Form an LLC in Florida

Want a business address in the Sunshine State? Here’s the truth about Sunbiz, the $138 annual fee, and how to protect your privacy.

🌴 The Miami Dream vs. The Sunbiz Reality

Everyone wants a Miami address on their business card. It signals success, international trade, and access to Latin America. But here’s what the “Florida LLC” gurus won’t tell you:

🎯 When Florida Makes Sense (Despite the Privacy Trade-Off)

💡 The Bottom Line

Choose Florida if:

• ✅ You need a Miami address for branding (e.g., selling to Latin America)
• ✅ You’re doing real estate investing in Florida
• ✅ You have physical operations (warehouse, office, employees) in Florida
• ✅ You understand and accept the privacy trade-off

Choose Wyoming or New Mexico if:

• 🚫 You run an online business with no Florida presence
• 🚫 You value privacy over branding
• 🚫 You want to avoid the $400 late fee trap
• 🚫 You don’t want to deal with May 1st deadlines

🎯 Step 1: Choose Your Florida LLC Name

Florida has standard naming requirements:

• Must include “LLC”, “L.L.C.” or “Limited Liability Company”
• Cannot use restricted words like “Bank”, “Insurance”, “Trust” without approval
• Must be distinguishable from existing Florida entities
• Cannot imply government affiliation

Check Availability: Search Sunbiz.org to see if your name is available. The database updates in real-time.

⚠️ Privacy Warning: Your LLC name will be permanently linked to your registered agent’s address (or yours, if you’re not careful) on Sunbiz. Use a registered agent to keep your home address private.

🛡️ Step 2: Get a Registered Agent (Your Privacy Shield)

In Wyoming, you use a registered agent because it’s required by law. In Florida, you use one to protect your privacy.

🏆 Recommended: Northwest Registered Agent

Northwest has a physical office in Miami, Florida and allows you to use their address as your LLC’s principal address on Sunbiz:

• ✅ $125/year – Flat rate, no hidden fees
• ✅ Their Florida address appears on Sunbiz, not yours
• ✅ Same-day document scanning & email forwarding
• ✅ May 1st deadline reminders (critical for avoiding $400 penalty)
• ✅ Privacy protection from day one

Get Your Florida Registered Agent →

📝 Step 3: File the Articles of Organization

Florida calls the formation document “Articles of Organization”. You file it through Sunbiz.org—Florida’s online portal.

💻 Filing Options

🗓️ The “December Trap” – IMPORTANT TIMING HACK

What You’ll Need

1. LLC Name (verified as available on Sunbiz)
2. Registered Agent (with a Florida physical address)
3. Principal Address (Use your agent’s address for privacy)
4. Mailing Address (Can be outside Florida)
5. Authorized Person (The “organizer” who signs the document)

💣 The $400 Late Fee Trap (May 1st Deadline)

This is the most dangerous part of owning a Florida LLC.

How Florida’s Annual Report Works

Every Florida LLC must file an Annual Report by May 1st and pay $138.75.

The Penalty:

• Miss the deadline by 1 day → $400 late fee
• Miss it by 1 month → $400 late fee
• Miss it by 6 months → LLC gets administratively dissolved

✅ How to Never Miss the Deadline

1. Set multiple calendar reminders (April 1st, April 15th, April 25th)
2. Use Northwest Registered Agent – They send email reminders in March/April
3. File early – The portal opens January 1st, file in February
4. Enable auto-pay if available through your registered agent

💡 Pro Tip: Treat May 1st like the IRS tax deadline. Mark it in red on every calendar you own.

🛡️ Step 4: Get Your EIN & Operating Agreement

After Florida approves your LLC (usually 1-3 days), you need two documents:

1. EIN (Employer Identification Number)

Same process as other states. Non-residents can:

• Apply by fax – Fill out Form SS-4 and fax to the IRS (4-6 weeks)
• Use a service – Northwest can get your EIN in 1-2 days

👉 Read our complete EIN guide for non-residents

2. Operating Agreement (Not Filed, But Critical)

Florida does NOT require you to file an Operating Agreement with the state, but banks will ask for it when you open a US account.

What to include:

• Member names and ownership percentages
• Capital contributions
• Profit/loss allocation
• Management structure (member-managed or manager-managed)

💡 Privacy Note: Since your Operating Agreement is NOT filed with the state, this is where you keep your actual ownership private. It never appears on Sunbiz.

💸 Florida Tax Structure

Personal Income Tax: 0% (Florida’s Best Feature)

Florida has NO state income tax. This is why retirees and high earners move to Miami.

For LLC owners: If your LLC is a pass-through entity (default for single-member LLCs), your profits flow to your personal tax return. Since Florida has no personal income tax, you pay $0 to the state.

Corporate Income Tax: 5.5% (Only for C-Corps)

If you elect C-Corporation status, Florida charges 5.5% corporate income tax. Most small LLCs avoid this by staying as pass-through entities.

Sales Tax: ~6% (Only if Selling in Florida)

If you sell physical products to Florida customers, you must collect and remit Florida sales tax:

• Base state rate: 6%
• Counties add up to 1.5% (varies by location)
• Total range: 6% – 7.5%

⚠️ E-commerce Nexus: If you store inventory in a Florida warehouse (e.g., Amazon FBA in Tampa), you have nexus and must collect Florida sales tax.

Franchise Tax: None

Unlike Delaware ($300/year), Florida has no franchise tax. Your only recurring cost is the $138.75 annual report.

🏦 Opening a US Bank Account

Florida LLCs are well-recognized by digital banks, though they’ll scrutinize your Sunbiz listing:

1. Mercury (Best for Florida LLCs)

• ✅ 100% online application
• ✅ No minimum balance or monthly fees
• ✅ Fast approval (24-48 hours)
• ✅ Familiar with Florida LLCs

2. Wise Business (For International Payments)

• ✅ Multi-currency accounts (USD, EUR, GBP, etc.)
• ✅ Low fees for sending money to Latin America
• ✅ Easy approval for Florida LLCs

3. Relay Bank (Alternative Option)

• ✅ Built for small businesses
• ✅ Multiple checking accounts
• ✅ Good customer support

Documents banks will ask for:

1. Articles of Organization (download from Sunbiz.org)
2. EIN Confirmation Letter (from IRS)
3. Operating Agreement
4. Your passport + proof of address

💡 Pro Tip: Banks will verify your LLC on Sunbiz.org. Make sure all information matches exactly (especially the registered agent address).

⚖️ Florida vs. Wyoming vs. Delaware

Choose Florida if:

• ✅ You need a Miami address for branding (selling to Latin America)
• ✅ You’re investing in Florida real estate
• ✅ You have physical operations in Florida (warehouse, office)
• ✅ You don’t mind May 1st deadlines and can stay organized
• ✅ Privacy is NOT your top priority

Choose Wyoming if:

• ✅ You run an online/digital business with no physical presence
• ✅ You want maximum privacy (no public ownership records)
• ✅ You prefer lower annual costs ($60 vs $138.75)
• ✅ You want to avoid aggressive late penalties

Choose Delaware if:

• ✅ You’re raising venture capital or planning an IPO
• ✅ Investors require a Delaware entity
• ✅ You need the Court of Chancery for complex disputes

👉 Still deciding? Compare all 50 states side-by-side

❓ Frequently Asked Questions

🌴 Ready to Form Your Florida LLC?

You have two paths—but remember, the privacy strategy matters:

Launch Your Florida LLC →

🌴 Miami Address + Privacy Protection + May 1st Reminders

✅ Fast 1-3 day approval | ✅ 0% personal income tax | ✅ Professional Miami presence