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Starting a Florida LLC
A Florida Limited Liability Company (LLC) is a legal business structure used to protect your personal assets (home, car, bank account) in the event your company is sued.
An LLC can be used to operate a business, or an LLC can be used to hold your assets (such as real estate, vehicles, boats, and aircraft).
Need to save time? Hire a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)
(check out Northwest vs LegalZoom)
1. Florida LLC Name
Before filing the necessary paperwork to form your LLC with the Florida Department of State, you need to come up with a Florida LLC name that is unique and distinguishable.
Your desired Florida LLC name must be “distinguishable upon the records”. Meaning, it must be different from the names of all the existing businesses in the Department of State’s database.
Florida LLC Name Search:
Florida Department of State: Search by Entity Name
Limited Liability Company Designator
Your LLC name must end with a proper designator. Florida law allows the following designators:
- LLC (most common)
- L.L.C.
- Limited Liability Company
Your Florida LLC name cannot include a designator that makes it sound like a different type of legal entity. For example, your Florida LLC name cannot include the words or abbreviations Corporation, Corp., Inc., Incorporated, Limited Partnership, LP, L.P., or Trust.
2. Florida Registered Agent
In order to legally do business in the state of Florida, your LLC must always have a Florida Registered Agent on file with the Florida Division of Corporations. Your LLC needs a Registered Agent in order to receive Service of Process on its behalf. Service of Process includes legal documents such as notice of lawsuits, subpoenas, summons, and complaints.
A Florida Registered Agent receives any legal mail sent to your LLC and then forwards it to you. The companies that we recommend below will actually scan your mail and upload it to your online dashboard.
Your Florida LLC’s Registered Agent can be a person or another company (your LLC cannot be its own Registered Agent though). Your Registered Agent must have a physical street address in Florida (PO Boxes are not allowed) where delivery of Service of Process can be made.
If your LLC’s Registered Agent is a person, then he/she must be at least 18 years old and be a resident of Florida. As long as these requirements are met (including the Florida street address), a friend, or a family member can be your Florida LLC’s Registered Agent. You can also be your own Registered Agent in Florida.
Alternatively, if you don’t have an address in the state or prefer to keep your address off of the public records, then you can hire a Registered Agent Service.
LLCU Recommendation
If you want to hire a company to start your LLC in Florida, we recommend Northwest Registered Agent. Northwest has excellent customer service and they’ve been in business for more than 20 years. If you hire them to form your LLC, Northwest will also be your Registered Agent.
Any mail that is sent to your LLC will be scanned and uploaded to your online account. Hiring Northwest can also help keep your address off of public records and protect your privacy.
Special offer: If you hire Northwest to form your LLC ($39 + state fee), they’ll include their Registered Agent service free for the 1st year.
(Check out our Northwest Registered Agent review to learn more)
3. Florida LLC Articles of Organization
The Florida Articles of Organization is the form you file to form your LLC with the Florida Department of State’s Division of Corporations.
Florida LLC filing fee: $125 (one-time fee)
(See Florida LLC Cost to learn more about LLC fees)
Florida LLC approval times:
- Your Florida LLC will be approved in 5 business days if you file online.
- Your Florida LLC will be approved in 12 business days (plus mail time) if you file by mail.
Note: Filing times may take longer due to the current global situation and government delays. Please see how long does it take to get an LLC in Florida.
Online filing: Articles of Organization for Florida LLC (e-File)
Mail filing:
- Download and complete the form: Articles of Organization for Florida LLC (CR2E047)
- Pay by check or money order and make it payable to “Department of State”
- Send your completed Articles of Organization and $125 filing fee to:
New Filing Section
Division of Corporations
PO Box 6327
Tallahassee, FL 32314
LLCU recommendation: We recommend filing online because the approval time is faster and the form is very simple.
Items listed in your Florida Articles of Organization:
- LLC name
- Principal office address
- Florida Registered Agent (name, street address, and signature)
- Name and address of each Member and/or Manager (Member-managed vs. Manager-managed LLC)
- Effective date
- Additional provisions (if applicable)
- Name and signature of your LLC Organizer
Florida LLC approval: After the Department of State approves your LLC in Florida, you will receive back a stamped and approved copy of your Articles of Organization, an Acknowledgment Letter, and a Certified Copy or Certificate of Status (if you ordered them). If you file online, these documents will be emailed to you. If you file by mail, they’ll be returned to you by regular mail.
Tip: If you need an extra copy of your Florida LLC’s Articles of Organization, you can also download it by searching your LLC on Sunbiz, then scrolling to the bottom and looking under “Document Images”.
Need to save time? Hire a company to form your LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)
(check out Northwest vs LegalZoom)
4. Florida LLC Operating Agreement
If the Articles of Organization is the document that forms your Limited Liability Company, then the Florida LLC Operating Agreement is the document that governs it.
Unlike the Florida Articles of Organization, you don’t need to file your Operating Agreement with the Florida Department of State (or with any other agency for that matter). It’s an “internal document”, meaning you just keep a copy with your LLC/business records.
Tip: If your LLC has more than 1 Member (“Multi-Member LLC”) make sure each Member gets a copy of the Operating Agreement.
What does an Operating Agreement usually contain?
An Operating Agreement usually contains:
- The names of the LLC owners (called LLC Members)
- The duties and responsibilities of the owners, managers, and officers
- How much of the LLC each Member owns
- How profits and losses are distributed
- How the business entity is run
- How the LLC is managed
- How taxes are paid
Note: Operating Agreements are not limited in nature. If necessary, you can add any additional provisions/sections, as long as they are legal.
Why is having an Operating Agreement important?
It provides a written document for how to handle disputes and arguments among the Members. It spells out the “bylaws” of how your business is to be run. Having an Operating Agreement can also help maintain your personal liability protection (it’s very important to have if you ever end up in court).
Single-Member LLC & Multi-Member Florida LLCs: Regardless if your LLC has one Member or several Members, it’s always a good idea to have an Operating Agreement.
Florida LLC Operating Agreement template: We provide free Florida LLC Operating Agreement templates that you can download here: Florida LLC Operating Agreement.
5. Federal Tax ID Number (EIN)
After the Florida Department of State approves your LLC filing, the next step is to get a Florida EIN Number for your LLC from the IRS.
