Month: February 2014

Is an Online Will Valid in Florida? What DIY Estate Planning Can Get Wrong

Posted on | by mP@

While you may be able to buy some documents to help you set up your own will, hiring a wills and trust attorney is your best bet when it comes to making sure your wishes are legally documented and carried out after you pass away.

Florida has specific state requirements that determine what can be included in a will or a trust. If you are not up to speed on the specific state requirements, you should consult with a wills and trusts attorney when naming a personal representative, beneficiaries, or any specific instructions for your estate.

Also, you may feel like you have an easy estate to plan, but if you are in a second marriage (or third, fourth, etc.), are recently divorced, have any minor children, children with any special needs, or want to leave some of your estate to a charity, you have an estate that could use the expert planning advice of a wills and trusts attorney.

Without the proper legal estate plans in place, a large portion of your estate could be lost during the probate process. However, with the proper preparations from a knowledgeable wills and trusts attorney, your estate could be well protected, making sure your beneficiaries receive all that you wish.

One missing document, or unsigned piece of paper, could be the difference between a legal will or one that can easily be contested. Don’t take a chance on doing it yourself. Hire a wills and trust attorney at Reinfeld and Cabrera, P.A. We not only provide wills preparation to control the disposition of property upon death, but we also prepare trusts, including revocable, special needs, minor, generation skipping, irrevocable, charitable and other trusts.

Yes. An online will can be legally valid in Florida, provided it satisfies the state’s requirements for execution and complies with the law governing the type of will being used. A document generated by a website does not become valid simply because it looks official or contains the right language.

The more difficult question is whether the document actually accomplishes what its creator intends. A DIY will may be signed incorrectly, overlook how certain assets transfer at death, or fail to account for a family situation that does not fit the template. Some of these problems may remain invisible until the person who created the will can no longer explain what they meant.

For people in Coral Springs and Broward County, the practical decision is not necessarily whether to use an online service or hire an attorney for every task. It is whether the proposed document fits the person’s circumstances and whether the consequences of a drafting or execution error justify professional review.

Key points to know:

  • Florida generally requires a conventional will to be in writing and signed under specific witness formalities.
  • Notarization alone does not replace the required witnesses.
  • A valid will does not necessarily control every asset or avoid probate.
  • Florida recognizes electronic wills, but they must follow a separate statutory framework.
  • A will that is legally valid can still be unsuitable for the person’s family or financial circumstances.

Are Online Wills Legal in Florida?

Florida law does not prohibit someone from using an online service to prepare a will. The source of the document is not the decisive issue. The important questions are whether the will meets Florida’s legal requirements and whether its provisions work as intended.

Someone may use a website to prepare a conventional paper will, print it, and sign it in accordance with Florida law. That is different from signing a document electronically and assuming that a saved PDF qualifies as a valid electronic will.

Florida has a separate legal framework for electronic wills under sections 732.521 through 732.525 of the Florida Statutes. That framework addresses electronic signatures and the procedures used to execute and preserve an electronic will. The requirements are more specific than simply typing a name into a document or storing it online.

The distinction matters because an online will service may offer a document that looks complete while leaving the user responsible for the legal steps that make it effective. The user must understand which execution process applies to the document they have prepared.

The American Bar Association’s Section of Real Property, Trust and Estate Law has warned that DIY estate planning can create a false sense of security. Its concern is not that every online will is invalid. The risk is that a person may believe an estate plan is finished without recognizing that an important legal or practical issue remains unresolved.

What Does Florida Require for a Valid Will?

Florida’s conventional will requirements are set out in section 732.502 of the Florida Statutes. The rules are formal because a will is intended to determine how property is handled after its maker has died, when that person can no longer clarify their wishes.

In general, a person making a conventional Florida will must:

  • Put the will in writing.
  • Sign at the end of the document, subject to the statutory alternative involving another person signing at the testator’s direction and in the testator’s presence.
  • Sign the will, or acknowledge the existing signature, in the presence of at least two attesting witnesses.
  • Have the witnesses sign in the presence of the testator and each other.

Florida law also generally requires the person making the will to be at least 18 years old or an emancipated minor and to be of sound mind when signing.

These requirements are not decorative formalities. They determine whether the document can function as a will under Florida law. A website can generate suitable wording, but the user must still follow the execution rules that apply to the document.

Does a Florida will have to be notarized?

A conventional Florida will does not become valid simply by being notarized. The required witnessing process remains essential.

Notarization is commonly used as part of the self-proving procedure. Under section 732.503, the testator and witnesses can complete the required acknowledgments and affidavits before an authorized officer. A properly self-proved will can generally be admitted to probate without the additional proof otherwise required from a witness, subject to statutory exceptions.

Self-proving status can make the later probate process easier. It does not replace the normal signing and witnessing requirements.

This is an important distinction for someone following online instructions. Having a notary stamp a document does not automatically correct a failure to execute the will properly.

Can a relative or beneficiary witness a will?

Florida law addresses who may serve as a witness under section 732.504. An interested witness does not automatically invalidate a will merely because that person may benefit from it.

That does not mean choosing a beneficiary as a witness is always a good practical decision. When a family member stands to receive property under a will, the circumstances can invite questions about influence or the testator’s intentions. Independent witnesses may help avoid unnecessary disputes.

A person using a DIY form should not assume that a witness arrangement is safe merely because a website allows the names to be entered.

What Can Go Wrong With a DIY Will?

The most consequential mistakes are often not obvious grammatical errors. They involve the legal effect of the document or a gap between what the person intended and what the document actually accomplishes.

1. The will is never executed correctly

A document may be carefully prepared and still fail because the testator or witnesses did not follow the statutory procedure.

Florida Supreme Court case law illustrates why this matters. In Allen v. Dalk, 877 So. 2d 800 (Fla. 2002), the court considered a will that had not been validly executed. The document expressed the deceased person’s apparent intention, but the court rejected the argument that a constructive trust could be imposed to give effect to the intended disposition.

The case did not concern an online will service. Its relevance is more fundamental: clear evidence of what someone wanted does not automatically cure a will’s failure to meet Florida’s execution requirements.

Imagine a person prepares a will using an online template and leaves most of their estate to a close friend. The friend knows the person intended to sign the document, and other relatives agree that the plan reflected those wishes. If the will was not executed in the manner required by law, those facts may not be enough to make it valid.

The resulting dispute can require court proceedings while the estate remains unresolved. The intended beneficiary may ultimately receive nothing under the defective document.

2. The document does not fit the person’s family

Many templates ask users to select beneficiaries and name a personal representative. Those fields may not adequately address a complicated family situation.

A second marriage can create competing expectations between a surviving spouse and children from an earlier relationship. A person with minor children may also need to consider who should serve as guardian if a court appointment becomes necessary.

Florida law contains specific rules affecting wills after events such as marriage or divorce. Section 732.507 addresses certain effects of these changes, but the result depends on the circumstances. A person should not assume that an old will will operate exactly as originally written after a major family change.

The problem may not be an invalid document. It may be a document that remains legally effective while producing a result the testator no longer wants.

3. The will does not control the assets the person expects

A will generally governs property that forms part of the probate estate. Certain assets may pass under a separate legal arrangement.

For example, life insurance or a retirement account may transfer according to its beneficiary designation. Property held with a valid right of survivorship may pass to the surviving owner. Assets held in a properly funded trust may be governed by the trust rather than by the will.

This creates a practical risk for someone who prepares a will without reviewing how their assets are titled. They may name one person as the beneficiary in the will while an older beneficiary designation directs an account to someone else.

The will may be valid, yet the overall plan may not produce the intended result.

4. The person assumes that a will avoids probate

A will provides instructions for the disposition of property covered by the will. It does not automatically remove that property from probate.

When probate administration is required, the court oversees the applicable process. The personal representative must be appointed and obtain the authority required to administer the estate. A will may help direct that process, but it is not a substitute for it.

Someone whose main goal is to avoid probate should understand which assets are likely to pass through the probate estate. A will alone may not achieve that goal.

5. The person changes the signed document informally

After signing a will, someone might cross out a beneficiary’s name, write in a new one, or add a handwritten instruction in the margin.

The Florida Bar’s consumer guidance warns that writing on an executed will can invalidate part or all of it. Changes generally need to be made through a properly executed new will or codicil, which is a formal amendment to an existing will.

The safer approach is not to assume that a handwritten correction will be honored. The change should be made using a method that complies with Florida law.

6. The will ignores undue influence or other challenges

Florida Statutes section 732.5165 addresses wills or portions of wills procured by fraud, duress, mistake, or undue influence.

A DIY document does not automatically create these problems. However, a will that significantly changes an established estate plan may attract scrutiny if the circumstances surrounding its preparation are questionable.

Consider an older adult who depends on a relative for daily assistance. The relative helps prepare an online will and receives a substantial gift under the new document. If other family members later challenge the will, the circumstances may become relevant to whether the document was procured through improper influence.

The statutory issue is fact specific. A family disagreement by itself does not prove undue influence, and a large gift is not automatically unlawful. The point is that a template cannot resolve the underlying questions that may arise when a will is challenged.

What Do the Statistics Say About Estate Planning?

National survey data helps explain why online wills appeal to people who have not completed an estate plan. It also shows why convenience and completion are separate issues.

According to Caring.com’s 2025 Wills and Estate Planning Survey, conducted with YouGov, 24% of surveyed American adults reported having a will. The survey included more than 2,500 adults and was conducted online from January 3 to 6, 2025. Among respondents without a will, 43% said they simply had not gotten around to making one.

These are national survey findings, not estimates for Florida residents or proof that online wills are less reliable than attorney-prepared wills. They do, however, illustrate a practical obstacle: many people delay estate planning even when they recognize its importance.

Cost and perceived need can also affect the decision. Caring.com’s 2024 survey reported that 40% of respondents without a will cited having insufficient assets as a reason. That figure should be understood in the context of that survey’s sample and questions, rather than treated as a universal explanation.

The assumption that estate planning matters only to wealthy people can be misleading. A person with modest assets may still want to direct the distribution of property or nominate a personal representative. Parents may also want to express their preferences regarding a guardian for minor children.

The more useful question is not whether a person has a large estate. It is whether the consequences of leaving decisions to default legal rules are acceptable to that person.

When Might an Online Will Be Insufficient?

An online will may be a reasonable starting point for someone with a straightforward situation. For example, a person with modest assets who wants to leave probate property to a close relative may have fewer issues to resolve than someone with a blended family or a complex asset structure.

Even then, the document must be executed correctly. Simplicity does not remove Florida’s legal requirements.

Professional review becomes particularly useful when the estate plan must account for circumstances such as:

  • Children from different relationships or a recent marriage.
  • A beneficiary who is a minor or may need assistance managing an inheritance.
  • Property held jointly with another person.
  • A business interest or real estate ownership arrangement.
  • A significant change to an earlier will.
  • Concerns that someone may challenge the document.

These circumstances do not automatically make an online will invalid. They can, however, make a standard template less likely to address the person’s needs fully.

The American Bar Association’s guidance on DIY estate planning recognizes that self-prepared documents may work in limited situations. It also warns that generic forms may overlook state law details or fail to coordinate assets that pass outside a will.

The issue is not that every person needs the most elaborate estate plan available. It is that a document should be judged by how well it fits the person’s circumstances, rather than by how quickly a website can generate it.

Can You Make an Electronic Will in Florida?

Yes. Florida law recognizes electronic wills, but the rules differ from those governing conventional paper wills.

Sections 732.521 through 732.525 of the Florida Statutes address electronic wills and related requirements. The statutory framework includes electronic signatures and the use of a qualified custodian under the circumstances specified by law.

An electronic will should not be confused with a paper will that was drafted online. Printing a website-generated document and signing it as a conventional will invokes the rules for a paper will. Signing electronically invokes the separate electronic-will framework, which must be followed as applicable.

A person considering an electronic will should confirm that the service supports Florida’s legal requirements. They should also understand how the executed document will be preserved and made available after death.

Keeping a PDF in an email account or cloud folder is not, by itself, proof that an electronic will has been validly executed or preserved under Florida law.

What Happens to a Will After the Person Dies?

Preparing a will is only one part of the process. The document must be available when needed, and the estate may still require probate administration.

Florida Statutes section 732.901 addresses the delivery of a will to the appropriate clerk of court. A person who has custody of a will must generally deposit it within 10 days after receiving information that the testator has died. Depositing the will is not the same thing as completing probate or distributing the estate.

The next steps depend on the estate and the applicable procedure. In a formal administration, the court determines whether the will can be admitted to probate and appoints a personal representative. That representative then receives the authority needed to administer the estate.

A self-proved will can generally be admitted without further proof of execution, subject to legal exceptions. If the will is not self-proved, additional proof may be required under the applicable rules.

This is one reason it is important to keep the executed will safe and make sure someone knows where to find it. A document that cannot be located when needed can create avoidable complications for the people left to administer the estate.

How to Check a DIY Will Before Relying on It

Someone who has already prepared an online will can use the following questions as a preliminary review. This checklist cannot certify that a will is valid, but it can help identify issues that deserve attention.

