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The Florida Senate

2012 Florida Statutes

Title XXXVI BUSINESS ORGANIZATIONS
Chapter 608 LIMITED LIABILITY COMPANIES Entire Chapter
SECTION 4511
Annual report for Department of State.
F.S. 608.4511
608.4511 Annual report for Department of State.—
(1) Each domestic limited liability company and each foreign limited liability company authorized to transact business in this state shall deliver to the Department of State for filing a sworn annual report on such forms as the Department of State prescribes that sets forth:
(a) The name of the limited liability company and the state or country under the law of which it is organized.
(b) The date of organization or, if a foreign limited liability company, the date on which it was admitted to do business in this state.
(c) The street address and the mailing address of its principal office.
(d) The limited liability company’s federal employer identification number or, if none, whether one has been applied for.
(e) The names and business, residence, or mailing address of its managing members or managers.
(f) The street address of its registered office and the name of its registered agent at that office in this state.
(g) Such additional information as may be necessary or appropriate to enable the Department of State to carry out the provisions of this chapter.
(2) Proof to the satisfaction of the Department of State that on or before May 1 such report was deposited in the United States mail in a sealed envelope, properly addressed with postage prepaid, shall be deemed timely compliance with this requirement.
(3) If an annual report does not contain the information required by this section, the Department of State shall promptly notify the reporting domestic or foreign limited liability company in writing and return the report to it for correction. If the report is corrected to contain the information required by this section and delivered to the Department of State within 30 days after the effective date of notice, it is deemed to be timely filed.
(4) Each report shall be executed by the limited liability company by a managing member or manager or, if the limited liability company is in the hands of a receiver or trustee, shall be executed on behalf of the limited liability company by such receiver or trustee, and the signing thereof shall have the same legal effect as if made under oath, without the necessity of appending such oath thereto.
(5) The first annual report shall be delivered to the Department of State between January 1 and May 1 of the year following the calendar year in which a domestic limited liability company was organized or a foreign limited liability company was authorized to transact business. Subsequent annual reports shall be delivered to the Department of State between January 1 and May 1 of the subsequent calendar years.
(6) Information in the annual report shall be current as of the date the annual report is executed on behalf of the limited liability company.
(7) Any limited liability company failing to file an annual report which complies with the requirements of this section shall not be permitted to prosecute, maintain, or defend any action in any court of this state until such report is filed and all fees, penalties, and taxes due under this chapter are paid and shall be subject to dissolution or cancellation of its certificate of authority to do business as provided in this chapter.
(8) The department shall prescribe the forms on which to make the annual report called for in this section and may substitute the uniform business report, pursuant to s. 606.06, as a means of satisfying the requirement of this part.
History.—s. 55, ch. 93-284; s. 7, ch. 99-218; s. 1, ch. 99-315.