Forming a Florida Corporation

If you are ready to open a business in Florida, one of the first things you should consider is the type of business structure you want.

Your options include:

• Corporation
• Sole proprietorship
• Partnership
• Limited liability company (LLC)

Forming a corporation or LLC has some definite advantages. The biggest advantage is that both structures limit the liability of owners, meaning the owners are not personally responsible for the business's liabilities and debts.

But there are valid reasons to choose a different structure for your new business. Your choice is important, so you should discuss your options with a professional such as an attorney or accountant.

Starting a corporation in Florida has numerous steps. Filing the required paperwork alone can be intimidating. Florida Incorporation Service can help you file your articles of incorporation with the state. It can also assist you with employer identification number filings, stock certificates, corporate seals, certificate of status and more.

Types of Florida Corporations

You can choose one of several types of corporations in Florida:

• S corporations – These corporations are popular because corporate taxes are handled on the owners' personal tax returns.
• C corporations – With this structure, the corporation pays its own taxes, and you can have an unlimited number of owners.
• Nonprofit corporations – Charities and other nonprofits are tax exempt and not oriented toward making profits.
• Professional Corporations – These businesses are owned by licensed professionals, such as doctors, and a professional association (PA) is set up to provide their professional service.

Choosing a Name for Your Business

After choosing a business structure, you should select a business name. The name cannot be the same as any other business in Florida, and it must be distinguishable from the names of similar businesses.

You can visit the SunBiz website to search for existing business names in Florida. Even if your business name is not taken and it is distinguishable from the names of similar companies, you must also make sure the name isn't trademarked.

Trademarks can be registered in Florida and nationwide. You will have to search both state and federal databases to ensure you are not infringing on someone else's trademark. This is important because it can be costly to change your business name once you register it.

Employer Identification Number and Federal Taxes

The Internal Revenue Service (IRS) will issue you an employer identification number (EIN) that it uses to identify your business. Corporations are required to have an EIN. Owners should also be aware of federal taxes associated with their business. It's a good idea to speak with an accountant who understands the complexities of business taxes.

IRS Resources:

• How to Apply for an EIN
• Starting a Business and Keeping Records

Florida Business Registration

The Florida Department of State's Division of Corporations handles Florida business filings. The SunBiz website has all the forms you need to establish a Florida corporation.

You are also required to register your business with the Florida Department of Revenue. The department provides an overview of taxes that Florida businesses are responsible for paying. Your county and city may require additional taxes, so it is important to check for other tax obligations.

Permits and Licenses

Depending on the type of business you are starting, you may also need licenses or permits from federal, state, county or city governments.

Florida's official business information portal, OpenMyFloridaBusiness.gov, provides a wealth of useful information in its guide to starting a business in Florida. The Licenses, Permits and Registrations chapter explains permit and licensing requirements your business may be required to meet.