  • Execution: Was the document signed in accordance with the rules that apply to a conventional or electronic will?
  • Witnesses: For a conventional will, did the required witnesses participate in the manner prescribed by Florida law?
  • Beneficiaries: Do the intended recipients match the person’s current wishes?
  • Assets: Are there beneficiary designations, survivorship arrangements, or trust assets that may pass outside the will?
  • Personal representative: Is the named person eligible and willing to serve?
  • Family circumstances: Has a marriage, divorce, birth, adoption, or other major change affected the plan?
  • Storage: Can the executed document be found when it is needed?
  • Updates: Have any changes been made through a legally appropriate process rather than informal handwritten edits?

If any answer is uncertain, the person should avoid assuming that the document will work as intended. Reviewing the issue before a death occurs is generally more practical than leaving the question for relatives to resolve during probate.

Should You Use an Online Will or Consult an Estate Planning Attorney?

The decision depends on the person’s circumstances and tolerance for risk.

An online service may offer a convenient way to prepare a basic document. It cannot guarantee that the will has been executed properly, that every asset is coordinated with the plan, or that the document addresses an unusual family situation.

A lawyer can review the legal effect of the proposed provisions and identify issues that a generic form may not address. That review may be especially valuable when the person owns real estate, has children from different relationships, or wants to make a significant change to an existing estate plan.

Preparing for a consultation can also help control the time involved. A person can gather information about their assets and liabilities, locate existing estate documents, and think through whom they want to benefit. Having those materials available gives the attorney a clearer starting point.

For residents of Coral Springs and Broward County, the sensible approach is to assess the actual estate plan rather than assume that every online will is defective or that every estate requires a complex legal arrangement.

Frequently Asked Questions

Can I make a will in Florida without hiring a lawyer?

  • Yes. Florida law does not generally require a person to hire an attorney to prepare a conventional will. The document must still comply with the applicable legal requirements. Whether a DIY document is suitable depends on the person’s circumstances and the plan’s intended effect.

Is an online will legally binding in Florida?

  • It can be. A website-generated will must satisfy the requirements that apply to the type of document being used. A conventional paper will must follow Florida’s signing and witnessing rules. An electronic will must comply with the separate statutory framework for electronic wills.

Does a Florida will have to be notarized?

  • Notarization alone is not enough to make a conventional Florida will valid. The will must satisfy the applicable execution requirements, including the witness formalities. Notarization may be part of the additional procedure used to make a will self-proving.

What if I signed my will incorrectly?

  • The effect depends on what went wrong and the applicable facts. A defect may prevent the document from being admitted as a valid will. In Allen v. Dalk, the Florida Supreme Court rejected an attempt to use a constructive trust to carry out the intended disposition under an invalidly executed will. A person who suspects an execution problem should have the document reviewed rather than assume the defect can be corrected after death.

Can I change an online will after signing it?

  • You can generally change your estate plan while you have the legal capacity to do so, but the change must follow the applicable formalities. Florida’s consumer guidance warns against relying on handwritten edits or crossed-out provisions in an executed will. A new will or properly executed codicil may be appropriate, depending on the situation.

Does having a will let my family avoid probate?

  • No. A will generally directs the disposition of property that is part of the probate estate, but it does not automatically eliminate probate. Whether an asset passes through probate depends on how it is owned and whether a separate transfer arrangement applies.

What is the difference between a paper will prepared online and an electronic will?

  • A paper will prepared online is printed and executed under the rules for a conventional will. An electronic will is executed electronically under Florida’s specific statutory framework. Saving a document as a PDF does not, by itself, establish that it qualifies as a valid electronic will.

Should I have an attorney review a will I already made online?

  • A review can be useful if you are uncertain about the signing procedure or if your circumstances have changed since you prepared the document. It may also help identify assets or family arrangements that the will does not address. The need for review depends on the details of the plan.

Review Your Estate Plan Before Your Family Has to Rely on It

An online will can be a legitimate starting point, but generating a document is not the same as confirming that it will carry out your wishes. Execution errors can undermine an otherwise carefully prepared will. A plan can also leave important questions unresolved even when the document is legally valid.

If you live in Coral Springs or elsewhere in Broward County and want to understand whether your will addresses your circumstances, MyPersonalAttorneys can help you review your estate planning options under Florida law.

Call 954-334-1520 to discuss your situation and determine whether a review of your existing documents may be appropriate.

This article provides general information about Florida law and is not a substitute for legal advice concerning an individual estate plan.

Can You Force an LLC to Close in Florida?

Posted on | by mP@
Business owners discuss possible judicial dissolution of an LLC with an attorney in Coral Springs, Florida.

A legal guide to judicial dissolution, member deadlock, and disputes over business ownership

Yes, you can force an LLC to close in Florida without the other members’ consent, but you must prove that a legal ground for judicial dissolution exists. Under Florida Statutes § 605.0702, a court can dissolve an LLC when, for example, the members are trapped in a management deadlock that threatens irreparable injury, controlling members or managers engage in certain illegal or fraudulent conduct, or company assets are misappropriated or wasted in a way that causes the required injury. Depending on the circumstances, the court may also allow the dispute to end through a buyout of the member seeking dissolution rather than closing the company.

How Can a Florida Court Force an LLC to Close?

The answer depends on why the LLC can no longer function properly and what the evidence shows. A disagreement between business partners is not automatically enough. A serious deadlock, financial misconduct, or an operating structure that can no longer function under the company’s governing documents may create a stronger basis for judicial dissolution.

That distinction matters when a business relationship has become impossible to manage. One owner may control the finances while the other cannot get a satisfactory explanation for missing money. Two equal owners may be unable to approve a decision the company urgently needs to make. An operating agreement that seemed perfectly adequate when everyone got along can become a rather expensive reminder that optimism is not a governance strategy.

Florida law gives members a path through these disputes, but there is no legal button marked “shut it all down.” The court looks at the statutory requirements, the evidence supporting the claim, and the remedies available under the circumstances. In some cases, the better outcome may be a buyout rather than dissolution.

This guide explains when you can force an LLC to close in Florida, what qualifies as an LLC member deadlock, how alleged misconduct can affect a dissolution claim, and what can happen when another member wants to keep the business operating.

1. When can a Florida court dissolve an LLC?

Florida’s Revised Limited Liability Company Act establishes the rules for judicial dissolution in Chapter 605. Under § 605.0702(1)(b), a member or manager can ask a circuit court to dissolve an LLC when at least one of the specified statutory grounds is established. A difficult relationship between owners is not, by itself, enough.

The statute identifies five grounds.

  • The company’s activities are unlawful. A court may dissolve an LLC when all or substantially all of its activities and affairs are unlawful. This concerns the company’s operations, not simply an unpopular decision or a dispute over how the business should be run.
  • The business cannot reasonably operate under its governing documents. Dissolution may be available when it is no longer reasonably practicable to carry on the company’s activities in conformity with its articles of organization and operating agreement. This ground can become important when the company’s governance arrangements have broken down.
  • Controlling members or managers have acted illegally or fraudulently. The statute covers qualifying past conduct, ongoing conduct, and conduct reasonably expected in the future. A member may therefore have grounds to seek relief without waiting for further harm if the evidence supports the statutory requirements.
  • Company assets are being misappropriated or wasted. The statute addresses misuse or waste that injures the LLC. In a proceeding brought by a member, it also covers qualifying injury to one or more members.
  • Management has reached a harmful deadlock. Managers or members must reach an unbreakable deadlock over company operations, threatening or causing irreparable injury to the business.. All these requirements matter. A stalemate alone is not enough.

These are separate legal grounds, not five ways of describing a business relationship that has deteriorated. A member alleging fraud needs evidence relevant to the alleged conduct. A member relying on deadlock must establish the particular conditions that the statute requires.

That is why the first question should not be whether a business partner has been unreasonable. It should be which statutory ground fits the facts, and what evidence supports it.

2. Can you force an LLC to close if your business partner refuses?

Yes, potentially. The other members do not have an absolute veto over judicial dissolution. If the petitioner establishes a statutory ground, a court may order dissolution despite their opposition. But a member cannot force closure merely by announcing that the partnership is over.

Consider a consulting company owned equally by two members. One wants to take out a large loan to expand the business. The other refuses. If the operating agreement requires both members to approve the loan, the company may be unable to proceed.

That is a disagreement. Whether it becomes a legally actionable deadlock depends on what happens next.

If the loan is optional and the company can continue operating, the dispute may not justify dissolution. If the members cannot approve essential expenses, the business begins missing obligations, and the impasse threatens irreparable injury, the circumstances may be materially different.

Now suppose the operating agreement gives one member authority to make the decision alone. The other member may be furious about the loan, but the company may still have a functioning decision making process. Disliking a decision is not the same as being unable to make one.

The same caution applies to ownership percentages. A member with a 50 percent interest does not automatically have the right to dissolve the LLC. Equal ownership can create a deadlock, but the court must examine the company’s actual governance arrangements and the consequences of the impasse.

The practical question is whether the business can continue operating under its existing structure, not whether its owners still enjoy each other’s company. The law does not require business partners to be friends. Instead, petitioners must establish all legal requirements for their requested remedy..

3. What counts as a management deadlock?

A management deadlock occurs when the people responsible for running an LLC cannot resolve a decision making impasse. For judicial dissolution under § 605.0702(1)(b)(5), the statute requires more than disagreement. The members must be unable to break the deadlock, and irreparable injury to the company must be threatened or already occurring.

Consider two members who cannot agree on whether to hire another employee. If the operating agreement gives one member final authority over staffing, the company may still be able to function. If both members must approve the hire, the disagreement may be harder to resolve. But the court will still need to examine the consequences.

A company that delays a discretionary hire is in a different position from one that cannot approve essential payments because neither member will authorize them. This situation supports a deadlock claim when you satisfy all other statutory requirements.

Why does irreparable injury matter?

The requirement prevents every internal disagreement from becoming a potential dissolution case. The petitioner must connect the deadlock to serious harm that cannot adequately be addressed through ordinary business decisions or other available remedies.

Evidence could show that the company cannot meet essential obligations because the members cannot authorize payments. A business might also be losing a critical contract because the owners cannot approve a decision before a deadline.

A falling company valuation alone does not necessarily establish irreparable injury. The court will want to understand why the injury is occurring and how it relates to the unresolved impasse.

What does the operating agreement change?

The operating agreement may assign decision making authority to a manager or establish a procedure for breaking a deadlock. Those provisions can determine whether a genuine impasse exists in the first place.

In Kertesz v. Spa Floral, LLC, 994 So. 2d 473 (Fla. 3d DCA 2008), the Third District Court of Appeal rejected a dissolution claim based on alleged deadlock where the majority members had authority to replace the plaintiff as managing member. The decision illustrates the distinction between a management decision made by an authorized majority and a genuine inability to resolve a company’s affairs.

The case predates the current Revised LLC Act, which took effect in 2014. Therefore, treat this case as historical guidance rather than a complete interpretation of current statutory language.

The lesson is straightforward. A member who loses a vote has not necessarily established a deadlock. The court must examine the company’s actual governance arrangements and the harm caused by the alleged impasse.

4. Can you force an LLC to close because a member is taking company money?

Potentially. Section 605.0702 addresses the misappropriation or waste of company assets when the required injury exists. It separately addresses illegal or fraudulent conduct by managers or members who control the company. Depending on the facts, both grounds may be relevant.

Imagine a managing member transferring company money into a personal account without an obvious business purpose. The other member asks for an explanation and receives nothing useful in return. The transaction is suspicious, but the legal analysis cannot end there.

The transfer might be an unauthorized withdrawal. It might instead be a documented loan repayment or a legitimate distribution. Bank records show where the money went, but supporting documents reveal whether the transaction was improper.

What evidence matters?

A member alleging misappropriation should preserve relevant financial records and communications. Bank statements may show the disputed transfers. Accounting records may reveal how they were classified. Written requests for an explanation can help establish what information was sought and how the managing member responded.

The evidence should also explain the injury. Did the company lose money it needed to operate? Was an obligation left unpaid? Did the conduct harm a member in a way covered by the statute?

These questions matter because a court needs evidence supporting the statutory ground, not simply proof that the members distrust each other.

Is dissolution the only remedy for suspected misconduct?

No. Florida law allows a court in a dissolution proceeding to consider an injunction, a receiver or custodian, and other appropriate relief.

That flexibility matters when the business itself remains viable. If the immediate problem is the risk of further unauthorized transfers, preserving the company’s assets may be more urgent than shutting it down. If the misconduct has made continued operation untenable, dissolution may be a more relevant remedy.

A member should not assume that alleging fraud guarantees closure. The court will assess the evidence and the legal basis for the relief requested.

Business partners review an operating agreement during an LLC deadlock dispute in Coral Springs, Florida.

5. Can a court dissolve an LLC that has become impossible to operate?

Yes. Section 605.0702(1)(b)(2) allows judicial dissolution when it is no longer reasonably practicable to carry on the company’s activities and affairs in conformity with its articles of organization and operating agreement. This ground is distinct from the more specific test for management deadlock.

Suppose an operating agreement requires the members to cooperate on essential company functions. Their relationship deteriorates so badly that the arrangement no longer works in practice. One member may technically retain authority over certain decisions, yet the business may still be unable to function as the governing documents contemplate.

Whether that situation justifies dissolution depends on the actual agreement and the evidence. Personal hostility alone does not establish that it is no longer reasonably practicable to operate the company.

