Florida Articles of Incorporation
Florida articles of incorporation form a corporation by filing with the Division of Corporations (Sunbiz) for $70, setting the name, registered agent, and shares. Attorney review available.
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Introduction
Florida runs its business filings through an online portal called Sunbiz, and filing articles of incorporation there with the Department of State, Division of Corporations, creates a corporation as a separate legal entity. Filing brings the corporation into existence so it can own property, sign contracts, and give its owners limited liability for the corporation debts. Florida law requires the articles to set forth the corporation name, the street address of the initial principal office and a mailing address if different, the number of shares the corporation is authorized to issue, the name and Florida street address of the initial registered agent with the agent written acceptance, and the name and address of each incorporator (Fla. Stat. 607.0202). The filing fee is $35 for the articles plus a $35 registered agent designation fee, for a total of $70. Florida does not charge a franchise tax or an annual entity tax to keep the corporation in existence; the only recurring state filing is the Annual Report. Every Florida for-profit corporation must file an Annual Report between January 1 and May 1 each year, with a $150 fee; filing after May 1 adds a $400 late fee (Fla. Stat. 607.1622). DocDraft builds your Florida articles of incorporation from your facts, with attorney review available before you file.
Key Things to Know
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Florida charges $35 to file the articles plus a separate $35 registered agent designation fee, and paying that $70 total to the Division of Corporations creates a corporation as a separate legal entity that can own property, sign contracts, and give its owners limited liability.
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You file the articles with the Florida Division of Corporations. The fee is $35 for the articles plus a $35 registered agent designation fee, for a total of $70 to form a for-profit corporation.
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Florida requires the articles to set forth the corporation name, the principal office address, the number of authorized shares, the initial registered agent with a Florida street address and written acceptance, and the name and address of each incorporator (Fla. Stat. 607.0202).
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The articles must name an initial registered agent with a Florida street address, and the agent must sign a written acceptance of the appointment. The registered agent receives legal papers and state notices for the corporation (Fla. Stat. 607.0501).
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Florida charges NO franchise tax and no annual entity tax to keep a corporation in existence. Florida corporations may owe the state corporate income tax under Chapter 220, Florida Statutes, but there is no minimum franchise tax like some states charge.
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Every Florida for-profit corporation must file an Annual Report between January 1 and May 1 each year, with a $150 fee. Filing after May 1 adds a $400 late fee, for a total of $550, and continued failure can lead to administrative dissolution (Fla. Stat. 607.1622).
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Articles of incorporation form a corporation. To form a Florida limited liability company you file articles of organization instead, and corporate bylaws are a separate internal document the corporation keeps rather than files with the state.
Key decisions before you file
Before you file a Articles of Incorporation in Florida, a few decisions shape the document: which option to choose and what each one means. The Articles of Incorporation guide walks through them.
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Florida Requirements for Articles of Incorporation
File Articles With the Division of Corporations
A Florida for-profit corporation is formed by filing Articles of Incorporation with the Florida Department of State, Division of Corporations, usually online through Sunbiz. The cost is $35 plus a $35 registered agent designation fee, for a total of $70. The corporation exists once the articles are filed.
Corporate Name With a Designator
The corporation name in the articles must include a word such as Corporation, Incorporated, or Company, or an abbreviation, and must be distinguishable from other entities on file with the Florida Division of Corporations (Fla. Stat. 607.0202).
Principal Office and Incorporator
The articles must set forth the street address of the initial principal office, a mailing address if different, and the name and address of each incorporator (Fla. Stat. 607.0202). The incorporator signs the articles and need not be an owner or officer.
Registered Agent With Written Acceptance
The articles must name an initial registered agent with a Florida street address, and the agent must sign a written acceptance of the appointment (Fla. Stat. 607.0501). The agent receives legal papers and state notices for the corporation.
Authorized Shares
The articles must state the number of shares the corporation is authorized to issue. If more than one class or series is authorized, the articles must describe the designation and number of each class or series (Fla. Stat. 607.0202).
No Franchise Tax
Florida does not charge a franchise tax or an annual entity tax to keep a corporation in existence. A Florida corporation may owe the state corporate income tax under Chapter 220 on income it earns, but there is no minimum franchise tax to stay registered.
Annual Report by May 1
Every Florida for-profit corporation must file an Annual Report between January 1 and May 1 each year, with a $150 fee (Fla. Stat. 607.1622). Filing after May 1 adds a $400 late fee, for a total of $550, and continued failure can lead to administrative dissolution.
Corporation Versus LLC
Articles of incorporation form a corporation. To form a Florida limited liability company you file articles of organization instead. Corporate bylaws are a separate internal document the corporation keeps rather than files with the state.