Entity Formation: Give Your Florida Business The Structure It Needs For Success
Once you’ve made the decision to go into business for yourself, it can be an exciting – and uncertain – time. Certainly, you’re fired up about the idea or service you want to share with your community. But if you’ve never been an entrepreneur before, or if you’re trying a new type of business, how will you set it up for success?
At Coleman Law, P.A., our attorney, Jami Coleman, helps Tallahassee entrepreneurs launch new business. Some are building generational wealth to support their family’s future. Some are growing a career or profession grounded in their own ideas and talents. All of them rely on our commitment to providing an elite experience to each client, blending excellence and empathy to ensure each person who enters our office feels comfortable, calm and ready to make informed decisions about the issues that matter most to them.
Which Type Of Business Structure Is Right For My Florida Business?
Florida offers an array of legal business structures for individuals, partners and groups of people wanting to create a new enterprise. Each structure offers advantages and disadvantages:
- Sole proprietorships – Sole proprietorships are businesses owned and run by a single individual. It’s easy to set up and get going as a sole proprietor, but you have unlimited personal liability if taxes or debts become a problem.
- General partnerships – These are businesses run by two or more individuals. “General” partners take an active role in running the enterprise. In a standard general partnership, partners have unlimited liability; however, Florida allows these partnerships to register as Limited Liability Partnerships (LLPs) to provide partners with personal liability protection.
- Limited partnerships – A limited partnership company has general partners who operate the company, but can also allow limited partners, who provide funding and take a share of the profits, but don’t manage the business. Limited partners generally have full protection from personal liability for the partnership’s debts and obligations, meaning their risk is typically limited to the amount of their investment.
- Limited Liability Companies (LLCs) – LLCs must be registered with the state, but they can be operated by an individual, business partners or a team. LLCs offer “pass-through” taxation, meaning the business itself is not taxed; instead, profits and losses flow through to the individual owners, who report them on their personal tax returns. LLCs provide a layer of protection for personal assets from business debts; however, this protection is not absolute.
- Corporations – Corporations offer a strong legal shield by treating the business as a separate legal entity, though this protection is similar to that offered by an LLC. It can be easier to transfer ownership if an owner dies or retires. However, corporations have the most required paperwork, are taxed differently than other entities, and require ongoing commitment to detailed record-keeping and operational procedures.
Attorney Coleman can help you sort through the risks and opportunities that come with each entity choice.
How To Start A Business In Florida, Step By Step
There are multiple pathways to becoming a business owner. However, once you’ve decided to test your idea in the marketplace, here are the steps you’ll need to take to give your business a solid legal footing.
- Do your research. Develop a clear idea of what your business will do and who you will serve, as well as how you will deliver your products or services.
- Choose your business entity. Consult with a Florida business law attorney to weigh the pros and cons of each type and determine which one fits your needs the best.
- Name your business. Make sure your name is not already claimed by another company. Check with the Florida Secretary of State website at the state level and the U.S. Patent and Trademark Office for a nationwide name search.
- File paperwork for your entity with the state of Florida. File Articles of Incorporation for a corporation and Articles of Organization for an LLC, and ensure you designate a Registered Agent as required by Florida law. Sole proprietorships and general partnerships should register a “fictitious name” or doing business as (DBA) statement with the state if your business name is not identical to your legal name.
- Obtain necessary permits and licences for your business. You can preview requirements at the Florida’s Department of Business And Professional Regulation page or the Florida Department of Agriculture and Consumer Services, depending on your industry. You can consult OpenMyFloridaBusiness.gov for a comprehensive checklist, including any municipal regulations that apply to your business.
These steps can sound time- and labor-intensive but they are critical to avoiding tax and legal challenges in the future. Our firm can advise you at each step and offer counsel for developing business plans and other future-facing documents.
Get The Advice You Need To Make Your Florida Business Successful
At Coleman Law, P.A., our Florida business entity formation attorney will provide you with the legal counsel and practical guidance to make the right decision when choosing a legal structure for your enterprise. We’ll also assist you throughout the life cycle of your business. Call our Tallahassee office at 850-676-2887 to request an appointment today, or use our online contact form to reach out to us. We work with Florida business owners across Leon County.
