Standard Operating Agreement for Florida Llc

When starting a business in Florida, forming a limited liability company (LLC) is a popular option. An LLC provides business owners with a level of protection for their personal assets, while also allowing them to take advantage of certain tax benefits. However, forming an LLC in Florida requires more than just filing paperwork with the state. One important step is creating a standard operating agreement (SOA).

What is a standard operating agreement?

An SOA is a legal document that outlines how an LLC will be run. It serves as an internal guide for the company, outlining the roles and responsibilities of the owners and managers, as well as how the business will be managed on a day-to-day basis. It also sets out how the LLC will be managed and its financial and operational goals.

Why is an SOA important?

An SOA is important because it helps establish a clear understanding of the LLC’s operations and management among its owners and managers. It also helps to ensure that all members are on the same page when it comes to how the business will be run and how profits will be distributed, which helps to avoid any potential disputes later on.

What should be included in a standard operating agreement?

When creating an SOA for a Florida LLC, there are several key elements that should be included:

1. Business Purpose: The SOA should clearly state the LLC’s purpose, which is usually stated in the Articles of Organization filed with the state.

2. Ownership and Management Structure: The SOA should specify how many owners there are, who they are, and what percentage of the company each member owns. It should also outline the management structure of the LLC, including the roles and responsibilities of managers and how decisions will be made.

3. Capital Contributions: The SOA should specify how much money each member has contributed to the LLC and how additional funds will be raised in the future.

4. Profit and Loss Allocation: The SOA should outline how profits and losses will be allocated among members, including whether distributions will be made annually or quarterly.

5. Dissolution: The SOA should outline the process for dissolving the LLC in the event that one or more members decide to leave the company.


Creating an SOA for a Florida LLC is an important step in forming a business. It establishes clear guidelines for how the company will be run and ensures that all members are on the same page. While it is not a legal requirement, it is highly recommended that all Florida LLC’s have an SOA in place to help avoid any potential disputes and ensure the long-term success of the business.