How to Form an LLC in Miami, FL — 2026 Filing Guide

Required?

Yes

Who can serve

Florida resident individual with a physical FL street address (no PO boxes), or a business entity authorized to transact business in Florida and maintaining a FL street address

Can I serve myself?

Yes

Commercial RA cost

~$100/yr

Florida Articles of Organization require the registered agent's name and address on the public Sunbiz record, but do not require member names on the public filing. Using a commercial RA service keeps your personal address off the Sunbiz public database. Miami's large real estate and investment LLC community frequently uses commercial RA services to maintain privacy for multi-property holding structures.

Renewing or switching? Compare standalone registered agent services — Northwest, Harbor Compliance, Registered Agents Inc., InCorp, and more.

1. Search and confirm your LLC name on Sunbiz Go to search.sunbiz.org to confirm your desired LLC name is available. The name must include 'LLC', 'L.L.C.', or 'Limited Liability Company' — Florida does not accept 'Limited Company,' 'LC,' 'Ltd. Liability Co.,' or other variants accepted in Texas, Georgia, or Wyoming. The name must not be confusingly similar to an existing Florida entity. Florida does not offer name reservation — file promptly once you confirm availability.
2. Appoint a Florida registered agent Designate a registered agent with a physical Florida street address (no PO boxes). The RA must be a Florida resident or a business entity authorized to transact business in Florida. Out-of-state owners and non-FL-resident operators use a commercial RA service ($50–$150/yr). The RA must accept service of process and state mail on behalf of the LLC.
3. File the Articles of Organization ($125 total) through Sunbiz.org File online at sunbiz.org. The Articles require the LLC name, principal address, registered agent name and FL street address, and at least one organizer's name/signature. Pay $100 (Articles) + $25 (RA designation) = $125 total by credit card. Online filings are processed same-day — Florida's Sunbiz is one of the fastest formation portals in the United States.
4. Draft an Operating Agreement Florida's LLC Act (Florida Statutes Chapter 605) authorizes members to adopt an Operating Agreement. While not filed with the state, an OA is strongly recommended for all Miami LLCs. Real estate holding LLCs, hospitality businesses, professional services firms, and multi-member startups in Miami should have members execute the OA before any capital contributions. The OA governs member ownership percentages, profit distributions, management authority, and buyout procedures.
5. Obtain an EIN from the IRS Apply for an EIN at irs.gov/ein after the Articles of Organization are approved. The online application takes under 15 minutes and provides the EIN immediately. Print the CP 575 EIN Confirmation Letter for bank account opening and local business license applications.
6. Obtain a Miami-Dade County Local Business Tax Receipt (LBT) All businesses operating in Miami-Dade County — including within the City of Miami — must obtain a Miami-Dade County Local Business Tax Receipt (LBT) from the Miami-Dade County Tax Collector. Apply online at miamidade.gov/taxcollector or in person at the Tax Collector's office. Fee varies by business classification ($50–$250/yr). The LBT must be renewed annually by September 30. Failure to obtain or renew the LBT subjects the business to penalties assessed by the Tax Collector.
7. Obtain a City of Miami Business Tax Receipt (BTR) if operating within city limits If your business has a physical location within the City of Miami boundaries (not just Miami-Dade County), you must also obtain a City of Miami Business Tax Receipt from the City of Miami Revenue Collection Division. This is a SECOND layer of local business licensing, separate from the Miami-Dade County LBT. Apply at miamigov.com/revenue. Fee varies by business category ($50–$200/yr). Businesses in other Miami-Dade municipalities (Miami Beach, Coral Gables, Hialeah) owe those municipalities' BTRs instead of the City of Miami BTR.
8. File the Florida Annual Report by May 1 each year ($138.75) Florida LLCs must file an Annual Report with the Division of Corporations each year by May 1. Fee: $138.75. Filed online through Sunbiz.org. A $400 late penalty applies after May 1. Failure to file by September 30 triggers administrative dissolution — the LLC loses its right to conduct business in Florida and must be reinstated. Set calendar reminders for April 15 to file in advance of the May 1 deadline.
9. Open a business bank account Bring your EIN Confirmation Letter, Articles of Organization, and Operating Agreement to the bank. Miami-area banks (Chase, Bank of America, Wells Fargo, City National Bank of Florida, Ocean Bank, BankUnited) require an EIN and formation documents. A separate business account is the single most important step for maintaining the LLC's liability protection and demonstrating entity separateness in Florida courts.

