Key Takeaways

  • Florida law requires every LLC to appoint a registered agent with a physical address in the state.
  • A registered agent ensures your LLC receives legal notices, tax documents, and service of process in a timely and compliant manner.
  • The agent must maintain regular business hours and forward official documents promptly to the company.
  • Business owners can act as their own registered agents, but many hire professional services for privacy and convenience.
  • Changing your registered agent in Florida requires filing a specific form with the Florida Division of Corporations and paying a nominal fee.
  • Choosing a reputable agent helps ensure compliance and avoid administrative dissolution of the LLC.

A registered agent for a Florida LLC is a person who meets requirements for accessibility and responsibility. They can act locally as an agent and point of contact between the state's various agencies and the company. With the large Florida market at stake, and with the potential advantages of LLC formation within that market, anyone wanting to do business in the Sunshine State needs to consider retaining a registered agent.

What Is An LLC?

When it is time for a new company to form, they face a choice between the many different kinds of company structures. The most basic structure is the sole proprietorship, wherein the business is basically synonymous with its single owner; the partnership is essentially the same as the sole proprietorship, but with the ownership divided up between multiple people. In either case, the tax situation for the company is usually advantageous, but in terms of liability, the company's owners are stuck with full personal responsibility for all the debts of the company.

A corporation is a legally constructed person designed to cut back on the liability of the owners of the company. A share is owned by a group of people referred to as shareholders, each of whom holds a number of certificates giving them control of a percentage of the company. When the company faces legal action of some kind, any judgments entered against it can only target the assets owned by the company itself — the personal assets of the shareholders are safe. But a corporation has to pay a yearly tax on its income, in addition to the taxes the shareholders have to pay on any earnings they make from the company.

LLCs are a happy medium between these kinds of companies. An LLC, like a corporation, counts as a separate person for liability, so the owners of the LLC are insulated against legal problems in a way that sole proprietorships are not. But the income of the LLC typically counts as “pass through” for state tax purposes, meaning that the owners just treat it as personal income from self-employment when they file their taxes. Of course, an LLC is a state-by-state status, meaning both that the laws governing it may vary based on where it is filed and that its federal tax status has to be negotiated separately.

Registered Agents and Florida

In Florida, an LLC is required to name an eligible person as the registered agent for the company. A registered agent is a person who the state can contact for things like official mail or process service in the state, so that the government knows someone associated with the company is easily accessible at all times. The registered agent has to meet certain requirements.

  • The registered agent needs to have a registered office, or a street address where they can be found if needed. This cannot be a post office box.
  • Any documents the registered agent accepts have to be passed on to the ownership of the LLC within a reasonable timeframe. Since these items are likely to be government paperwork or court documents, you'll probably want to get those quickly anyway.
  • The agent needs to be available during regular business hours. This doesn't mean that they can't be doing something else at those times, just that they need to be able to receive visitors and correspondence at those times.
  • One of the owners of the company can serve as the registered agent, as long as they would meet the other requirements. Of course, this person will need to be available to receive legal documents when needed, perhaps limiting their ability to do things like travel for business. Also, if the address used is your home address, this may lead to your personal information being publicly available.
  • A registered agent can also be a company, which means that there are several companies that specialize in operating as registered agents for other companies. These are especially useful for companies whose owners spend most of their time out of state and who are worried about losing legal proceedings due to not getting their documents served properly. Of course, the company will want recompense for their services.

What Happens If You Don’t Have a Registered Agent

Failing to maintain a registered agent can have serious consequences for your Florida LLC. Without one, your company cannot legally receive official correspondence or service of process. The state may declare your LLC “not in good standing,” which can lead to administrative dissolution, loss of liability protection, and fines.

Additionally, missing court notices or tax filings can expose the company to legal penalties or default judgments. Ensuring your registered agent information is accurate and up to date is a critical part of maintaining your business’s legal and operational integrity.

Benefits of Using a Professional Registered Agent Service

Hiring a professional registered agent for your LLC in Florida provides several advantages beyond mere compliance:

  • Privacy Protection: Your business address stays off public records, reducing unsolicited mail and preserving personal privacy.
  • Consistency: Professional agents ensure you don’t miss deadlines or court notices, even if you relocate or travel.
  • Compliance Support: Many services offer reminders for annual report deadlines and renewals with the Division of Corporations.
  • Extra Perks: Some Florida registered agent services, such as Florida Registered Agent LLC, offer additional features like free business addresses or limited website domain registration.

Professional services are particularly beneficial for businesses without a permanent Florida office or for owners who prefer to delegate administrative compliance tasks.

How to Appoint or Change a Registered Agent

When filing the Articles of Organization for your Florida LLC, you must list your registered agent and include their signed consent. This filing is submitted to the Florida Division of Corporations along with the formation fee.

If you need to change your registered agent later, the process involves:

  1. Completing the Statement of Change of Registered Agent or Registered Office form.
  2. Filing the form online or by mail with the Florida Division of Corporations.
  3. Paying a small processing fee (typically around $25).
  4. Obtaining written consent from the new agent.

The change takes effect once the Division of Corporations processes the filing. Keeping this information current is crucial—failure to do so may result in your LLC losing its good standing or even facing administrative dissolution.

Who Can Be a Registered Agent for an LLC in Florida

An LLC’s registered agent can be:

  1. An individual Florida resident—such as an LLC member, manager, or trusted employee.
  2. A professional registered agent service—licensed companies that specialize in receiving and forwarding official documents.
  3. Another business entity—if the entity is authorized to do business in Florida and maintains a physical address in the state.

While Florida allows LLC owners to serve as their own agents, many business owners prefer professional registered agent services for convenience, reliability, and privacy. A commercial service helps ensure you never miss critical notices, keeps your home address off the public record, and maintains compliance even if you travel or move offices frequently.

Registered Agent Requirements in Florida

Florida statutes mandate that every limited liability company (LLC) must designate and continuously maintain a registered agent within the state. The registered agent serves as the official point of contact for the Florida Department of State, the courts, and tax agencies. They receive critical correspondence such as service of process, annual report reminders, and compliance notices on behalf of the company.

To qualify as a registered agent for an LLC in Florida, the individual or entity must meet these requirements:

  • Physical presence: The agent must have a physical street address in Florida—known as the registered office. P.O. boxes are not acceptable.
  • Availability: The agent must be available during normal business hours (9 a.m. to 5 p.m.) to accept documents and legal notices.
  • Consent to serve: Florida law requires that the registered agent formally consent in writing to act on behalf of the LLC when the Articles of Organization are filed.
  • Eligibility: The agent can be an individual who resides in Florida or a business entity authorized to conduct business in the state.

Frequently Asked Questions

1. What does a registered agent do for a Florida LLC? 

A registered agent accepts official mail, tax documents, and legal notices on behalf of the LLC. They ensure that the company receives time-sensitive government and court correspondence promptly.

2. Can I be my own registered agent in Florida? 

Yes, any Florida resident or business owner with a physical Florida address can serve as their own registered agent. However, many choose a professional service for privacy and reliability.

3. Can my registered agent be located outside of Florida? 

No. Florida requires all registered agents to maintain a physical street address within the state. Out-of-state individuals or companies must appoint a Florida-based representative.

4. How do I change my registered agent in Florida? 

File a Statement of Change form with the Florida Division of Corporations, obtain written consent from the new agent, and pay the required filing fee.

5. What happens if my registered agent resigns or becomes unavailable? 

You must appoint a new registered agent immediately and update the Division of Corporations. Operating without one can result in administrative penalties or dissolution of your LLC.

If you need help with finding a registered agent in Florida for your LLC, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.