1. Certificate of Authority Overview
2. When is a Certificate of Authority Needed?
3. Obtaining a Certificate of Authority
4. Certificate of Authority Information
5. Certificate of Authority Application Fees
6. Certificate of Existence Information
7. The Temporary Certificate of Authority Application

Certificate of Authority Overview

Certificate of authority Florida refers to a legal document necessary to register a foreign (or out-of-state) company with the Department of State of Florida in order to do business in Florida. Businesses that have foreign status typically apply for such certificates because doing so eliminates the necessity of incorporating as a whole new business in the state. Having such a certificate also prevents fines and penalties that might be incurred without such a document.

When is a Certificate of Authority Needed?

A certificate of authority will be needed in Florida in the following situations:

  • Setting up an office or other physical location from a foreign state.
  • Hiring employees that reside in a foreign state.
  • Beginning a job or contract in a new state.
  • To meet a bank’s, vendor’s, or licensing authority’s requirements.

Obtaining a Certificate of Authority

A certificate of authority can be obtained in Florida by taking the following steps:

  1. Choose a name under which your company will operate in Florida. If your original name is available through Florida’s business name search, that is ideal. If not, a new name will have to be chosen for you to operate under in Florida.
  2. Fill out and submit an application for a certificate of authority to the Florida Secretary of State.
  3. Submit the original copy of your certificate of existence (or certificate of good standing or certificate of status) from your home state, dated within 90 days, to the Florida Secretary of State.
  4. Submit the proper filing fee to the Florida Secretary of State.
  5. Obtain a registered agent for the state of Florida so that your filing may be approved and you may operate in the state.

Upon approval of your application, you will be issued a Letter of Acknowledgment from the Florida Division of Corporations. 

Certificate of Authority Information

Your certificate of authority application should include:

  • Your home state.
  • Your employer identification number, or EIN.
  • Your date of incorporation.
  • The year your Florida business will cease its existence. (If no date is to be specified, write “perpetual.”)
  • The date your business started operations in Florida, if applicable.
  • Your principal and mailing addresses.
  • Your registered agent’s name and address.
  • The signature of an officer or director.
  • The name and title of the individual filing the application.

Certificate of Authority Application Fees

Obtaining a certificate of authority in Florida will require the payment of a filing fee, the amount dependent on one’s business status and the desired processing speed:

  • Limited liability company, 2 business days: $275
  • Limited liability company, 2-3 weeks: $125
  • Corporation, 2 business days: $220
  • Corporation, 2-3 weeks: $70
  • Nonprofit corporation, 2 business days: $220
  • Nonprofit corporation, 2-3 weeks: $70

All checks for filing fees should be made out to the Florida Department of State. It should also be noted that filing fee prices are subject to change.

Certificate of Existence Information

To obtain your certificate of existence (not including fictitious name certificates), you can make a request by the following means:

  • Online. This can be done through your state’s Department of State or Secretary of State website. In the state of Florida, this is sunbiz.org.
  • By mail.To do this, provide the name of your business, the registration number, the document type (in this case, certificate of existence), the date of the document’s filing with the Division of Corporations, and the filing fee.
  • In person. These can be made at your local Secretary of State’s office. Such requests will usually be processed on the same day or within two days.
  • By fax. Most states allow fax requests, but these are less common and can come with more complications. In the case of Florida, you will have to create a Sunbiz E-File account, which includes submitting a $300 account deposit.

The Temporary Certificate of Authority Application

In addition to the certificate of authority, some businesses can also apply for a temporary certificate of authority to work on a single specific project in the state for less than three months. To do so, the business must meet the requirements of Section 471.023 and pay the necessary filing fee.

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