Service
New Business Formation in Florida
Entity choice, registration, EIN, and elections. The structure decisions made at formation are the ones that are expensive to undo.
Who this is for
- Anyone starting a business in Florida
- Sole proprietors formalising into an entity
- Partners who need an operating agreement and a clear tax structure
- Anyone whose side business has grown past the point a sole proprietorship suits it
What this actually involves
Entity choice drives everything after it
Sole proprietorship, LLC, S corporation election, C corporation, partnership. The choice affects liability, self-employment tax, payroll obligations, the qualified business income deduction, and how hard it is to bring in a partner or investor later.
It is changeable, but not freely — some changes carry tax consequences, and some are effectively one-way. Getting it right at the start is cheaper than restructuring.
What Florida registration actually involves
Articles of organisation filed with the Division of Corporations, a registered agent with a Florida street address, and an annual report every year thereafter. Missing the annual report leads to administrative dissolution, and reinstatement costs considerably more than the report would have.
Depending on the business, you may also need a sales tax registration, a reemployment tax account, and local licensing.
Partners, and what happens when there is more than one owner
Two people starting a business together often settle ownership percentages and nothing else. How profit is split, what happens if one wants out, and who is responsible for a shortfall are separate questions from who owns what — and they are far cheaper to answer at formation than during a disagreement.
We can advise on the tax consequences of each structure and how the split is reported. The operating agreement itself belongs with an attorney, and we will say so rather than guess.
Consulting business, sole owner, deciding on structure
A software consultant expects around $120,000 of net profit in the first year and plans to work alone.
A single-member LLC is straightforward but leaves the whole profit exposed to self-employment tax. An S corporation election could reduce that, but brings payroll, a separate return, and the reasonable-compensation requirement.
What gets filed: Both structures modelled on the expected profit, with the administrative cost of the S election set against the saving, so the decision is made on numbers rather than on a rule of thumb.
Illustration only — not a real client. Figures are chosen to show how the rule applies.
What’s included
- Entity selection modelled on your expected numbers
- Florida articles of organisation filed
- EIN obtained
- S corporation election prepared and filed where it makes sense
- Accounting method and tax year set
- Registration for sales tax and reemployment tax where required
- A first-year compliance calendar so nothing is missed
How it runs
Structure decided
Options modelled against your expected profit and plans.
Registered
Articles filed with Florida and the EIN obtained.
Elections filed
Any S corporation election made within its deadline.
Compliance calendar
Every deadline for the first year, in writing.
What it costs
Fees depend on what your situation actually requires — the number of accounts, the number of years, and whether prior filings need correcting. A return with one W-2 is not the same job as six years of catch-up reporting, and quoting both the same way would be dishonest.
You get a fixed quote in writing before any work starts. No hourly billing, and no invoice that arrives larger than the number you agreed to.
Common questions
Do I need an LLC, or is a sole proprietorship enough?
An LLC provides liability separation that a sole proprietorship does not, and the Florida filing burden is modest. For tax purposes a single-member LLC is disregarded by default, so it changes nothing about how income is taxed unless you make a further election. The liability question is usually the deciding one.
How quickly can I be set up?
Florida filings are generally processed quickly, and an EIN can usually be obtained the same day once the entity exists. Opening a bank account is often the slowest step, since banks have their own verification requirements.
Do I need an LLC to start, or can I wait?
Many businesses operate as a sole proprietorship at first, and that is a legitimate choice rather than a mistake. The point at which an entity earns its cost is usually when there is liability exposure, a second owner, employees, or profit high enough that the tax treatment of an S corporation starts to matter. We would rather tell you it is early than form something you do not need.
What happens if I miss the annual report?
Florida administratively dissolves the entity. It can be reinstated, but the reinstatement fee is substantially more than the annual report, and in the meantime the liability protection you formed the entity for is in doubt. It is on the compliance calendar for exactly this reason.
Related services
Business Tax Preparation
Entity and owner returns prepared together, because for most small businesses they are one decision, not two.
Tax Consulting
A session for a specific decision, before you make it. Most tax outcomes are fixed by the time the return is prepared.
Payroll
Payroll run on time, deposits made on schedule, and quarterly returns filed. The deadlines are the whole job.
Talk to us about your situation
A short conversation is usually enough to tell you what your situation actually requires — and what it does not.