Important: Make sure to apply for your Federal Tax ID Number only after your Florida LLC is approved. If you don’t, and your LLC filing is rejected for some reason, you’ll have a Federal Tax ID Number connected to a non-existent LLC.
The LLC’s Federal Tax ID Number is similar to our Social Security Number. It identifies your business entity with the IRS and will be used for taxes and reporting.
A Federal Tax ID Number is also called:
- Employer Identification Number (EIN)
- Federal Employer Number
- Federal Tax Number
- Tax ID Number
- Federal Employer Identification Number (FEIN)
Needed for banking and more: Besides being used by the IRS for federal business taxes, you’ll need your LLC’s Federal Tax ID Number when you go to open an LLC business checking account. You’ll also use your LLC’s Federal Tax ID Number when operating with other businesses and for the registration of certain business licenses and permits.
Free ($0): Applying for a Federal Tax ID Number (EIN) with the IRS doesn’t cost anything. There is no application or registration fee.
Methods of applying: You can get a Federal Tax ID Number for your Florida LLC either online, by fax, or by mail.
- To apply online, use the EIN online application
- To apply by fax or regular mail, complete and sign Form SS-4
File online: we recommend using the EIN online application because of the extremely fast approval time of 10 to 15 minutes. You’ll get a PDF printout with your Federal Tax ID Number at the end of the application. The online application is only available Monday through Friday, from 7am to 10pm Eastern.
Important: You can only use the online EIN application if you have an SSN or ITIN.
If you cannot use the online application due to any of the reasons above, don’t worry. You can still apply for a Federal Tax ID Number by fax or mail (using Form SS-4).
File by fax: Complete and sign Form SS-4 and fax to the IRS at 855-641-6935. No cover letter is needed. Your EIN will be approved in approximately 4-5 business days.
File by mail: Complete and sign Form SS-4 and mail to the IRS at the address below. Your EIN will be approved in approximately 4-6 weeks.
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
Non-US residents/foreigners: On line 7b, just write “Foreign” if you don’t have an SSN or ITIN. Also, if you are applying for a Federal Tax ID Number by fax and you are a foreigner, approval can take up to 6 weeks. For more information, please see how to get an EIN without SSN.
6. Florida LLC Annual Report
All LLCs in Florida must file a Florida LLC Annual Report every year in order to remain in “active” status and to avoid being administratively dissolved and shut down by the Department of State.
Florida LLC Annual Report filing fee: $138.75 (due every year).
Due date: Your Annual Report must be filed before May 1st every year. It can be filed as early as January 1st. Anything received after May 1st is late and will be assessed a hefty penalty.
Penalty: If your Florida LLC Annual Report is late, you are required to pay a $400 late fee (one of the most expensive in the country), bringing your total amount due to $538.75. If you continue to ignore the Florida Annual Report requirement (and fail to pay), the Department of State will shut down your LLC after the 4th Friday in September.
Note: Your first Annual Report is not due until the year following the year of your LLC’s formation. For example, if your LLC was formed anytime in 2023, your LLC’s Annual Report will not be due until sometime between January 1st and May 1st of 2024.
Method of filing: The Florida Division of Corporations only allows you to file your LLC’s Annual Report and pay the filing fee online.
File your LLC Annual Report online:
Florida LLC Annual Report – Sunbiz (e-File)
What you’ll get back: After you file your LLC Annual Report online successfully, you won’t get back a copy of the form. You’ll just get a success message. If you want to download a copy of your filed Annual Report, you search your LLC name on Sunbiz. Click on your LLC name, then scroll to the bottom and look under the “Document Images” section.
7. Florida Business Licenses and/or Permits
After your Florida LLC is formed, you’ll need to obtain the necessary Florida business licenses and/or permits in order to legally operate.
Florida doesn’t have a statewide general business license. The kind of business licenses or permits your LLC may need will depend on its location and the nature of its business.
County business license
Contact the officials of the county where your LLC is located, and the Department of Business & Professional Regulation to find the specific business licenses and/or permits your LLC will need.
Professional Limited Liability Company
And if your business activities are governed by a licensing board (like for a Professional Limited Liability Company) or another state agency, you may need to get an additional business license.
You can learn more about all of these in Florida business licenses
Tip: Save time by hiring an expert. We recommend using IncFile ($99) to handle the business license research for you.
8. Florida State Taxes
Federal Taxes: By default, Florida LLCs are taxed either as Sole Proprietorships (Single-Member LLCs) or Partnerships (Multi-Member LLCs). Since these LLCs have “pass-through” taxation, your Florida LLC is not subject to double taxation like a Corporation (there is no federal-level filing). However, the profits or losses from your LLC will be reported on a Schedule on your personal tax return.
No personal income tax: Florida does not impose any personal state income tax. However, your LLC may still have to pay certain state and local corporate/business taxes depending on its line of business and how it derives income.
Register with the FL Department of Revenue: Your LLC may need to register with the FL Department of Revenue for corporate taxes, sales tax, withholding tax (and possibly other taxes too), depending on your unique business situation. Please check with an accountant for details. You can also read this guide for more information on LLC taxes in Florida: TRUIC: LLC in Florida.
Business taxes your LLC may need to pay in Florida:
- Sales and use tax
- Discretionary sales surtax (imposed by some counties)
- Reemployment tax
- Communications services tax
- Corporate income tax
- and more (see here)
LLCU recommendation: Hire a business accountant after your Florida LLC is formed. Read our free guide on how to find an accountant, or check out Thumbtack.
9. Florida LLC Bank Account
After your Florida LLC is approved by the Florida Division of Corporations and it has a Federal Tax ID Number, the next step is to open a separate LLC bank account.
Benefits of a separate business bank account: It makes accounting and recording easier. Also, it ensures that only your LLC’s assets (and not your personal assets) will be used to pay off any debt or lawsuit.
Items needed to open an account:
- The stamped and approved copy of your Florida LLC’s Articles of Organization
- Federal Tax ID Number
- Form of ID (such as a passport or driver’s license)
Tip: Some banks require extra documents, so be sure to call them ahead of time.
Signers on the bank account: Members desiring to be authorized signers on your Florida LLC’s bank account should be present during the opening of the account. If you need to add a signer later, you’ll need to ask the bank about how they handle this.
Non-US residents/foreigners: The steps for a non-US resident to open a bank account are different. Please see this page for more information: non-US resident LLC bank account.
