Starting an anonymous limited liability company (LLC) in Florida can be an excellent move for small business owners and entrepreneurs who prioritize privacy and asset protection. By setting up an anonymous LLC, you can shield your identity from the public record while limiting personal liability for legal issues that may arise.
As the fourth-largest economy in the U.S. and a renowned homeland for startups, the sunshine state offers tax incentives, which, combined with pass-through taxation and flexible management structure, make establishing an anonymous LLC highly appealing. However, creating an anonymous LLC can be complex because of various legal considerations. Benzinga walks you through the steps necessary to set up an anonymous LLC in Florida, providing valuable insights into navigating the legal requirements involved.
What is an Anonymous LLC?
An anonymous LLC is a limited liability company in which the personal identity of members, managers or corporate shareholders is not publicly disclosed — the ownership information is confidential. While personal liability protection is central to LLCs generally, anonymous LLCs take it further by granting members almost complete anonymity. Because of its high level of privacy, an anonymous LLC is a favorite option among business owners who value secrecy, including real estate investors and entrepreneurs with high-risk businesses.
An anonymous LLC presents an excellent opportunity for individuals or groups to hold assets or ownership in companies they wouldn't like to associate publicly with. For clarity, besides personal identity protection, an anonymous LLC doesn't differ from a regular LLC. So it is not a distinct business structure. Anonymous LLCs are also known as "private," "blind" or "confidential" LLCs. Or, in the case of Florida, "double LLC."
Why Should You Consider an Anonymous LLC in Florida?
You may consider setting up an anonymous LLC in Florida for several reasons. For instance, anonymous LLCs make for enhanced privacy protection by keeping your information (name, contact, address and other personally identifiable information) confidential or off the public record. The implication is that you wouldn't have to worry about identity theft from malicious cyber actors or unwanted harassment from competitors, salespeople, protestors or anyone who might be interested in you.
Keeping your identity confidential can further limit your personal liability from potential legal challenges and protect you from frivolous lawsuits by creditors or professional plaintiffs looking for cheap legal opportunities to earn quick bucks. Suppose you operate a high-risk business like construction which has a significant chance of litigation and personal harm. In that case, an anonymous LLC can provide you with an extra layer of protection or additional security.
An anonymous LLC will grant you peace of mind and excellent protection if you want to keep your identity and assets separate from your business dealings.
8 Steps for Setting up an Anonymous LLC in Florida
Like most states in the U.S., the sunshine state is not legally an anonymous LLC state, so without careful planning and great attention to detail, keeping your LLC completely private can be difficult. However, by following the steps here, you can seamlessly navigate setting up an anonymous LLC in Florida.
1. Understand Florida's LLC Legislation and Regulations Related to Anonymity
In accordance with the Florida state legislation guiding business formation, you must disclose the name, address and other personally identifiable information of the LLC's owners (or members) and managers when filing the Articles of Organization. These documents are subsequently published on the state's Division of Corporations website for public access, meaning zero confidentiality. But don't worry, though; you can still form an anonymous LLC in Florida and enjoy complete anonymity while running your business. But how? First, you must create an anonymous LLC in Delaware, Nevada, Wyoming or New Mexico.
These states allow anonymity. Once you've registered in any of these states, you can proceed to the website for the Florida Secretary of State and fill out the online form to incorporate your LLC in Florida. During the filing, you'll need to name the owners of the LLC, in which case you'll use the name of the anonymous LLC you already established in any of the anonymous LLC states. You may also need to provide information like your name, contact and address, which may jeopardize anonymity. An excellent way to get around this is to list the contact information and details of your registered agent or nominee.
This overall process is known as double LLC. It applies in Florida and most states where an anonymous LLC is not permissible. You can hire an attorney to provide legal guidance and ensure you operate within the legal framework. Understanding Florida's LLC legislation and how to navigate it is the most vital step in forming an anonymous LLC in Florida.
2. Pick a Registered Agent Service in Florida that Offers a Level of Anonymity
A registered agent is mandatory when establishing an anonymous LLC in Florida. Your registered agent receives Service of Process and other mail on your company's behalf and forwards it to you. The Service of Process encompasses legal documents like notices of lawsuits, summons, subpoenas and complaints. The registered agent can be an individual or another company.
If your registered agent is an individual, they must be at least 18 years old and have a physical address (not P.O. Box) in Florida. They must be Florida residents. As far as these conditions are met, anyone can serve as your resident agent, including your friend, family member or you. However, your LLC can't act as its registered agent, and it's best you hire a registered agent to enhance anonymity or if you live out of state.
3. Decide on a Name for Your LLC That Does Not Disclose Sensitive Information
Once you've picked a registered agent, you're ready to file your Articles of Organization, but first, you need a unique and distinguishable name for your LLC. Being distinguishable implies that your LLC's name must differ from all existing businesses or companies in the Department of State's database. Your chosen company name must end with an appropriate designator like LLC, LLC or Limited Liability Company.
