Florida LLC filing: cheap to form, and a $400 penalty for missing one date

Every figure on this page comes from Sunbiz, Florida’s official filing site, or the statutes. Florida is cheap to form and cheap to keep, with one deadline that punishes a miss harder than almost any state.

Miss Florida’s May 1 annual report by a single day and the state adds a $400 penalty that cannot be waived.

Naming the company

A Florida LLC’s name must include “Limited Liability Company,” “LLC,” or “L.L.C.,” and it must be distinguishable from every other entity in the Division of Corporations database.

A Florida LLC name must carry an LLC designator and stand apart from every registered name.

You can check availability and reserve or register a trade name through Sunbiz before filing.

Forming the LLC

Formation is a single filing, the Articles of Organization, through Sunbiz.

A Florida LLC costs $125 to form: $100 for the articles and $25 to designate a registered agent.

The $125 total is the $100 Articles of Organization fee plus a mandatory $25 registered agent designation. Filing is online through Sunbiz.org, and processing takes a few business days. There is no state franchise tax, and a pass-through LLC owes no Florida income tax.

The registered agent

Every Florida LLC must maintain a registered agent with a physical Florida street address.

A Florida LLC needs a registered agent with a real Florida street address, not a mailbox.

You can serve as your own agent with a Florida address, or hire a commercial agent for a separate fee.

The annual report, and the date that matters

Florida’s one recurring filing is the annual report, and its deadline is the single most important date for a Florida LLC.

Florida’s annual report is $138.75, filed only at Sunbiz, and due by May 1 every year.

The report costs $138.75 and can be filed any time between January 1 and May 1. It is filed online only; there is no paper option. The report lists the LLC’s members or managers and their Florida addresses, which is the disclosure point covered on the structure and cost page. Your first report is due the year after formation.

The $400 penalty, and the quirk that follows it

Here is where Florida is unusual, and where a little arithmetic saves money.

If you miss May 1, letting the LLC dissolve and reinstating can cost less than paying the late fee.

Miss the May 1 deadline and Florida adds a $400 penalty the next day, non-waivable, bringing the annual report total to $538.75. But reinstatement after administrative dissolution costs $100 plus the $138.75 report and does not include the $400 penalty, for a total of $238.75. So an owner who has already blown the deadline faces a strange choice: pay $538.75 now, or wait, let the state dissolve the LLC in late September, and reinstate for $238.75. The math favors waiting, but the caution is real: a dissolved LLC loses its name protection and its good standing for the gap, which can disrupt contracts, financing, and lawsuits. The clean answer is a calendar reminder for April, not a plan to exploit the penalty.

Series, foreign registration, and closing

As of July 1, 2026, a Florida LLC can create a protected series by filing a protected series designation, a new filing covered on the structure and cost page. An LLC formed elsewhere that does business in Florida registers as a foreign LLC and files the same annual report. Confirm the current foreign registration, series designation, and reinstatement fees on Sunbiz at the time you file.

The bottom line

Forming a Florida LLC costs $125, the $100 articles fee plus a $25 registered agent designation, filed online at Sunbiz.

The only recurring state cost is the $138.75 annual report, due May 1, filed online only.

Missing May 1 adds a non-waivable $400 penalty, for a $538.75 total.

After a missed deadline, reinstatement after dissolution costs $238.75, less than the late fee, but dissolution carries real risks, so the reminder beats the arbitrage.

Florida charges no individual income tax and no franchise tax, and it lists members or managers on the public annual report.

What this page does not cover

This page is the mechanics: fees, forms, and deadlines. How creditors reach you in Florida is on the protection page. What the statute lets your operating agreement do is on the governance page. The tax overlay, the documentary stamp tax, and the new series law are on the structure and cost page.

Last verified July 2026.