LLC banking fees: We recommend calling the banks ahead and asking them how much their monthly maintenance fees cost. A lot of banks in Florida charge monthly fees, but about 25% or so do not. We recommend you speak to at least 5-6 banks in order to find a free business checking account for your LLC.
DBA (Doing Business As): This is also known as a “Fictitious Business Name” and is used by some LLCs operating under a business name that is different than what is registered with the Florida Division of Corporations.
For example: Fred runs “AGR Logistics LLC” under the DBA name of “Fred’s Shipping
Services”.
If the bank representative asks for your LLC’s DBA (but you’re not using one, which is the case for most LLCs), just explain this to them. A lot of bank representatives are not well versed in business entities and they usually confuse the concept of an LLC with a Sole Proprietorship (thinking that all businesses have a DBA).
Debit card: The bank will give you a debit card when you open the account.
Credit card: You can also get a business credit card to earn points, miles, and other rewards.
10. Business Phone Number
Instead of using your home telephone number or your cell phone, you can purchase an affordable “virtual business number” specifically for your LLC in Florida. You can set this virtual business phone up to forward to your cell phone, go through voice prompts, or configure it any way you’d like.
We recommend using Phone.com as they have the cheapest plans and their customer service is excellent.
They offer local phone numbers as well as 1-800 toll-free numbers. You can easily set up call forwarding, pre-recorded prompts, and get voicemail messages forwarded to your email.
Getting a separate business phone number for your Florida LLC is also a good idea in order to keep your actual number private from those pesky “public record” websites.
Florida State Agencies
Florida Department of State: Division of Corporations
Phone: 850-245-6052
Hours: 8am to 5pm, Monday through Friday (Eastern)
Website: Florida Division of Corporations: Sunbiz
Florida Department of Revenue
Phone: 850-488-6800
Hours: 8am to 5pm, Monday through Friday (Eastern)
Website: Florida Department of Revenue
Contact: Florida Department of Revenue: Contact Us
How to Start an LLC in Florida FAQs
Is Florida a good state to start an LLC?
Yes, Florida is a great state to be a small business owner and start an LLC as your business structure. Florida has quick approval times and helpful representatives at the Department of State if you have questions.
However, the most important factors in deciding where to start a business are where you live and where you’re doing business.
Meaning, if you are a Florida resident, then you should start your business there. While many websites talk about tax rates and advantages of certain states, none of that applies if it’s not the state where you live and do business.
For example, if you form an LLC in Delaware, but live in and conduct business in Florida, you’ll also need to register your Delaware LLC in Florida (and pay extra fees). This ends up leading to more costs and more headaches with no advantages.
In summary, if you live in and conduct business in Florida, then yes, Florida is a good state to start a business. If you don’t live in and do business in Florida, then no, Florida isn’t a good state to start a business.
For more information, please see Best state to form an LLC.
How much does an LLC cost in Florida?
LLC costs in Florida vary depending on your unique business needs. That said, Florida LLCs have two types of cost: initial fees and ongoing fees.
Initial Fees
The fee for starting an LLC in Florida is $125. This is a one-time fee paid to file your Articles of Organization with the Florida Division of Corporations.
Ongoing Fees
If you hire a Registered Agent Service, you’ll have to pay an annual fee each year. This is usually about $125 per year.
LLCs are also required to file an Annual Report. Every Florida business must make this $138.75 payment every year.
Your LLC may need a business license in Florida depending on your industry and where your business is located. We recommend checking with your municipality about whether they require a business license or charge any annual fees.
The amount you’ll pay in business taxes will also vary. We recommend hiring an accountant who is familiar with tax requirements for a business in Florida.
How long does it take to get an LLC approved in Florida?
How long it takes to get an LLC in Florida depends on how you file your Articles of Organization.
If you form a Florida LLC online, it will be approved in 5 business days. And you can download your documents as soon as your filing is approved.
If you form your LLC by mail, it will take 12 business days (plus mail time) for the state to process your filing. And you’ll receive the approval documents back in the mail.
How do I start an LLC in Florida myself?
You can learn how to start an LLC in Florida yourself by following the instructions in our Florida LLC Articles of Organization guide. We break down the process for you step-by-step.
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.
FLORIDA LLC GUIDE
Follow the lessons below to form your Florida LLC.
Hi Matt
Can we use RA Address as principle business address?
Hi Muzaffar, you’ll need to check with your Registered Agent Service. Some companies allow this and some don’t (I know Northwest Registered Agent does allow this). Hope that helps.
Hi Matt,
I really appreciate your information on this website. It is super helpful.
I have a few questions, hopefully you can help.
1. I filed the articles of organization already for a LLC, and added 2 members. Is this considered a multi-member LLC?
2. How do I know if I have to register with the Department of Revenue? for a handyman business?
3. Would it be better to register as an S-corp? ,and do I need an EIN number for each member of the LLC?
Thank you in advance.
Hi Juana, I apologize for our slow reply. Yes, an LLC with more than 1 Member is a Multi-Member LLC. Please check with an accountant regarding any tax registrations. An LLC being taxed as an S-Corp usually doesn’t make sense for businesses starting out. It’s something to consider once there is enough net income to justify the cost and administration of the S-Corp. No, just 1 EIN for the LLC. Hope that helps.
Hello Matt. First of all, thank you for the information provided on this website. Glad I found this. Now to the questions…
I formed a Florida company (LLC) three years ago for a logistics business that has not been very productive yet. I obtained IRS business tax ID, customs broker licenses and applicable software to operate my business, but the business just has not been producing enough income for me to survive. Since bills were pilling up; last year I decided to go into house flipping while still maintaining my logistics business operational. So far it has not been bad, as at the very least I’m paying the bills. I purchased homes under the Already established logistics LLC company. Now as I am renewing my LLC with the state, Do I need to tell the state that I am also using the LLC to do house flipping? and if so, how to I do that? The other question is that when I established the business I created it as a partnership where my wife and I are the partners. Now we both, my wife and I think that it is better for the LLC to be listed as a sole proprietor as opposed to partnership. We filed join returns anyway. Please advise on this and also i would like to know if you could advise on a good accountant specializing on LLCs that can help me with Taxes…thank you and blessings
Bill
Hi Bill, you’re very welcome. No, you don’t need to update the Florida Division of Corporations that you are now using the LLC for real estate. The only way to change your LLC’s tax classification from an LLC taxed as a Partnership to an LLC taxed as a Sole Proprietorship is for your wife to transfer all her ownership in the LLC to you (via an Assignment of LLC Membership) and to file Form 8832 with the IRS to notify them of the change in tax classification. Because Florida is not a community property state, you can’t have a husband and wife Multi-Member LLC taxed as a Qualified Joint Venture LLC. However, you’d want to consider if doing all that is worth it. We don’t have a specific recommendation, but we have general tips here: How to find an accountant for your LLC. Hope that helps.