A petitioner should identify the provisions that have become unworkable and explain why the company cannot reasonably continue under them. The court needs to understand the operational problem, not simply hear that the owners cannot stand each other.

This ground is important because business disputes do not always fit neatly into a deadlock claim. Sometimes the deeper problem is that the company’s governance structure no longer provides a workable way to conduct its affairs.

6. Can the other members buy you out instead of closing the LLC?

Yes. A member who files for judicial dissolution may find that the company or the other members elect to purchase that member’s entire interest instead. Florida Statutes § 605.0706 establishes this procedure. This process results in a court-supervised ownership transfer rather than business dissolution..

This is one of the most important consequences to understand before filing. A member may enter the case seeking to close the company and leave it after a purchase order that allows the business to continue without them.

How does the statutory buyout work?

Under § 605.0706, the company generally has 90 days after the petition is filed to elect to purchase the petitioner’s interest, unless the court permits a later election. If the company does not elect to purchase, one or more other members may elect to do so. The company must notify other members within 10 days of a filed election. Members who wish to participate generally have 30 days after the notice takes effect to file their intention to join.

If the parties agree on fair value and the purchase terms within 60 days after the first election, the court can enter an order reflecting their agreement, subject to the statute. If they cannot agree, the court can determine fair value. The court may also establish payment terms, including installments where appropriate.

These deadlines are consequential. After filing an election, the petitioner generally cannot discontinue the proceeding or sell their interest without court approval. The statute sets conditions for that approval.

How is the member’s interest valued?

However, fair value does not automatically match a member’s original investment. Furthermore, courts do not calculate this figure by multiplying ownership percentage by gross assets.

The court determines fair value under the statutory framework, generally using the day before the petition was filed as the valuation date unless another date is appropriate under the circumstances. The purchase terms may also require attention to the company’s financial position and the rights attached to the interest.

Valuation can become a substantial dispute in its own right. A company may have valuable intellectual property or recurring revenue even if its tangible assets are modest. Another business may have significant debts that affect what the ownership interest is worth.

The important point is that a buyout is not merely an informal offer that the petitioner can ignore while the dissolution case continues unchanged. It is a statutory process with deadlines and consequences.

Before filing, a member should consider what they actually want. If the main objective is to leave the business at a fair price, a negotiated exit may be preferable to a fight over whether the entire company should close. When facing ongoing misconduct, parties must prioritize protecting company assets while resolving the dispute.

7. Can an operating agreement prevent judicial dissolution?

An operating agreement can significantly affect an LLC dispute, but it cannot simply remove the statutory grounds for judicial dissolution. Section 605.0105(3)(i) prohibits an operating agreement from varying the grounds specified in § 605.0702.

The agreement may still provide a way to resolve a deadlock before the court orders dissolution.

Deadlock sale provisions

Section 605.0702(2) addresses an operating agreement that contains a qualifying deadlock sale provision. Such a provision may provide for the purchase of a member’s interest, a change in governance, or the sale of the company or substantially all its assets. If the statutory conditions are met and the mechanism is initiated before the court determines that the deadlock grounds exist, the provision can apply instead of a judicial dissolution order or a statutory purchase order.

Timing is important. Filing a dissolution petition does not automatically eliminate the right to initiate an available deadlock mechanism. Therefore, attorneys must examine the provision carefully to understand how it operates and whether the case meets all requirements.

What if the agreement requires arbitration?

Therefore, an arbitration clause dictates where parties must resolve a dispute. Its scope and wording matter, and it should not be assumed that every dissolution claim is automatically subject to arbitration.

In Pro Play Games, LLC v. Roger, No. 3D23 1458 (Fla. 3d DCA 2024), the Third District held that a dispute concerning a member’s removal fell within the operating agreement’s arbitration provision. The appellate court reversed the denial of a motion to compel arbitration. Instead, the court reached no final decision on dissolving the LLC.

The case illustrates why the operating agreement should be reviewed before a member chooses a litigation strategy. A party who files in court without considering a binding arbitration clause may face a motion that changes the forum for the dispute.

8. How do you file for judicial dissolution in Florida?

Litigants must file judicial dissolution claims directly in circuit court.. The petition should identify the applicable statutory ground and explain the facts supporting it. General accusations that a partner is dishonest or impossible to work with will not substitute for the legal requirements.

Under § 605.0703, venue generally lies in the circuit court of the county where the LLC’s principal office is or was last located, as shown in the Department of State’s records. If the company has no principal office in Florida, the statute provides for venue in the county where its registered office is or was last located.

Before filing, a member should review the articles of organization and the operating agreement, including any amendments. Those documents help establish who has authority to make decisions and whether a contractual dispute resolution process applies.

Counsel must then align the available evidence with each specific claim.. A deadlock case needs proof of the impasse and the threatened or actual irreparable injury. A claim involving misappropriation needs records showing what happened to the assets and why the conduct caused the injury required by the statute.

What if the company needs protection before the case is decided?

A member might worry that insiders will siphoning off company assets or inflict further damage on the business during the lawsuit.. Section 605.0703 authorizes the court to issue injunctions or appoint a receiver or custodian while the case proceeds. The court can also step in to preserve company assets and keep the business operating until the full hearing.

This relief is not automatic. The requested intervention must be supported by the circumstances. A member seeking emergency relief should be prepared to explain the immediate risk and why waiting for a final hearing may be inadequate.

Can the court choose a different remedy?

Yes. Florida law does not limit the court to either dissolving the LLC or dismissing the case. Where the statutory requirements are met, the court may appoint a receiver or custodian, order a purchase of the petitioner’s interest, or grant another appropriate remedy upon a showing of good cause.

This makes it important to identify the real objective before filing. Someone seeking to stop ongoing asset transfers may need immediate protection. A member seeking an exit may be primarily concerned with valuation. A petitioner who believes the business cannot lawfully continue may need dissolution itself.

There is also a litigation risk. Section 605.0703 provides that § 57.105 applies to a dissolution proceeding. That does not mean attorney fees or sanctions automatically follow whenever a petitioner loses. The petitioner must fulfill every statutory requirement.

Judicial dissolution is therefore a serious step, not a harmless way to get a reluctant business partner to negotiate. As the Florida Bar Journal’s discussion of LLC disputes explains, seeking dissolution can put substantial control of the business in the court’s hands.

Attorney and LLC owner review company financial records during a suspected asset misappropriation dispute in Broward County, Florida.

9. What happens after an LLC is dissolved?

A court order for dissolution does not make the company disappear overnight. The LLC generally enters a winding up process under Chapter 605, during which its remaining affairs must be concluded.

The company may need to collect money owed to it and address its outstanding obligations.The company must manage its remaining assets under statutory rules before distributing anything to members.

This is where an important misconception arises. Dissolution does not erase company debts. Creditors may still have claims, and the winding up process must account for the company’s liabilities. If the business owes more than it owns, members may receive little or nothing from the remaining assets.

Members should also distinguish the court’s dissolution order from the administrative steps required to update the company’s status with the Florida Department of State. The legal process for winding up and the records maintained by the state serve different purposes.

The details depend on the company’s financial position and the applicable provisions of Chapter 605. A business with significant assets and few liabilities presents different practical questions from one facing insolvency.

10. Common mistakes in LLC dissolution disputes

Assuming equal ownership guarantees dissolution. A 50 percent interest may contribute to deadlock, but it does not establish every element required by the statute.

Treating a bad business decision as fraud. A decision that loses money is not automatically fraudulent or unlawful. The claimant must support each allegation with evidence directly tied to the legal ground.

Ignoring the operating agreement. The agreement may allocate decision making authority or establish a process for resolving deadlock. It may also contain an arbitration clause that affects the proper forum.

Assuming dissolution is the only remedy. The court may consider a buyout or other relief where the statutory requirements are met.

Using dissolution as a negotiating threat. A petition can bring the court into the company’s affairs and create statutory buyout rights. That can change the dispute in ways the petitioner did not anticipate.

Failing to preserve evidence. Financial records and written communications may become harder to obtain as the conflict escalates. Relevant records should be preserved lawfully, especially when a member suspects that assets are being misused.

11. Evidence to gather before seeking dissolution

The documents needed will depend on the legal ground, but a member should start by identifying what the evidence must prove.

IssuePotentially relevant evidence
Governance and authorityArticles of organization, operating agreement, amendments, voting records
DeadlockWritten communications about unresolved decisions, records of votes, evidence of business harm
MisappropriationBank statements, accounting records, invoices, records of disputed transfers
Contractual remediesDeadlock provisions, buyout clauses, arbitration terms
Business injuryRecords of missed obligations, lost contracts, or other consequences of the dispute

This is not a complete list of everything a case may require. Some disputes need expert valuation evidence or testimony about company operations. A lawyer can help determine which documents matter and how to obtain them without violating legal obligations.

12. Frequently asked questions

Could one LLC member dissolve a Florida LLC without the others agreeing?

  • A member can petition for judicial dissolution without the other members’ consent. The court must still find that a statutory ground has been established.

Can a 50 percent owner force an LLC to close?

  • Not automatically. Equal ownership may create a deadlock, but the petitioner must establish the additional statutory requirements. For a deadlock claim, the members must be unable to break the impasse, and irreparable injury to the company must be threatened or occurring.

Can I force my business partner out instead of closing the LLC?

  • Possibly. The operating agreement may provide a way to remove or buy out a member, depending on its terms and the circumstances. Florida’s statutory purchase process may also apply when a member seeks judicial dissolution. The available routes have different legal requirements.

What if my partner is taking money from the LLC?

  • Misappropriation or waste of company assets may support dissolution if the statutory injury requirement is met. Illegal or fraudulent conduct by controlling members or managers may provide another ground. The evidence must establish the applicable legal requirements rather than merely raise suspicion.

Can an operating agreement prevent a judge from dissolving an LLC?

  • It cannot simply eliminate the statutory grounds for judicial dissolution. It may establish a deadlock resolution mechanism that affects how a particular dispute is resolved. Arbitration provisions may also affect where related claims must be heard.

How long does judicial dissolution take in Florida?

  • There is no single timeline for every case. The duration depends on the complexity of the dispute and whether the parties contest the evidence or seek interim relief. A statutory buyout election may introduce additional deadlines and valuation proceedings. The 90 day election period is not a guarantee that the entire case will end within 90 days.

Will I receive my ownership share after dissolution?

  • Not necessarily in the amount you expect. The company must address its obligations during winding up before remaining assets can be distributed as permitted by law. If the company has substantial liabilities, the amount available to members may be reduced or eliminated.

Can I recover attorney fees if I win?

  • Section 605.0706 permits the court to award certain expenses to a petitioner who had probable grounds for relief in a qualifying purchase proceeding. Section 57.105 also applies to dissolution proceedings. Neither provision makes attorney fees automatic in every successful case.

Can I seek dissolution if the LLC is profitable?

  • Potentially. Profitability does not rule out every statutory ground. A profitable company may still face qualifying unlawful conduct or misappropriation. A deadlock may also threaten irreparable injury even if the company remains profitable at the time the petition is filed.

What if the court refuses to dissolve the LLC?

  • The company may continue operating, depending on the court’s ruling and any other relief granted. A member may still have other claims or remedies if the facts support them. The available options depend on the claims raised and the terms of the decision.
Business owners discuss an LLC ownership buyout with an attorney in Coral Springs, Florida.

13. The real question is what Florida law allows you to accomplish

A member who wants to force an LLC to close in Florida needs more than proof that the business relationship has failed. The member must establish a statutory ground for judicial dissolution and should understand that the court may consider a different remedy.

The operating agreement is often the best place to begin. It can clarify who has authority to make decisions and whether the members agreed on a way to resolve deadlock. Financial records become particularly important when the dispute involves alleged misuse of company assets. The legal strategy should follow the evidence rather than the other way around.

For business owners in Coral Springs and across Broward County, these distinctions can matter before a dispute reaches court. The same principles apply elsewhere in South Florida, subject to the governing law and the facts of each case.

The goal is not necessarily to win the argument over who was the worse business partner. It is to identify a remedy that Florida law permits and that addresses the actual problem.

Florida Intestate Succession: Who Inherits When There Is No Will?

Posted on | by mP@
Probate attorney consulting with a client regarding Florida intestate succession and heirship determination.

Who inherits when someone dies without a will in Florida?

The answer depends on the decedent’s surviving relatives and on which property is actually part of the intestate estate. Under Florida Statute § 732.101, property that is not effectively disposed of by a will passes to the decedent’s heirs under Florida’s intestacy laws. The right to that intestate property vests at death.

Florida’s rules do not give every relative an inheritance claim. A surviving spouse may receive the entire intestate estate in some families, while the spouse receives one half when certain descendants or blended family circumstances exist. If no spouse inherits the property, Florida law turns to descendants, parents, siblings, and progressively more remote relatives according to the hierarchy in § 732.103.

Florida Intestate Succession Hierarchy Structure

That hierarchy can produce results that surprise families. A half sibling can receive a different share from a whole blood sibling. A child who died before the decedent can leave a branch of descendants who inherit under the per stirpes rule. An alleged heir may have to prove the claimed family relationship before receiving anything. A distant relative may discover that being biologically related to the decedent does not place that person within a statutory class of heirs.

