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Florida Corporation Formation Requirements

Articles of Incorporation

In the process of incorporating in Florida, articles of incorporation must be filed with the Florida Department of State. Florida law requires that certain information be included in your articles of incorporation. The following is a summary of those requirements:

Incorporators:

  • Minimum Number of Incorporators – One or more
  • Eligibility Requirements – None
  • Duties – Delivering articles of incorporation to the Department of State for filing
  • Listing Requirements – The name and address of each incorporator

Corporate Purpose

Florida allows a corporation to be formed for any lawful business activity.

  • Listing Requirements – Not required in the articles

Director Information

  • Minimum Number of Directors – One or more
  • Eligibility Requirements –Directors must be natural persons who are at least 18 years old. The articles of incorporation may prescribe additional qualifications
  • Listing Requirements – The name and address of each initial director

Officer Information

Officers are not required to be listed in the articles of incorporation when incorporating in Florida.

Stock Information

The number of shares the corporation is authorized to issue.

Other Required Listing Information

  • The street address of the initial principal office and the mailing address of the corporation, if different;
  • The street address of the corporation’s initial registered office 
  • The name of the initial registered agent at that office and a written acceptance• Any shareholder preemptive rights granted

Optional Provisions

Florida also permits optional provisions to be integrated into the articles of incorporation for corporations who wish to formalize additional criteria, such as:

  • The purpose(s) for which the corporation is organized
  • Regulating the powers of the corporation, board of directors and shareholders
  • A par value for authorized shares or classes of shares
  • Personal liability of shareholders for corporate debts in certain situations

When incorporating in Florida, United Agent Services allows you to designate whether any or all of these provisions should be included.

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