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FLORIDA LLC Formation

Florida is located in the Southeastern United States, bordering Alabama to the northwest and Georgia to the north. Much of the state's land mass is a large peninsula with the Gulf of Mexico to the west, the Atlantic Ocean to the east and the Caribbean to the south. Florida was admitted as the 27th U.S. state in 1845, after a three hundred year period of European colonization.

With an area of 65,758 square miles (170,312 km2), it is ranked 22nd in size among the 50 U.S. states. Florida has the longest coastline in the contiguous United States, encompassing approximately 1,350 miles (2,170 km). The state has four large urban areas, a number of smaller industrial cities, and many small towns. 

Florida is nicknamed the "Sunshine State" because of its generally warm climate—subtropical in the northern and central regions of the state, with a true tropical climate in the southern portion. The United States Census Bureau estimates that the state population was 18.77 million in 2010, ranking Florida as the fourth most populous state in the U.S. Tallahassee is the state capital, Jacksonville is the largest city, and the South Florida metropolitan area is the largest metropolitan area.

For over 10 years we have recommended Florida LLC's because without doubt they have always represented one of the best options when it comes to setting up a tax free structure. Some people are surprised when we tell them that the USA offers some of the most efficient tax saving entities in the world. Of course this does not apply if you are an American national, resident or green card holder and an LLC is also unsuitable for trading within or with the United States but other than these few limitations it is an excellent tool for many tax mitigation strategies. Florida is among the leading US states for company formations and in common with many other US states and leading incorporation centres worldwide it is keen to tap into foreign money. In our opinion the most important single benefit of an American LLC is that it sounds much better when you say to your clients "our parent company is American and the head office is based in for example Miami" than to say "we are a subsidiary of a Panamanian company based in Puerto armuelles". The difference in many people's eyes is that the words American owned suggest money and substance where Panamanian suggests something to a bit unusual which can put clients off doing business. Obviously this is not good if you aim to maximise credibility and can be totally counter productive if you end up with a structure which saves 40% in taxes but loses 50% of the potential business!

In part the main advantage of Florida derives from the fact it is lower profit that Delaware. Of all US states which allow for non-resident incorporation, Florida is among the most attractive. It’s simple legislation, lack of bureaucracy and low fees allow for maximum benefit's with the minimum amount of fuss. Florida's highly developed judiciary system also ensures a fair and liberal interpretation of its legislation in the event that any legal disputes arise.

Important Points to consider

 

 

Although in many ways Florida LLC's and those from Delaware are quite similar the vital difference is that the register of members in Florida is open to the public so the appointment of a nominee member or manager to appear on public record can be advisable depending on your plans. Florida offers efficiency and speed of formation - 7 days start to delivery worldwide - that makes Florida among the leading US states for the formation of LLC’s. We appreciate that in some cases (maybe for contractual or business reasons) another state such as Delaware might be better for your needs where the members do not appear on public record but much will hinge on what you are sekking to achieve. We deal with all 50 states so feel free to give us a call or send an email and we can advise you on your specific needs along with the various considerations which apply to that particular state.

In the even you decide to opt for a state other than Florida our most recommended alternatives are below. The key is to ensure the location offers an attractive blend of low initial cost, low filing burdens, low annual cost, and reasonable privacy protection. The states below therefore warrant consideration.

 

  1. Delaware
  2. Nevada
  3. Oklahoma
  4. Oregon
  5. New Mexico
  6. Wyoming

 

Returning to Florida, like most states Florida will let you incorporate regardless of where you reside. All you need is a registered agent in the state to ensure the company remains in good standing. A registered agent acts on the LLC’s behalf in the state where it is registered; the agent fulfils the primary duties of providing a registered office address, receiving service of legal papers, ensuring corporate compliance and dealing with the franchise tax which we will invoice each year.

One thing to keep in mind is that it is vital that you keep us informed of your current contact address, email address and telephone number. Should the registered agent receive important mail, annual documents or a registered delivery on your behalf we would need to be able to let you know, alternatively if you travel regularly or are away for long periods one of the nominees or managers (assuming you decide to use them) could act as a contact point on your behalf.

Finally, it is vital to ensure that we receive the annual fees on time each year to avoid penalties. In the case of Florida LLC's the annual payment will be invoiced by us a couple of months prior to the anniversary of the formation. We in turn must ensure payment arrives in Florida before the anniversary to avoid any late filing penalties. To be certain of avoiding the penalty fee we recommend making payment as soon as the invoice arrives.

The Tax Saving benefits of an American LLC

For most clients the primary benefit of an LLC is the "pass-through" taxation. Keep in mind as outlined earlier that the LLC remains tax free on business transactions and benefits only when they are derived outside the United States and the members are non-resident foreigners.

Features of a Florida Limited Liability Company

 

 

Nominees and Managers

Nominees and managers are an option which you might decide to use or decide can be dispensed with but in many ways nominees and managers fulfill a similar and often crucial function. Their main job is to act as a voice and contact point for the company, handle the odd call here and there or convince anyone trying to figure out who owns and controls the structure that they are the true owner. In other words they put distance between the company and the true owners. The key difference between a nominee and a manager is that a nominee controls the bank account and appears on all the records where the manager does not in reality control anything but will convince anyone snooping around that he does and usually stop most problems before they even have chance to escalate. Keep in mind that should you decide to use the services of nominees or managers this service includes the occasional use of their phone and also a dedicated email address which will be provided for the company. Their fee of $225 per annum includes up to 5 hours work - the only charge is the cost of any phone calls they make on the LLC's behalf or stamps if they re-mail letters. Always be cautious regarding nominees or managers because many offshore company service providers use nominees and managers who charge up to $160 per hour on top of their annual fee which is often $400 each. The cost of using them can therefore be much higher that it looks at first glance; I always see it as a bit like car rental the sign says $300 a week but by the time everything else has been added it ends up at $550! We often hear stories of annual fees for disbursements totalling $1500 for only 10 hours work. With us it is clear cut and there is a simple flat fee with no hidden charges. The reason ORCA can provide these services so much cheaper than our competitors is that we have a large network of nominees and managers who also assist clients with other services such as setting up phone lines, arranging fulfillment services for orders, bank introductions, and finding local lawyers and accountants to assist you if needed - around half of our individual nominees are lawyers, business consultants or accountants themselves, the other half are active or retired businessman with a variety of specialist skills which might be needed at some point in the future. Because the nominees and managers carry out a wide range of functions assisting both ourselves and each other they can afford to offer their services at a keen price. The additional benefit of this arrangement is that if you need further services they are in the right place to set up any other local facilities you might need. An example is one of our nominee in the Caribbean who can arrange trust formation at just $500 or another in Jersey, Channel Islands who can arrange a local non geographic number with free international forwarding for a one off fee of $50.

Formation Costs and Annual Fees

Incorporation Fee $595 Including Apostille and operating agreement (often requested when opening bank accounts)

Annual Fees $550 Ongoing annual fees due prior to May 1st in the year after formation. 

Please pay the fee to ourselves at the latest by mid April because 1 day late and the late penalty is $500 from the state! The vital thing is we need to get payment to the state so two weeks is fine but less cuts it tight.

If you require an Internet domain registration to accompany the formation click here

The above annual fees include the following services.

 

 

The Annual Fees in Oregon must reach our agent prior to the anniversary each year. These fees include state tax, registered office and registered agent.We recommend paying the annual fee in early May at the latest and ensuring you have received our invoicing confirming that the payment has been received. We normally sent the invoice by email and it can be paid online or you can call us and pay over the phone.

To set up an LLC could not be easier to see the details required click the link Fill out our form!


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