Address of state office for filing:
Department of State
Division of Corporations
P.O. Box 6327
Tallahassee FL 32314
Telephone: (850) 245-6052
State web address: http://www.leg.state.fl.us/
State law reference: Florida Statutes, Title 36, Chapter 608.
Title of filing: Articles of Organization.
Filing Fee: $125 (includes filing fee for Articles of Organization and Designation of Registered Agent).
Name requirements: The official name must contain the words “Limited Liability Company,” “Limited Company” or the abbreviations “LLC,” “L.L.C.,” “L.C.” or “LC.” The word “Limited” may be abbreviated to “Ltd.,” and the word “Company” may be abbreviated to “Co.” (Section 608.406). Name reservations are not available. A preliminary name availability search may be conducted online at www.sunbiz.org. Fictitious Name Fee $50 (Fee on form).
Organizer requirements: One or more persons or entities (need not be) members. (Section 608.405, 608.402).
Articles of Organization requirements: Articles of Organization must contain the following: (1) name of company, (2) the
mailing address and street address of the company’s principal office, (3) registered agent name and office address, (4) signature of registered agent accepting the appointment and stating that he or she is familiar with and accepts the obligations of that position, and (5) any other matters. (Sections 608.407, 608.415).
Annual report requirement: Yes, to Department of State. (Section 608.4511).
Publication requirement: No.
Effective date of limited liability company organization: On the date of official approval of Articles of Organization, the company becomes a legal entity and the members are shielded from personal liability. The effective date is retroactive to the date of submission of the Articles if approved within five days. In addition, the effective date may be delayed to a date stated in the Articles, but that date may not be more than 90 days after the date of filing. (Sections 608.407, 608.409).
Membership requirements: Minimum number required is one. The member may be a natural person or a business entity. (Sections 608.405, 608.402).
Other: The Articles of Organization should include the name and address of each manager or managing member, but need not specify whether the company is to be managed by managers. (Section 608.407).
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