How to File Florida Articles of Incorporation

Steve Bennett
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File Florida Articles of Incorporation

While filing a new business, preferably a profit corporation in Florida, one has to submit Articles of Incorporation. This is an important document that needs to be filled out by the owner with correct information regarding the company to be started. Forming a corporation in the state is a bit complex than starting an LLC in Florida. In the following sections, you will get to read about the process, fees, and other related information to file the incorporation documents. It is recommended to consult or hire a professional service before starting a business.

Articles of Incorporation in Florida

The Articles of Incorporation are a legal document required to be filed with the state government to legalize the creation of your corporation. In other words, filing these documents with the Florida Secretary of State ensures the formation of the corporation in Florida officially. Filing articles of incorporation is similar to filing the Florida LLC Articles of Organization while forming your limited liability company in the state.

The state has some rules when it comes to filing Articles of Incorporation in Florida, popularly known as the Sunshine State. We shared the step-by-step process here to file the incorporation document with the Florida SOS. Checking with the SOS is recommended for more information.

It is always wise to consult a legal professional before you file your company under the Florida SOS. FIling process can be easy, but it is sensitive. If you miss anything, it can totally stope the filing process.

– LLCBuddy Editorial Team

How to File Florida Articles of Incorporation

You can file the Articles of Incorporation in several ways, depending on the state in which you are willing to start your corporation. In Florida, you can file it in two ways, online and by mail. The details are similar to the details you need when forming an LLC. Here are the details you must submit while filing the documents-

Step 1: Get the Form and Enter the Details

The first thing to do is find the form (PDF or online), and fill it up with correct information. Get the form from the Florida Secretary of State and send it back to the concerned department along with the filing fee.

The following are the details you must add to your incorporation form-

Name of the Entity

The first thing you need to do is submit your company’s name. Make sure to mention the exact name of the company that you decided on. Like the LLC naming guidelines, you must also follow the Florida corporation naming requirements. There are a few points to note when you name your company. They are,

  • You cannot have a name used by other companies or businesses.
  • You cannot have any name that is misleading or the same as a government organization.
  • Banks, Insurance, Insurer, or any such names cannot be used as they reflect the financial organization.
  • You must add terms like corporation, limited, company, incorporated, or incorporation. You can also add abbreviations like co., ltd., inc., and corp instead of the above terms.

Address of the Corporation

The next section of the form is to provide your main address. It is necessary to have a physical street address in Florida. For those running an online business, you must provide an address in the state (including your home address) where you will receive all the business and legal documents and mail. While sharing your address, make sure not to use abbreviations, such as N.Y. for New York or L.A. for Los Angeles.

Florida Registered Agent

The next point is to provide information about the Registered Agent. The Florida Registered Agent is an individual or business entity that is responsible for receiving all the legal and official documents on behalf of the company. They must be aged above 18 years and have the eligibility to conduct business in the state. The Registered Agent should be legit and experienced because, in case of any lawsuit, you need an expert to handle your issues. In most cases, the Registered Agent’s official address is the company’s official mailing address. If you form an LLC, hiring a registered agent is the most crucial step in the process.

Shares and Stocks

The next important information you must provide is about the stocks and shares. While filing the Articles of Incorporation, you must mention a minimum of one share. In Florida, to start a corporation, you need at least three directors initially. When filing the incorporation documents, you must provide the number of directors in the corporation. It decides the ownership of the company.

If you amend the Florida Articles of Incorporation in the future, you will not be able to change the initial directors. You might need an additional form to change the initial directors’ details. You must check with the Florida SOS while filing the Articles of Incorporation amendment.

Additional Documents

You might need additional documents to submit along with the incorporation documents. In Florida, you can attach a cover letter with the documents as an additional document. If you are willing to start a foreign corporation in Florida, then you must add one document along with the Articles of Incorporation. Foreign corporations in Florida must submit the Florida Certificate of Good Standing along with the incorporation documents.

Signature

Finally, the signatures of the directors and shareholders are required on the form. You can have more than one share and be a director. All your initial directors must submit their official signatures while filing the corporation in Florida. Get their signatures to file the Articles of Incorporation.

Step 2: Submit the Articles of Incorporation in Florida

Once you are done filling out the form, it is time for you to submit it. The form can be submitted in two ways, online and by mail. Checking with a legal professional or a formation service while filing your corporation is recommended. It is sensitive, and one mistake can stop the entire filing process immediately.

  • Online filing: Get the online form from the Secretary of State, fill it out, and submit. Don’t refresh the page during the process. It will erase everything.
  • Offline filing: Send the form by mail to New Filing Section, Division of Corporations, P.O. Box 6327, Tallahassee, FL 32314

Cost of Filing the Articles of Incorporation in Florida

The cost of filing the Articles of Incorporation in Florida is an important aspect to consider when starting a new business. This one-time fee is necessary for officially registering your corporation with the Secretary of State and can vary depending on the specific requirements and regulations of Florida. In some cases, additional fees may be required for expedited processing or other optional services. It is crucial for entrepreneurs to budget for this expense and research the specific costs associated with their Florida in order to ensure a smooth and successful incorporation process. To file the Articles of Incorporation in Florida, you must pay a filing fee. The filing fee is $35 for filing in person and by mail.

