Florida Out-of-State LLC Registration
Looking to expand your business into the Sunshine State? If you’re operating an LLC formed outside of Florida, you’ll need to register your LLC with the state before you start doing business.
We make the foreign qualification process easy. Our experts specialize in dependable and efficient business services. We believe in the value of business growth, and supporting companies and their expansion into new levels of success is our number one priority.
- Free business address in the state of Florida
- One year of Registered Agent service
- 90-day free trial of our Business Identity services
- Unlimited access to our business resource library
- Enrollment in Annual Report Renewal Service
- Lifetime customer support
For entrepreneurs and small businesses looking to add the state to their enterprising area, Florida Registered Agent LLC is the business advantage.
Foreign Qualification for Out-of-State Businesses
“I hired this company to register my LLC, and let me tell you, it was a smooth and fast process. […] Highly recommend this company–it’s really the best value because they give you more upfront.”
What Is a Foreign LLC?
The term “foreign LLC” can be a little misleading. Typically, the word “foreign” is used in a context that indicates something is separate on a national level. In this case, “foreign” refers to any entity that was formed in another county OR another state. That’s why foreign LLCs are also known as out-of-state LLCs.
If you have formed an LLC in another state and have aspirations of conducting business in Florida, you must first register your existing company with the Florida Department of State Division of Corporations. This specific process is called foreign qualification, and it’s required for you to grow your company in the Sunshine State.
Registering Your Out-of-State LLC in Florida
If you’d like to complete the process yourself, there are just a few steps you’ll need to take to register your out-of-state LLC in the Sunshine State:
1. Get Your Certificate of Existence
The office of the Secretary of State in your original state of formation can grant you a Certificate of Existence, usually for a small fee. This document must be dated within 90 days of the day you submit it with your registration documents to the Florida Division of Corporations.
2. Designate a Registered Agent
All states require that you list a registered agent on your formation paperwork when you form a legal business entity. This registered agent is particular to the state of formation and must possess a physical address in that state. When you register your out-of-state LLC in Florida, you must also have a Florida registered agent with a physical address in Florida.
Choosing a registered agent is an important decision in your business expansion plan. Florida Registered Agent LLC provides registered agent service for out-of-state LLCs daily. We offer affordable, efficient, and reliable service day in and day out, and our services include the free use of our Florida business address.
3. Complete the Application
The Application and adjoined cover letter must be fully completed before submission. There is a fillable PDF of the application available for download from the Sunbiz.org website.
4. Submit the Necessary Documents and Fees
In Florida, there is not an option to file the Application by Foreign Limited Liability Company for Authorization online. You must submit this completed application, the $125 filing fee as a check made out to the Division of Corporations, and the cover letter to the Florida Division of Corporation by mail or by hand.
The mailing address is:
Division of Corporations
Registration Section
P.O. Box 6327
Tallahassee, FL 32314
The street address for hand delivery is:
Division of Corporations
Registration Section
Clifton Building
2661 Executive Center Circle
Tallahassee, FL 32301
5. File Your Annual Report
Every Florida LLC (domestic and foreign) must file an annual report with the Department of State, Division of Corporations by May 1 each year. The filing fee is $138.75. If you fail to submit your annual report on time, you could face a hefty fine, or lose your authority to conduct business in Florida altogether if the oversight isn’t remedied.
Thankfully, when you hire us to register your foreign LLC, we’ll submit your annual report on your behalf for just $100 plus state fees. You’ll get peace of mind knowing your business is compliant with state law and pay no additional upfront fees. If you decide to file yourself, you can cancel this renewal service inside your client account.
“I felt like the price was fair and the service they provided was easy and efficient. Once I got setup and paid I was off to the races.”
Completing the Application
The Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida is a mouthful, and the actual document isn’t much friendlier. Here’s an explanation of the ten different sections you’ll need to complete:
Name of Foreign Limited Liability Company
This section is where you provide the name of your limited liability company. If the name of your LLC is not available in Florida, according to §605.0906 of the Florida Statutes, you are permitted to use an alternate name that complies with the Florida LLC naming requirements. This name must include an identifying term that denotes your company as an LLC.
The registered name of your LLC in Florida will be cross referenced with its original name in the official state records. All business that is transacted in Florida must be transacted under its registered name, rather than the original name in the state of origin.
Jurisdiction
On this line, list the state in which your LLC was originally formed.
FEI Number
“FEI Number” stands for Federal Employer Identification Number (FEIN). This is a unique, nine digit number that is issued to your company by the Internal Revenue Service for tax purposes. There is no fee to get an FEIN, and the process is quick and simple—especially if you have a social security number. If you are not a US citizen, it not impossible to get a FEIN, but it is a little more complicated.
This number is necessary if you have hired employees or pay taxes. It is likely that you already have one of these. You are not required to get a new one specific to Florida. You are only required to list the one you have already been issued.
If you do not have a FEIN, for an additional fee, Florida Registered Agent can complete the process and obtain one on your behalf.
Date First Transacted Business in Florida
If your LLC started doing business in Florida without first obtaining a certificate of authority, you must list the first date of transaction on this application and you may be responsible for paying a penalty.
Street Address of Principal Office
The principal office is where the official business of your company is transacted.
Mailing Address
The mailing address of your LLC is where the company receives its mail.
We provide an array of Florida mail scanning service packages for businesses that want to establish a business mailing address in Florida.
