Convert a sole proprietorship to a Florida LLC
Because a sole proprietorship is not a separate legal entity in Florida, there is no statutory 'conversion' form — instead, you form a new Florida Limited Liability Company under Chapter 605, Florida Statutes ($125 Sunbiz state fee), transfer your business assets, contracts, county Business Tax Receipt, and optional DBA (§ 865.09) into the new LLC, and open a dedicated LLC business bank account.
Verified against the Florida Division of Corporations on Oct 21, 2026
- Check the name on Sunbiz: confirm your LLC name is available.
- File Florida Articles of Organization: $125 state fee.
- Get or update your IRS EIN: a sole proprietor's EIN generally does not carry over to the LLC.
- Transfer or re-register any Fictitious Name (DBA): so the DBA is owned by the LLC.
- Update bank accounts and Florida DOR sales tax (DR-1): register the LLC with its own accounts.
- Sign a Single-Member Operating Agreement: under F.S. § 605.0105.
| Factor | Florida Sole Proprietorship | Single-Member Florida LLC (Ch. 605) | Florida LLC + S-Corp Election (Form 2553) |
|---|---|---|---|
| Personal Asset Liability Shield | No | Yes, with proper separation | Yes, with proper separation |
| Sunbiz State Filing Fee | $0 (DBA $50 optional) | $125 | $125 |
| Annual Report Fee | None | $138.75 | $138.75 |
| Default Federal Tax Filing | Schedule C | Schedule C (disregarded entity) | Form 1120-S |
| Workers' Comp Exemption Eligibility (Ch. 440) | Not in construction | Members owning ≥10% | Members owning ≥10% |
Why Sole Proprietors Upgrade to a Florida LLC
An LLC separates business debts from personal assets when you keep finances separate, gives you a public Sunbiz record that clients and banks recognize, and lets you elect S-corp tax treatment later.
Keep business and personal money in separate accounts to preserve the LLC's protection.
Do You Need a New EIN & Bank Account When Moving from Sole Prop to LLC?
Generally yes: the IRS treats the LLC as a new business, so it usually needs its own EIN, and banks open accounts in the LLC's exact Sunbiz name.
- A new Florida LLC costs $125 in state fees ($100 + $25 registered agent). Official source
- Florida fictitious names are registered under § 865.09. Official source
- Operating agreements are governed by § 605.0105. Official source
Corp USA is not a law firm and does not provide legal, tax, or accounting advice. We are a document filing service. Use of this site does not create an attorney-client relationship. For legal advice, consult a licensed attorney.
Can I convert a sole proprietorship to an LLC in Florida without starting over?
There is no conversion form; you form a new LLC and move your business, accounts and contracts into it.
Can my new Florida LLC keep my existing DBA name?
Yes, by registering the fictitious name to the LLC as the new owner.
Does a single-member Florida LLC file a separate federal tax return?
Not by default; it is usually reported on the owner's Schedule C unless it elects corporate or S-corp treatment.
Why should a single-member Florida LLC have a written Operating Agreement?
It documents ownership and separation from the owner, which banks and courts often look for.