Your Florida LLC’s composition is not set in stone. There are clear processes in place to facilitate changes, but understanding the intricacies is key.
This guide will walk you through the steps involved in filing an LLC amendment to remove member.
Procedure To Alter The Composition Of A Florida LLC
The determination of who possesses the authority to effectuate changes in an LLC depends on whether the LLC is managed by its members or designated managers.
Managing Internal Changes To LLC Membership
In the case of a member-managed LLC seeking to expel a member, the protocol involves all members collaboratively endorsing a fresh operating agreement that provides a comprehensive list of the current members. It is imperative that the departing member also affix their signature to this updated agreement, alongside the other members.
Considering this, the most straightforward method for removing a member from an LLC is to have that member voluntarily withdraw from the company. However, if that is not the case, there are a few options:
- Review the Florida’s Revised Limited Liability Act, which allows remaining members to expel a fellow if, for instance, the LLC cannot legally operate with that member, or the member’s complete transferable interest in the company has been transferred.
- Seek court approval for member removal.
Public Disclosure Of Changes
While Florida does not mandate the filing of LLC member changes with the state, transparency is essential. To achieve this, alterations can be publicly disclosed by submitting either an Articles of Amendment or an Amended Annual Report to the Secretary of State.
Filing A LLC Amendment To Remove Member
Here are the steps to submit an LLC amendment to remove member:
Step 1: Go to the Division of Corporations SunBiz website and follow the provided instructions for annual report filing. Among other things, the annual report enables you to add, remove, or modify the names and/or addresses of officers, directors, managers, authorized members, and update addresses solely for general partners.
Step 2: You’ll require a document number, conveniently accessible through the Sunbiz website’s search page. If you are unsure of what your document number is, then you can perform a name-based search in their database.
Step 3: If you have not yet submitted your annual report for the current year, you can complete it right on the same page. Be sure to include all the LLC members or managers, including those with changes. However, if you’ve already filed your annual report for the year, you’ll receive prompts to proceed. To make any necessary alterations, overwrite the existing text with updated information.
Step 4: The cost for submitting an amended annual report is $50. Typically, processing occurs within 1 to 5 business days.
To sum it up, to file an LLC amendment to remove member, visit the SunBiz website, locate your document number, update the annual report if needed, and pay a $50 fee for processing within 1 to 5 business days.
Get Help To File An LLC Amendment To Remove Member
If you find yourself uncertain or in need of guidance at any point in this journey, consider enlisting the assistance of one of our experienced attorneys. Contact us at (305) 921-0976, [email protected], or WhatsApp +1 (305) 921-0976 and let us embark on this journey together.
