USA Florida Company Incorporation

Florida LLC Company Formation

Our incorporation package includes:

• Reserving your Company Name
• Structuring the company as per your requirements
• Prepare your Company Registration Forms
• Drafting the Articles of Association / Statutes
• File the documents with the Florida Division of Corporations
• Appoint the Directors
• State Registration
• Initial Government licence fee payable on incorporation
• Certificate of Incorporation
• Issue of shares and production of Share Certificates
• All documents and certificates supplied in a professional folder
• Delivery of documents by FedEx / DHL courier

Our Corporate Administrative service includes:

• Provision of the Registered Office and Registered Agent in Florida –
• Compliance with local domicile requirement

Company Name

We can check your proposed company name online in a few minutes.

Company names must end with ‘Limited Liability Company’, ‘Limited Company’ or the appropriate abbreviation such as ‘LLC’ or ‘LC’.

Florida Registered Agent

It is a requirement to have a Registered Agent. A Registered Agent for the Corporation is someone with a physical address in Florida who will be responsible for receiving documentation or notice for the Corporation. We will appoint a Registered Agent on your behalf.

Articles of Incorporation

The Articles of Incorporation is a document filed with the Secretary of State to form the corporation. The documents specifies information such as the company name, address, registered agent and office, number of authorised shares and Directors details.

Shareholders

There are no restrictions on the ownership of C corporations but with S Corporations the shareholders must be US citizens/ residents.

Sole Shareholder, Director and Officer

The Officers of the Corporation are the President or CEO, Vice President, Secretary and Treasurer. The Officers are appointed by the Directors, in Florida one person can hold all positions.

Annual Government fee

All companies registered in the State of Florida are required to pay an annual corporate fee to the Department of State.

This fee should be paid at the same time the company annual report is filed on May 1.

Accounting and Financial Statements

There is no requirement to file financial statements with the Division of Corporations in Florida.

There are no mandatory auditing requirements for companies incorporated in the State of Florida.

Annual Return

An annual return in Florida is known as the Annual Report, which must be filed with the Department of State by May 1 each year and will cost US$140 (€100) for a limited liability company.

The annual report does not contain any company financial information but includes general information such as registered office address and principle business activities.

Federal Tax Identification Number – EIN

An Employer Identification Number, also known as a Federal Tax Identification Number, is used to identify a US Corporation.
The EIN is a nine digit number assigned to Corporations for tax filing and reporting purposes.
An EIN will be required for a business to open a bank account.
All employers must have an EIN
To obtain an EIN company must provide a statement to the IRS that contains:
The location of the company’s US operations
The name(s) and address(es) of the company’s US representatives.
The IRS states, the purpose of any company in obtaining an EIN is that the company plans to or is conducting business in the US and will be filing a US tax return.

Florida Annual Compliance

In line with the Anti-Money Laundering regulations, we complete compliance checks and update the records held at the Registered Office, to ensure your Florida company meets its regulatory obligations and remains in Good Standing.

We conduct annual reviews to ensure that the due diligence documentation held on your company file are up to date.

The fee covers the additional time spent monitoring Know Your Client for the Company Directors, Shareholders and other connected entities, in addition to general matters concerning corporate governance and regulatory updates.

Our annual compliance is based on a Florida company with standard Share Capital, two Directors and two Shareholders. If your company has a higher Share Capital or additional Directors or Shareholders, there will be additional compliance charges.

Florida Beneficial Owner Register

The Corporate Transparency Act is part of the Anti-Money Laundering Act of 2020, under this Act there are new requirements for all US entities to file details of Beneficial Owners from 2024.

This new law requires the Registered Agent to submit to the Financial Crimes Enforcement Network.

There is a one-off filing on incorporation and, subsequent filings only required when there is a change in beneficial ownership of the company.
Beneficial Owners are defined as individuals who own at least 25 percent of the US entity or individuals who exercise substantial control over the entity even if they have no ownership.

Shareholder & Directors Maintenance

Under Florida Corporate Law, we need to ensure your company registers, including the directors register and shareholder register are maintained. An updated copy of the Directors register is held at the registered office of your company.

If there are changes to the Company Directors of your company, we will need to get updated due diligence records and file an updated directors register with the Secretary of State