FAQs

What is an Article of Incorporation?
An Article of Incorporation is a document filed with the Florida Department of State to create a legal corporation in the state. It is also known as a Certificate of Incorporation.
How do I file Articles of Incorporation in Florida?
To file Articles of Incorporation in Florida, you must submit the document to the Division of Corporations at Florida Department of State. This can be done online, in person, or by mail.
What information is needed to file Florida Articles of Incorporation?
To file Florida Articles of Incorporation, you will need to provide the following information
Is there a filing fee to file Florida Articles of Incorporation?
Yes, there is a filing fee of $70 to file Florida Articles of Incorporation.
How long does it take to file Articles of Incorporation in Florida?
The processing time for filing Articles of Incorporation in Florida is 1-3 business days.
What happens after I file Articles of Incorporation in Florida?
Once your Articles of Incorporation are filed in Florida, the state will review and accept the document. You will then receive a certificate of incorporation and a confirmation letter from the Division of Corporations.
What is a registered agent in Florida?
A registered agent is an individual or business entity that is designated to receive legal notices on behalf of the corporation. In Florida, the registered agent must have a physical address located in the state.
How do I select a registered agent in Florida?
You can select a registered agent in Florida by searching for an individual or business entity that meets the requirements set forth by the state.
What are the responsibilities of a registered agent in Florida?
The responsibilities of a registered agent in Florida include accepting legal notices and documents on behalf of the corporation, keeping detailed records, and being available during business hours.
Is it mandatory to have a registered agent in Florida?
Yes, it is mandatory to have a registered agent in Florida.
Can I be my own registered agent in Florida?
Yes, you can be your own registered agent in Florida, as long as you meet the requirements set forth by the state.
What is a principal place of business in Florida?
A principal place of business in Florida is the physical address of the corporation’s main office. This address must be located in the state.
What is an incorporator in Florida?
An incorporator in Florida is the individual who signs and submits the Articles of Incorporation to the Division of Corporations.
What is the process of amending Florida Articles of Incorporation?
To amend Florida Articles of Incorporation, you must submit a completed Amendment to the Articles of Incorporation form to the Division of Corporations. This can be done online, in person, or by mail.
How do I dissolve a corporation in Florida?
To dissolve a corporation in Florida, you must submit a Certificate of Dissolution to the Division of Corporations. This can be done online, in person, or by mail.
Is there a filing fee to dissolve a corporation in Florida?
Yes, there is a filing fee of $35 to dissolve a corporation in Florida.
Can a corporation in Florida be dissolved without filing a Certificate of Dissolution?
No, a corporation in Florida cannot be dissolved without filing a Certificate of Dissolution.
Are there any other documents or forms I need to file in Florida?
Depending on your business operations, you may need to file additional documents or forms in Florida. These could include foreign qualification, annual report, and name reservation forms.
Does Florida require a corporation to hold annual meetings?
Yes, Florida requires corporations to hold annual meetings of shareholders and directors.
What are the reporting requirements in Florida?
In Florida, corporations must file an annual report with the Division of Corporations. This must be done within the first three months of the corporation’s tax year.
Is it possible to file Florida Articles of Incorporation online?
Yes, it is possible to file Florida Articles of Incorporation online. The document must be submitted to the Division of Corporations at Florida Department of State.
Is there a minimum number of shareholders required to form a corporation in Florida?
No, there is no minimum number of shareholders required to form a corporation in Florida.
Is there a minimum number of directors required to form a corporation in Florida?
No, there is no minimum number of directors required to form a corporation in Florida.
Does Florida have a corporate income tax?
Yes, Florida has a corporate income tax. The rate is 5.5%.
Does Florida require corporations to keep records?
Yes, Florida requires corporations to keep records of all corporate activities, including financial records and minutes of meetings.
Can I change the name of a corporation in Florida?
Yes, you can change the name of a corporation in Florida by submitting a Name Reservation form to the Division of Corporations.
Can a corporation in Florida be sued?
Yes, a corporation in Florida can be sued. The corporation can be held legally liable for its actions.
Is it necessary to file an annual report in Florida?
Yes, it is necessary to file an annual report in Florida with the Division of Corporations. This must be done within the first three months of the corporation’s tax year.
Does Florida require corporations to obtain a business license?
Yes, corporations in Florida may need to obtain a business license depending on the type of business activities they are involved in.
Where do I file my Florida Articles of Incorporation?
Florida Articles of Incorporation must be filed with the Florida Department of State, Division of Corporations.
How much does it cost to file Florida Articles of Incorporation?
The filing fee for Florida Articles of Incorporation is $70.
How long does it take to form a corporation in Florida?
Generally, the formation of a corporation in Florida can take up to 7-10 business days.
What information is required to file Florida Articles of Incorporation?
The required information for filing Florida Articles of Incorporation includes the name of the corporation, its purpose, the number and type of shares it can issue, its principal address and the names and addresses of its incorporators.

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Conclusion

In conclusion, the process of filing Florida Articles of Incorporation is a crucial step for businesses looking to establish their presence in the state. This legal document serves as the foundation of the company’s structure and outlines essential information, such as the company’s name, purpose, and management team. To ensure a smooth and successful filing process, it is vital for business owners to familiarize themselves with the State of Florida’s requirements, adhere to the applicable laws and regulations, and provide accurate and complete information in the Articles of Incorporation.

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