Hi Matt,
LLC S single member is currently registered in RI. Will ownership change and 1 member moving to FL require closing the RI LLC?
Which state should the new LLC S corporation be registered for the tax savings? Online store, no physical office, fulfillment house in ID.
New LLC 1 member lives in Europe, 1 member lives in NJ (W2), 1 member will live in Florida (W2).
Hi WM, it depends. First, there seems to be a flaw in the premise. If you own 100% of a RI LLC and you sell 20% to a person in NJ and 20% to a person in Europe (for example), then you wouldn’t form a new LLC. It’s still the same RI LLC (you’re question says “which state should the new LLC S corporation”…).
Additionally, non-US residents can’t be shareholders in an LLC taxed as an S-Corp. See Can a foreigner own an S-Corporation.
Also, assuming the Members are doing business from home in FL and NJ, an LLC would need to formed/registered in those states. In terms of federal taxes, it doesn’t matter what state the LLC is formed in. There will also be federal withholding for the non-US resident. There is a lot to unpack here. Regarding tax questions, we recommend speaking with a few accountants. Hope that helps and thanks for your understanding.
Which state should we register an LLC S corporation? Online store, working from home, using fulfillment house in Idaho.
Three members. One member (25%) lives in Europe, one member (25%) lives in New Jersey and is on payroll W2, one member (50%) lives in Florida and is on payroll W2. All US citizens.
Hi Walter, I want to clarify here. Does the LLC already exist? If so, in what state is it formed? If it doesn’t, I am confused by your question since it sounds like the New Jersey and Florida Member are being paid a W-2 salary from the LLC. Is that not the case? Thanks.
Could you please give a website to check availability for business names? Thanks !
Hi Lady, you can find that link on this page: Florida LLC name search.
Hello Matt –
Background:
I live in NJ and will do business in FL.
Question:
In filing the LLC, can I use same name i.e. ACME, LLC be used for both NJ and FL
(if available)?
* My interpretation was yes considering the LLC record is specific to the state of file.
Great content by the way, thanks for your time in giving valued info!
Alex
Hi Alex, thank you! If you are forming an LLC in New Jersey and registering it to do business in Florida, yes, the Florida foreign LLC registration can use the same LLC name (if available in Florida). And the same thing would apply to a Domestic LLC formed in New Jersey and a Domestic LLC formed in Florida. Hope that helps.
Matt,
I want to create an LLC in Florida for my YouTube channel. In addition, I would be selling inventory used(board games) for the creation of the videos on ebay, to recoup some of the cost. I have 2 questions:
1) What business license(s) do I need in Broward County? I tried to look but it didn’t have a choice that resonated with online business.
2)Do I have to register the LLC for business taxes? If so, how?
Hi Kevin, there is no state-level Florida business license and there is no county-level business license in Broward County. You may want to check with the city. I’m not 100% sure.
I’m assuming you have a Single-Member LLC (taxed a Sole Proprietorship). In that case, the LLC won’t need to be registered for state income tax, because the LLC (taxed in its default status) pays no state corporate income tax and as a Florida resident, you don’t pay personal state income tax. However, you’ll need to register with the Florida Department of Revenue if you are required to collect sales tax. Please see Florida Sales and Use Tax and Account Registration. You can also call the Department of Revenue with any questions. Phone support is quite helpful there.
Additionally, here is information on business taxes in Broward: Local business taxes. We don’t specialize in taxes though, so I recommend having a conversation or two with a few accountants. Hope that helps. And thank you for your understanding.
Hi Matt,
I am forming an FL LLC, the deed on the property is in my name and needs to be changed to reflect LLC name, Correct? So a deed transfer is involved? And there is a loan on the property and I have been told I have to pay a percent on the loan for documentary stamps? This makes the cost of the LLC really high, can you clarify?
Thank you, Kathleen
Hi Kathleen, yes, a deed transfer is needed to transfer ownership to the LLC. I’m not 100% sure on the doc stamps, but I’d check with your lender, a real estate attorney, and/or another title company.
Hi Matt. My client just informed me that her business is now an LLC. She has been filing as a sole proprietor. When she filed to get an EIN, is that where she would “check the box” to change to an S-Corp, and if she didn’t, then she’d still file a Schedule C with her form 1040? Thank you so much.
Hi Nancy, no, there is no option to have an LLC taxed as an S-Corp when obtaining an EIN. That tax election is made with a different form afterward. Please see LLC taxed as S-Corporation for details. Correct, if the LLC is a Single-Member LLC (and hasn’t elected, and been approved for, S-Corp or C-Corp tax treatment), then she would file a Schedule C (or Schedule E for real estate). Hope that helps.
Hi,
I thank God for your life – for starting this great site.
I recently ( 2 days ago) used zenbusiness to open a new LLC, however I made mistake with the address. How can I go about correcting that? according to the company Once it’s submitted I have to wait. In addition, what’s the process to change the LLC from Single Member to Multiple Member once formed?
Thank you.
Thank you Jorge! Once your LLC is processed, let us know which address(es) you are referring to. There are different ways to change the different addresses. On the Florida LLC Articles of Organization, there are 4 address fields:
• Article 2: Principal Office Address
• Article 2: Mailing Address
• Article 3: Florida Registered Agent address
• Article 4: Members or Managers address
Have you signed an LLC Operating Agreement yet? If you didn’t, you can just decide to make the LLC a Multi-Member LLC by adopting an Operating Agreement. Did you obtain a EIN Number yet? If yes, you either file a change in tax classification (Form 8832) with the IRS or just cancel the EIN and get a new one (and tell the IRS the total number of LLC Members).
Thanks for the response! The change will be for the physical and Mailing address, and I have not signed the operating agreement yet, neither have I applied for the EIN. The state is still processing the application. As I understand this can be done online?
For the Single Vs Multi members. How much validity is there to a Multi Member having more protection if opened in the Florida state?
