Miami LLC Formation Attorney

A single-member LLC in Florida is owned by one person or entity. By default, the IRS treats it as a "disregarded entity" - income and losses pass through to your personal tax return on Schedule C. You can elect to be taxed as an S-Corp or C-Corp instead. Single-member LLCs provide full liability protection but are simpler to operate than multi-member structures. Every single-member LLC should still have an operating agreement to reinforce the legal separation between personal and business assets.

Multi-member LLCs have two or more members and are taxed as partnerships by default, with income and losses flowing to each member's personal return via K-1. The operating agreement is critical for multi-member LLCs because it governs everything from who makes decisions to what happens when a member wants to exit. This matters in Miami, where co-ownership often includes out-of-state or international partners. Without a solid operating agreement, Florida's default statutory rules apply, which may not match what the members intended. FL Patel Law drafts detailed multi-member operating agreements covering voting thresholds, profit splits, capital accounts, buy-sell provisions, and dissolution.

In a member-managed LLC, all members participate in running the business and have authority to bind the company to contracts and agreements. This is the default structure for most Florida LLCs. It works well for small ownership groups where all members are active in operations. The operating agreement defines the scope of each member's authority to avoid disputes about who can do what on behalf of the company.

In a manager-managed LLC, one or more designated managers (who may or may not be members) have authority to run day-to-day operations and bind the company. Passive investors who want economic rights without operational involvement prefer this structure, which is common among Miami real estate and investment ventures. The manager can be a member, a non-member, or another entity. FL Patel Law drafts manager-managed operating agreements that clearly define the manager's authority and the limits on that authority.

Real estate investors and developers in Miami and Miami-Dade County frequently use LLCs to hold individual properties. Each property (or group of properties) in a separate LLC limits cross-liability, so a slip-and-fall lawsuit at one property does not expose assets in another. Multi-entity real estate structures typically include a holding LLC that owns membership interests in multiple operating property LLCs. FL Patel Law handles single-property LLC formation, multi-entity real estate structures, and operating agreements for investor groups with multiple participants.

Licensed professionals in Florida, including doctors, dentists, attorneys, accountants, and engineers, must form a Professional Limited Liability Company (PLLC) rather than a standard LLC. PLLCs have specific ownership requirements: all members must be licensed in the applicable profession. FL Patel Law handles PLLC formation and the associated Articles of Organization with professional designation language required by the Florida Division of Corporations and the applicable state licensing board.

Miami's role as a gateway to Latin America means many LLCs are formed by foreign owners or as U.S. subsidiaries of international companies. Foreign-owned single-member LLCs have additional IRS reporting obligations, and proper structuring matters from day one. Florida businesses seeking asset separation across multiple operations often use a master holding LLC with separate subsidiary LLCs, each holding a different asset or business line. FL Patel Law structures these holding-and-subsidiary arrangements and advises foreign owners on establishing a compliant Florida presence.