● Florida · Incorporation
How to Incorporate in Florida
Incorporate in Florida with no personal income tax and a flat $70 filing fee – CountSure files your Articles of Incorporation on Sunbiz and keeps your May 1 report on track. Flat $70 to file – no share-based fee, unlike Delaware.
Requirements, costs & steps to incorporate in Florida
Incorporating in Florida creates a formal entity with directors, officers, and stock in a state with no personal income tax and a low, flat filing fee. Florida keeps it simple: incorporation costs just $70 regardless of how many shares you authorize (unlike Delaware), and corporate income tax is 5.5% – but only on net income over $50,000. The one date to guard is the May 1 annual report, which carries the same strict $400 late fee corporations and LLCs both face. This guide covers the cost, the filing steps, and ongoing compliance. To compare structures first, read our LLC vs. corporation guide, or let our Florida incorporation service file it all for you.
The short answer: To incorporate in Florida you file Articles of Incorporation with the Division of Corporations through Sunbiz for a $70 fee ($35 filing + $35 registered-agent designation) – flat regardless of share count. You appoint a registered agent, set your authorized stock, adopt bylaws, and issue shares. Corporations then file a $150 annual report by May 1 (with the same $400 late fee), and pay Florida’s 5.5% corporate income tax on net income over $50,000.
You can verify the fees from official website of Florida – Click here to verify
● Key takeaways
What you need to know?
- Filing fee: $70 for Articles of Incorporation ($35 + $35 RA designation) - FLAT regardless of authorized shares, unlike Delaware.
- No personal income tax: Florida has no personal state income tax; the corporate income tax is 5.5%, only on net income over $50,000.
- Annual report: $150 due May 1 (note: corporations pay $150, LLCs pay $138.75). Same non-waivable $400 late fee.
- Directors: At least one director; no Florida residency requirement.
- S-corp friendly: With no state income tax on individuals, Florida is an attractive home for S-corporations.
Florida corporation at a glance
The essentials for incorporating and maintaining a Florida corporation.
● Step by step
How to incorporate in Florida, step by step
Seven steps from name check through your May 1 annual report.
Choose a compliant corporate name
Florida corporate names must include a corporate suffix – “Corporation,” “Corp.,” “Incorporated,” “Inc.,” “Company,” or “Co.” – and be distinguishable from existing names. Search Sunbiz; Florida does not offer name reservation.
Appoint a registered agent
A Florida resident or registered service with a physical FL street address (no PO box) who signs to accept the role. CountSure can serve as your registered agent.
Set your authorized shares
List your authorized shares in the Articles. Florida’s $70 fee is flat – it does NOT scale with share count or par value, so you have flexibility to size your stock for future financing.
File your Certificate of Incorporation
File online at dos.fl.gov/sunbiz with the $70 fee. The Articles list the corporate name, principal address, registered agent, authorized shares, incorporator, and (optionally) directors/officers.
Hold an organizational meeting and adopt bylaws
Get an EIN and elect tax status
Obtain a free EIN; to elect S-corp treatment, file IRS Form 2553 – attractive in Florida since there’s no personal income tax. Register with the Department of Revenue for corporate income tax/sales tax as needed.
Calendar your May 1 annual report
● Directors & documents
Director & formation requirements
Florida keeps director rules light and its filing fee flat. Here’s what to get right at formation.
- Minimum number: At least one director.
- Residency / age No Florida residency requirement; directors must be at least 18
- Listed in Articles: Director and officer names may be listed in the Articles and are updated on the annual report.
- Stock: Authorized shares must be listed; the $70 filing fee is flat regardless of the number of shares or par value.
- Bylaws: Required internally; adopt them at your organizational meeting (not filed with the state).
Ongoing Connecticut corporation compliance & taxes
Corporate records
Keep the Articles, bylaws, stock ledger, director/officer and shareholder lists, and minutes of shareholder and board meetings at your principal office. Maintaining these formalities protects your limited-liability status.
Annual report - $150, anniversary month
Florida corporations file an annual report on Sunbiz by May 1 each year for $150 (note this is higher than the LLC’s $138.75). It’s informational – confirming officers, directors, registered agent, and addresses. The same non-waivable $400 late fee applies after May 1, with administrative dissolution after the third Friday in September.
Corporation Business Tax
Florida levies a 5.5% corporate income tax, but only on net income over $50,000 (thanks to a standard exemption), so many small corporations owe little or nothing. C-corporations file the Florida Corporate Income/Franchise Tax Return (Form F-1120). There is no personal state income tax.
S corporation election
Florida recognizes the federal S-corporation election, and because Florida has no personal income tax, S-corp pass-through income generally isn’t taxed at the state level – making Florida especially friendly for S-corps.
EIN and state tax ID
An EIN is required to hire and bank. Register with the Florida Department of Revenue for corporate income tax and sales tax as applicable.
Florida incorporation cost breakdown
The full picture before optional services.
● Expert view
Insight from our team
Our guidance reflects hands-on filing experience across all 50 states and the District of Columbia, reviewed against current Secretary of State and Department of Revenue requirements.
“Florida’s flat $70 incorporation fee is refreshing after Delaware – it doesn’t matter whether you authorize a thousand shares or ten million, the price is the same, so you can build a proper cap table without a tax penalty. Pair that with no personal income tax and Florida becomes a genuinely strong home for an S-corporation. The only thing I hammer on is the same May 1 report every Florida entity owes – corporations pay $150, and that $400 late fee doesn’t care whether you’re an LLC or a corporation.”
Parth Shah
CountSure
● Keep exploring
Related guides & services
- All state formation guides
Florida incorporation Questions
The state filing fee is $70 for Articles of Incorporation ($35 filing + $35 registered-agent designation), flat regardless of share count. Ongoing, corporations file a $150 annual report each May 1.
No. Unlike Delaware, Florida’s $70 incorporation fee is flat – it doesn’t scale with the number of authorized shares or par value, so you can size your stock structure freely.
5.5%, but only on net income over $50,000 thanks to a standard exemption. Florida has no personal state income tax.
At least one, with no Florida residency requirement. Directors must be at least 18.
Yes because Florida has no personal income tax, S-corp pass-through income generally isn’t taxed at the state level, which is a meaningful advantage for owners.
Get Started
Incorporate in Florida with CountSure
From Articles of Incorporation on Sunbiz and a clean share structure to bylaws, EIN, S-corp election, and your May 1 annual report, CountSure handles Florida incorporation start to finish.
- Free 30-minute consultation with a CPA
- Fixed-fee, fully transparent pricing
- 100% remote - no travel or visa required
