What is a Florida LLC?

The Florida Limited Liability Company (Florida LLC) is a type of asset protection entity authorized by the Florida Revised Limited Liability Company Act. Florida was the second state, after Wyoming, to authorize the formation of a limited liability company in the United States. Florida has long been one of the most popular states for incorporating and forming LLCs.

The LLC is better than either a corporation or a partnership. The LLC allows for management and ownership to be structured in a manner to cut through corporate bureaucracy because no board of directors is required. It provides liability protection to its owners (called “members”). No formal meetings are required. Pass-through taxation is one of the main reasons why so many are formed. It is great for both running a business and owning passive assets like real estate.

The Florida LLC starts with the filing of the Articles of Organization with the state of Florida. Either a third-party Manager or Managing member must sign the Articles of Organization before they are filed in Florida. A Registered Agent also must be listed on the document and accepts the appointment by signing the Articles of Organization. The Registered Agent’s duty is to forward lawsuits and legal notices to the company.

A private internal Operating Agreement will control the ownership and management of the Florida LLC. The Operating Agreement is an internal company agreement signed by the owners (known as members) of the LLC that lays out the rights and duties of each member of the LLC. It establishes the structure of the company and how to allocate profits and losses. The Operating Agreement is like a prenuptial agreement that can resolve partnership disputes to avoid having to go to court. Even a single member LLC in Florida should have an Operating Agreement to show formalities are being followed in case it is sued in the future.