Nevada vs Florida LLC: Fees, Taxes, Public Records, and Agent Rules

Formation and yearly fees in each state

Nevada charges three fees at formation. The Secretary of State’s LLC fee schedule lists Articles of Organization at $75 and the Initial List of Managers or Members at $150. The State Business License is another $200. The formation instructions say “AN INITIAL LIST OF MANAGERS OR MEMBERS MUST ACCOMPANY THIS FILING.” The same packet says to include “payment of $350.00 for this filing. ($150.00 Initial list of management and $200.00 State Business License).” With the $75 articles fee, the total is $425.

Nevada’s yearly cost is the same list and license again. The annual list instructions say “The fee is $150.00” for an LLC, and “In addition, you must pay the $200.00 State Business License fee.” The yearly total is $350. The fee schedule lists a $75 late fee for the list and a $100 business license late fee.

Florida’s fees are set in the statutes. Section 605.0213 lists $100 “For filing original articles of organization” and $25 “For filing a certificate designating a registered agent.” Together they make the $125 formation cost. The same section sets $50 “For filing an annual report.” Section 607.193 adds “an annual supplemental corporate fee of $88.75” for each entity that files an annual report. So the yearly total is $138.75.

Florida’s late charge is much larger than Nevada’s. Section 607.193 says “a late charge of $400 shall be imposed if the supplemental corporate fee is remitted after May 1.” Section 605.0212 sets the window: reports “must be delivered to the department between January 1 and May 1 of each calendar year.” The same section says a company that fails to file is “subject to dissolution.” Our guide to Nevada LLC revoked status explains the Nevada stages.

State taxes: Nevada Commerce Tax and Florida corporate income tax

Neither state taxes your personal income. Nevada’s Department of Taxation says “The State of Nevada does not impose a state income tax on individuals.” Florida’s Department of Revenue says “Florida does not impose a personal income tax, so there are no filing requirements.” The same Florida answer adds: “However, there are filing requirements for businesses.”

Nevada’s business tax is the Commerce Tax. The Department of Taxation says it “is applied to businesses operating within the state whose gross revenue in a fiscal year exceeds $4,000,000.” The same page says “Businesses below the $4 million threshold are exempt.” Nevada’s fiscal year ends on June 30, and the department says the return “is due 45 days after the fiscal year ends.”

Florida’s business tax depends on how the LLC is classified for income tax. The Department of Revenue says an LLC “classified as a corporation for Florida and federal income tax purposes is subject to the Florida Income Tax Code and must file a Florida corporate income/franchise tax return.” The same page lists the rate as 5.5% for tax years beginning on or after January 1, 2022. The Department of Revenue page also describes an exemption of $50,000 that is subtracted to arrive at Florida net income.

If your LLC is not classified as a corporation, the rule is different. The Department of Revenue says “A single member LLC disregarded for federal and Florida income tax purposes is not required to file a separate Florida corporate income tax return.” An LLC classified as a partnership files Form F-1065 only “if one or more of its owners is a corporation.”

Which names each state makes public

Nevada asks for its management list at formation and every year after. The annual list instructions say a domestic LLC is “managed by managers or managing members as indicated in your articles of organization.” For online filings, the instructions say “All listed organization management will be visible online.” So the names of the managers, or of the managing members, appear in Nevada’s online record.

Florida asks for less on the yearly filing. Section 605.0212 says the annual report must state “The name, title or capacity, and address of at least one person who has the authority to manage the company.” The report must also give “The street address of its principal office and its mailing address.” The statute says the information becomes “part of the official record.”

Both states put at least one manager’s name in the public record. Florida requires one name. Nevada requires every manager or managing member. Our guide to the Sunbiz principal address and mailing address explains the two address fields on the Florida report.

Registered agent address rules in each state

Both states require a registered agent with an address inside the state. Nevada’s formation instructions say “A registered agent must have a physical address in the state.” The Nevada form separates a Commercial Registered Agent from a Noncommercial Registered Agent.

Florida’s rule is in two sections. Section 605.0201 says the articles must state “The name, street address in this state, and written acceptance of the company’s initial registered agent.” Section 605.0113 says an individual agent must reside in Florida and have a business address “identical to the address of the registered office.”

A mail forwarding address in another state cannot fill this role in either state. If you form in Nevada or Florida and live somewhere else, you will usually pay a registered agent in that state.

Nevada also asks where the business is located for the State Business License. The annual list instructions say: “If you do not have a location in this state, we will consider the address of your registered agent as your business address in this state for this purpose.”

If you live and do business in a third state

Many founders compare Nevada and Florida while living in neither state. In that case the choice can add a second set of fees. A state can require an LLC formed elsewhere to register before it transacts business there. Florida does, under section 605.0902. The process is called foreign qualification.

Florida’s own rule shows how this works. Section 605.0902 says “A foreign limited liability company may not transact business in this state until it obtains a certificate of authority from the department.” Section 605.0904 says an unregistered foreign LLC “may not maintain an action or proceeding in this state” until it registers. Nevada’s fee schedule lists $75 for “Registration of Foreign Limited-Liability Company.”

So a Nevada LLC run from Florida would usually register in Florida as well. A Florida LLC run from Texas would usually register in Texas. Each registration brings its own yearly report and its own registered agent. Our guide to foreign LLC qualification explains which activities count as doing business in a state. Our comparison of the best states to form an LLC covers more states than these two.

1. 1Write down the state where you live and the state where you work with customers or keep inventory.
2. 2If both are Nevada, or both are Florida, forming there usually means one registration instead of two.
3. 3If either one is another state, check that state’s foreign registration rule before you pick Nevada or Florida.
4. 4Add both states’ yearly fees and both registered agent costs to compare the real total.

Which address goes on each filing

The filings ask for different kinds of address. The registered agent address must be in the state of formation. The principal office and mailing address on a Florida annual report can be where you actually run the business. Nevada’s business license uses your Nevada location, or the registered agent address if you have none.

If your business is run from California, our pages for a Silicon Valley virtual office and a Los Angeles business address describe the business addresses save office offers.