5 Things to Know about forming a Corporation

When it comes to owning your own business, there are many different ways that you can form your entity. If you are thinking about forming a corporation, while there are many benefits to forming this type of entity, there is some information you should know. Below are some tips to help you understand the process of forming a corporation in Florida.

Choose the Right Name

Before you can begin incorporating a Florida corporation, it is important that you choose a proper name for your corporation. In Florida, your corporation’s name must also contain a word or abbreviation that identifies it as a corporation. In other words, the name must include the term “Corporation, Incorporated, Company, Inc., Co., or Corp.” Further, if you are incorporating a professional association, the name must include the term “Chartered, Professional Association, or P.A.” Your corporation’s name must also be distinguishable from any entity that is already listed in the records of Florida’s Department of State. To reduce your chances of receiving a rejected filing, it is recommended that you work with an Orlando business law firm that can make sure your entity name is not already taken and that it does not contain any restricted words.

Selecting an Incorporator

Before you can move forward with incorporating your corporation, you must determine who will be the “Incorporator”, or the person who is responsible for preparing, signing, and filing the Articles of Incorporation with Florida’s Division of Corporations. It is also important to be cognizant of the fact that each corporation is different, and certain types of corporations may require additional provisions within the Articles of Incorporation in order to deem a properly formed corporation; therefore, in order to ensure that the corporation is being incorporated properly, it is strongly recommended that the Incorporator seek legal counsel from a business attorney in Orlando.

Designating a Registered Agent

A registered agent is an entity or person who is responsible for carrying out the obligations of a registered agent as set forth in chapter 607, Florida Statutes, which may include, without limitation, receiving service of process documents, official notices, or demands on behalf of the organization and ensuring such documentation is forwarded to the principals of the corporation. To be valid, you will need to list the name and office of your registered agent in order to complete your Articles of Incorporation. Also, an appointed registered agent must sign the Articles of Incorporation to affirmatively accept their obligations, as a registered agent, under Florida Statutes. Keep in mind that your registered agent must have a physical street address in Florida, a post office box address will not be accepted. If you need assistance incorporating a corporation, Orlando business law attorneys can help you with the preparation and filing of your corporate documents. Orlando business law attorneys may also offer registered agent services for your corporation.

Prepare Your Corporate Bylaws

Although your corporation is not legally required to have bylaws, this document will act as the roadmap concerning the affairs of the corporation. Meaning, bylaws help make the rules of operation clear by delineating the respective obligations of the officers, the board and the members, in operating the corporation. Bylaws can also help to show legitimacy when dealing with banks, the IRS, etc. If you are unsure of how to write draft bylaws for your corporation, an Orlando business attorney can help you.

Hold Annual Meetings

While generally, it makes best sense to hold an annual meeting, the failure to hold such a meeting will not affect the validity of the corporation. The purpose of the annual meeting is to elect directors and to transact any proper business relating to the corporation. During this early phase in your organizational setup, you should also be looking for Orlando business lawyers who can offer you guidance on how to properly run an annual meeting.

When searching business attorney Orlando, make sure you choose an attorney who is experienced in dealing with incorporating your type of organization. This is important as the filing requirements and the taxation can vary greatly depending on the type of organizational and tax structure your business is under. Each type of organizational and tax structure offers its own advantages and disadvantages, depending on what your business needs are, which is why it is recommended that you consult with an attorney.

Having an experienced corporate attorney on your team is not only great for the initial setup of a corporation but is advantageous for the long run as well. As your business grows, you will need expert advice on how to properly manage the business. Unlike a general lawyer, corporate attorneys focus primarily on corporate business and are well-versed when it comes to business law. If you have more questions about forming your corporation, contact Nishad Khan P.L. for assistance.