HOW TO FORM A FLORIDA FOREIGN LLC ONLINE
What is a Florida Foreign LLC?
In the United States, just because you are registered to do business in one state does not mean that you can legally do business in another state.
If you want to transact any serious business in a state other than the state in which your LLC is registered, most likely you will
have to register with the state in which you want to do business before you can legally conduct business there.
For example, a LLC that is registered in California wants to do business in Florida.
The California LLC is a "Domestic" LLC in California and will be a "Foreign" LLC in Florida.
The California LLC needs to register with the Florida Secretary of State as a Florida Foreign LLC.
The use of the term Foreign in this case refers specifically to individual US states.
The US government, including the IRS, considers a Foreign company to be a company that is registered outside
of the United States.
What is Florida Foreign LLC Foreign Qualification?
explain
You want to do business in the state of Florida but are registered as a LLC in another state.
In order to legally conduct business in the state of Florida you must register with the Florida Secretary of State as
a
Foreign LLC.
The process of registering as a Foreign LLC in Florida is called
Florida LLC Foreign Qualification.
The process of Florida LLC Foreign Qualification is similar to the process of forming a Domestic LLC in Florida.
Your original home LLC formation documents (frequently called Articles of Organization) and By Laws apply to your Florida Foreign LLC.
The Officers and Directors of your home LLC will have the same roles in the Florida Foreign LLC.
Specific requirements to qualify as a Foreign LLC in Florida are explained below.
Once you have made the decision to Qualify as a Foreign LLC in Florida,
a Florida lawyer can file your documents and act as a middle man for a few hundred dollars an hour;
or you can use an online service provider like All Business Documents to perform these services.
Put the money you save with All Business Documents right where it belongs: into your new Florida Foreign LLC.
Do I need a lawyer to Form a Foreign LLC in Florida?
explain
The short answer is no.
The state of Florida does not legally require a lawyer to form a
Florida Foreign LLC.
Our detailed
Foreign Qualification page may help you understand some
of the implications of forming a
Florida Foreign LLC.
However, if there is
anything about forming a Foreign LLC in Florida
that you're not sure about you should seek the advice of a competent Florida lawyer, a Florida accountant,
or both
before you form a Foreign LLC in Florida.
Once you have made the decision to form a Foreign LLC in Florida, a Florida lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and
save money that you can use in your new Florida Foreign LLC.
Do I have to Reserve a Company Name before I Form a Foreign LLC in FL?
explain
You cannot reserve a Company name for a new Florida Foreign LLC before you submit your application to form a Foreign LLC in Florida.
What if the Florida Foreign LLC Name I want is already taken?
explain
If the Name you have chosen for your new Florida Foreign LLC is already in use by a currently active
Florida Corporation or LLC then you will have to register a DBA Name with the Florida Secretary of State. "DBA" is an abbreviation for "Doing Business As."
In Florida a DBA Name is called a Fictitious Name.
We verify that the Name you have chose for your new Florida Foreign LLC is available before we submit
your Foreign LLC filing to the Florida Secretary of State.
If necessary we can register a Fictitious Name in Florida for you so that you can open your new Florida business as quickly as possible.
What do I have to do to Form a Foreign LLC in Florida?
explain
- Prove that you are registered in a state other than Florida as a Domestic LLC
- Choose a name for your Florida Foreign LLC
- File Registration Documents with the Florida Secretary of State
- Determine how you want your Florida Foreign LLC to be taxed
- Prove that you are registered in a state other than Florida as a Domestic LLC
In order to register as a Foreign LLC in the state of Florida, you must first prove that you are registered in another state as a
Domestic LLC.
You prove this with a Certificate of Good Standing, sometimes referred to as a Certificate of Existence or a Certificate of Fact, from the
state in which you are registered as a Domestic LLC.
Cost of a Good Standing Certificate for your Domestic LLC varies from state to state.
If you already have a Good Standing Certificate from your home state, please note that it must be dated no older than 90 days from the date of your application for
Florida LLC Foreign Qualification.