Florida Limited Liability Company Act, Florida Statutes Chapter 605 (2014 Florida Revised LLC Act); Articles of Organization: F.S. § 605.0201; Name requirements: F.S. § 605.0112; Registered agent: F.S. § 605.0113; Annual Report: F.S. § 605.0212; Operating Agreement: F.S. § 605.0105; Florida corporate income tax: F.S. § 220.02 (does not apply to pass-through LLCs); Miami-Dade County Local Business Tax: Miami-Dade County Code Chapter 8A, Article IX; City of Miami Business Tax Receipt: City of Miami Code, Chapter 31, Article II; IRS guidance on single-member LLC disregarded entity treatment.

Direct filing portal: https://www.sunbiz.org/

Formation context

Who should form in Florida?

Recommended for

Miami-area entrepreneurs, real estate investors, hospitality businesses, and professional service firms forming an operating LLC in Florida; Founders who need clarity on Miami's two-tier local business tax structure (Miami-Dade County LBT + City of Miami BTR) that most other Florida cities do not require; Out-of-state investors establishing a Miami presence who need to understand Florida's no-state-income-tax advantage and the city-level BTR compliance obligations

Tax treatment (default)

Pass-through by default at the federal level: single-member LLCs are disregarded entities (Schedule C); multi-member LLCs are partnerships (Form 1065). Florida has no state income tax — LLC pass-through income is not taxed at the Florida state level. No franchise tax on LLCs. Florida's combination of no state income tax + relatively affordable formation and annual report fees makes it one of the most attractive states for small business LLC formation in the Southeast.

For businesses physically operating in Miami, forming directly in Florida ($125 + $138.75/yr Annual Report) avoids the dual-state cost of Wyoming or Delaware formation plus FL foreign qualification. Wyoming's charging-order protection is meaningful for holding structures — but for an operating Miami business, Florida home-state formation is almost always the lower-cost choice. See the FL vs. WY LLC Formation comparison for the full breakdown.

No publication requirement in Florida — unlike New York or Nebraska, you do not need to publish notice in a newspaper after filing.

FAQ

Common Florida (Miami) LLC formation questions

Still deciding between an LLC, sole proprietorship, S-Corp, or C-Corp? Our entity-type comparison breaks down formation cost, tax treatment, liability shield, and compliance complexity for all four structures side by side.

Once your LLC clears ~$80K in annual net profit, an S-Corp election (IRS Form 2553) typically saves $5,000–$15,000/year in self-employment taxes by splitting owner income into a W-2 salary + tax-free distributions. The election is free — Form 2553 has no IRS filing fee. The key decision factors: your net income level, a defensible reasonable-compensation salary, and the 75-day Form 2553 filing window after LLC formation.

Already operating as a sole proprietor, or wondering whether a cheap county DBA filing ($10–$100) is enough instead of forming an LLC? A DBA lets you operate under a trade name — but provides zero liability protection. Our DBA vs LLC comparison breaks down exactly when a DBA is sufficient and when you need a state LLC filing.

Missing your annual report deadline triggers late fees and — if left long enough — administrative dissolution, which voids your LLC's liability shield until reinstated. Know your Florida deadline, fee, and the consequences of missing it.

Also see the LLC annual report requirements hub for state-by-state deadlines, fees, late penalties, and reinstatement rules.

If your LLC opens an office, hires employees, or regularly does business in another state, you must foreign-qualify there — or face fines, back taxes, and loss of standing to sue. Our foreign qualification guide covers when you need it, how to file a Certificate of Authority, and what it costs.

Your Articles of Organization are filed — now make your LLC operational. Four actions every new LLC owner needs to take:

Formation gets your LLC into existence; contracts, trademark protection, operating agreement review, and vendor-document review keep it usable. Compare subscription and per-document legal platforms before you rely on a template or pay a local attorney retainer.

Commingling personal and business funds is the #1 way LLC owners lose their liability shield. A separate business account — in your LLC's legal name, with your EIN — is the foundational act of corporate formality. Mercury, Novo, Bluevine, Relay, and Found open same-day with no monthly fees. Compare online banks vs. Chase and Bank of America.

How you pay yourself depends on your LLC's tax classification — not what you call the transfer. A disregarded single-member LLC pays via owner draw with SE tax on all net profit. An S-Corp-elected LLC splits income between a W-2 salary (FICA applies) and tax-free distributions. Getting this wrong triggers IRS audit risk and SE-tax errors.

Single-member LLCs file Schedule C with their personal Form 1040 (due April 15). Multi-member LLCs file Form 1065 by March 15. S-Corp-elected LLCs file Form 1120-S by March 15. Know your form, your deadline, and the common deductions — home office, vehicle, retirement contributions, and startup costs — before your first April filing.