Florida law also treats some property differently from ordinary intestate assets. A jointly owned asset may pass through survivorship rights. A trust can control property outside the probate estate. A beneficiary designation can determine who receives certain financial assets. Florida homestead has its own inheritance rules that can change the analysis when a surviving spouse and descendants are involved.

The result is a legal question with several layers:

Who qualifies as an heir?

What share does that heir receive?

Is the property subject to intestate succession at all?

Those questions become particularly important when a Florida estate involves a blended family, disputed heirship, distant relatives, or a home owned by the decedent.

What Is Intestate Succession in Florida?

Intestate succession is the statutory process used to determine who inherits property that a Florida decedent did not effectively dispose of through a will.

Florida’s principal intestacy rules appear in Part I of Chapter 732 of the Florida Statutes. The provisions address the intestate estate, the surviving spouse’s share, the shares of other heirs, per stirpes inheritance, half blood relatives, afterborn heirs, escheat, adopted persons, children born outside marriage, and termination of parental rights.

The term therefore has a narrower legal meaning than “everything a person owned when they died.”

A person can die without a will while some assets pass through another legal mechanism. The intestacy statutes become relevant to property that remains subject to the statutory inheritance scheme.

Can someone have a will and still have an intestate estate?

Yes.

Florida Statute § 732.101 applies when part of an estate has not been effectively disposed of by will. A person can therefore leave a valid will while some property passes to heirs under intestate succession.

This is known as partial intestacy.

For example, a will might dispose of several assets but fail to provide an effective disposition for a particular piece of property. That property can pass under the intestacy statutes even though the decedent left a will.

That distinction matters throughout probate.

The relevant question is not simply whether a document called a will exists. The question is whether the will effectively disposes of the property at issue.

What Is Intestate Succession in Florida?

Florida intestate succession is the legal system that determines who receives property when a person dies without an effective will. Under Florida Statute § 732.101, property that is not effectively disposed of by a will passes to the decedent’s heirs under the intestacy statutes. The heirs’ rights to that intestate property vest at death.

The absence of a will does not mean that the estate has no legal rules governing inheritance. It means the legislature has supplied those rules.

Florida Statute § 732.102 addresses the surviving spouse. Section 732.103 determines who inherits the remaining estate when there is no surviving spouse or when the spouse does not receive the entire intestate estate. The result depends heavily on the decedent’s family relationships at the time of death.

That distinction matters because intestate succession applies only to property that actually belongs in the intestate estate. A person can die without a will while some assets pass through another legal mechanism. The ownership structure or beneficiary designation attached to an asset may determine what happens to it without applying the intestacy hierarchy.

Which Property Is Subject to Intestate Succession?

The first question in an intestate estate is not simply who the relatives are. It is whether the particular property passes through intestacy at all.

Florida Statute § 732.101 applies to property that was not effectively disposed of by will. This can include property that the decedent owned individually and that does not have another valid method of passing at death.

An asset may therefore fall outside the intestate estate because of the way it was owned or because another legal arrangement controls its transfer. For example, property held with another person in a form that carries a right of survivorship may pass to the surviving owner. Certain accounts and insurance policies may pass according to a valid beneficiary designation.

This distinction becomes particularly important when someone says that a deceased relative had “no will.” The absence of a will does not automatically mean that every asset must be divided under Chapter 732.

It is possible to have an estate with both intestate property and property that passes outside intestacy.

That situation is sometimes called partial intestacy. A will may also create partial intestacy if it fails to dispose effectively of some property. Florida law addresses the property that remains undisposed of through the intestacy statutes.

Who Inherits First Under Florida Intestacy Law?

The surviving spouse receives special treatment under Florida law.

If the decedent leaves no surviving descendants, the surviving spouse receives the entire intestate estate. The same result generally applies when every surviving descendant is also a descendant of the surviving spouse and the spouse has no descendant from another relationship.

The result changes when the family structure is different.

If the decedent has a surviving descendant who is not also a lineal descendant of the surviving spouse, the spouse receives one half of the intestate estate. The other half passes according to the rules governing the decedent’s descendants.

Florida law also addresses a less obvious blended family situation. Even if every surviving child of the decedent is also the spouse’s child, the spouse receives one half when the spouse has a descendant from another relationship who is not a descendant of the decedent.

Example: A Married Person With Children From Another Relationship

Suppose Maria dies without an effective will. She leaves a husband and two children. Both children are also her husband’s children.

If her husband has another child from a previous relationship, the statute treats the family differently from a marriage in which the surviving spouse has no children outside the marriage.

Under § 732.102, Maria’s husband receives one half of the intestate estate. The remaining half passes under the rules for Maria’s descendants.

This is one reason a simple statement such as “the spouse inherits everything” can be legally misleading.

Modern law office desk in Coral Springs, Florida, reviewing Florida probate and intestate succession documents.

What Happens If There Is No Surviving Spouse?

When there is no surviving spouse, Florida Statute § 732.103 supplies the succession rules.

The estate first passes to the decedent’s descendants. If the decedent has no descendants, the statute moves to the parents.

In some cases if neither parent survives, the statute reaches the decedent’s brothers and sisters and the descendants of deceased siblings.

If those relatives do not exist, the statute moves farther into the family tree. Florida divides this stage between the decedent’s paternal and maternal kindred. Grandparents receive priority within those branches. If the relevant grandparents are not living, the statute addresses aunts and uncles and the descendants of deceased aunts and uncles.

The statute does not continue indefinitely through every person who can establish some biological connection to the decedent.

That limitation became important in a recent Broward County case.

How Far Does Florida Intestacy Law Reach?

In State of Florida, Department of Legal Affairs v. Estate of Kyle William Bruening, the Fourth District Court of Appeal considered an intestate estate involving distant relatives.

Kyle Bruening died without a will. No spouse or children survived him. His parents and grandparents had also died, and there were no surviving siblings or aunts and uncles within the categories recognized by the statute. Several distant relatives claimed the estate because they shared great grandparents with Bruening.

The trial court treated those relatives as heirs. The Fourth District reversed.

The appellate court held that sharing great grandparents with the decedent did not place those relatives within a class of heirs recognized by § 732.103. The court explained that the statute identifies the relatives who inherit through intestacy and does not create a general right of inheritance for every distant blood relative.

The case arose in Broward County, which makes it particularly relevant to probate disputes in Coral Springs and elsewhere in South Florida.

The practical point is straightforward. A family connection is not enough by itself. The relationship must fall within a category recognized by Florida intestacy law.

What Does Per Stirpes Mean in Florida?

Florida Statute § 732.104 provides that intestate descent is per stirpes. The rule applies to descendants and to collateral heirs.

The concept becomes important when an heir who would have inherited directly has already died.

Consider a decedent who has two children. One child survives the decedent. The other child died before the decedent but left two children of their own.

The surviving child does not simply take the entire estate. The deceased child’s branch remains relevant. The descendants of that deceased child can receive the share attributable to that branch under the per stirpes rule.

This can produce a different result from dividing an estate equally among every living descendant. Florida law preserves the deceased heir’s branch when the statute reaches that branch of the family.

A family tree can therefore matter at several generations.

Can One Side of the Family Receive the Entire Estate?

Yes.

People sometimes miss this point because they assume that intestate property must always be divided equally between the maternal and paternal sides of the family.

Section 732.103 does not require that result when one side has no qualifying heirs.

In Faskowitz v. Department of Legal Affairs, the decedent had no surviving descendants. His will had attempted to leave his property to his wife, but she died before him and the will did not provide an alternate beneficiary. Relatives on the paternal side established their status as heirs. The probate court had treated half of the property as potentially belonging to unknown maternal relatives.

The Second District Court of Appeal rejected that approach. Under § 732.103, if there is no qualifying kindred on one side, the surviving kindred on the other side can receive the entire estate.

The case demonstrates why determining heirship requires more than locating one relative and assuming the estate will be divided along a simple family line.

What Happens If Family Members Disagree About Who Is an Heir?

Disputes over family relationships can easily turn an intestate estate contentious.

Florida Statute § 733.105 allows an interested person to ask the probate court to determine who is entitled to receive property or what share a person should receive when there is doubt about the proper beneficiaries.

That proceeding can require evidence about the decedent’s family history.

The Florida Supreme Court addressed this problem in State v. Rudawski, a case involving the estate of Jacob Tim. Tim died intestate in Miami Beach. More than fifty people appeared claiming different degrees of relationship to him. The court ultimately held that the claimants had failed to establish their entitlement to the estate.

The case illustrates a basic probate principle that can become decisive in an intestate estate: a person claiming inheritance must establish the legal basis for that claim.

A surname is not enough. A family story is not enough. The evidence must establish the relationship required by the applicable law.

Do Adopted Children Inherit Under Florida Intestacy Law?

Yes. Florida law generally treats an adopted person as a descendant of the adopting parent for purposes of intestate succession.

Section 732.108 provides that an adopted person becomes a descendant of the adopting parent and a member of that family for intestate succession purposes. The statute also contains specific exceptions involving certain adoptions by a natural parent’s spouse and other family relationships.

The details can matter when an adoption changes the legal relationship between the child and the natural family.

For that reason, a probate court may need to examine the adoption itself rather than relying on a family description used informally during the decedent’s lifetime.

What Happens With a Half Sibling?

Florida has a specific rule for half blood relatives.

When property passes to collateral relatives and some are related to the decedent by whole blood while others are related by half blood, the half blood relatives receive half as much as the whole blood relatives. If all of the relevant collateral relatives are half blood relatives, they receive equal shares.

This rule can matter when an estate reaches the sibling portion of the intestacy hierarchy.

For example, assume an intestate estate reaches the decedent’s siblings. When a surviving full sibling and a surviving half sibling both inherit, the statute does not automatically give them equal shares.

Therefore, you should calculate the shares under § 732.105 rather than treating every sibling as having the same statutory relationship.

Can a Child Born After the Parent’s Death Inherit?

Florida law expressly addresses this situation.

Under § 732.106, an heir who was conceived before the decedent’s death but born afterward inherits intestate property as though the child had been born during the decedent’s lifetime.

The timing of the birth therefore does not by itself eliminate the child’s inheritance rights.

Other legal questions can arise when parentage is disputed. Those questions should be addressed under the statutes governing the particular relationship rather than assumed from the family’s understanding of who the child’s parent was.

Suburban residential home in South Florida subject to Florida homestead inheritance rules.

What Happens to a Florida Homestead When There Is No Will?

Florida homestead property requires separate attention because constitutional protections and Florida statutes impose special rules.

Section 732.401 provides that homestead generally descends under the intestacy rules when it has not been validly devised. When the decedent leaves a surviving spouse and descendants, however, the surviving spouse receives a life estate with a vested remainder in the descendants who were living at the decedent’s death. The spouse may instead elect an undivided one half interest as a tenant in common, with the remaining half passing to the descendants per stirpes.

This means a family home cannot always be treated like an ordinary asset in an intestate estate.

A surviving spouse may have rights that differ substantially from the result produced by simply dividing the home according to the general intestacy hierarchy.

The homestead rules also make property ownership particularly important. Before assuming that a house must be distributed through intestacy, the probate lawyer must determine how the property was titled and whether Florida’s homestead protections apply.

Can Intestate Succession Create Problems With a Family Home?

Yes.

Suppose a person dies in Coral Springs without a will and leaves a house to several descendants. Those heirs may acquire ownership interests in the property rather than receiving an automatic cash distribution.

The situation can become difficult when one heir wants to sell and another wants to keep the property. The heirs may also disagree about maintenance or the use of the house.

The problem can become larger with later deaths. An heir who receives an interest can later die without a will, causing that interest to pass through another estate. Over time, ownership can become divided among a growing number of relatives.

This is one reason intestate succession can have consequences long after the initial probate administration.

What Happens If No Legal Heir Can Be Found?

Florida law provides for escheat when a person dies without leaving anyone entitled to the estate.

Under § 732.107, property that has no person entitled to receive it can escheat to the State of Florida. The statute provides a procedure for handling the property and permits a person with a valid claim to seek the proceeds within the statutory period.

Escheat is not the first step merely because relatives are difficult to locate.

The question is whether a person legally entitled to inherit exists under the applicable statutes. Bruening demonstrates that a court will not expand the statutory categories simply because a distant relative can establish a biological connection.

Faskowitz demonstrates the other side of the problem. When qualifying heirs exist on one side of the family, the absence of qualifying heirs on the other side does not automatically send half the estate to the State.

Who Handles an Estate When There Is No Will?

An intestate estate still requires administration.

Florida law establishes a preference for appointment as personal representative in an intestate estate. The surviving spouse has the first preference. The statute then addresses selection by the heirs and the heir nearest in degree.

The personal representative is responsible for administering the estate under Florida probate law.

That role does not give the representative ownership of the estate. The representative administers property that belongs to the estate and distributes it according to the law after the required probate process has been completed.

A dispute over who should serve as personal representative can therefore be separate from a dispute over who inherits.

What If Nobody Knows Exactly Who the Heirs Are?

Florida provides a court procedure for this problem.

Under § 733.105, an interested person can petition the probate court to determine the beneficiaries or their respective shares when property passes through intestate succession and there is uncertainty about entitlement.

This can become relevant when relatives have incomplete records or when different family members provide conflicting accounts of the decedent’s family history.

The evidence may include civil records and other documentation establishing the claimed relationship. In a difficult estate, a genealogical investigation may also become necessary.