Hi Jorge, you’re very welcome. To change the Physical Address and Mailing Address, you need to file this form: Articles of Amendment to Articles of Organization. You can download it here: Sunbiz: Limited Liability Company Forms. Look under “Florida LLC Forms” and you’ll see “Amendment”. Multi-Member LLCs do offer better asset protection than Single-Member LLCs in Florida due to the charging order protection. There is charging order protection for Multi-Member LLCs, but not Single-Member LLCs due to the landmark case of Olmstead v. FTC that was heard by the Florida Supreme Court. Apologies for the slow reply. Hope that helps.
Hi Matt, I want to buy an existing LLC, the owner is wanting me to get my own FEIN if i buy it. can I still use the original LLC name?
Thanks
Hi Mickey, what is the reason you are buying the LLC… is it just for the name? FYI, you don’t have to buy the whole entity. You can just purchase the assets of the entity. There are pros and cons to each setup. We strongly recommend talking to an attorney (or two). Buying an entity means you are buying all of its assets (and its name)… and all of its debt, liabilities, and contractual obligations. Said another way, people are often surprised down the road as they didn’t realize the “bundle” they bought. We’re not saying don’t buy the LLC… we’re just saying be careful and work with an attorney if that’s something you want to do. Transferring LLC membership interest is a multi-step process that involves the state, the IRS, and proper paperwork. It’s not just a one form kind of thing. Hope that helps.
I want to name our business as Sun Luxe Homes, LLC.
But Sunlux Homes, LLC is already taken. Can I still name by business as Sun Luxe Homes, LLC?
Hi Gerald, the name will likely be rejected because it is deceptively similar. We’re not the LLC examiners at the Florida Division of Corporation though, so if you want to double-check, you can call them. You can also attempt to form an LLC with that name. If it’s rejected you can add another word to your name to make it more unique. For more information, please see Florida LLC name search. Hope that helps.
Thanks for the help Matt.
Matt:
You are a fucking life saver. Thanks.
You’re welcome Tony :)
I am a share holder in. Florida LLC, how can i see the annual reports?
Hi Henrique, you can search for the LLC name at Florida Division of Corporations: Search Records. Click on the LLC name and then scroll down to “Document Images”. You’ll be able to see all the Annual Reports there. Hope that helps.
Truly appreciate all the time and effort you’ve put into this very informative website. It’s the best and most in depth LLC formation website I’ve found.
My question is this: I live in CA, will be starting an e-commerce business with Amazon FBA. All inventory will be warehoused by Amazon and all sales will be within the US. Would it make sense to form an LLC in FLA? I’m hoping to avoid the $800 annual LLC fees required by CA. Are there any other advantages or disadvantages to consider?
Thanks so much!
Hey JT, thank you for the kind words! You’re very welcome. California has some of the most strict laws, both corporate laws and tax laws, regarding the definition of “transacting business” (please see when is an LLC doing business in California)… so even if you form an LLC outside of California, you’d still need to register that LLC as a foreign LLC in California. And you’d still be responsible for the California LLC franchise tax. Hope that helps.
I appreciate the info. California LLC it is.
Hi Matt
Thanks a lot for your service.
I asked you different questions but answers were for another person.
1.I form llc here in FLORIDA how can I outsource to another country?Its about online support.
2. Will it be considered as partnership if I outsource?I am planning to have partnership with 2 people from non resident if its allowed.
3. Do the foreign person need to file tax for the llc as a partner of my llc?
Thanks a lot in advance.
Hi Elangbam, 1) If by by outsource, you mean hire people from outside of the US, there’s no issue. You just hire them as independent contractors. 2) If/how you outsource doesn’t affect how the LLC is taxed. If the LLC has 2 or more members, it will be taxed as a partnership by default. The members can be US persons or non-US residents. There are no restrictions. 3) It depends on many factors, but they’ll need to speak with an accountant on that. Hope that helps.
Hi Matt,
Thank you for keeping such an informative site!
I have a few questions, unfortunately Florida is an open book when it comes to public records, being said that, my questions are as follow:
1. When forming an LLC – can we use a physical address of a UPS store for example, as the main address for our business? The state does not allow it to be a P.O. Box, but there are virtual offices, or some UPS stores offer a “street address” However; we would be conducting business from home. We are planning to invest in Real Estate, so must of the job will be done from home, but we do not want to use our home address for privacy reasons.
2. Is there any other way to keep our personal info out of the public records?
We thought of forming a Wyoming LLC as their corporate veil seems to be a bit stronger than the Florida, starting with the fact that owners/members names can remain anonymous in Wyoming, but once then foreign LLC gets registered in FL there would go the anonymity… so it seems that route would not solve much of that issue for us.
Any suggestions?
Thanks a lot in advance for your input. Blessings.
Hi Yrem, Florida is unique since most states don’t allow mailbox rental addresses to be used. Chapter 48 of the Florida Statutes were revised to allow service of process to be delivered at a commercial mail receiving agency/private mailbox. You may want to look into forming a Wyoming LLC that owns the Florida LLC. We have more address privacy information here: Florida LLC Registered Agent. Hope that helps.
Hey Matt,
I really appreciate the content you have put together to help people who are in a similar situation like myself.
I am in the process of setting up my Florida LLC. I will need to file tax returns for my LLC and it members. I was wondering if you could recommend any CPAs whose services I can utilize for a reasonable fee.
Thank you very much!
Hi Rohan, you’re welcome. We don’t have specific recommendations, but we do have an article on how to find an accountant. Hope that helps.
Hi Matt,
Can the NYC LLC do the rental real estate business in Florida? If not, and have to set up a separate LLC in FL, can this FL LLC purchase a rental property during the period of time between it gets filed and effective date 1/1/2019?
Thanks a lot!
Hi Matt,
Thank you so much for the amazingly helpful website! I was wondering if you have any insights on the situation described below.
I’m wanting to move my NY LLC to FL while still keeping my EIN and bank accounts. The name will also stay the same. Is this possible? If so, how? I heard merging the two can do this, but I’m not sure.
If I need to first create the LLC in FL, will I need to get a new EIN? Since I’m using the same business name, I’m concerned the IRS won’t issue me another EIN.
