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Florida Business Formation Questions & Answers
1 Answer | Asked in Business Formation, Business Law and Contracts for Florida on
Q: Is a verbal agreement to partnership in a business enforceable in regards to opening a business?

A business agreement was drawn up with an LLC but not signed.

Barry W. Kaufman
Barry W. Kaufman
answered on Oct 28, 2022

Florida law recognizes oral agreements in some situations- its the duration of the agreement more so than the nature of the agreement. However, in order for an oral agreement to bind, a court would have to determine that both parties acknowledge that there was an agreement made (meeting of the... Read more »

1 Answer | Asked in Business Formation for Florida on
Q: Want to add "co." to my business name, it is established as an LLC. Do I need to file a DBA?

I just filed an LLC in the state of Florida. The name is "Alternative Hair, LLC". I want to do all of my branding and marketing under the name "Alternative Hair Co." Or "Alt Hair Co.". It's my understanding that an LLC is a "Co." (company) and that I... Read more »

Bruce Alexander Minnick
Bruce Alexander Minnick
answered on Oct 19, 2022

No.

"Corporations" are companies and can use "Co." in their title. They can also use the words "Corporation," "Company," "Incorporated," and "Inc."

LLCs are not "corporations." They are limited liability companies and must use "LLC."

Try to get a d/b/a.

1 Answer | Asked in Business Formation and Business Law for Florida on
Q: How can I remove a foreign partner from my LLC ? he doesn't want to be in it anymore. Do I need to buy his shares?

How do I document the entire process and modify the corporation articles?

Michael  Mayoral
PREMIUM
Michael Mayoral
answered on Aug 12, 2022

It depends on a couple of things. First, what does the operating agreement say about the withdrawal of members. If there is no operating agreement, then the withdrawal has to comply with Florida's LLC act. This isn't an expensive thing for a business lawyer to do, but you should really... Read more »

1 Answer | Asked in Business Formation, Business Law and Land Use & Zoning for Florida on
Q: Hello, I am interesting in leasing a suite and then renting out the rooms to licensed stylist or lash artists

What are the legal implications for doing this in Florida? What is the employer or technically landlord responsible for? Thank you

Keith Kanouse
Keith Kanouse
answered on Aug 9, 2022

I have a client that has done this as a franchisee. You have to find a location and negotiate a master lease with the landlord with the landlord understanding that you will be subdividing and subleasing the premises to various subtenants. You need to check that the zoning will allow the intended... Read more »

1 Answer | Asked in Business Formation, Business Law and Civil Rights for Florida on
Q: Can a non-compete keep me from doing anything HVAC related with anyone for a year in Florida?

The paper restricts all HVAC jobs, both as an owner and employee for a 50-mile radius of a territory where he makes the most money. Im scared to sign it. It's an entire year id be unable to work in the industry if I left for any reason.

Keith Kanouse
Keith Kanouse
answered on Jul 21, 2022

The covenant not to compete will probably be enforceable as it appears reasonable in time, scope, duration and protects the legitimate interest of the owner.

1 Answer | Asked in Business Formation for Florida on
Q: Can an authorized member of an LLC remove another authorized member from bank account?

My boyfriend and I started a Handyman business in Jan 2021. At the time, an LLC was established and he was listed as the single member. We decided to set it up that way until it was decided I was staying in FL with him. I do all of the accounting and I was a joint owner on the business bank... Read more »

Terrence H Thorgaard
Terrence H Thorgaard
answered on Jul 12, 2022

It appears you may have to file suit to establish your rights. Confer with an attorney.

2 Answers | Asked in Business Formation and Business Law for Florida on
Q: Dissolving Florida LLC answer "A description of occurrence that resulted in the limited liability company's dissolution"

I'm dissolving a Florida LLC and on the form it asks for "A description of occurrence that resulted in the limited liability company's dissolution" and I'm not sure of how to answer.

My operating agreement states:

The Company will operate until terminated... Read more »

Keith Kanouse
Keith Kanouse
answered on Jun 23, 2022

If the members have decided to dissolve the LLC, you should have a resolution contained in a Consent of Members in Luie of a Special Meeting signed by all members. You can then check the appropriate box.

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1 Answer | Asked in Business Formation for Florida on
Q: We have a nonprofit in Ohio, we are looking to bring our services to Florida. What do I need to do, legally for Fl?
Bruce Alexander Minnick
Bruce Alexander Minnick
answered on Jun 2, 2022

If you will have a presence in Florida, you have to domesticate your Ohio nonprofit here in Florida.

1 Answer | Asked in Business Formation for Florida on
Q: When do updated articles of formation go into effect for an LLC? when filed or received by state office?

I filed an LLC, and then realized I made a mistake, an hour later. Assuming I have to send in an amendment to the state, when does that become legally binding? When does the LLC become recognized as a multi member llc and not as a single member ? I am setting up the LLC to give some of my assets a... Read more »

Terrence H Thorgaard
Terrence H Thorgaard
answered on May 24, 2022

The articles should be file-stamped to show the date when they received it, even if they are unable to update the web site (Sunbiz, if Florida) immediately.

3 Answers | Asked in Business Formation and Business Law for Florida on
Q: How can you change the percentage of ownership in the state of Florida for an llc?
Phillip William Gunthert
Phillip William Gunthert
answered on May 10, 2022

You would want to speak with a Florida Business Attorney and make changes to the LLC Operating Agreement and you would want to make any applicable changes to the Florida Department of State documents as they relate to business and ownership via an amendment probably as well.

