How to Start an LLC in Florida: A Step-by-Step Guide (2027)

How to Start an LLC in Florida (Quick Answer)

To start an LLC in Florida, file the Articles of Organization with the Florida Division of Corporations (Sunbiz), and pay the $125 state filing fee. Once the state approves it, your LLC legally exists, and from then on it files a $138.75 Annual Report between January 1 and May 1 each year.

First-year cost: $125 if you file the Articles of Organization yourself. If you are not based in Florida, add a registered-agent service, commonly $35 to $300 a year, plus an optional $25 paper-only name reservation.

Florida charges $125 to file an LLC into existence and never touches personal income with a state tax, a combination that gives the state one of the friendliest reputations in the country for new founders.

That reputation has one sharp edge. Miss the Annual Report window between January 1 and May 1, and the state adds a $400 late fee, nearly three times the report's own base cost, no exceptions and no grace period.

Everything else about forming an LLC in Florida follows a standard path. This guide walks through the state filing steps in order, adds the two federal filings a foreign-owned LLC can't skip, and flags exactly where Florida's calendar gets less forgiving than its low-friction reputation suggests.

TL;DR

• Why Florida: no state personal income tax, one of the country's largest consumer economies, and a light tax burden on the pass-through LLCs most founders default to.
• Step 1, name: Florida doesn't offer a standard online name reservation for LLCs, so most founders confirm availability and file straight through.
• Step 2, registered agent: you need a physical Florida street address, not a PO box, and the ongoing designation cost is folded into your annual filing, not billed separately.
• Step 3, Articles of Organization: $125 total, filed with the Florida Division of Corporations (Sunbiz), typically processed in a few business days online.
• Step 4, EIN without an SSN: the IRS's online EIN tool requires an SSN or ITIN, so founders without one apply by phone, fax, or mail instead.
• Step 5, Form 5472: a 25%+ foreign-owned single-member LLC must file this every year, even at zero revenue, or risk a $25,000 minimum penalty.
• Step 6, ongoing compliance: Florida's Annual Report costs $138.75 and is due by May 1, with a $400 late fee bringing a missed deadline to $538.75.
• Common mistakes: missing the May 1 deadline is the Florida-specific one that costs founders the most, on top of the usual EIN and Form 5472 traps.

Why Form Your LLC in Florida?

Florida has no state personal income tax, which is the first thing most founders hear about the state and the reason it keeps showing up on formation shortlists.

For an LLC taxed the default pass-through way, that means no state-level tax on the owner's share of profit, on top of whatever the LLC owes federally.

Beyond the tax angle, Florida is home to one of the largest consumer economies in the country, which matters if your business plans to sell, hire, or operate inside the state rather than just filing there on paper.

• No personal income tax on LLC profit passed through to the owner, the default tax treatment for most single-member and multi-member LLCs.
• Large in-state market for founders who intend to actually operate in Florida, not just use it as a formation address.
• Low pass-through tax burden relative to states that tax LLC income at the personal level in addition to federal tax.

Step 1: Choose and Reserve Your LLC Name

Your LLC's name has to be distinguishable from other active entities on record with the Florida Division of Corporations, and it must include a designator like "LLC" or "Limited Liability Company."

• Search first, for free. Sunbiz's business name search lets you check availability before you file anything.
• Avoid restricted words. Terms like "bank" or "trust" typically need separate regulatory approval.
• There's no standard online reservation for LLCs. Florida offers formal name reservation for corporations, but not through an online process for LLCs specifically.
• There's still a paper-based hold available. Fla. Stat. §605.01125 lets you write to the Division of Corporations and lock in a name for 120 days for $25, but the process only exists on paper, and by the time most founders track down the letter format, they've already decided it's faster to just file.

For most founders, the practical move is confirming availability and filing the Articles of Organization directly, since there's no quick reservation step standing between the search and the filing.

Step 2: Appoint a Registered Agent

Every Florida LLC needs a registered agent: a person or company with a physical Florida street address, available during business hours to receive legal notices and state correspondence on the LLC's behalf. A PO box doesn't qualify, and Florida checks this address specifically.

• No in-state address of your own? A commercial registered agent service fills that role, which is common for founders forming from outside Florida or outside the US entirely.
• The designation cost isn't a separate annual bill. The $88.75 registered-agent designation fee is folded directly into Florida's $138.75 Annual Report total each year, not billed to you as its own line item.
• Skipping a real registered agent in favor of a friend's address or an unlicensed office can put the LLC out of good standing with the state.

Step 3: File Your Articles of Organization

The Articles of Organization is the filing that legally creates your LLC. You file it with the Florida Division of Corporations, known as Sunbiz, which sits under the Department of State.

• Filing fee: $125 total, made up of a $100 filing fee plus a $25 registered-agent designation fee.
• Filed with: the Florida Division of Corporations (Sunbiz).
• Processing time: typically three to four business days when filed online.
• Expedited processing: not something we can confirm as a reliable, specifically priced option for online filings. Online filing is already fast on its own, so if you need it rushed further, confirm directly with the Division of Corporations rather than assuming a fee.
• No publication requirement. Unlike a handful of other states, Florida doesn't require you to publish notice of your new LLC in a local newspaper.