If the date on your Good Standing Certificate is older than 90 days then you need to get an updated certificate.
If you get your own Good Standing Certificate you must scan and email or send a copy to us before we submit your application for a
Florida Foreign LLC.
We can get your LLC Good Standing Certificate from any state - in most states within 2-3 hours.
- Choose a name for your Florida Foreign LLC
You can use the same name in Florida that you use in your home state, however, if the name of your Domestic LLC is not available you need to choose another name.
Your Florida Foreign LLC name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the Florida Foreign LLC name that you choose must be distinguishable from the name of any other registered Florida LLC or other
business entity and the name must also be different from any reserved names on record with the state of Florida.
Your Florida Foreign LLC name must not imply that it was formed for a purpose other than that stated in the
Articles of Organization for your Domestic LLC and your Florida Foreign LLC name must not be a name that is likely to mislead the public.
The name of a Florida Foreign LLC must include the word "Limited Liability Company" or
or the abbreviation "LLC" or "L.L.C.".
It's important to choose a good name for your Florida Foreign LLC because if you want to change it after you qualify you
will have to file amended documents with the Florida Secretary of State (and pay a fee).
We will check to make sure that your requested Florida Foreign LLC name is available and conforms to all state of Florida
Limited Liability Company naming regulations.
- File Registration Documents with the Florida Secretary of State
In order to Qualify as a Foreign LLC in Florida you must file Registration Documents with the Florida Secretary of State.
In Florida the registration documents are named "Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida".
The registration documents must include certain specific information about your Florida business.
If the LLC Registration Documents do not conform exactly to state of Florida Foreign LLC requirements they will be rejected. 
If you need to change any of the information on your registration documents after your Florida Foreign LLC has been approved,
you may amend the registration documents for your Florida Foreign LLC but you will have to pay a fee to the state of Florida in order to make the changes official.
- Determine how you want your Florida Foreign LLC to be taxed
The Florida Corporate Income Tax Rate is 5.5%.
You may choose that your Florida Foreign LLC is to be taxed as a C Corporation or S Corporation.
A C Corporation is what you may think of as a traditional Corporation like General Electric or Ford.
C Corporations pay a Corporate income tax to the state if that state taxes Corporations.
You may choose to have your Florida Foreign LLC taxed as a S Corporation.
S Corporations "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable personal rate.
S Corporations do not pay any Florida Corporate Income Tax.
In addition to any Florida Corporate Income Taxes, all Florida Corporations must pay an annual supplemental corporate fee of $88.75.
Florida Corporations located in enterprise zones may be eligible for Florida Corporate Income Tax incentives.
If you form a Single Member Florida Foreign LLC and do not specify to the IRS how you want to be taxed your Single Member Florida Foreign LLC
will be taxed as a Sole Proprietorship.
If you form a Multiple Member Florida Foreign LLC and do not specify to the IRS how you want to be taxed your Multiple Member Florida Foreign LLC
will be taxed as a Partnership.
Click here for more Florida Corporate Tax Information .
If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Florida Foreign LLC and include it with
your final Foreign LLC documents.
What do I have to do to after I Form a Florida Foreign LLC?
explain
- Obtain Business Licenses from the cities and counties in which you plan to do business
- File the required reports for your Florida Foreign LLC
- Keep proper records of your Florida Foreign LLC on file
- Pay your taxes to the state of Florida
- Obtain Business Licenses from the cities and counties in which you plan to do business
Note that forming a Florida Foreign LLC doesn't take the place of obtaining a local business license, tax
registration certificate, or other required business permits.
A Florida Foreign LLC merely creates an ownership structure that limits the owners' personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your Florida Foreign LLC within Florida you may need to get one or more local
business licenses or permits.
The business licenses or permits that are required for your Florida Foreign LLC vary depending on your business activities
and the specific locations within the state of Florida in which you want to conduct business.