Name and Street Address of Florida Registered Agent
In this section, you must provide the name and address of your Florida registered agent. Even though your LLC has a registered address in your state of origin, you must also have a registered agent in Florida. The address of your registered agent must be an actual, physical street address. P.O. Box addresses are not permitted. In addition to the name and address, your registered agent must also accept and sign the application before it can be submitted to the state.
Florida Registered Agent LLC provides registered agent service for LLCs that want to expand their business into Florida. We help hundreds of companies grow their company into the Sunshine State. With the most dependable and efficient service in Florida, we can guarantee that we are the best choice for your registered agent.
Name, Title, and Addresses of LLC Managers
You must list the name and title of at least one person who is authorized as a manager of the LLC on the application.
Certificate of Existence
You are required to include a Certificate of Existence, no more than 90 days old, from the original state of formation with the application submission.
Signature of an Authorized Person
To complete the application, an authorized person must sign the document stating that all information provided on the application is true.
Included with Our Foreign LLC Registration
- One year of our Florida Registered Agent service
- Free use of our Florida business address for your LLC
- A secure online account with access to our free library of business documents
- Access to other services like DBA (Trade Name) filing, annual report filing, and tax ID application
- Free scanning of 3 non-state mail items, with options to upgrade to our premium mail scanning packages
- Enrollment in Annual Report Renewal Service
- 90-day free trial of our Florida Business Identity Website & Phone Package
Business Website & Phone:
Claim Your Free 90-day Trial!
Hire us to register your foreign LLC in Florida and receive a 90-day free trial of our web & virtual phone services!
This package allows your to build a professional, polished website and keep your personal contact information private with a business email and phone line.
Our Florida Business Identity web & phone package includes:
- Domain name of your choice (ex: “YourBusinessNameHere.org”)
- Website with SSL security built on easily-customized templates
- Up to 10 email addresses at your domain (ex: “[email protected]”)
- Virtual phone service & a number with a local Florida area code that you can access on your device with our free Android or iOS app (available for download in US app stores)
Plus, our web services team offers zero-cost, individualized assistance setting up your website. If you have any questions, give us a call during business hours. We’ve got REAL people standing by to help you through the process.
Domain service is FREE for a full year (up to $25 value) with affordable renewal options ($25 a year on average). All other services are FREE for 90 days, and then $9/month after that. If you keep all of the services after the trial, you get a 20% discount.
Frequently Asked Questions
Get answers to some of our most commonly-asked questions about foreign qualification in Florida.
What happens if you don’t register?
If you don’t register your company and go on to conduct business in Florida without a certificate of authority, you are liable to the State of Florida for any fees and penalties accrued, including a penalty of at least $500 for doing business without the proper permissions. It’s a far better deal to file the documents and make sure your ducks are in a row before you start to grow your business in Florida.
Who should register an out-of-state LLC in Florida?
The Florida law that specifically addresses out-of-state LLCs states that an out-of-state LLC must obtain a certificate of authority if they plan to “transact business” within the state. That’s not exactly the most clear definition of which LLCs are required to register in Florida and which ones might be exempt.
One typical indicator that your LLC requires registration is if your company has a physical presence in the state such as a warehouse, a store, an office, or a sales representative.
However, there are some instances when an LLC will not need to register. For example, if you own property, are defending a lawsuit, have a bank account in the state, are selling through an independent contractor, or are securing debts, you may not need to register. This list doesn’t include everything. If you’re unsure if you need to register, it’s a good idea to consult with a professional before proceeding.
What kind of paperwork is required?
To register your out-of-state LLC in Florida, you are required to submit to the state a completed Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida. In addition to this application, you must also submit a certificate of existence from the state of original formation and a cover letter that includes the name of the LLC, as well as the name and address of an authorized contact person.
What is a certificate of existence?
A certificate of existence is a document that proves that your business is legally authorized to conduct business in a particular state. It also proves that your business is in good standing with the Secretary of State office and has filed and paid the necessary documents and fees. In some states, this document is also known as a certificate of good standing.
Am I required to file an annual report?
All LLCs and out-of-state LLCs in Florida are required to file an annual report. On this report, you are required to provide the following:
- Name of your company
- Principal office address
- Mailing address
- Date of organization
- Jurisdiction of formation
- Date your LLC was authorized to conduct business in FL
- FEIN
- Name, title, and address of at least one person who has the authority to manage the company
The first annual report is due between January 1 and May 1 of the year following the year your LLC registered to conduct business in Florida.
If you do not file an annual report, your LLC will not be able to defend any action in court and will be subject to fees and penalties. If you do not pay the fees and file the annual report, your certificate of authority will be revoked. Are you worried you’ll forget to file? Hire us to register your foreign LLC, and we’ll submit your report for just $100 plus state fees!
What kind of taxes will I be required to pay?
Depending on what the purpose of your LLC is, you may be required to pay taxes to the State of Florida in addition to the taxes required in your state of formation. Some examples of activities that would necessitate tax obligations are:
- Maintaining an office in the state
- Assembling products in the state
- Owning, renting, or leasing property in the state
- Delivering foods to people located in Florida using a company-owned vehicle
When a company’s activities fall in the category that requires taxation, this typically indicates that the company has established nexus in that state. These rules are oftentimes vague and ambiguous so if you have questions, it is a good idea to contact the Florida Department of Revenue.
Can I register anonymously in Florida?
Anonymous foreign registration is not available in Florida, and neither is anonymous LLC formation. However, with Double (Private) LLC formation, you can form two LLCs that manage each other. If you order our Double LLC package, you’ll be able to use our permanent business address so you can keep your name and address off the public record.
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