Florida Business Formation: LLC vs. Corporation in 2025

Florida offers straightforward formation for both LLCs and corporations — but the right choice depends on your goals, your investors, and how you plan to run the business.

Forming an LLC in Florida

A Florida LLC is formed by filing Articles of Organization with the Division of Corporations and paying a $125 filing fee. Florida doesn't require a registered agent to be a Florida resident, but you do need a registered agent with a physical Florida address. Florida LLCs are not required to file annual reports with the state, but they must pay an annual fee of $138.75 to maintain active status.

Forming a Corporation in Florida

A Florida corporation is formed by filing Articles of Incorporation with the Division of Corporations and paying a $70 filing fee. Corporations must also designate a registered agent. Florida corporations are required to hold annual meetings of shareholders and directors, maintain minutes, and file annual reports ($138.75 fee).

Key Differences for Florida Businesses

For most small businesses and startups, the LLC is the default choice — it's simpler, more flexible, and requires less ongoing formality. The corporation structure becomes more relevant when you're raising capital from investors (particularly venture capital, which typically requires a Delaware C-Corp), when you need to issue multiple classes of stock, or when you're planning an eventual IPO.

The Operating Agreement Question

Whichever structure you choose, the governing document matters. For an LLC, that's the operating agreement. For a corporation, it's the bylaws and shareholder agreement. A lot of founders skip these or use generic templates, which creates problems later. The operating agreement is the most important document your LLC has — it governs how the business actually runs.

Professional Entities

Florida also allows professional limited liability companies (PLLCs) and professional associations (PAs) for licensed professionals — attorneys, physicians, accountants, and others. These entities have specific requirements and restrictions that differ from standard LLCs and corporations.