Thanks in advance for your help! :-)
Christine
Hey Christine, you’re very welcome! Yes, pursuant to 605.1045 of the Florida Statutes, you can change the domicile of your LLC from New York to Florida. This is referred to as a Conversion in Florida. You’ll be converting your New York LLC into a Florida LLC and this will retain the LLC’s history, bank accounts, EIN, etc.
It’s a two-step process. First, in Florida, you’ll file an “Articles of Conversion for ‘Other Business Entity’ into a Florida Limited Liability Company”. This can’t be filed online. It can only be filed by mail or in-person in Tallahassee. Attached to this form is the Articles of Organization as well, so it’s kind of like 2 forms in 1. The total fee for both forms is $150 (check or money order made payable to “Department of State”). You can find the form on the Limited Liability Company forms page of the Florida Division of Corporations website. Under “Florida LLC Forms” look for another sub-section titled “Conversion Forms”, then look for “‘Other Business Entity’ into Florida LLC (PDF)”.
If you file by mail, your Articles of Conversion will be approved in about 7-10 business days. If you file in-person, it takes about 15-30 minutes. Once the Florida Division of Corporation approves your Articles of Conversion and Articles of Organization, you can then proceed to dissolving your New York LLC. And that’s how you convert a New York LLC into a Florida LLC. Hope that helps!
Hi Matt,
First, I would like to thank you for your hard work and responding to hundreds/thousands of questions. Here are two questions to add:
1- I live in Virginia and I plan to purchase strip center in Florida. Should I form an LLC in Virginia and then register it as Foreign LLC in Florida? Or should I form it in Florida and then register it as foreign LLC in Virginia?
2- If I form an LLC, how hard is it to get a commercial loan for a newly established LLC? If I can’t get a loan under this LLC, how could I purchase a property under LLC unless it is a cash deal?
Thank you for your response in advance!
Hi Riad, thank you. Much appreciated! 1.) You can go either way. It might be simpler just to form a Domestic LLC in Florida though as it’s just one filing to thinking about and maintain versus two. 2.) It really depends. On larger commercial, most lenders are looking at the cashflow and valuation of the property. We recommend talking to at least 5-10 lenders as each has their own unique criteria. If you work with a real estate attorney, they may be able to walk you through taking title in your name (if you’d rather/need to secure funding in your name) and the quitclaim deed the strip center to your LLC. Hope that helps.
Hi Matt
Does FL has member information sharing wiht IRS ?
Hi Naveen, we’re not sure (but we don’t think so). You’ll need to call the Corporations Division to find out. If you get any helpful info you’d like to share, please let us know. Thanks.
Hi Matt , I’m gonna create a LLc and I was reading your guide. Thank you very much.
But I have a question, I do taxes with my husband, and I read the I have to obtain an ID tax
I’m not sure if I have one because I do personal taxes with him or I have to obtain one
Thank you
Regards
Jacquie
Hey Jacquie, you’re very welcome! Please double-check this with your accountant, as I’m not 100% sure I understand the question, since both an EIN and an SSN are a type of taxpayer ID number, so I’m not sure which you’re referring to. However, you’ll get an EIN for your LLC and you can still file your taxes jointly, which is what it sounds like you’re doing. Hope that helps.
Hi, Matt,
A friend has a lot of equity in his house, but it’s almost in foreclosure. It does not make sense to sell right now, as it needs repair. Would an LLC be the best choice to invest in the property with an expected profit when it is sold? I am most concerned with liability, as I can’t risk my own home. He doesn’t want me to buy it outright for what is owed.
Hi Patricia, if you’re concerned about liability, then taking title to real estate in an LLC (as opposed to taking title in your name) offers better personal liability protection. You’ll still want to get insurance though. The LLC is a pass-through entity, so the taxes paid on any gains will be the same. Hope that helps.
Thank you!
I have one more question..
To open a business bank account I need EIN ot Tax ID. The lady at Tax Liberty told me only after 1 year, because I will have an income.
How can I open the bank account?
Thank you again!
Hi Tessy, yes, you’ll need an EIN in order to open the bank account. You don’t need an ITIN to open a bank account. If you don’t have an SSN or ITIN, when applying for an EIN, you can’t apply online. Instead, send Form SS-4 to the IRS (by mail or fax) and write “Foreign” on line 7b. Then when you file your taxes next year with the IRS, you can also apply for your ITIN at the same time. We have info on that here: how to apply for an ITIN. Hope that helps!
Just started a sole proprietorship with a ficticious name a week ago. I now want to change to a LLC. What should I do?
Hi Taryn, we’ve covered that on this page: change from Sole Proprietorship to LLC. Hope that helps!
Hi, your site is amazingly informative! I have a few questions, so here goes:
1) I live in Florida and will be starting an LLC to do financial investing and trading (stocks, options, forex) strictly for my own account. I will be the only member and while it will start with a small amount of cash, the expectation is that it should grow quickly. Is Florida the right state for formation? (Somehow I think the answer is yes.)
2) Is the election of Subchapter S tax filing appropriate for such an entity considering the type of business? I intend to pay myself a reasonable salary from the proceeds, and to have the LLC contribute to a qualified retirement plan for my benefit.
3) Which service would be better for both the formation and registered-agent designation, Northwest or IncFile?
Thanks in advance for your insight.
Hi Judy, thank you! You’ll want to speak with an accountant about your situation, but likely yes, Florida would be ideal since that is where you’re legally doing business. An LLC taxed as an S-Corp tends to only make sense after the LLC generates at least $60-$70k in net income. For both LLC formation and Registered Agent services, I recommend Northwest Registered Agent. Hope that helps!
Hi, I have an investor to go partners with on a property. However, I know of more investors what will want to partner with me. Should I file a Holding Company LLC and then list each of my investment properties with different investors as their each individual LLCs?
Thank you so much ! Do you have any other projects to empower entrepreneurs?
Hey Chris, no other projects at this time. Your situation is too complex for us to get involved with. There are multiple angles to look at, and likely multiple solutions to achieve what you’re trying to accomplish. You’ll want to speak with – or hire – someone (or multiple people) who can assess this from a liability standpoint in addition to looking at taxation. Hope that helps and thank you for your understanding.
How much is to open a LLC, where do I find where is written?
How do I pay?
What’s de difference btw LLC x EIN?
Thanks!!
Hi Tessy, a Florida LLC is $125. An LLC is a Limited Liability Company. An EIN is issued by the IRS for the LLC. All the details to your questions are in our Florida LLC lessons. You can find those links at the top of this page. Thanks.