If your Florida Foreign LLC will be selling products in Florida you may be required to obtain a Reseller's Permit from the appropriate
Florida state agency.
If your Florida Foreign LLC will be selling products in Florida you will also be responsible for all applicable local and state of Florida
sales taxes if there are any.
We have the expertise to find out exactly which state and local permits that you need for your specific business.
- File the required reports for your Florida Foreign LLC
The Florida Annual Report includes basic information about your Florida Foreign LLC including information on your business location as well as the names of the Officers and Directors.
Failure to submit a properly completed Florida Annual Report to the Florida Secretary of State on or before the
due date may subject the Florida Foreign LLC to being administratively dissolved in the state of Florida or having its authority to
transact business in the state of Florida revoked by the Florida Secretary of State.
Penalties may accrue if you fail to file any Florida Foreign LLC Annual Report to the Florida Secretary of State by the due date.
- Keep proper records of your Florida Foreign LLC on file
Keep the following records on file and available at the principal business office of your Florida Foreign LLC:
- Names and addresses of all Members and Managers of the Florida Foreign LLC
- Foreign LLC formation documents and any Amendments to them
- Florida Foreign LLC Operating Agreement and any Amendments to them
- Copies of any LLC Resolutions which have been adopted by the Florida Foreign LLC
- Copies of all tax returns and Annual Reports for the Florida Foreign LLC for the last 3 years
- Pay your taxes to the state of Florida
Foreign LLCs that either do business in the state of Florida or that derive income from sources within the state of Florida are subject
to Florida and federal tax laws.
If you are engaged in intrastate business and derive income from other states besides Florida, you must allocate the amount of income derived
from the state of Florida in order to determine your Florida state taxes.
What information do I need in order to Form a Foreign LLC in Florida?
explain
In order to Form a Foreign LLC in Florida you'll need the following information about your LLC:
- The name of your new Florida Foreign LLC along with your second choice of a name in case the name that you want is not available
- Physical address of the Foreign LLC office in Florida (not a PO Box)
- A description of the nature of the business you are planning to operate with the Florida Foreign LLC
- A good standing certificate from your home state no older that 90 days
- Whether the Florida Foreign LLC will be managed by LLC Members or Managers
- When the Florida Foreign LLC will start and when it will cease to exist (normally the Foreign LLC starts on the date the application is filed and will exist perpetually)
Remember -
ALL the information that you provide when you Form a Foreign LLC in Florida becomes part of the public record.
Our data entry forms include the
absolute minimum amount of information that is required in order to Form a new Foreign LLC in Florida.
How long does it take to Form a Foreign LLC in Florida?
explain
Processing times for new Florida Foreign LLC applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new Florida Foreign LLC applications takes the state around 10-15 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your new Florida Foreign LLC.
PLEASE NOTE: WE CANNOT GUARANTEE FLORIDA SECRETARY OF STATE PROCESSING TIMES.
The Florida Secretary of State reserves the right to extend expedite periods in time of extreme volume, staff shortage or
equipment malfunction.
We are dependent on, and have no control over, the staff and systems of the Florida Secretary of State.
In our experience 10-15 business days is the time it
usually takes the Florida Secretary of State to process
a new Florida Foreign LLC application.
We get your Florida Foreign LLC application to the FL Secretary of State ASAP.
Once it is at the state we have no control over the new Florida Foreign LLC application process.
How much does it cost to Form a Foreign LLC in Florida?
explain
The state of Florida charges $163.75 to Form a Foreign LLC in FL. Also add the cost of a good standing certificate from your home state.
If you choose All Business Documents to help you Form your Foreign LLC in Florida our processing fees are $145.00.
This includes:
- Same day processing in of your new Florida Foreign LLC order
- Prepare Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida
- File Formation Documents with the Florida Secretary of State
- Certified Copies of Formation Documents
- Florida Foreign LLC Checklist
- Priority Mail Delivery
- Unlimited Customer Support
FLORIDA FOREIGN QUALIFICATION COST ESTIMATOR
Our FL Foreign Qualfication Services include:
(These services are included in our processing fees)
Optional Florida Foreign Qualification Services
(Choose options, cost is updated automatically)
-
Expedited Service - $175
explain
Normal processing time for a new Florida Foreign LLC is 10-15 business days.
