Selecting the Florida Corporation or LLC Name
When you select a name for your Florida based corporation, it should be kept in mind that the name will be unique and will identify you as a separate entity transacting business within the state. The name you choose to use for your corporation must end with “Incorporated,” “Corporation,” “Corp” or “Inc.”. When developing a name for your limited liability company, Florida requires that it must end with “Limited Liability Company” or “LLC”.
The name you choose will be identifying your corporation or LLC as a unique entity and the name will not be accepted if it is likely to mislead the public or if it too closely resembles the name of another corporation or LLC formed in Florida.
Florida requires that you do not use any type of punctuation marks in the name selection such as dashes, periods, underscores, asterisks or commas. It is considered by some to be advantageous to try to name your corporation or LLC so that it identifies with the goods or services you provide, but this is not required by the state of Florida.
Selecting a Board of Directors
A Florida corporation can have several members listed as directors but is only required to have one. Since the board is responsible for managing the corporation’s business, it is suggested that the board be comprised of individuals that are officers or shareholders who have some type of daily interaction or contact with the corporation. Florida requires that any director be the minimum of 18 years of age.
Corporations that do business within Florida are expected to file annual returns using Form F-1120, the Florida Corporate/Franchise Income Tax Return. S Corporations only need to file the Form-1120 the initial year of the S election and thereafter only if income is subject to federal tax. The amount of tax your business will owe is dependent on a number of factors and there is no minimum amount due.
LLC’s within Florida are required to file taxes as either a corporation or a partnership dependent on the election made on the SS-4. Florida does not maintain an individual income tax so corporations with employees are expected to withhold. Florida also requires the collection of sales and use tax and the general rate is 6%, but there is a discretionary amount imposed by the different counties.
The registered agent must have a physical street address within Florida state. PO boxes are not acceptable, within Florida.