Here’s an overview of the key steps you’ll need to take to start your own business in Florida.
Step 1. Decide on a Legal Structure
The most common legal structures for a small business are:
- sole proprietorship
- limited liability company (LLC), and
There also are special versions of some of these structures, such as limited partnerships and S corporations. You’ll want to consider which business entity structure offers the type of liability protection you want and the best tax, financing, and financial benefits for you and your business. Check to Choose Your Business Structure on ThelawQ.com’s website for more information on how to choose the best ownership structure for your business.
Step 2. Choose a Name
For LLCs and corporations, you will need to check that your name is distinguishable from the names of other business entities already on file with the Florida Department of State (DOS). You can check for available names by doing a business entity search on the DOS website. You cannot reserve a name before formally creating your business with the state. See How to Form an LLC in Florida and How to Form a Corporation in Florida for more information.
Is your business a sole proprietorship or partnership that uses a business name that is different from the legal name of the business owner (for a sole proprietorship) or surnames of the individual partners (for a partnership)? If so, you must register a fictitious name with the DOS. You can register online or on paper.
If you plan on doing business online, you may want to register your business name as a domain name. See Choose and Register a Domain Name for more information. In addition, to avoid trademark infringement issues, you should do a federal and state trademark check to make sure the name you want to use is not the same as or too similar to a name already in use. See How to Do a Trademark Search for more information.
Step 3. Create Your Business Entity
- Sole proprietorship: To establish a sole proprietorship in Florida, you don’t need to file any organizational documents with the state. For more information, see How to Establish a Sole Proprietorship in Florida.
- Partnership: To create a general partnership in Florida, you don’t need to file any organizational documents with the state. Although not legally required, all partnerships should have a written partnership agreement. The partnership agreement can be very helpful if there is ever a dispute among the partners. For more information, see How to Form a Partnership in Florida. To form a limited liability partnership (often used by professionals), you must file a Statement of Qualification with the Florida DOS. For more information, see how to Form a Limited Liability Partnership in Florida.
- LLCs: To create an LLC in Florida, you must file Articles of Organization with the Florida DOS. You will also need to appoint a registered agent in Florida for service of process. In addition, while not required by law, you also should prepare an operating agreement to establish the basic rules about how your LLC will operate. The operating agreement is not filed with the state. For more information, see How to Form an LLC in Florida and How to Form a Professional LLC in Florida(for professionals).
- Corporations: To create a corporation in Florida, you must file Articles of Incorporation with the Florida DOS. You will also need to appoint a registered agent in Florida for service of process. Although not legally required, you also should prepare bylaws to establish your corporation’s internal operating rules. Bylaws are not filed with the state. S Corporations must also file IRS Form 2553, Election by a Small Business Corporation, with the IRS. For more information, see How to Form a Corporation in Florida.
Step 4. Licenses and Permits
Tax Registration. If you will be selling goods in Florida, you must register with the Department of Revenue (DOR) to collect sales tax. You can register online on the DOR website or on paper using Form DR-1, Florida Business Tax Application.
EIN. If your business has employees or is taxed separately from you, you must obtain a federal Employer Identification Number (EIN) from the IRS. Even if you are not required to obtain an EIN, there are often business reasons for doing so. Banks often require an EIN to open an account in the business’s name and other companies you do business with may require an EIN to process payments. You can get an EIN by completing an online application on the IRS website. There is no filing fee.
General business licenses. Most Florida businesses are required to obtain a general business license, otherwise known as a business tax receipt, which is associated with a local business tax. You apply for and renew a business tax receipt through the county or, in some cases, the city where your business is located. Check the website for your county and city for more details on how to file.
Professional and occupational licenses. These cover people who work in various fields as well as certain types of businesses. Check the online Business Licenses, Permits and Regulation section of the Department of Business & Professional Regulation (within the myflorida.com website) for more detailed information.
Step 5. Business Location and Zoning
You’ll need to pick a location for your business and check local zoning regulations. That includes if you work from home. You may be able to find zoning regulations for your town or city by checking municode.com.
Step 6. Taxes and Reporting
Because Florida does not have a personal income tax, owners of some forms of business will not owe state tax on their business income. See Florida State Business Income Tax for more information on state business taxes in Florida.
Sole proprietorships. Pay federal taxes on business income as part of their personal federal income tax returns.
Partnerships. Partners pay federal taxes on partnership income.
LLCs. Members pay federal taxes on their share of LLC income. In addition, if an LLC is classified as a corporation for federal tax purposes, the LLC itself also must file a state corporation tax return. Florida LLCs also are required to file an annual report with the Florida DOS. See Florida LLC Annual Filing Requirements for more information.
Corporations. Shareholders must pay federal taxes on their dividends from the corporation. A shareholder-employee with a salary also must pay federal income tax on his or her personal state tax return. Moreover, the corporation itself is subject to Florida corporation taxes. And, finally, corporations must file an annual report with the Florida DOS.
Apart from Florida taxes, there are always federal income and employer taxes. Check IRS Publications 334, Tax Guide for Small Business, and 583, Taxpayers Starting a Business, available at irs.gov.
Step 7. Insurance
Insurance is a good idea for most kinds of business. While insurance often is regulated at the state level, the types of business insurance available are usually similar across the fifty states. Check Obtaining Business Insurance for more information.
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