Once Sunbiz approves the filing, your LLC legally exists, and that's also the moment the tax and compliance clock starts on the federal filings covered next.

Step 4: Get an EIN, Even Without an SSN

An Employer Identification Number (EIN) is what the IRS uses to identify your LLC for tax purposes, and you'll need one to open a US bank account or file federal taxes. It's free directly from the IRS regardless of how you apply.

Most founders with a Social Security Number or an Individual Taxpayer Identification Number (ITIN) apply online and get an EIN in minutes. Founders without either can't use that tool and apply by phone, fax, or mail instead, using Form SS-4.

The manual route's wait mostly depends on volume and how completely the form was filled out the first time. Getting the responsible-party details right on the first try matters more here, since a rejected submission means restarting the wait.

Draft an Operating Agreement

Nothing in the steps above asks you to send an operating agreement anywhere, which is exactly why it slides to the bottom of the list. It is the document that decides how the LLC actually runs, and the moment to write it is while every owner still agrees on the answers.

• Default rules fill the gaps if you don't write one. Leave a question unanswered and the state's standard LLC provisions answer it for you, usually in a way no owner would have chosen on purpose.
• Spell out authority, not just ownership. Record whether the members run the LLC themselves or appoint a manager, which decisions need a vote, and what share of the vote counts as approval.
• Plan for a member leaving before one does. Buyout terms, limits on transferring a stake, and what happens if an owner dies are the clauses gap-filling rules handle least cleanly.

Banks and the IRS look at whether an LLC is genuinely run as its own entity, not just a formality on paper, and the agreement is the clearest evidence you have. A single-member LLC is no exception, since there the separation between owner and business is the one most likely to be challenged.

Open a US Business Bank Account

Once you have your EIN, opening a US business bank account is the next practical step, and most banks won't open one without it.

• Bring your formation documents. Banks typically ask for the Articles of Organization, the EIN confirmation letter, and often an operating agreement, whether you're applying in person or online.
• Keep business and personal money separate. Running LLC funds through a personal account is one of the fastest ways to undermine the liability protection an LLC is supposed to provide.
• Founders based outside the US should expect the account-opening process to take longer, and may need a bank or platform built to support non-resident applicants.

Know Where the Beneficial Ownership Information (BOI) Report Stands

The Corporate Transparency Act introduced a federal Beneficial Ownership Information report, filed with FinCEN, that many new LLCs were originally required to submit after formation. This requirement has changed more than once since it took effect, including a 2025 rule that narrowed who's required to file.

Because the rules around BOI reporting have shifted and could shift again, don't rely on older guides, or this one, for a final answer. Confirm your LLC's current filing obligation directly on FinCEN's official BOI e-filing site before assuming you're exempt or required to file.

Step 5: File Form 5472 if the LLC Is Foreign-Owned

A Florida LLC that's 25% or more foreign-owned and taxed as a disregarded single-member entity picks up an obligation the Sunbiz filing itself never mentions: an annual IRS Form 5472, due every year regardless of how much (or how little) the business brought in. This one comes from federal law, not the state, so nothing about forming in Florida changes it.

• It doesn't travel alone. The IRS requires a pro forma Form 1120 filed alongside it, a placeholder corporate return that exists purely to carry the 5472, even though the LLC owes no corporate tax of its own.
• What it actually discloses is the money movement between the LLC and its foreign owner, capital put in, payments made for services, that kind of activity.
• Timed with your federal return, including whatever extension window applies to that return.
• An idle LLC still owes it. Nothing about low activity or a quiet year exempts you, which is precisely the assumption that trips people up.

Miss it, and the IRS's floor for the penalty is $25,000, charged per form, per year, with revenue having no bearing on the number. Build the filing into your calendar the same day the LLC comes into existence, not after the first year closes.

Step 6: Handle Florida's Ongoing Compliance

Florida's ongoing cost is lighter than most states on the tax side and heavier than most on the deadline side. Both halves matter for what you budget and what you calendar.

The Annual Report and Its May 1 Deadline

Every Florida LLC files an Annual Report each year between January 1 and May 1, and it costs $138.75, made up of a $50 base fee plus the $88.75 registered-agent designation fee. File after May 1, and Florida adds a $400 late fee, no exceptions, bringing the total to $538.75.

What You Actually Owe Florida in Income Tax

Florida has no state personal income tax, so a default pass-through LLC owes $0 in Florida income tax on the profit that flows to its owner. The only exception is an LLC that elects to be taxed as a C-corporation, which then pays Florida's 5.5% corporate income tax rate.

Most single-member and multi-member LLCs keep the default pass-through treatment specifically to avoid that corporate-level tax, so this exception affects a small minority of founders.

Florida LLC Costs Breakdown

Florida's costs land in two places: what you pay once to bring the LLC into existence, and what you pay every year to keep it in good standing. Every figure below comes from the steps above.

There is no expedite row here on purpose. A reliably priced expedited option for online LLC filings isn't something we can confirm, so if you need speed, check with the Division of Corporations rather than budgeting for a fee.