The objective is not to identify every person who might be related to the decedent. The objective is to establish the relatives who fall within the statutory categories of heirs.

What If the Person Had a Will That Did Not Cover Everything?

A person does not have to die completely intestate for the intestacy statutes to matter.

Section 732.101 applies to any part of an estate that was not effectively disposed of by will.

Imagine a will that leaves a particular bank account to one beneficiary but does not effectively dispose of the remainder of the estate.

The undisposed property can pass under Florida intestacy law.

This distinction matters when reviewing an older will after a death. The question is not simply whether the decedent signed a document called a will. The question is whether that document actually controls the property now at issue.

Why Intestate Succession Can Produce Surprising Results

Florida intestacy law follows statutory categories rather than the family’s idea of what would have been fair.

A decedent may have been especially close to a niece while having little contact with a sibling. That does not allow the niece to inherit simply because the relationship was closer.

A person may have supported one child financially during life while providing little support to another. Intestacy law does not generally adjust the statutory inheritance share because the family considers one relationship stronger.

The statute applies the legal relationships recognized by the Probate Code.

That is why the consequences can feel unexpected when a family has never discussed estate planning.

What Should a Family Do After Someone Dies Without a Will?

The first step is to determine what property actually belongs in the probate estate.

The next question is who may have inheritance rights under Florida law. That inquiry should account for the surviving spouse and the decedent’s descendants before moving farther into the family tree.

The family should also determine whether the decedent owned a Florida homestead. That property can be subject to special rules that change the ordinary intestacy analysis.

If relatives disagree about heirship, the probate court can determine who is entitled to the property and what share each person should receive. Section 733.105 specifically provides a procedure for resolving that uncertainty.

In Coral Springs and elsewhere in Broward County, these questions can arise in estates involving a family home, multiple generations, or relatives who have lived in different states for many years.

Waiting can make the factual investigation harder. Birth records may be difficult to locate. Family members may have incomplete information. Property may remain titled in the decedent’s name while relatives disagree about what should happen next.

A Florida probate attorney can review the ownership records and family relationships against the applicable statutes before the estate is distributed.

Probate attorney consulting with a client regarding Florida intestate succession and heirship determination.

Frequently Asked Questions About Florida Intestate Succession

Who inherits if someone dies without a will in Florida?

  • The answer depends on the decedent’s surviving relatives and the property involved. A surviving spouse may receive the entire intestate estate or one half, depending on the family structure. If no spouse survives, descendants generally take priority under § 732.103.

Does the oldest child inherit more under Florida intestacy law?

  • No. Age does not give the oldest child a larger intestate share. When descendants inherit directly, Florida applies its statutory distribution rules.

Does a surviving spouse always inherit everything?

  • No. The surviving spouse receives the entire intestate estate in several situations, but § 732.102 reduces the spouse’s share to one half in specified family structures involving descendants.

Do grandchildren inherit if their parent is alive?

  • Generally, the inheritance hierarchy reaches the decedent’s descendants directly before moving to more remote relatives. The per stirpes rule becomes particularly important when a descendant who would have inherited has already died.

Can a niece or nephew inherit from an aunt or uncle who dies without a will?

  • A niece or nephew may inherit when the intestacy hierarchy reaches the descendants of a deceased sibling. The exact result depends on which relatives survive the decedent and how the statutory branches apply.

Can a second cousin inherit under Florida intestacy law?

  • Usually not merely because the person is a second cousin. In Bruening, the Fourth District held that relatives who shared great grandparents with the decedent did not fall within the statutory class of heirs applicable to that estate.

Do adopted children inherit from their adoptive parents?

  • Yes. Florida generally treats an adopted child as a descendant of the adopting parent for intestate succession. The statute contains specific exceptions that can affect relationships with natural family members.

Does a half sibling inherit the same amount as a full sibling?

  • Not always. When the relevant collateral heirs include both whole blood and half blood relatives, Florida law gives a half blood relative half the share of a whole blood relative.

What happens to a Florida house when the owner dies without a will?

  • The answer depends on the ownership of the property and the circumstances of the family. Florida homestead law contains special inheritance rules when a surviving spouse and descendants exist.

Can the State of Florida inherit an intestate estate?

  • Yes, but only when the statutory conditions for escheat are satisfied. If someone legally entitled to the estate exists under Florida law, the property does not simply pass to the State because the family is difficult to identify.

What if family members disagree about who should inherit?

  • An interested person can ask the probate court to determine who is entitled to the property or what share each person should receive. Florida Statute § 733.105 provides the procedure for that determination.

Florida Intestate Succession Requires a Property and Family Analysis

Dying without a will does not leave an estate without rules. Florida law supplies a statutory inheritance system that begins with the surviving spouse and descendants before reaching more remote relatives.

The difficult cases arise when the family structure is complicated or the property does not fit neatly into the ordinary probate estate. Homestead property can require a separate analysis. A distant relative may have a biological connection without having a statutory right to inherit. A surviving relative on one side of the family may receive the entire estate when the other side has no qualifying heirs.

For families in Coral Springs and Broward County, an intestate estate should be examined under the current Florida statutes before property is distributed. The right heir may not be the person the family expects, and the property that appears to belong to the estate may not all be subject to intestate succession.

If a family member has died without an effective will, a Florida probate attorney can review the estate and determine which intestacy rules apply to the property and family involved.

Buying a Business – First Time Commercial Owners in Florida

Posted on | by mP@

buying-a-businessThinking about buying a business and becoming a first time commercial owner in Florida? Look no further than Reinfeld & Cabrera, P.A. as we have put together a quick guide of basic advice and information that you will need when buying a business and becoming a first time commercial owner in Florida.

The Florida Business Corporation Act (FBCA) is massive legal ‘instruction manual’ that many first time commercial business owners in Florida find confusing at best. Add to this the Sarbanes–Oxley Act (SOX), and buying a business and becoming a first time commercial owner begins to look more than overwhelming.

To put your mind at ease leave the complicated legal jargon to professionals like Reinfeld & Cabrera, P.A. and take a look at the top tips that many first time commercial business owners in Florida wish they had known before buying a business.

  1. Select and prioritize: Managing multiple business enterprises at once will inhibit your effectiveness and productivity. Focus on one thing, perfect it, and build on that.
  2. Do what you love: A business developed around something that you are personally interested in will stand a greater chance of success. Maximize on your strengths and talents. You will shine.
  3. Be concise in your pitch: 
Always be ready to pitch your business. However keep it to the point and remember less is more.
  4. Do not be a know-it-all: Know where your knowledge lacks and revert to advisors and mentors who will fill in the gaps and assist you in becoming a better businessman.
  5. Be frugal: Learn to manage your cash flow effectively. Consult with mentors and advisors. Make sure you have a handle on your expenses and income.
  6. There is no such thing as the perfect plan: Making mistakes are all part of the adventure. The ability to learn from your mistakes is what will mould you into a successful businessman.
  7. Know when it’s time to quit: If your business doesn’t work out don’t panic. Reflect on the pitfalls and mistakes and use them to guide you in your next business venture. Just remember failure is to be expected, but a true entrepreneur will overcome hardship.

While this is not a definitive list of advice, these are 7 tips to get you started.

With all the legal protocol surrounding buying a business and becoming a first time commercial owner in Florida, it is essential that you choose attorneys who will look after the best interests of you and your new business while providing your company with outstanding representation in the commercial world. Choosing attorneys, such as Reinfeld & Cabrera, P.A. allows you the peace of mind to focus on the things that have inspired you in buying a business and becoming a first time commercial owner in Florida.

Do You Have to Pay a Deceased Parent’s Debts in Florida?

Posted on | by mP@
Adult child reviewing paperwork about a deceased parent's debts in Florida.

Do You Have to Pay a Deceased Parent’s Debts in Florida?

No. In Florida, children generally do not have to pay a deceased parent’s debts from their own money simply because they are family members. Valid debts are usually paid from the deceased parent’s estate during probate. If the estate lacks sufficient assets, unpaid debts do not automatically become the children’s personal responsibility.

  • The estate: Generally pays valid debts from available estate assets.
  • The personal representative: Handles creditor claims and pays debts according to Florida probate law.
  • The children or other heirs: Generally are not personally liable unless a separate legal obligation applies.
  • Secured creditors: May retain rights against property securing a debt, such as a mortgaged home.

When must you pay a deceased parent’s debt?

You may be personally responsible if you:

  • Co-signed a loan or other credit agreement.
  • Are legally liable for a joint credit account.
  • Separately agreed to assume the debt.
  • Received an improper estate distribution that you may be legally required to return.

Inheriting property does not automatically make you personally responsible for every debt your parent owed. However, a mortgage or another valid lien may remain attached to inherited property.

If a credit card company, hospital, or debt collector contacts you after your parent’s death, determine whether the claim is against the estate or against you personally. A demand for payment does not, by itself, establish that you owe the debt.

Who Pays a Parent’s Debts After Death?

In most cases, the deceased person’s estate is responsible for valid debts. The estate consists of assets and property available to settle the deceased person’s affairs under the applicable law.

When a Florida probate case is opened, the personal representative is responsible for administering the estate. This includes identifying assets, reviewing creditor claims, paying obligations in the legally required order, and distributing any remaining property to beneficiaries.

The personal representative does not automatically become personally liable for the deceased person’s debts. Their role is to handle the estate according to Florida law.

Consider a parent who dies with $25,000 in credit card debt and leaves $10,000 in available estate assets. The credit card company may seek payment from the estate, but the deceased person’s child does not automatically owe the remaining $15,000. If the estate cannot cover all its valid debts, some creditors may receive partial payment or nothing at all.

This is the general rule described by the Federal Trade Commission. The important exceptions arise when a relative has an independent legal obligation or when estate property has been handled improperly.

When Can You Be Personally Responsible for a Parent’s Debt?

Your relationship with the deceased does not ordinarily make you responsible for their debts. Certain financial arrangements, however, can create personal liability.

You co-signed a loan

If you co-signed your parent’s car loan or personal loan, you may remain responsible for the balance after their death. Your obligation comes from the agreement you signed, not from being their child.

Review the contract before assuming you owe the balance. If a creditor claims you co-signed an account and you dispute that assertion, ask for documentation supporting its position.

You were a joint account holder

A person who is legally responsible for a joint credit account may remain liable after the other account holder dies. That situation differs from being an authorized user on someone else’s credit card. An authorized user generally does not become responsible for the debt solely by having permission to use the account.

If a collector says you owe the balance, ask which agreement or account status creates that obligation.

You agreed to assume the debt

You may have a separate obligation if you signed a contract or made an enforceable agreement to pay the debt. Helping a parent manage their finances, handling paperwork after their death, or being named in their will does not by itself establish personal liability.

This distinction matters when a family member has been helping with a parent’s care or finances for years. Managing someone else’s bills is not the same as agreeing to become the borrower.

You mishandled estate assets

A separate issue arises if you receive money from an estate before the applicable debts and expenses have been addressed.

Florida Statutes § 733.812 allows recovery of certain improper distributions. Depending on the circumstances, a beneficiary may have to return property or funds distributed improperly. A personal representative may also face liability for failing to perform their legal duties.

That does not mean every mistake makes a child responsible for all a parent’s debts. It does mean that anyone distributing estate property should understand which claims must be addressed first.

Adult child receiving a debt collection call about a deceased parent's bills in Florida.

What Happens If the Estate Cannot Pay All Its Debts?

When an estate has insufficient assets to pay every valid claim, Florida law determines which obligations receive payment first.

Under Florida Statutes § 733.707, estate expenses and obligations are divided into statutory priority classes. Administration expenses come first, followed by specified funeral and interment expenses. Other categories include certain preferred debts and taxes, qualifying medical expenses from the final illness, and other claims.

Ordinary unsecured debts generally fall behind claims with higher statutory priority. If the estate cannot pay all claims within a class, the available funds may have to be distributed proportionately among those claims.

For example, suppose a parent leaves a small bank account but owes substantially more than the account contains. The personal representative cannot necessarily pay whichever creditor calls first. They must evaluate the claims and follow the applicable payment priorities.

An estate with insufficient funds does not automatically pass the shortfall to the children. The result depends on the assets available, the claims filed, and any separate legal obligations held by family members.

For families in Broward County, this is one reason to be cautious about paying a creditor immediately just because it demands payment. The estate’s financial position and the applicable priorities need to be reviewed first.

How Long Do Creditors Have to Claim a Debt in Florida?

Florida law establishes deadlines for claims against a deceased person’s estate. Missing the applicable deadline can prevent a creditor from enforcing its claim against the estate.

Under Florida Statutes § 733.702, the usual deadline is three months after the first publication of the notice to creditors. For a creditor required to receive individual service, the deadline is generally 30 days after service if that date falls later.

A separate provision, § 733.710, generally bars claims against the estate, personal representative, and beneficiaries two years after the person’s death, subject to the statute’s exceptions. It also preserves certain recorded mortgages and security interests.

These deadlines should not be treated as interchangeable. The relevant dates, the creditor’s status, and the type of claim can affect the result. A creditor who was known or reasonably ascertainable but did not receive required notice may raise a different legal issue from one that had proper notice.

If you are administering an estate, keep records of creditor communications and obtain legal advice before deciding that a claim is too late to matter.

