Yes. There is no residence or age requirement for members of an LLC in the state of Florida. It simply means that a minor can be a member or even own an LLC individually or with an adult. There is nothing in the new Florida Revised Limited Liability Company Act that forbids a minor from being a member of an LLC.
Note that while an LLC can be owned solely by a minor, issues can arise where it would favor the minor to have an adult as another member of the LLC. LLC stands for Limited Liability Company. Note that this business structure remains one of the most notable ways to form a business.
It is a legal business entity that offers limited liability protection. The owners (who are called “members”) are protected from the business’s liabilities and debts. It simply means that if someone sues the business or the business goes into debt, the personal assets of the LLC members will be protected.
The issues that can arise if the LLC is solely owned by a minor are due to the legal rules that govern contracts signed by minors. In Florida, a minor is allowed to enter a contract, howbeit, that contract is considered voidable.
Voidable simply means that the minor can avoid any of the contract’s obligations without any repercussions, while the other non-minor party does not have that option. Note that the legal rules governing minors implementing a contract can make it very challenging for the other non-minor party.
Owing to these challenges and the legal rules protecting minors, other businesses or individuals may be reluctant to enter into an agreement with an LLC that is solely owned by a minor, especially since the contract will not be legally binding.
Also, note that having an adult as a member along with a minor is not only legal but would in many ways help to avoid any problems involved in making and implementing agreements with other individuals or companies.
Tips for Addressing LLC Minor Limitations in the State of Florida
While some practical issues and limitations come with a minor owning or being a member of an LLC, there are still numerous ways to mitigate those issues and limitations. They include;
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Have Other Members That Are Over 18
In the state of Florida, it is recommended that you have other members of the LLC who are over 18. If an adult parent, adult sibling, or adult friend is a member of the LLC with the minor, the members over the age of 18 will need to sign all contracts on behalf of the LLC. The adult members will need to handle legal dealings, enter into contracts, and sign all paperwork on the LLC’s behalf.
Also, note that you can file a Statement of Authority with the Florida Secretary of State. This statement of authority you file with the Secretary of State will note that only adult members can serve as the LLC’s agents with the authority to legally bind the company to contracts. Most often, it is recommended you leverage the expertise of an attorney to help file this statement of authority in the state of Florida.
Adopt a Member-Management Structure
Aside from the two options noted above, have in mind that you can also adopt a member-management structure when creating your Operating Agreement. You can also decide to choose a manager-management business structure for the LLC, rather than the default member-managed structure.
The manager-management structure simply entails that the LLC business is run by one or more designated managers. Have it in mind that the managers can be LLC members, nonmembers, or both.
Under this structure, the managers would be the adult(s) and the minor members would be the passive investors that are not in any way involved in the day-to-day business operations of the LLC. Although the default structure for LLCs is member-management, it can be modified and the structure will have to be properly established in the LLC’s articles of organization or a written operating agreement.
Requirements for LLCs in the State of Florida
First, have it in mind that every state has different requirements for forming a limited liability company (LLC). So whether you are starting a business or incorporating a business already in existence, you will need to research the state requirements for LLC Formation. The requirements in the state of Florida include;
Florida LLC Name Requirement
The LLC name is expected to end with “Limited Liability Company,” “LLC” or “L.L.C.”
Professional Services Businesses
Florida also lets professionals, such as accountants, attorneys, and physicians, to form a professional limited liability company (PLLCs). However, after forming a limited liability company (LLC), you are expected to undertake some vital steps on an ongoing basis to ensure that your business stays in compliance. Note that these steps are also vital in preserving the limited liability an LLC provides its owner(s).
Requirements for the Articles of Organization
Note that the document needed to form an LLC in Florida is called the Articles of Organization. The information required in the formation document varies by state. Florida’s requirements include:
- Registered agent. LLCs are expected to list the name and address of a registered agent with a physical address (no post office boxes) in Florida. The registered agent will have to be available within normal business hours to accept important legal and tax documents for the business.
Note that the following are Florida’s requirements for the members/managers of LLCs:
- Minimum number. LLCs are expected to have one or more members/managers.
- Residence requirements. Florida does not have a provision specifying where members/managers will have to reside.
- Age requirements. Florida does not have age requirements.
- Inclusion in the articles of organization. Member/Manager names and addresses are required to be listed in the Articles of Organization.
Florida LLC Taxes and Fees
According to reports, the following are taxation requirements and ongoing fees in Florida:
- Annual report. Florida mandates LLCs to file an annual report, which is due on May 1. The filing fee is $138.75.
- For complete details on state taxes for Florida LLCs, visit Business Owner’s Toolkit or the State of Florida.
- Federal tax identification number (EIN). An EIN is necessary for LLCs that will have employees. Additionally, most banks require an EIN in order to open a business bank account.
- State tax identification number. Florida does not mandate a state tax identification number.
Business licenses in Florida
Business licenses and/or permits are required for most businesses. A business license/occupational license or business tax receipt is required by most counties in Florida to have the legal right to do and carry out any form of business in that county. Check with your local tax collectors office to see what they require.
There are no age limitations for members/managers in an LLC. In this type of arrangement, it is most often advised you seek the expertise of an attorney to help structure the LLC and also put together an Operating Agreement that will clearly define the organizer’s and members’ roles.
While the rules for forming an LLC as a minor are quite delicate, where there’s a will, there’s a way. If you are a minor and have questions when it comes to owning or being a member of an LLC, consult with an attorney to walk you through the legalities of starting and running your own company.