How Long Does It Take to Form an LLC in Florida?

The state's own turnaround is the short part. Filed online with the Florida Division of Corporations, the Articles of Organization typically process in three to four business days, and Florida has no publication requirement to add weeks on top of that.

There's no rush tier to plan around either. Expedited processing isn't something we can confirm as a reliably priced option for online filings, and online filing is already fast on its own. If your timeline is genuinely tight, ask the Division of Corporations directly before you file.

What actually stretches the calendar is everything after approval. An EIN arrives in minutes if you apply online with an SSN or ITIN; without either, Form SS-4 by phone, fax, or mail runs anywhere from same-day to several weeks.

The bank account comes after the EIN, and founders based outside the US should expect that step to take longer still.

Common Mistakes to Avoid

• Missing the May 1 Annual Report deadline: Florida's $400 late fee is the single most avoidable, most expensive mistake specific to this state, and it applies automatically with no grace period.
• Treating the EIN as the finish line: for a foreign-owned LLC, the EIN is closer to the starting gun on an annual Form 5472 obligation than the end of the process.
• Assuming a quiet bank account means nothing to file: Form 5472 is tied to foreign ownership, not to whether the LLC has generated a dollar of revenue.
• Using a home or friend's address as the registered agent: it can put the LLC out of good standing and exposes a personal address on the public record.
• Delaying the operating agreement: it's easy to skip until there's a dispute, and much harder to write fairly once there is one.

How FinStackk Helps With Starting Your LLC in Florida

FinStackk is an accounting and tax compliance platform for U.S. businesses, helping you go from incorporation to ongoing accounting, tax, and compliance, all in one place.

Fin-Start takes over from the moment you decide on Florida: we file the Articles of Organization with Sunbiz, put a registered agent in place, and get the EIN application moving, and for founders incorporating out of India, we layer in the Overseas Direct Investment (ODI) compliance that step gets skipped otherwise.

Once your LLC exists, Fin-Tax keeps Florida's Annual Report deadline and your federal filings, including Form 5472, on a proactive calendar instead of leaving you to track the May 1 cutoff yourself. Book a free demo to see both in action.

FAQ

Does a Florida LLC pay any state income tax?

A Florida LLC taxed the default pass-through way owes $0 in Florida income tax, since Florida has no state personal income tax at all. The only exception is an LLC that elects C-corporation tax treatment, which then pays Florida's 5.5% corporate rate.

Most LLCs keep the default treatment and never encounter that rate.

What happens if I miss Florida's Annual Report deadline?

Florida adds a flat $400 late fee the moment you file after May 1, on top of the $138.75 you already owed, for a total of $538.75. There's no grace period and no prorating based on how late the filing is.

The safest approach is calendaring the January 1 through May 1 window as soon as your LLC forms, since the state doesn't send a reliable reminder you can count on.

Can I reserve my LLC name in Florida before filing?

Florida doesn't offer a standard online name reservation for LLCs the way it does for corporations. A lesser-known statutory option under Fla. Stat. §605.01125 lets you hold a name for 120 days for $25 through a signed letter to the Division of Corporations, but there's no online form for it.

Most founders skip this and simply confirm availability before filing the Articles of Organization directly.

Do I need an operating agreement for a Florida LLC?

Florida doesn't require you to file an operating agreement with the state, so it stays an internal document rather than a public filing. That's a filing rule, not a reason to skip it.

The operating agreement is what settles ownership percentages, how profit gets distributed, who manages the LLC, and what happens when a member exits.

Skipping it weakens the separation between you and the LLC that your liability protection depends on, and banks often ask to see one when you open the business account. Write it, keep it internal, and store it with your formation documents.

Can a non-US resident start an LLC in Florida?

Yes. Florida sets no residency or citizenship requirement to own a Florida LLC. You'll still need a registered agent with a physical Florida street address, which usually means a paid service if you're not in the state. Because you won't have an SSN, you apply for your EIN on Form SS-4 by phone, fax, or mail instead of the online tool. If your LLC is single-member and 25% or more foreign-owned, you also file Form 5472 with the IRS every year, even at zero revenue, or risk a $25,000 minimum penalty.

What are the annual filing requirements for a single-member LLC in Florida?

Every Florida LLC, including a single-member one, files an Annual Report with the Florida Division of Corporations between January 1 and May 1 each year, at a cost of $138.75. Filing after May 1 triggers a flat $400 late fee with no grace period, bringing the total to $538.75. A single-member LLC that is 25% or more foreign-owned has an added federal obligation: Form 5472, filed yearly with the IRS.

Does a Florida LLC pay income tax?

Florida has no state personal income tax, so a default pass-through LLC owes $0 in Florida income tax on the profit that flows to its owner. The only exception is an LLC that elects C-corporation tax treatment, which then pays Florida's 5.5% corporate income tax rate. Most single-member and multi-member LLCs keep the default pass-through treatment and never encounter that rate. Federally, a standard LLC is a pass-through entity, so profits are reported on the owners' personal returns.