Hi, My business is just starting out. I am baking. I am looking into becoming an LLC only because I now own a home. But is this something that I really need to do, when I am just starting out?
Hi Natalie, you don’t have to form an LLC, but if you just operate as a Sole Proprietorship, there is no personal asset protection, so many new entrepreneurs choose an LLC over a Sole Proprietorship. Florida LLC’s are also $125 which is very reasonable and a few dollars shy of the national average. We’ve written more about Sole Proprietorship vs LLC here: should I form an LLC or operate as a Sole Proprietorship?
Hello. My husband an I just started an LLC and just got the EIN #. We will be in rental business for a car and then also add real state. We would like to keep it simple. Is it possible to keep both of those things under one LLC?
Hi Andrea, yes, you can run both business activities through the LLC. Hope that helps :)
I want to invest in rental property and also online rents. In addition my family does home inspections. Should I create one LLC and put both businesses under it or should it be two LLCs? Can one LLCs be the main one and manage the other? My goal is to have everything protected so what would accomplish that?
Hi Robin, it’ll be best to keep the businesses separate. So that’ll be 2 different LLCs and not having one LLC manage the other. Keep things separate. Hope that helps.
Thanks Matt, appreciate the advice!
You’re welcome Robin :)
Hi Matt,
First of all, your website is really really good! I was so confused and you clarified so much for me on the subject! Thank you so very much!
I have a question though. I live in CA, I have a TX work license which is reciprocal with Florida but not with CA. I might end up moving to work to a different state. My question is: what happens if I move to a different state than the state I make my LLC? Can it be transferred there and have only one for the state I am living in? Do I have to keep my California LLC always from the point I start it (and the $800 every year) if I do my LLC in CA to start with? I would appreciate your advice on that!
Thank you very much!
Yael :)
Hey Yael, thanks for the great comment :) You’re very welcome! California is extremely strict when it comes to “doing business” so if you’re moving soon and will establish residency rather quickly, you will likely be fine to form the LLC in your new state after you establish residency (and file final returns in CA). If not, there is a chance California will come looking. So if you can’t wait, then yes, you’ll need to form the LLC in California as a Domestic LLC, or form an LLC in the soon-to-be-moving-to state and register it as a Foreign LLC in California. Either way, yup, $800 annual franchise tax in addition to any and all other state-level tax filings as long as you’re living and doing business in California. If you follow that route, then later you can file a Certificate of Dissolution with the California Secretary of State (cancelling the Foreign LLC registration) after you move and establish residency elsewhere.
To answer your other question, “moving” an LLC (depending on the states) can usually be done 3 ways.
1.) Form a new Domestic LLC and dissolve the old Domestic LLC. This isn’t really a “move”; more like open one, close the other.
2.) Register your first LLC as a Foreign LLC in your new state. The benefit of this is maintaining LLC history, bank account and EIN. Downside is added costs for Registered Agent (if a Commercial Registered Agent is needed), LLC Annual Reports (if applicable) and possible state-level tax filings (even if “zeroed out” or informational).
3. Domesticate or “redomesticate” if the exiting and incoming states allow it. Sometimes this is also called a “conversion”. This has the best of both worlds (of #1 and #2), but it’s usually just a more tedious and complicated filing process (although certainly not impossible).
Hope that helps!
Hello Matt,
I am starting an LLC in Florida. Filing online, it asks for the title of the manager of the LLC, but uses a number of options that aren’t clear. I read your article on manager and member, and also about the organizer. But the online form gives options for a manager, an authorized representative, an authorized member, and an authorized person… WHAT?
Why not just “manager”? What do these other options mean, and how do i know whether they apply to me? Do they apply to the other members?
Thanks!
Hi Michael, I believe the section in the Sunbiz application you are referring to is the “Name And Address of Person(s) Authorized to Manage LLC” section. “Manager” is an option (and should only be used if your LLC will be Manager-Managed”); it’s just abbreviated as “MGR”. If your LLC is Member-Managed, you can use the abbreviation ABMR (for Authorized Member). The state also accepts “other designated titles”. For a full list, please see “What do the abbreviations for officers, directors, managers and authorized representatives stand for?” as well as Sunbiz’s Title Abbreviations page. Hope that helps!
Hi Tony good work.I want to register a LLC in Florida I am a foreign not living in USA my services is in consultancy services which I provide only out side of USA but I receive the payments fees in a USA bank.
I can understand the processing for complete this type of company but I am confuse about the taxes, the EIN and other details in reference to this issue.
I search for some of these services companies but I have some concerning and I do not feel complete secure.
I need more support at this point, then can you provide a confident company that can help me??
Thank you and regards
Hey Gustavo, you can form an LLC in Florida, and then obtain an EIN after the LLC is approved. Check out Northwest Registered Agent. They’ll be the Registered Agent for your LLC, and they’ll also let you use their address in the rest of your filing. They may also be able to obtain your EIN for you, but you could also file that yourself by mailing or emailing Form SS-4 to the IRS and writing “Foreign” on line 7b. Just make sure your Florida LLC is approved before applying for the EIN. Hope that helps.
Thank you Tony I will follow your advice my best regards
Gustavo
Hi Matt,
Can I create an LLC in the state of Florida and have under that LLC properties that are out of state. I have properties in the state of Rhode Island but wanted to create the LLC in Florida is that possible?
Thanks, Tony
Hi Tony, if you have properties in Rhode Island, then that’s where you’re legally doing business and that’s where the LLCs (that own the property) should be formed. You could have your Florida LLC be the owner of the Rhode Island LLCs (instead of you as an individual), however, in terms of which is a better approach, you’d need to speak with a lawyer. Hope that helps.
Hi Matt,
First of all, congratulations on this very helpful website!
I am a non-resident foreigner and have just opened a Florida single-member LLC for a real estate investment. When filling out the SS4 Form, in order to get a EIN, I found out that it might be necessary to fill out as well Form 5472.
Do you know if that is indeed the case and by when it has to be submitted?
Thank you!
Hi Matt, thank you. Glad you’ve found the website helpful :) You don’t need to complete Form 5472 in order to obtain an EIN, however, that doesn’t mean you don’t need to complete Form 5472 at some point. But we’re not able to say one way or the other (regarding Form 5472) as you’ll need to speak with an accountant about this form, as well as any other forms and filings you’re responsible for. Taxes vary widely, especially among non-US residents, so we can’t provide any details. Thanks for understanding and best wishes!