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1 Answer | Asked in Business Formation and Business Law for Florida on
Q: Does a percentage owner of a Florida LLC need to be registered as a member with the state? can it be internally only?
Keith Kanouse
Keith Kanouse
answered on Apr 21, 2022

You do not have to register as a member. Your ownership should be reflected in the Operating Agreement.

2 Answers | Asked in Business Formation and Business Law for Florida on
Q: When filing for an LLC is there a way to keep legal name private from public record?

I will be working under and doing business under a pen name and would like to keep my legal name as private as possible (I know there are limits to this) to separate this business from personal life. When filing for an LLC I understand that you can protect your address with a registered agent but... Read more »

Jane Kim
Jane Kim PRO label
answered on Apr 14, 2022

You can use series LLC, which would have to be registered in another state (FL does not have such a thing), then you register a business in FL. If you only register in FL, your name will have to be listed as an officer, but in other states it is not the same requirement.

Good luck.

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1 Answer | Asked in Business Formation for Florida on
Q: Do I need to be a licensed CPA to start a payroll business in Florida?

Basically I am taking a short payroll course with NACPB. After I finish the course I plan on running payroll for my brothers business to start off. Once I gain experience I plan on taking in other clients for their payroll needs. I just wanted to know if a CPA license or anything along those lines... Read more »

Bruce Alexander Minnick
Bruce Alexander Minnick
answered on Apr 7, 2022

Florida does not require the owners of a "payroll bookkeeping business" to be CPAs.

However, I would bet that the Florida Department of Financial Services in Tallahassee has some level of certification and licensing requirements for this kind of financial because you will be dealing with OPM.

1 Answer | Asked in Business Formation for Florida on
Q: I am starting a single member LLC in Florida. I want my personal and business tax to be separately filed. What form?

I believe I need to fill out up for an 8832 but not sure what to select.

Michael Ray Smith
PREMIUM
Michael Ray Smith
answered on Mar 24, 2022

It depends on what you mean by having your business tax and personal tax returns filed separately. The following answer has some information that you appear to already know, but I'll give a full explanation for those who don't. The answer you're likely looking for is at the end.... Read more »

2 Answers | Asked in Business Formation and Business Law for Florida on
Q: I own an LLC that sells trending fashion on its business website. Can I start/run any new companies under the same LLC?

My current LLC sell female fashion apparel, shoes, intimates, & accessories. But there is some businesses that are very similar to mine that I have the right connections to start a new business per that product category or service. Can I run a new similar business under my LLC? Or better yet,... Read more »

Keith Kanouse
Keith Kanouse
answered on Mar 13, 2022

All income from a LLC is subject to employment taxes. Discuss with your accountant on making a special election for your LLC to be treated like an S corp. This will give you the ability to have a reasonable salary to subject to employment taxes and any excess income treated as a distribution not... Read more »

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3 Answers | Asked in Business Formation, Business Law and Real Estate Law for Florida on
Q: Do I need to put each of my corporate leases into separate LLC for asset protection?

I have started a short term rental business and I am trying to scale.

Phillip William Gunthert
Phillip William Gunthert
answered on Feb 27, 2022

Rental business/property tends to be a high liability type of business and therefore you need to be sure to keep the business/properties compartmentalized from one another by limiting your potential exposure by separating all your businesses as much as you can. Separate LLC business entities is a... Read more »

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1 Answer | Asked in Business Formation and Business Law for Florida on
Q: Hi can I start a sole propietorship at 17 without parental consent in Florida
Jane Kim
Jane Kim PRO label
answered on Feb 23, 2022

Legal age in Florida is 18. You can work at 17 but there are restrictions as to how early/late and how long you can work in a day.

Sole proprietorship simply means you work for yourself without the protection of a legal entity. You could do that. You will have difficulty entering into...
Read more »

2 Answers | Asked in Business Formation for Florida on
Q: Me and my husband is married and he started a business. I help him paint.can he draw up papers for his son to get our

Money.. or does it come to me

Terrence H Thorgaard
Terrence H Thorgaard
answered on Feb 11, 2022

It's very unclear what you are asking about. Are you asking about your husband writing a will which would leave his assets to your son when he dies?

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2 Answers | Asked in Business Formation for Florida on
Q: Do I need two DBAs registered to use an anacronym and the full name for my business?

I'm starting a business in Florida and planning out my business name. I'd like the business to be known by an anacronym and by its full name. Do I need to register two DBAs?

Specifically, it's a ceramics business that I want to call "St. Lucie Inlet Pottery" or... Read more »

Terrence H Thorgaard
Terrence H Thorgaard
answered on Feb 10, 2022

I think you mean "acronym".

https://en.wiktionary.org/wiki/acronym

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1 Answer | Asked in Business Formation and Business Law for Florida on
Q: I'm starting a business as a sole proprietor in Florida do I need a DBA to use my initial and last name?

Specifically, I'm starting a business in Florida as a sole proprietor and want my business name to be my first initial, last name, and the word "Design" e.g. A. Smith Design. Do I need a DBA for this or does this meet the requirement for use of my legal name?

Advice is greatly appreciated.

James W. Martin
James W. Martin PRO label
answered on Feb 10, 2022

See F.S. 865.09 here: http://www.leg.state.fl.us/statutes/index.cfm?App_mode=Display_Statute&Search_String=&URL=0800-0899/0865/Sections/0865.09.html

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