Can a Debt Collector Make You Pay Your Parent’s Bills?

A debt collector cannot make you personally responsible for a parent’s debt simply by demanding payment. If you did not co-sign the obligation, become legally responsible for the account, or otherwise incur liability, being the deceased person’s child is generally not enough.

Federal law also restricts how debt collectors communicate about deceased consumers’ debts. Collectors may contact certain people to locate the person authorized to administer an estate. That does not give them permission to misrepresent who owes the money.

If a collector insists that you must pay, ask for the legal basis of that claim. Keep copies of letters and messages, and make a record of calls where appropriate. If the collector threatens to sue you personally, or continues to demand payment despite a clear dispute about your liability, consider seeking legal advice.

The Consumer Financial Protection Bureau explains the rules for debt collectors dealing with deceased relatives’ debts.

Do You Have to Use Your Inheritance to Pay a Parent’s Debts?

Not necessarily. The answer depends on how the property passes to you, whether it is available to satisfy estate claims, and whether a lien or another legal obligation applies.

Some assets pass directly to a named beneficiary rather than through the ordinary probate process. Life insurance with a valid beneficiary designation is a common example. Other assets may be part of the probate estate and subject to its administration.

The distinction is important, but it does not mean that every asset passing outside probate is automatically protected from every creditor. Florida law includes specific rules governing creditor claims, trusts, and exempt property. The result can depend on the ownership arrangement and the type of asset involved.

If you expect to receive money or property from a parent’s estate, establish how the asset passes before assuming that it must be used to pay a debt—or that creditors have no possible claim against it.

What If You Inherit a House With a Mortgage?

Inheriting a home does not necessarily eliminate the mortgage or another valid lien attached to the property. A lender may retain enforcement rights even after the borrower dies.

Florida’s two-year limitation on certain estate claims expressly preserves specified recorded mortgages and security interests. A deadline that bars an ordinary claim does not automatically remove a mortgage lien.

The property’s status under Florida homestead law can also affect the probate process and the rights of surviving family members. Protected homestead property is treated differently from other estate assets. Whether a particular home qualifies depends on the facts and applicable legal requirements.

Before selling, transferring, or making major financial decisions about an inherited home, determine whether a mortgage or another lien remains in place. It is also important to establish how ownership passes and whether any homestead protections apply.

Siblings discussing an inherited family home with a mortgage in Florida.

Can Creditors Take Money From a Living Trust?

A living trust does not automatically make every asset unavailable to creditors after the person who created it dies.

Florida Statutes § 736.0505 addresses creditor claims against a trust settlor. The law generally makes property in a revocable trust subject to the settlor’s creditors during the settlor’s lifetime to the extent the property would not otherwise be exempt if owned directly. Florida probate law also contains provisions addressing certain trust assets when the probate estate is insufficient to pay expenses and obligations.

The outcome depends on the trust’s terms, the assets it holds, applicable exemptions, and the circumstances of the estate. A trust can affect how property is transferred and administered, but its existence alone does not establish that creditors have no rights.

If your parent used a revocable living trust, review the trust documents and determine whether any statutory obligations apply before assuming the assets are beyond the reach of valid claims.

Are There Special Rules for Medicaid and Medical Debts?

Medical bills are generally handled as claims against the deceased person’s estate. A child does not automatically become responsible for a parent’s medical expenses simply because they are related.

Florida also has a Medicaid Estate Recovery Act. Under Florida Statutes § 409.9101, the state may pursue recovery for qualifying Medicaid assistance provided after the recipient reached age 55, subject to applicable federal and state requirements.

The law contains exceptions and protections. The type of property involved can also affect whether recovery is available. If the estate received Medicaid benefits, or if a substantial medical claim appears after a parent’s death, it is worth determining exactly what kind of claim has been made.

A private medical bill and a Medicaid estate recovery claim are not the same thing. Each must be assessed under the rules that apply to it.

What Should You Do Before Paying a Parent’s Debt?

If a creditor contacts you after a parent’s death, take a moment to establish what is being requested and why.

  • Find out who owes the money. Ask whether the creditor is making a claim against the estate or alleging that you are personally liable.
  • Review any agreement you signed. A co-signed loan or joint credit obligation may create liability that a family relationship alone would not.
  • Keep estate money separate from your own. If you are the personal representative, do not distribute estate assets or pay selected creditors before understanding the applicable probate rules.
  • Do not ignore formal notices. A demand letter is different from a court document. If you receive legal papers, pay attention to the stated deadlines.

If the claim is disputed, the estate has limited assets, or an inherited home is involved, get advice before committing your own money. A payment made under pressure can complicate an already difficult situation.

Probate attorney discussing creditor claims with a personal representative in Coral Springs

When Should You Speak With a Probate Attorney?

Legal guidance can be especially useful when the estate has insufficient assets, a creditor disputes the handling of its claim, or family members disagree about whether property should be sold or distributed.

An attorney can review the estate’s assets and liabilities, determine which creditor deadlines apply, and help the personal representative follow Florida’s payment priorities. Advice may also be necessary when a family home is involved or a trust holds substantial property.

Families in Coral Springs and elsewhere in Broward County may need to determine which assets are available to pay creditors, whether a claim was filed on time, and whether an heir has any personal responsibility for the balance. A probate attorney can review those questions under Florida law before the family pays a disputed debt or distributes estate property.

If you are settling a parent’s estate or have been contacted about a debt you believe you do not owe, a Florida probate attorney can help you understand your obligations before you make a payment or distribute inherited property.

Frequently Asked Questions

Do children inherit debt in Florida?

  • Children generally do not become personally responsible for a parent’s debts simply because the parent dies. Valid debts are usually handled through the estate, although a child may be liable under a separate agreement, such as a co-signed loan.

Can a credit card company make me pay my deceased parent’s credit card debt?

  • Generally, no, unless you have an independent legal obligation, such as liability as a joint account holder or under a separate agreement. The company may still submit a valid claim against the parent’s estate through the applicable probate process.

What happens if my parent dies with more debt than assets?

  • The estate’s assets are used to pay valid claims according to Florida’s statutory priorities. If the estate cannot pay every claim, lower-priority creditors may receive partial payment or nothing. A child does not automatically have to cover the shortfall with personal funds.

Do I have to use my inheritance to pay my parent’s debts?

  • Not automatically. The answer depends on whether the asset is part of the probate estate, how it passes to you, and whether any lien or other legal obligation applies. Some assets pass directly to beneficiaries, but that does not guarantee protection from every creditor claim.

Can I keep my parent’s house if they still owe a mortgage?

  • Possibly, but inheriting the house does not automatically remove the mortgage. The lender may retain rights against the property. The outcome depends on the loan, the property’s ownership and homestead status, and the circumstances of the inheritance.

How long do creditors have to claim a debt after someone dies in Florida?

  • The usual probate claim deadline is three months after the first publication of the notice to creditors. For a creditor entitled to individual service, the deadline is generally 30 days after service if that date falls later. Florida also has a separate two-year limitation measured from death, subject to statutory exceptions. The correct deadline depends on the claim and the circumstances.

Can I be sued for distributing my parent’s money before paying creditors?

  • Potentially. If you receive an improper distribution from an estate, Florida law may permit recovery of the property or funds. A personal representative may also face consequences for failing to follow their legal duties. The outcome depends on the facts and the applicable statutes.

Does a living trust protect my parent’s assets from creditors?

  • Not automatically. Florida law allows certain creditor claims involving revocable trusts, and some trust assets may be subject to estate obligations when probate assets are insufficient. The trust documents and applicable law must be reviewed to determine what protections exist.

Can Florida Medicaid recover money after a parent dies?

  • In some cases. Florida’s Medicaid Estate Recovery Act allows recovery for qualifying Medicaid assistance provided after the recipient reached age 55, subject to legal requirements and exceptions. Whether recovery can be made from particular property depends on the facts and applicable protections.

This article provides general information about Florida law and is not legal advice for a specific estate or debt. Deadlines, exemptions, and personal liability depend on the facts of the case.

Pet Trusts in Coral Springs

Posted on | by mP@
Florida Pet Trust document under Fla. Stat. 736.0408 on a desk with a Golden Retriever in a Coral Springs home office.

Setting up a pet trust in Coral Springs is one of the most effective ways for pet owners to ensure their companions receive lifelong care if they are ever orphaned or separated due to illness or incapacity.

Many pet parents assume that simply leaving a verbal instruction or naming a pet in a traditional Will is enough. However, under Florida law, animals are legally classified as personal property. A simple Will provisions money to a person with the hope they care for the pet, but it offers zero legal oversight.

By contrast, a Florida Pet Trust created under Fla. Stat. § 736.0408 creates a legally binding fiduciary obligation that protects your funds and ensures your precise instructions for food, shelter, veterinary care, and daily routines are strictly followed.

How Florida Pet Trusts Work (Fla. Stat. § 736.0408)

Florida was among the pioneering states to formally codify pet trust protections. Under Florida Trust Code, a trust created for the care of an animal living during the settlor’s lifetime is valid and legally enforceable.

The statutory framework provides three critical guarantees:

  1. Duration: The trust continues until the death of the last surviving animal covered by the trust agreement.
  2. Fund Protection:Caregivers must spend trust funds exclusively on the designated animals, preventing any personal misuse.
  3. Court Oversight: If the trustee or caregiver fails to perform their duties, a Florida court can appoint an enforcer or replace the trustee to safeguard the animal.

3 Essential Elements of a Florida Pet Trust

1. Choosing the Right Caregiver (and Alternates)

Your designated caregiver steps directly into your shoes as a surrogate parent to your animals. Because caring for a pet requires continuous commitment, select someone who shares your values regarding animal care.

  • Critical Step: Always name at least one alternate caregiver. If your primary choice is unable or unwilling to assume responsibility when the time comes, the court will appoint a replacement if no backup is specified in the trust agreement.

2. Appointing an Independent Trustee

A pet trust divides responsibilities between two distinct roles:

  • The Caregiver: Provides physical day-to-day care, food, housing, and attention.
  • The Trustee: Holds and manages the trust funds, distributing money to the caregiver upon receiving receipts or budget requests for pet expenses.

Separating the role of trustee and caregiver establishes an essential checks-and-balances system. The trustee monitors the caregiver to ensure proper care and approves expenses solely for the pet’s welfare.

3. Calculating Funding Needs

Determining how much money to dedicate to a pet trust depends on several individual factors:

  • Life Expectancy & Species: Calculating lifetime care costs varies significantly between a senior dog, a young cat, or long-lived exotics like parrots or tortoises.
  • Standard of Living: Include allowance for premium nutrition, grooming, pet insurance, boarding, recreational activities, and routine health maintenance.
  • Veterinary Budget: Account for potential chronic conditions, surgeries, and emergency veterinary care as your pet ages.
┌─────────────────────────────────────────────────────────────────────────┐
│                      FLORIDA PET TRUST STRUCTURE                        │
├─────────────────────────────────────────────────────────────────────────┤
│                                SETTLOR                                  │
│                   (Pet Owner creates trust agreement)                   │
│                                   │                                     │
│               ┌───────────────────┴───────────────────┐                 │
│               ▼                                       ▼                 │
│            TRUSTEE                                CAREGIVER             │
│   (Manages funds & releases             (Provides daily housing,        │
│    payments upon verification)           veterinary care & love)        │
│               │                                       │                 │
│               └───────────────────┬───────────────────┘                 │
│                                   ▼                                     │
│                            PET BENEFICIARY                              │
│                 (Protected under Fla. Stat. § 736.0408)                 │
└─────────────────────────────────────────────────────────────────────────┘

How to Set Up a Florida Pet Trust: A Step-by-Step Checklist

Establishing a legally binding pet trust under Fla. Stat. § 736.0408 requires careful planning to ensure the document withstands judicial scrutiny and provides immediate protection. Below is the complete roadmap utilized by estate planning attorneys in South Florida:

1. Detail Daily Care Standards & Pet Identifiers:

Avoid ambiguity regarding pet identity and care requirements.

As a result, you must document your pet’s precise profile, including microchip numbers, veterinary records, dietary restrictions, preferred medical providers, and end-of-life care preferences.. Specifying these details prevents potential disputes regarding the pet’s identity or standard of living.

2. Structure the Financial Model & Funding Mechanism:

Calculate lifetime costs and select an appropriate funding vehicle.

Determine total funding by multiplying estimated annual care expenses (food, grooming, routine/emergency veterinary care, boarding) by your pet’s maximum remaining life expectancy. Next, decide whether to fund the trust immediately (inter vivos) or upon death via a pour-over Will, life insurance policy, or transfer-on-death financial account.

3. Appoint Fiduciaries & Enforcement Roles:

Separate operational duties to establish checks and balances.

Designate a Caregiver for daily custody, a Trustee to manage distributions and audit receipts, and an optional Trust Enforcer (under Fla. Stat. § 736.0408(2)) who holds legal standing to petition the 17th Judicial Circuit Court if the trustee or caregiver fails to meet statutory standards.

4. Execute in Accordance with Florida Trust Formalities:

Ensure compliance with legal signature and notarization standards.

To ensure full legal validity under the Florida Trust Code, the trust agreement must be signed by the settlor in the presence of two attesting witnesses and a Florida Notary Public, adhering to execution standards similar to those for testamentary instruments.