Designators that'll make it sound like a different kind of legal entity are not allowed. These include words and abbreviations like Incorporated, Corporation, Inc., Corp., or Trust. You must also ensure that your choice of name isn't such that it would disclose sensitive information about you and other owners, thereby jeopardizing your anonymity.
4. Submit Articles of Organization to the Florida Secretary of State
Now that you've chosen a name for your anonymous LLC, it's time to file your Articles of Organization, which is the most vital document for creating an LLC. The Florida State Articles of Organization contains details like your LLC name, effective date, principal office address, personal details of the registered agent, each member's or manager's name and address, signature and name of the LLC organizer and other applicable information. You can file online for faster approval, or you can download and complete the form and then send it by mail to the state's Division of Corporation at P. O. Box 6327, Tallahassee, FL 32314.
A mandatory filing fee of $125 applies, which includes $100 for the Articles of Organization and $25 for registered agent designation. You'd pay an extra $30 to receive a Certified Copy and another $5 to obtain a Certificate of Status; however, receiving either of these documents is optional. You must mail your Articles of Organization with a check covering the applicable fees. For online filing, you can pay with your credit card. Filing the Articles of Organization establishes your anonymous LLC as a separate entity.
5. Create a Written Operating Agreement
An Operating Agreement governs your LLC. Although, as an internal document, creating an Operating Agreement is not a mandatory requirement for incorporating an anonymous LLC in Florida. Nevertheless, it is an essential document that enhances business operations.
It contains the member's ownership interest, responsibilities and duties of each member or manager, profit and loss allocation, new members' admission, voting policies, the LLC's approach to anonymity and other details. Whether you're running a single-member or multiple-member LLC anonymous LLC in Florida, you should consider creating an Operating Agreement.
6. Obtain an Employer Identification Number (EIN)
Once the Florida Department of State processes and approves your LLC filing, you must obtain an employer identification number (EIN) from the IRS. The EIN or Federal employer number is to businesses what the Social Security number (SSN) is to an individual. It helps the IRS identify your business entity for taxes and reporting purposes.
You'll also need it to open a business checking account and register specific licenses and permits. Applying for and obtaining an EIN is free. If you're a U.S. resident, you can apply online with your SSN and receive it within 10 to 15 minutes. If you're a non-U.S. resident or a foreigner, you must complete Form SS-4 and send it to the IRS by fax or mail. Approval can take up to six weeks.
NB: When filing the form, write "foreign" in the space on line 7b where you're supposed to provide SSN or ITIN. .
7. Open a Business Bank Account Using the LLC's Name and EIN
Opening a separate bank account for your anonymous LLC in Florida is an excellent approach to protecting your identity while maintaining your LLC's corporate veil. A U.S. bank account can help you access affordable international transfers and loans or even trade in dollars if you're a foreigner. Ideally, for privacy protection, you'll need to focus on digital banks since most brick-and-mortar banks require in-person visits and proof of address, which can expose your identity.
Although the account opening requirements vary among different digital banking platforms, typically, you'll need your EIN, a virtual mailing address or that of your registered agent, your Articles of Organization, your state registration and your LLC Operating Agreement. Once you have these documents, the account opening process is simple and hassle-free. Keep in mind to use details of your anonymous LLC when opening the account to maintain secrecy.
8. Additional Steps to Further Hide Your Identity
Once you've set up your anonymous LLC, you must take steps to maintain your anonymity and enjoy the peace of mind that comes with it. Some approaches that can help you in this regard include using virtual offices or mailboxes when necessary to avoid revealing your residential address. Where a virtual mailbox is not permissible, you must have a separate business address for your anonymous LLC.
Be sure to maintain and update your resident agent, especially considering it's also part of the compliance requirements. Additionally, distance yourself from social media profiles tied to the LLC and avoid linking your phone numbers to the LLC. Consider hiring an attorney when needed, as they can guide you on compliance requirements while shielding your identity.
Protect Your Personal Identity and Liability by Setting Up an Anonymous LLC in Florida
Setting up an anonymous LLC in Florida is an excellent way to protect your identity and assets from potential legal or financial challenges. Organizing a business in this way makes for peace of mind in the overall business operation.
With Benzinga's guidelines, you can seamlessly navigate the complex process and set your business up for long-term success. Take action now and create an anonymous LLC in Florida by leveraging any of the best LLC services, employing a qualified attorney or visiting the Florida Division of Corporations.
Frequently Asked Questions
Does Florida allow anonymous LLCs?
Florida doesn’t allow anonymous LLCs, but you can technically create an anonymous LLC in Florida by setting up an anonymous LLC in states where it is permitted such as Wyoming or Delaware as members or owners of your Florida LLC. Here your ownership of the anonymous LLC remains private, meaning that your Florida LLC is ultimately confidential. This is known as a double LLC.
How do I hide my personal name from an LLC?
By leveraging an anonymous LLC, you’ll employ the service of a resident agent and hide your personal name.
Where is the best place for an anonymous LLC?
An anonymous LLC is legal in Delaware, Wyoming, Nevada and New Mexico. These four states are the best places to form an anonymous LLC.