Florida Corporation Requirements

Each state has different requirements for forming a corporation. Whether you are starting a business or incorporating a business already in existence, you’ll want to understand state requirements for Florida incorporation.

Cost to incorporate in Florida

At BizFilings, we clearly outline our fees and the state fees to form a Florida corporation. View our pricing to incorporate as a C corporation or S corporation to plainly see:

• BizFilings’ package prices. BizFilings offers three incorporation service packages from which you can choose.
• State fee for standard turn-around. Our pricing clearly shows the state fee to incorporate in Florida with standard turn-around.
• Expedited turn-around. You will see the BizFilings and state fee, if any, for expedited turn-around.
• 24-hour turn-around. Florida has a 24-hour filing option, which is outlined in our pricing.
• Certified copy. Our pricing also clearly displays the BizFilings and state fee, if any, for issuing a Certified Copy of the Articles of Incorporation.

Florida corporate name

The corporation's name must contain the word "Corporation," "Company," Incorporated" or an abbreviation thereof. It may not contain language stating or implying that the corporation is organized for purposes other than that permitted by Florida law or the Articles of Incorporation. The name must be such as will distinguish it from another corporation formed in the state. Words such as "Bank," "Bancorp," "Mortgage" and "Loan" require approval from the Department of Financial Regulation.

Director information

The following are Florida’s requirements for directors of corporations:

• Minimum number. Corporations must have one or more directors.
• Residence requirements. Florida does not have a provision specifying where directors must reside.
• Age requirements. Directors must be at least 18 years old.
• Inclusion in the Articles of Incorporation. Director names and addresses are required to be listed in the Articles of Incorporation.

Requirements for the Articles of Incorporation

The document required to form a corporation in Florida is called the Articles of Incorporation. The information required in the formation document varies by state. Florida's requirements include:

• Officers. Officer names and addresses are required to be listed in the Articles of Incorporation.
• Stock. Authorized shares and par value must be listed in the Articles of Incorporation. An increase in the number of shares or par value does not affect initial filing fees.
• Registered agent. Corporations must list the name and address of a registered agent with a physical address (no post office boxes) in Florida. The registered agent must be available during normal business hours to accept important legal and tax documents for the business.

Professional services businesses

Florida allows professionals, such as accountants, attorneys and physicians to form a professional corporation (PC).

After forming a corporation, you must undertake certain steps on an ongoing basis to keep your business in compliance. These steps are also important in preserving the limited liability a corporation provides its owners. This guide outlines the ongoing requirements for Florida corporations.

Florida corporate records

Florida corporations are required to keep the following items with their corporate records:

• The Articles of Incorporation and any amendments
• Bylaws or restated bylaws and any amendments
• Minutes of all meetings of directors and shareholders for the last three years
• Resolutions adopted by the board of directors creating one or more classes or series of shares and their relative rights, preferences and limitations
• A record of all actions taken by shareholders or directors without a meeting for the last three years
• A record of all actions taken by a committee of the board of directors in place of the board of directors
• All written communications to shareholders for the past three years
• A record of shareholders listed alphabetically and by series of shares held by each
• A list of names and business addresses of the current directors and officers
• The corporation’s most recent annual report

Florida corporate taxes and fees

The following are taxation requirements and ongoing fees in Florida:

• Annual report and franchise tax. Florida requires corporations to file an annual report before May 1. The fee is $150. Florida also requires a franchise tax, due on or before the last day of the 4th, 6th and 9th months as well as the last day of the tax year. It is calculated as a percentage of the company’s net income for the year.
• Taxes. For complete details on state taxes for Florida corporations, visit Business Owners Toolkit or the State of Florida .
• Federal tax identification number (EIN). An EIN is required for corporations that will have employees. Additionally, most banks require an EIN in order to open a business bank account.
• State tax identification number. Florida does not require a state tax identification number.

Florida business licenses

Business licenses and/or permits are required for most businesses. The BizFilings Business License Application Package can help you stay on top of these requirements.

S corporation election

Florida recognizes the federal S corporation election and does not require a state-level S corporation election.

Additional Florida information

View the following additional resources BizFilings has for forming and maintaining companies in Florida:

• Florida LLC Formation