Frequently Asked Questions

Why isn’t leaving my pet to someone in my Will enough in Florida?

  • A Will only takes effect after probate court validation, which can take months. Furthermore, a Will cannot enforce ongoing behavior. Once a beneficiary inherits money designated for a pet via a Will, they have no statutory legal obligation to use those funds on the animal.

What happens to leftover money in the trust after my pet passes away?

  • When drafting your trust, you name a remainder beneficiary. Once the last surviving animal covered by the trust passes, any remaining funds are distributed directly to your chosen heirs, family members, or a designated animal charity.

Can a court reduce the amount of money in a pet trust?

  • Yes. Under Fla. Stat. § 736.0408(3), a Florida court may reduce the trust property if it determines that the amount substantially exceeds what is required for the animal’s care. Excess funds are then returned to the settlor or distributed to remainder beneficiaries.

Can a Florida Pet Trust cover pets born after the document is executed?

  • Yes. Under Fla. Stat. § 736.0408(1), a pet trust can cover animals living at the time of the settlor’s death, including offspring born during the settlor’s lifetime or gestating at the time of passing.

What happens if the designated caregiver in Coral Springs moves out of state?

  • A well-drafted pet trust specifies whether the pet may relocate out of Florida with the caregiver. Some also clear whether custody transfers to an alternate local caregiver in Broward County to keep the pet in its familiar environment.

Protect Every Member of Your Family

Your pets depend on you entirely. Incorporating a legally binding Pet Trust into your estate plan guarantees that your companions will never be left without housing. Also proper medical care, or affection.

Schedule Your Estate Planning & Trust Audit

Contact the legal team at Reinfeld Cabrera Tison today to structure a customized trust that protects your family and pets under Florida law.

  • Office Locations: Coral Springs | Fort Lauderdale
  • Direct Telephone: (954) 334-1520
  • Email: Info@lawrct.com
  • Website: mypersonalattorneys.com
  • Local Practice Coverage: Coral Springs, Fort Lauderdale, Tamarac, Plantation, and Broward County

Types of Probate Agreements in Florida: Contracts and Key Legal Documents Explained

Posted on | by mP@
Vector infographic of probate contracts and legal instruments under Chapter 733 of Florida law in Broward County.

Executive Summary

Under Chapter 733 of the Florida Statutes, probate administration involves private bilateral contracts like beneficiary redistribution agreements, settlement compromises, or real estate purchase contracts, alongside essential court instruments like Letters of Administration, Orders Determining Homestead, and Petitions for Exempt Property.

While contracts allow heirs, personal representatives, and creditors to voluntarily restructure rights or resolve disputes, court orders and statutory filings are strictly required to clear title, transfer legal ownership, and protect protected assets in Florida probate proceedings.

Table Of Contents
  1. Executive Summary
  2. PART 1: Private Contracts and Bilateral Agreements in Florida Probate
  3. 1. Private Agreements Among Interested Persons (Fla. Stat. § 733.815)
  4. 2. Family Settlement Agreements and Compromises (Fla. Stat. § 733.708)
  5. 3. Personal Representative Service and Vendor Contracts (Fla. Stat. §§ 733.612 and 733.619)
  6. 4. Real Estate Purchase and Sale Agreements in Probate (Fla. Stat. § 733.613)
  7. 5. Creditor Debt Settlement and Compromise Agreements (Fla. Stat. § 733.708)
  8. 6. Attorney and Professional Engagement Agreements (Fla. Stat. §§ 733.6171 and 733.6175)
  9. 7. Contracts Concerning Succession and Agreements to Make a Will (Fla. Stat. § 732.701)
  10. 8. Premarital and Postmarital Elective Share or Property Waivers (Fla. Stat. § 732.702)
  11. PART II: Critical Non-Contractual Probate Documents
  12. Summary Matrix: Contracts vs. Non-Contractual Probate Instruments
  13. Frequently Asked Questions (FAQs)
  14. Let Us Take the Stress Off Your Shoulders

Let us be completely honest with each other for a second. Nobody wakes up on a sunny Tuesday morning in South Florida thinking, I really hope I get to read a fifty page legal breakdown of Florida probate contracts today!

If you found your way to this page, someone you cared about likely passed away, or a lawyer handed you a stack of paperwork thick enough to act as a doorstop. Now you have to make sense of it all.

When an estate enters probate under Chapter 733 of the Florida Statutes, families quickly discover that the legal world runs almost entirely on paperwork. Some of these papers are genuine, two-sided contracts where living people negotiate terms. Others are formal court orders that require a judge to stamp a seal before anyone can touch a single dollar in a bank account.

Here is an honest, straightforward guide to every contract and document you might encounter in South Florida, written in plain language without the dense legalese that usually makes people fall asleep at their desks.

PART 1: Private Contracts and Bilateral Agreements in Florida Probate

In ordinary life, a contract requires a mutual agreement, an offer, and something of value changing hands. In the probate realm, contracts serve as the legal tools that let living people fix messy situations, buy out family members, or hire experts to clean out a dusty attic.

1. Private Agreements Among Interested Persons (Fla. Stat. § 733.815)

What It Is and How It Looks

A Private Agreement Among Interested Persons looks like a standard legal contract. It starts with a caption identifying the estate, followed by a long list of “Whereas” clauses that explain the background.

The main text outlines who gets what, releases everyone from liability, and includes signature lines that require proper legal validation. It must state clearly that all parties are competent adults and that no creditor is getting cheated out of money.

Detailed Scenario

Mateo and Sofia are adult siblings who inherited their late father’s estate in Coral Springs. The father’s will leaves everything split equally between them. The estate consists of a house worth $400,000 and an investment account worth $400,000.

Mateo wants to live in the house. Sofia prefers cash so she can buy a condo in Miami.

Instead of forcing a quick sale of the home that neither of them actually wants, their lawyer drafts an agreement under Section 733.815. Mateo gets full ownership of the house, Sofia gets the investment account, and Mateo pays her an extra $25,000 to cover minor valuation differences.

Legal Mechanics

Under Florida Statutes Section 733.815, heirs can agree to trade or reallocate assets however they like. The personal representative must confirm that all estate debts, final taxes, and administrative fees are covered before handing over the keys.

2. Family Settlement Agreements and Compromises (Fla. Stat. § 733.708)

What It Is and How It Looks

A Family Settlement Agreement looks like a high stakes corporate treaty. It includes agreed facts, complete releases of liability, and a clause submitting the deal to the 17th Judicial Circuit Court in Broward County.

Crucially, it includes a paragraph requiring the executor to present the contract to the probate judge for official sign off.

Detailed Scenario

A resident of Fort Lauderdale passes away and leaves behind a brand new will that disinherits his child from a first marriage, leaving everything to a second spouse. The child hires a lawyer and claims the new spouse used undue influence when the father was sick.

Both sides realize that fighting in court for three years will only make the litigation lawyers rich.

During mediation, they draft a Family Settlement Agreement. The surviving spouse agrees to pay the child a flat cash settlement and hand over a few family heirlooms. In exchange, the child drops the lawsuit and agrees never to sue the estate again.

Legal Mechanics

Florida law loves family settlements because they keep relatives from screaming at each other in courtroom hallways. Submitting the contract under Section 733.708 turns a private agreement into a binding court order. This step is mandatory if any beneficiaries are minors, since kids cannot legally sign away their rights without a judge checking the math first.

Vector diagram explaining private agreements among heirs for asset distribution under Florida Statute 733.815.

3. Personal Representative Service and Vendor Contracts (Fla. Stat. §§ 733.612 and 733.619)

What It Is and How It Looks

A Fiduciary Service Contract looks like a typical vendor agreement for home repairs or estate sales. The key difference is tucked away in the very first paragraph and the signature block.

It must state that the person signing is acting only as the representative of the estate, not as an individual paying out of their own pocket.

Detailed Scenario

The executor of an estate in Coral Springs needs to fix a damaged roof, paint the living room, and clear out forty years of accumulated furniture before putting a home on the market. The executor hires a licensed roofing company and a professional estate sale team.

This executor signs the contracts. Because they are managing someone else’s property, they must ensure the contract text protects their personal savings account if something goes wrong on the job site.

Legal Mechanics

Florida Statutes Section 733.612 gives an executor the authority to hire workers to preserve estate property. Under Section 733.619, an executor becomes personally liable for the bill if they forget to specify their official title on the signature line. If you sign your name without adding “as Personal Representative of the Estate,” the contractor can legally demand payment directly from your personal checking account.

4. Real Estate Purchase and Sale Agreements in Probate (Fla. Stat. § 733.613)

What It Is and How It Looks

A Probate Real Estate Purchase Agreement uses standard residential contract forms alongside specific probate clauses.

The seller line must list the seller in their official representative capacity. The agreement always includes a clause making the sale contingent on court approval or proper probate filings.

Detailed Scenario

A decedent owned a house in Coral Springs, and a buyer puts in a great cash offer.

The real estate agent writes up the contract, but the closing attorney notices that the deceased person died without a valid will. That means there is no written clause granting a power of sale.

Legal Mechanics

Under Florida Statutes Section 733.613, if a will does not explicitly give the executor the power to sell real estate, the executor cannot transfer title on their own. The contract sits in limbo while the probate lawyer files a formal petition with the Broward County court. All heirs receive formal notice, and the judge must sign an order approving the sale before the closing can happen.

Residential real estate purchase contract for a probate property sale in Coral Springs and Broward County.

5. Creditor Debt Settlement and Compromise Agreements (Fla. Stat. § 733.708)

What It Is and How It Looks

A Creditor Compromise Agreement is a short contract between the executor and a creditor like a credit card company or hospital.

It states the original debt amount, acknowledges that the estate has limited funds, sets a lower lump sum payment, and confirms that the debt is fully canceled once the check clears.

Detailed Scenario

A decedent leaves behind $30,000 in credit card bills, but the estate only holds $12,000 in a checking account along with a protected primary home.

Credit card companies cannot touch a protected Florida homestead. That $12,000 in the bank is the only cash available to pay off every bill. The executor calls the credit card companies and offers each one a fraction of what they are owed to settle the accounts completely.

Legal Mechanics

Section 733.708 allows an executor to negotiate and settle debts for lower amounts. However, Florida law enforces a strict priority list for paying bills under Section 733.707.

Funeral costs, court administrative fees, and final hospital bills take priority over credit cards. Paying off a low priority credit card before settling the funeral bill can make the executor personally responsible for paying the funeral home out of their own pocket.

6. Attorney and Professional Engagement Agreements (Fla. Stat. §§ 733.6171 and 733.6175)

What It Is and How It Looks

A Probate Retainer Agreement is a formal contract between the executor and the law firm. It explains the legal scope of work, hourly rates or percentage fee schedules, upfront costs, and court filing expectations.

Florida law requires specific written disclosures explaining how probate attorney fees are calculated.

Detailed Scenario

A newly appointed executor in Broward County feels completely overwhelmed by the legal paperwork and hires a local probate law firm to manage the estate.

The law firm provides an engagement agreement detailing whether they will charge an hourly rate or use the standard state fee percentage based on the total value of the estate assets.

Legal Mechanics

Florida Statutes Section 733.6171 sets statutory fee guidelines that courts consider reasonable for probate lawyers. Under Section 733.6175, any heir who thinks the lawyer is charging too much can ask the probate judge to review the bill and cut the fee down to a fair amount.

7. Contracts Concerning Succession and Agreements to Make a Will (Fla. Stat. § 732.701)

What It Is and How It Looks

A Contract to Make a Will is an agreement created while the person is still alive. It looks like a hybrid between a commercial contract and a will, explicitly stating that one person agrees to leave specific property to another in exchange for a clear action or service.

Detailed Scenario

An elderly parent tells their adult child that if the child moves to Coral Springs, quits their job, and acts as a full time caregiver, the parent will leave them the family home in their will. The child moves in and takes care of the parent for five years.

When the parent passes away, a surprise will surfaces that leaves the entire house to a local pet shelter.

The child files a claim against the estate using their written caregiver contract.

Legal Mechanics

Under Florida Statutes Section 732.701, an agreement to make a will or leave an inheritance is completely useless unless it is written down and signed in front of two attesting witnesses. Casual verbal promises made over dinner carry zero weight in a Florida courtroom, no matter how unfair the situation seems.

8. Premarital and Postmarital Elective Share or Property Waivers (Fla. Stat. § 732.702)

What It Is and How It Looks

A Waiver of Spousal Probate Rights is a specialized contract, usually included inside a prenuptial or postnuptial agreement. It contains clear clauses where a spouse gives up their rights to the elective share, homestead property, exempt assets, and family allowances.

Detailed Scenario

Two people get married later in life. Both own homes in South Florida and have adult children from previous marriages. They want their homes to pass directly to their biological kids without any surviving spouse claims getting in the way.

They sign a prenuptial agreement waiving all probate inheritance rights. When the husband passes away, the wife steps aside so the kids can inherit the house cleanly.

Legal Mechanics

Under Florida Statutes Section 732.702, a spouse can sign away their inheritance rights. The document must be in writing and signed in front of two attesting witnesses. Signing this document after the wedding requires a full, honest written disclosure of all personal assets and bank accounts.

PART II: Critical Non-Contractual Probate Documents

Contracts are voluntary agreements between people. The rest of the probate world runs on court orders, official petitions, and statutory filings. You need to know these documents just as well as any contract.

