Thinking of starting a corporation in the state of Florida? You’ve come to the right place: the attorneys at Handin Law specialize in many types of law, one of which is corporate law. Here, we will break down this daunting topic to help you decide whether forming a corporation is a right move for your business – and how to get it started.
Florida Corporate Law: Naming
You may be starting this process with a name for your corporation already in mind. But did you know that Florida has naming laws in place? The name of your corporation needs to include the words “incorporated” or “company,” or their respective abbreviations. This is the simplest, most obvious way of telling the public what type of business you’re running.
The name of your corporation can’t be too like other existing corporations – even if you use different variations of an existing name. For example, you can’t name your Mexican restaurant Chipotle Co or Chipotle Inc., since it’s too like the existing Chipotle franchise. Your corporation’s name also can’t suggest a non-existent affiliation with a city or government, such as Palm Beach Mexican Restaurant Co.
Forming Your Corporation
There are several steps involved in forming your corporation. Here’s what you need to do to get off the ground:
All Florida corporations require filing the following articles with the Department of State. They must be signed by a corporate officer, president, or director to be considered valid. The documents must also clearly state the corporation name, location, and reason for existence: what sort of need or service are you providing?
Determine Corporation Type
In the state of Florida, corporations can be one of several types, such as a simple corporation, professional corporation, and, also, there are not-for-profit corporations.
People speak about S- corporations or C corporations. These are not different kinds of corporations. The letter designation indicates how the corporation is taxed. Either as a separate entity or with the profit or losses flowing through to the individual shareholder’s tax return. Think about the goals of your business and the type of service or product you’re providing. A corporate law attorney can help you figure out the most accurate way to classify your corporation.
Establish Corporate Bylaws
The purpose of bylaws is to explain how your business will be run, as well as describe provisions for internal function.
This can include, but is not limited to:
- What your corporation aims to accomplish.
- The number of directors, including how they will be selected and how long a term they will serve.
- The rights of shareholders.
- How to appoint corporate officers.
- How to issue or transfer stock.
- How to conduct meetings with shareholders.
- How to handle internal conflicts.
- How to remove directors, if necessary.
- How to amend bylaws, if needed.
Corporation directors adopt the bylaws after the articles have been filed. Having an attorney guide you through this process can make it seem less daunting or confusing and ensure that no important detail is left out.
Choose Directors and Officers
Your corporate bylaws should describe a method for choosing directors and officers. The state of Florida requires directors for every corporation, whose role is to make decisions regarding business policies. Corporate officers manage the daily ongoings of the business, President, Vice- President, Secretary or Treasurer. Other designations can be made which define the officers function which may include the roles of CEO (chief executive officer), CFO (chief financial officer), and COO (chief corporations’ officer).
Corporate Law and More in Coral Springs
Starting a corporation can be a daunting process. Here at Handin Law, Gary Handin and his staff are here to help. We are well equipped to represent your personal and professional interests. To schedule an appointment, call today at 954-796-9600. Our expertise in business law has helped the residents of Coral Springs, Florida for over 50 years.