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Business Entity Regulations

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The Professor asked the students to use the internet to locate a description of business entity regulations in your state and the writer lives in Florida therefore; this paper will cover the state of Florida. The writer will describe how business entity regulations pertain to your current or a prior employer. The author of this paper will also include the answers to the three questions. Identify the business formation code(s) or statutes in Florida. Identify the address of Florida State’s corporation commission. Describe the process for obtaining an “annual filing report” for a corporation currently registered in Florida. The company the writer currently works for is Sypris Test and Measurements INC. which is incorporated. Therefore this will be used as example to the last question.

Business Entities

Title XXXVI BUSINESS ORGANIZATIONS Chapter 606 BUSINESS COORDINATION 606.03 Definitions; states that “"Business entity" means any form of corporation, partnership, association, cooperative, joint venture, business trust, or sole proprietorship that conducts business in this state” (2006). The state of Florida recognizes the four types of business entities which are Corporations, Nonprofit Corporations, Partnerships, and Limited Liability Companies. The state statutes for each of these four are:

Corporations which state that Under Florida law, corporate existence begins when the articles of incorporation are filed with the Department of State. Section 607.0202 of the Florida Statutes list the mandatory requirements such as a corporate name; the location of initial principal office and, if different, the mailing address of the corporation. The quantity of shares the corporation is authorized to issue. The street address of the corporation’s initials registered office and the name of its initial registered agent at that office together with a written acceptance; and the name and address of each incorporator.

Nonprofit corporations may be organized for any lawful purpose not for pecuniary profit. These purposes may include, charitable, civic, commercial, benevolent, historical, patriotic, religious, educational, social, fraternal, political, literary, cultural, horticultural, scientific, agricultural, animal husbandry, and professional, athletic, industrial, or trade association purposes. This information if located in Florida Statutes Ð'§ 617.0301.

Partnership is defined as an association of two or more individuals form business for profit as co-owners. Partnership may also be established by filing a registration statement with the Department of State. Dealings between partners are presided over by the terms of their partnership agreement. If no regulations are form the Florida Revised Uniform Partnership Act (“FRUPA”) has control. Some provisions cannot be affected, or, in some instances, cannot be unreasonably amended, by a partnership agreement. For the most part, some of the provisions dealing with fiduciary duties of care and loyalty, all partners are jointly and severally liable for all obligations of the partnership. Florida Statutes Ð'§Ð'§ 620.81001вЂ"620.91

Limited liability companies (“LLCs”) provide partnerships the same limited liability the shareholders of a corporation enjoy, except are taxed as partnerships. Florida Statutes furthermore allows a LLC to have a single member. Florida Limited Liability Company Act encloses few mandatory rules as regards to management operations. The principal organizing document is the operating agreement. The majority of statutory provisions are adhered to the operating agreement, therefore for allowing members to have a considerable extent to create their own organizational provisions.

Florida State’s Corporation Commission

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