Hi,
I am not a US resident/Citizen.
I would like to open an LLC mainly to start selling on Amazon.
Which state do you recommend to open it?
Thanks a lot.
Aurelien
Hi Aurelien, you can select any state you’d like. I’m not able to say which is best, especially for an online Amazon business. Will you be visiting the US to open a bank account for your LLC? If so, you might want to consider a state that is easy for you to get to to open the bank account.
Dear Matt,
Thanks a lot for the quick feedback.
Indeed, I am planning to visit the US to open the bank account. In my case, if there are no major differences between the states, I’ll use the most convenient one for the visit.
Thanks
Hi Aurelien, you’re welcome. I also recommend speaking with an accountant (or a few) in case there are any tax advantages for you.
HI, im not a us citizen and i dont live in us. i try to open llc in florida. i done it with incfile but the only address i can had in they site its a us address. i want to use they Registered Agent and to put my address out side the us. i know its can be done.
can you advice?
thanks
Hi Gil, apologies for the slow reply. Did you receive back the Florida LLC approval? What is the status of your LLC at this time?
Thank you for your advice on filing an LLC. How can I have the PA designation added? When I filled out the form I typed in my name and PA It was denied and was told to delete the PA. Any advice? Thank you in advance. Donna L.
Hi Donna, you’re very welcome! The PA designation does not go “onto” an LLC. A PA is completely different business entity altogether. “PA” stands for Professional Association, and more specifically, a Professional Association in Florida is known as a Professional Corporation (but it’s abbreviated as “PA”). It’s a special type of Corporation designated for individuals who hold a state license in order to render their professional services. If you decide you want to form a PA in Florida, it’s an entirely different filing. In order to form a Florida Professional Corporation (PA), you need to file a Profit Articles of Incorporation. You can file this by mail or online. The form (and online filing link) can be found here: FL Division of Corporations: Florida Corporations Forms. Hope that helps :)
Do I need to wait until Jan 1st to file for the LLC, If I file for one today Dec 27,2017 will I have to pay the $135 fee again in May 2018 or will it be May 2019 ?
Thanks!
Bell, Florida
Hi Mary, giving your Florida LLC an effective date of 1/1/2018 (or later) will be the “cheapest”. If your LLC is marked effective in 2017, you’ll need to file your first Annual Report before May 1st of 2018. If your Florida LLC goes effective on or after 1/1/2018, your first Annual Report won’t be due until before May 1st of 2019. If you’d like your LLC to become effective on or after 1/1/2018, you have two ways to do this. Either wait until January to file, or even easier, file now, but enter an effective date of 1/1/2018. If you file by mail, this will be in Article V of the Articles of Organization. If you file online, this will be at the very top of the filing, under “Filing Information”. Hope that helps!
Thank you so very much for your time. I am filing in Jan 2018!
You’re very welcome Mary!
Im not a US residence nor citizen, the guide and steps are the same to form an LLC? Thanks in advance
Hi Diego, yes, the steps are still the same. For the member/manager address, you can enter a foreign address if you’d like. Or you can enter your Registered Agent address, if you hire Northwest Registered Agent. I also recommend them for your Registered Agent because they are very foreigner-friendly. Hope that helps.
I want to find a less expensive registered agent for my LLC. I am the sole proprietor. No one is in the company except me. I know I could be my own agent. However, I am not home every day during business hours. So once I’ve found a new registered agent what form(s) do I need to file with State of Florida and what fees and do you know what website to use? And finally, do I have to notify my current registered agent afterward to tell them I’ve changed my agent or do I simply not pay their bill?
Hi Deb, I’m not sure of the terms of your agreement with your current Registered Agent, so I would check with them on the process of cancelling. In terms of a new Registered Agent, I recommend Northwest Registered Agent. Northwest has been in the business for over 20 years and they have great customer support. Any mail that is sent to your LLC will be scanned by them and uploaded to your online account. In order to update your Registered Agent with the Florida Department of State, you can just do so when you file your FL LLC Annual Report next year (at no additional charge). If you want to file before then, you can mail the change of Registered Agent form and pay the $25 fee. You can find the form here: Statement of Change or Registered Office or Registered Agent or Both. Hope that helps.
Can I put multiple names under my llc?
Hi Andrea, do you mean multiple people’s names or multiple company names? Can you please be more detailed as to what you are looking to achieve?
I think I mean tradenames and is there a cost for that or would be less to purchase separate LLCs under one LLC
Hi Andrea, I believe you mean Fictitious Names (as they are called in Florida). After your LLC is formed and you’ve obtained an EIN, you can file your Fictitious Names with the Department of State. Please see here: Florida Fictitious Name Registration. The cost is $50 each and they must be renewed every 5 years. Having multiple Fictitious Names owned by your LLC are all just one and the same legal entity; the LLC. If you have multiple LLCs, each would be separate and isolated from one another in regards to liability. So regarding how to “chop it up”… it depends on what is more important: price or liability protection. Florida LLCs are $125 to form and $139 per year for their Annual Report. Fictitious Names are $50 to form and are renewed every 5 years for the same price.
Hello. Is it possible to live in Massachusetts. But open an LLC in Florida. This would be for an online business.
Hi Anita, while yes, that could be done, the states don’t really care if your business is online. In fact, since you are running and operating the business from your home in Massachusetts, you’ll legally be transacting business in Massachusetts. So if you formed an LLC in Florida, it would then need to be registered as a foreign LLC in Massachusetts. Hope that helps.
Wow same day reply. Your awesome! Thanks for the speedy response. So Using a Registered Agent Service Company to use for all my address’s for Florida so that I don’t have to pay Mass hefty fee I guess wouldn’t be allowed?
You’re welcome Awitti. Doing that would put you in the gray. Meaning, your Florida LLC will be illegally transacting business in Massachusetts. And as per Massachusetts General Laws – Chapter 156C: Section 54, your non-registered Florida LLC can be fined $500 for every year it fails to register in Massachusetts. Using a Registered Agent service for your Florida LLC only means you are complying with Florida law, which requires an LLC to maintain a Registered Agent in Florida. It doesn’t change the fact that your Florida LLC will be be doing business in Massachusetts. It’s usually more affordable to simply form an LLC in Massachusetts. Hope that helps.