved by all of the members of the LLC. Once the amendments have been approved, keep the amendment document alongside your operating agreement as an internal document.
Florida LLC Operating Agreement FAQs
Where do I get an LLC Operating Agreement in Florida?
You can download a Florida LLC operating agreement template from Legal Templates. You can download the template in Word and PDF format or you can take advantage of our document builder to make the process quick and easy.
Does an LLC operating agreement need to be notarized in Florida?
No, your Florida LLC operating agreement does not need to be notarized. Once all members sign the operating agreement, it becomes a legal document.
Florida LLC Operating Agreement Relevant Form and Resources
- Articles of Organization for Florida Limited Liability Company | PDF
- Application by Foreign LLC for Authorization to Transact Business in Florida | PDF