An LLC formation attorney helps you choose between an LLC and a corporation, prepares and files the formation documents with the Florida Division of Corporations, and drafts the operating agreement or bylaws that govern ownership and control. Cannady & Associates forms and advises Florida companies, starting with a free consultation.
Forming a company in Florida can look like a form and a filing fee. The filing matters, but it is the smallest part of getting a business set up well. The real protection comes from choosing the right type of entity and putting governing documents in place that answer the hard questions before anyone has to ask them.
Cannady & Associates forms limited liability companies and corporations for founders, partners and investors across Florida as part of our corporate law practice. This page explains what our formation service covers and why it goes beyond the filing. If you prefer to handle the filing yourself, our step by step guide to starting an LLC in Florida walks through it.
Choosing the right entity
Most Florida businesses organize as either a limited liability company or a corporation. The right choice depends on your plans, not on which is more popular:
- How many owners will there be, and will that change? Bringing in partners or investors later is easier when the structure anticipates it.
- How will you raise money? Some investors expect a corporation with shares; others are comfortable with membership interests in an LLC.
- How much formality do you want? A corporation runs through directors, officers and shareholders under bylaws. An LLC can be run more flexibly under its operating agreement.
- How will the business be taxed? Tax treatment differs, and we coordinate with your accountant on that question.
- What is the exit plan? If you expect to sell one day, the structure you choose now can make a future sale or acquisition smoother.
Florida filings: articles of organization and articles of incorporation
Both entity types are created by a filing with the Florida Department of State, Division of Corporations, through its Sunbiz system.
- LLC. Under section 605.0201 of the Florida Statutes, articles of organization must state the company's name, the street and mailing addresses of its principal office, and the name, Florida street address and written acceptance of its initial registered agent.
- Corporation. Under section 607.0202, articles of incorporation must state the corporate name, the principal office and mailing address, the number of shares the corporation is authorized to issue, the street address of the initial registered office with the registered agent's name and written acceptance, and the name and address of each incorporator.
We prepare and file these documents for you, choose the right registered agent arrangement and make sure the name and details match your plans. A name registered on Sunbiz is not the same as a trademark, so if the brand matters, ask us about trademark protection as well. The registered agent is the person who receives legal papers for the company, so this is not a detail to treat lightly.
Operating agreements and bylaws
The articles are public and brief. The document that actually governs how your company works is private and far more important: the operating agreement for an LLC, or the bylaws and, often, a shareholder agreement for a corporation. We draft these around your business, covering:
- Ownership percentages and what each owner contributed.
- Who manages the company and which decisions need a vote of the owners.
- How profits are distributed and how new capital is raised.
- Restrictions on selling or transferring ownership, and the right of the company or other owners to buy first.
- What happens when an owner wants out, dies, becomes disabled or divorces.
- How deadlocks and disputes between owners are resolved.
Those buyout and succession terms connect directly to the owner's personal plan, which is why business owners often pair formation with estate planning. If you are going into business with partners, a clear set of terms here does the same job as a well drafted partnership agreement.
Corporate governance after formation
A company that is formed well can still drift into trouble if nobody keeps up with governance. Our corporate governance work helps you keep the company in good order:
- Resolutions and consents for major decisions, such as taking on debt, admitting new owners or signing significant contracts.
- Records of ownership and of key decisions.
- Amendments to the operating agreement or bylaws as the business changes.
- Annual compliance with the Division of Corporations.
Annual compliance is easy to forget. Under section 605.0212 of the Florida Statutes, a Florida LLC must deliver an annual report to the Department of State between January 1 and May 1 each year, beginning the year after its articles take effect. The Division of Corporations states that an LLC that fails to file its report is administratively dissolved, which is a problem no owner wants to discover in the middle of a bank loan or a sale. Our article on the Florida LLC annual report explains the filing and how reinstatement works.
Multiple owners need more than a filing
When a company has more than one owner, the governing documents carry the most weight. Owners who agree on everything today may disagree later about money, workload or the direction of the business. Clear buyout terms, decision rules and dispute procedures give everyone a fair way forward when that happens.
Already formed without an attorney?
Many business owners form a company online and come to us later, often when a new partner arrives, an investor asks for the operating agreement or owners start to disagree. That is a common and fixable situation. We review what was filed, prepare or update the governing documents and bring the company's records up to date.
How our formation service works
- Consultation. We learn about the business, the owners and your plans.
- Recommendation. We explain the entity options in plain English and recommend a structure.
- Filing. We prepare and file the formation documents with the Division of Corporations.
- Governing documents. We draft the operating agreement or bylaws and any owner agreements.
- Ongoing support. We remain available for governance, contracts and growth.
You can meet with us in Fort Lauderdale, Indian Harbour Beach or at our Orlando office.
