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Can a Delaware LLC Do Business in Florida? Florida Foreign Qualification, Explained

By Matthew Dochnal | Published June 13, 2023

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If you have a Delaware Limited Liability Company (LLC), and you’re thinking about doing business in Florida, you might be wondering what you need to do. Can a Delaware LLC do business in Florida? Yes, it can, but there are some steps you need to take first. This is called foreign qualification.

Foreign qualification might sound hard, but we’ll explain how to qualify a Delaware LLC in Florida in this easy-to-follow guide.

Can a Delaware LLC Do Business in Florida?

Yes, a Delaware LLC can do business in Florida. However, you’ll need to do something called foreign qualification first. In business, foreign qualification is the process a company goes through to register to do business in another state.

When Does a Delaware LLC Need to Register in Florida?

Let’s talk about when your Delaware LLC might need to register in Florida. Basically, if your Delaware LLC wants to do business in Florida, you’ll need to complete a foreign qualification.

Here are some situations where you’d need to qualify a Delaware LLC in Florida:

  • Setting up an Office in Florida: If you want to open a store or office in Florida, you’ll need to complete a foreign qualification.
  • Serving Florida Customers: If you plan to sell products or services to people in Florida, you’re doing business in Florida and need to register your Delaware LLC there.
  • Hiring Employees in Florida: If you’re hiring employees in Florida to work for your Delaware LLC, you will need to qualify the company in Florida first.
  • Buying Property in Florida: If you buy property or other big items in Florida, your Delaware LLC is doing business in the state.

In simple terms, if your Delaware LLC is doing or planning to do business in Florida, you need to complete a foreign qualification in Florida.

How to Register Your Delaware LLC in Florida

Here’s how you register a Delaware LLC to do business in Florida:

Step 1.) Fill out an Application:

The first thing you do is fill out and send an “Application for Authorization to Transact Business” to the Florida Secretary of State’s office. This is Florida’s name for the foreign qualification form.

To fill out the Application for Authorization to Transact Business, you’ll need some basic info about your LLC. You’ll need:

  • The LLC’s name;
  • The LLC’s home state (Delaware, in this case);
  • The date the LLC was formed; and,
  • The LLC’s Registered Agent address in Delaware.

Remember, you also need to include a Delaware Certificate of Good Standing when you submit your foreign qualification in Florida. A Delaware Registered Agent, like IncNow®, can help you get this.

Step 2.) Get a Registered Agent in Florida:

Like most states, Florida requires foreign companies, like Delaware LLCs, to have a Registered Agent in the state. A Florida Registered Agent needs to have a real address in Florida to get official mail and legal papers for your Delaware LLC.

If your company doesn’t have an address in Florida, you will need to hire a Florida Registered Agent service, like IncNow, to be your agent.

Why Does a Delaware LLC Need To Register in Florida?

good standingEvery state in the U.S. has its own rules for business entities, like LLCs. So, even if your business is set up and registered in Delaware, if you want to do business in Florida, you need to follow Florida’s rules too. This is why foreign qualification is so important. It makes sure your business can legally work in another state.


What Does It Cost to Register in Florida?

Registering a Delaware LLC in Florida isn’t free. There are some costs, like:

  • Florida State Filing Fee: This is the fee you have to pay to Florida to process your foreign qualification.
  • Registered Agent Fee: If you get a professional registered agent service in Florida, like IncNow¸ you’ll have to pay them a fee.
  • Delaware Certificate of Good Standing: IncNow can help you get a Delaware Certificate of Good Standing for $99.

What If I Don’t Qualify My Delaware LLC in Florida?

You could get hit with big fines and penalties if your Delaware LLC does business in Florida without completing a foreign qualification first.

Foreign qualification is a very important step for Delaware businesses that want to expand into Florida or any other state. It does take some paperwork and fees, but it’s very important to do this to avoid penalties.

Always remember, if there’s something you don’t understand about foreign qualification or your business’s legal needs, it’s always best to ask a professional for help.

We hope this guide has made it easier to understand how to qualify your Delaware LLC in Florida. Remember, every step you take to meet the laws and rules is a step towards the long-term success of your business.

When deciding where to form your company, consider that Delaware has advantages over your home state that may benefit you. Go