Processing times for new Florida Foreign LLC filings can vary depending on the staff work load at the FL Secretary of State's office. If you need your new Florida Foreign LLC approved quickly, for $175 we can usually get approval with 48 hours.
This is the time by which the Florida Secretary of State will either approve or deny the Foreign LLC application.
Florida Foreign LLC applications must be received by the Secretary of State before noon Florida time for the process to start that day.
Another way to expedite your order is to choose the Express Mail option.
The Express Mail option can cut the document delivery time in half.
- Express Mail - $35
explain
If you really need your original approved Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida in your hands quickly, the
Express Mail option can cut the delivery time in half.
The Express Mail option has no effect on the Florida Secretary of State's processing time. For the quickest turn-around time also choose the Expedited Service option.
-
S Corporation Election - $50
explain
S Corporations are taxed differently than C Corporations.
With an S Corporation, business profits may be "passed through" directly to the shareholders.
This avoids the double tax on both corporate and shareholder profits.
S Corporations do not pay any Florida Corporate Income Tax.
We can prepare the S Corporation Election form for you and include it with your final Foreign LLC documents pakage.
-
FL Registered Agent - $135
explain
Every Florida Foreign LLC is required to have an address within the state of Florida where
official and legal correspondence can be delivered.
The individual or company that is registered with the state of Florida to receive all correspondence
on behalf of the Foreign LLC is called a Registered Agent.
You may act as your own Registered Agent, however, many Foreign LLCs hire a Registered Agent because they don't have a physical address within
Florida or to provide a distinct level of privacy.
We can act as your Florida Foreign LLC Registered Agent.
This is an annual service.
We will forward all correspondence to you and will remind you when it is time to renew your FL Registered Agent services.
-
FL Good Standing Certificate - $37
explain
A Florida Good Standing Certficate is proof of the existence of your new Florida Foreign LLC.
The Certificate is issued by the Florida Secretary of State and is proof that your FL Foreign LLC is not behind on any
of its Florida Secretary of State Corporate obligations.
A Florida Good Standing Certificate is often required for loans, to apply for business licenses, or for tax or other business purposes
in the state of Florida or in any other state.
We can get your Florida Good Standing Certificate immediately after the Florida Secretary of State has approved your Foreign LLC filing.
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Federal EIN - $65
explain
An FEIN is like a Social Security Number for your Florida Foreign LLC.
We can get your FEIN on the same day that your Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida are approved by the Florida Secretary of State.
You can get your FEIN before your articles are approved by the Florida Secretary of State but it's a good idea to wait until
after approval.
Your filing may be rejected or the Foreign LLC name that you want may not be approved.
Changing information on an FEIN filing is not a trivial exercise with the IRS.
-
Foreign LLC Kit and Seal - $99
explain
While you're not required to have a Foreign LLC Kit and Seal for your new Florida Foreign LLC they do come in handy.
The FL Foreign LLC Kit consists of a beautiful customized binder, stock certificates, a stock ledger
and your custom Foreign LLC Seal.
The Foreign LLC Seal is used to emboss important company documents, such as stock certificates.
The binder also includes dividers so you can use it for all of your Florida Foreign LLC record keeping.
-
Business License Research - $175
explain
Most new Florida Foreign LLCs are required to get some kind of state, regional or local permits or business licenses.
The task to figure out exactly what you need can be daunting.
We can determine exactly which forms you need to fill out, fill them out for you and file the forms with the appropriate government agency
where possible.
GOOD STANDING CERTIFICATE
You will need a Good Standing Certificate from your home state that is no older than 90 days.
Choose your home state from the list, the price of the certificate below will be updated automatically.