1. Letters of Administration

  • What It Is: The official document issued by a probate judge that appoints the executor and grants them the legal authority to handle the estate.
  • How It Looks: A single page court document featuring the raised seal of the Broward County Clerk of Courts, the case number, and the judge’s signature.
  • When It Comes Into Play: You cannot move money, close accounts, or sell property without this document. Bank managers will refuse to speak with you until you hand them a certified copy of these Letters.

2. Petition and Order Determining Homestead Property (Fla. Const. Art. X, § 4 and Fla. Stat. § 732.401)

  • What It Is: A formal court request and judge’s order declaring that a house was the deceased person’s primary Florida residence.
  • How It Looks: A legal order containing the property address, legal parcel details, and an official ruling that the house passes directly to protected family members.
  • When It Comes Into Play: A primary residence in Florida receives massive legal protection under the state constitution. Protected homestead property passes to heirs completely free from most creditor claims, and it sits outside the standard probate estate process.

3. Petition to Determine Exempt Property (Fla. Stat. § 732.402)

  • What It Is: A formal court filing asking the judge to set aside specific personal belongings for the surviving spouse or minor children.
  • How It Looks: A court filing listing household furniture up to $20,000, college savings accounts, and up to two personal cars.
  • When It Comes Into Play: When creditors come knocking, the surviving spouse files this petition to protect the family cars and living room furniture from being seized to pay off old bills.

4. Statement of Claim (Fla. Stat. § 733.703)

  • What It Is: The official form a creditor files with the court to demand payment for an unpaid debt.
  • How It Looks: A short court form detailing the amount owed, the reason for the debt, and attached proof like credit card statements or medical bills.
  • When It Comes Into Play: Creditors must file this form within three months of the public probate notice, or within thirty days of receiving direct notice. If a creditor misses the deadline, their claim gets wiped out forever.

5. Disclaimer of Interest (Fla. Stat. § 739.104)

  • What It Is: An official written statement where an heir says, No thank you, I do not want this inheritance.
  • How It Looks: A notarized statement filed directly with the court, detailing the exact asset or inheritance share being refused.
  • When It Comes Into Play: People use this document when accepting an inheritance would trigger a massive tax bill, or when they want the asset to pass directly to their own children instead.

Summary Matrix: Contracts vs. Non-Contractual Probate Instruments

Document or Instrument TypeLegal NatureGoverned ByPrimary Purpose in Probate
Private Agreement (§ 733.815)Bilateral ContractFla. Stat. § 733.815Lets heirs change how assets are divided among themselves.
Family Settlement AgreementMultilateral ContractFla. Stat. § 733.708Resolves serious family disputes and stops active lawsuits.
Vendor ContractCommercial ContractFla. Stat. §§ 733.612, 733.619Hires workers while protecting the executor’s personal money.
Real Estate Purchase AgreementCommercial ContractFla. Stat. § 733.613Handles the sale of estate owned houses or land.
Creditor Compromise AgreementBilateral ContractFla. Stat. § 733.708Settles unpaid debts for lower cash payouts.
Letters of AdministrationCourt OrderFla. Stat. Chapter 733Gives the executor official authority to manage the estate.
Order Determining HomesteadJudicial OrderFla. Const. Art. X, § 4Protects the family home from general debt collectors.
Vector representation of Letters of Administration issued by the 17th Judicial Circuit Court of Broward County.

Frequently Asked Questions (FAQs)

1. Can siblings legally change how an inheritance is divided in Florida?

  • Yes. Under Florida Statutes Section 733.815, competent adult heirs can sign a private contract to divide property however they want. The deal cannot cheat creditors or leave out non signing family members.

2. What happens if an executor signs a contract without using their official title?

  • Under Section 733.619, an executor who signs a contract without adding “as Personal Representative of the Estate” can be held personally responsible for paying the bill out of their personal savings.

3. Can you sell a house during probate in Broward County?

  • Yes, but the process depends on the will. If the will explicitly grants a power of sale, the executor can complete the deal. If there is no will, the contract must state that the sale depends on getting an approval order from a Broward County judge under Section 733.613.

4. Is an oral promise to leave property to someone in a Florida will valid?

  • No. Section 732.701 states that any agreement to leave an inheritance is completely invalid unless it is written down and signed in front of two witnesses.

5. What is the difference between a probate contract and a court order?

  • A probate contract is a voluntary agreement between living people. A court order is an official decision signed by a judge that carries the full force of the law.

6. Can heirs sign a contract to skip probate court entirely?

  • No. Private contracts cannot transfer legal ownership of assets that require court orders, like sole name real estate or locked bank accounts. Contracts only control how assets are shared within or after the court process.

7. How long do creditors have to file a claim against a Florida estate?

  • Under Section 733.702, creditors must file a formal Statement of Claim within three months of the published notice, or within thirty days of receiving direct notice. Late claims are permanently barred.

Let Us Take the Stress Off Your Shoulders

Trying to make sense of probate contracts, court orders, and inheritance rules while grieving a loved one is exhausting. You do not have to figure this out by yourself late at night.

If you need to settle a family dispute, protect a primary residence, or complete a property sale in Coral Springs or Broward County, reach out to our team at Reinfeld & Cabrera. Call us directly at (954) 866-8600 or send us a message online to set up a time to talk. We will handle the heavy legal lifting so you can focus on taking care of your family.

Starting a Business in Florida? What You Need to Decide Before You File

Posted on | by mP@
Business attorney discussing a new company with an entrepreneur in Coral Springs

Two people can have the same business idea and end up with very different legal problems.

Imagine two friends opening a design company in Coral Springs. They agree to split everything 50/50 and decide to form an LLC. The filing takes care of the immediate problem: the company now exists.

It does not answer what happens if one of them puts in more money. Or stops working. Or wants to sell his share. Perhaps he dies. Or decides that the company should be sold while the other wants to keep it.

Those are business formation questions too.

The Florida Department of State recorded 561,143 new domestic LLC filings in 2025, and its most recent quarterly figures show more than 3 million active Florida LLCs. There are more than 4.1 million active business entities of all types in the state.

There is nothing unusual about forming an LLC in Florida.

The filing itself is usually straightforward. Deciding what the company should look like, who should own it, how it should operate, and what happens when circumstances change can require considerably more thought.

What Do You Need to Decide Before Forming a Business in Florida?

Start with the people involved.

If you are forming a business by yourself, many of the ownership questions are relatively simple. If there are two, three, or ten owners, they become part of the legal structure.

Who owns the company?

Who makes decisions?

Where does the money come from?

Who contributes equipment, intellectual property, or work?

Can one owner sell an interest without the others agreeing?

What happens if an owner wants to leave?

What happens if the business loses money?

Those questions do not appear on a basic Sunbiz filing form.

They still need answers.

The choice of entity comes after some of those questions, not before them.

Florida recognizes several forms of business organization, including corporations, limited liability companies, partnerships, limited partnerships, and limited liability partnerships.

For many small businesses, the main discussion will be whether an LLC or corporation makes sense. That is a legal and tax decision, not a matter of choosing whichever form happens to be most popular.

Should You Form an LLC or a Corporation?

There is no universal answer.

An LLC and a corporation have different rules governing ownership, management, transfers, and other aspects of the business. Their federal tax treatment can also differ.

An LLC with one member is generally treated by the IRS as a disregarded entity for federal income tax purposes unless it elects corporate treatment. A domestic LLC with two or more members is generally treated as a partnership unless it elects to be treated as a corporation.

A corporation is a different legal structure, with shares, directors and officers forming part of its statutory framework.

That does not mean a corporation is inherently more sophisticated or an LLC is inherently better for a small business. The appropriate structure depends on what the owners are trying to accomplish.

An attorney and accountant may also need to look at the same proposed business from different angles. The attorney is concerned with the legal structure and documents. The accountant is concerned with tax treatment and financial consequences. Those questions overlap, but they are not the same question.

What about a partnership?

Partnership structures can also be appropriate in some circumstances. Florida has statutes governing general partnerships, limited partnerships, and limited liability partnerships.

The point is not that every entrepreneur needs a tour through every entity available under Florida law.

It is that “LLC or corporation?” is sometimes too early a question.

First figure out what the ownership and business arrangement actually looks like.

Stuart Reinfeld:

“I like to know what the owners expect the business to look like before we start talking about forms. A company with one owner and a company with four owners may both be called an LLC, but the legal questions can be completely different.”

How Do You Choose a Name for a Florida Business?

The name has to work legally as well as commercially.

For a Florida LLC, the name must be distinguishable on the records of the Department of State and must contain an appropriate designation such as “LLC.” A Florida profit corporation has its own naming requirements and must likewise use a distinguishable name. The state recommends searching its records before filing.

There is an important qualification to the old idea that another business simply cannot have “the exact same name.”

The state’s naming rules concern whether a proposed name is distinguishable on its records. That is a narrower question than whether nobody anywhere has rights in the name.

A Sunbiz search is not a trademark search.

That distinction becomes important if the business will spend substantial money on a brand, website, signs, advertising, packaging, or other intellectual property.

What if the business uses another name?

Florida also allows registration of a fictitious name, commonly called a DBA, when a person or business operates under a name different from its legal name. The registration is intended to tell the public who is conducting business under that name. It does not give the registrant ownership of the name or prevent someone else from registering or using it.

So there are several different concepts that people often lump together:

  • The legal name of the entity.
  • A fictitious or DBA name.
  • Trademark rights.

They are not interchangeable.

How Do You Form an LLC in Florida?

A Florida LLC is formed by filing Articles of Organization with the Division of Corporations.

The filing identifies the LLC and its registered agent and provides other information required by Florida law. The registered agent must have a physical street address in Florida.

The current filing instructions also make something important clear: the Division of Corporations is an administrative filing agency. It does not provide legal, accounting, or tax advice, and it recommends that legal counsel review formation documents when appropriate.

That tells you something about the limits of the filing process.

The state can process your Articles of Organization. It does not decide whether the ownership arrangement between you and your business partner is sensible.

How Do You Form a Corporation in Florida?

A Florida profit corporation is formed by filing Articles of Incorporation.

The document includes the corporation’s name, principal office, registered agent and other required information. A corporation must also identify the number of shares it is authorized to issue.

Again, the terminology matters.

LLC: Articles of Organization.

Corporation: Articles of Incorporation.

The two entities also operate under different statutory frameworks after formation.

The Florida Department of State specifically recommends legal review of Articles of Incorporation when the circumstances call for it.

That can be particularly relevant when the corporation will have several shareholders, unusual ownership arrangements, outside investors, or other provisions that go beyond the minimum filing requirements.

Do You Need an EIN for a Florida Business?

The answer depends on the business.

The IRS treats a single member LLC differently from a multi member LLC for federal income tax purposes. A single member LLC that has not elected corporate treatment is generally disregarded for federal income tax purposes. A multi member domestic LLC is generally treated as a partnership unless it elects otherwise.

That does not mean a single member LLC can simply ignore EINs.

The IRS says an LLC will need an EIN if it has employees or certain excise tax obligations. A single member disregarded LLC that does not have those obligations may not need an EIN for federal income tax purposes, although it may still obtain one for purposes such as opening a bank account or satisfying another requirement.

The old rule that a corporation “definitely” needs an EIN while an LLC simply gets to choose is therefore too crude.

The entity, its tax classification, its employees, and its activities all matter.

Business owners reviewing LLC formation documents with a Florida attorney

What Licenses and Tax Registrations Does a Florida Business Need?

There is no single Florida business license that covers every company.

The requirements depend on what the business actually does.

A business selling taxable goods or services may have to register with the Florida Department of Revenue before beginning those activities. The Department provides an online registration system that determines applicable tax registrations based on information about the business.

Other businesses may have professional licensing requirements, industry specific permits, local requirements, or regulations tied to their location.

A restaurant and a software consultant can both be Florida LLCs. Their regulatory obligations can be very different.

That is why “get your business license” is not much of a checklist.

The useful questions are:

What does the business sell?

Where does it operate?

Does the industry require a professional or occupational license?

Can the business collect a tax that requires registration?

Does the local government impose additional requirements?

Those questions produce a much more accurate answer.

What Documents Should Business Owners Have?

The state filing establishes the entity. It does not necessarily establish the relationship between its owners.

This becomes especially important with a multi member LLC.

Florida law expressly recognizes operating agreements and allows people who intend to become LLC members to make an agreement that will become the company’s operating agreement when the LLC is formed. The operating agreement governs important aspects of the company’s internal relationship.

An operating agreement can address issues such as:

  • Ownership percentages
  • Management
  • Voting
  • Contributions
  • Distributions
  • Transfers of ownership
  • Admission of new members
  • Withdrawal of a member
  • Events affecting the business when a member dies or becomes unable to participate
  • Procedures for resolving disagreements

Not every LLC needs the same document.

A one person consulting business does not present the same problems as a four person company whose owners are contributing different amounts of money and labor.

A Florida LLC Dispute Shows Why the Agreement Matters

In Dinuro Investments, LLC v. Camacho, a dispute among members of an LLC reached the Third District Court of Appeal. The case concerned when an individual LLC member could bring claims against other members in an individual capacity rather than bringing a derivative action on behalf of the company. The court adopted a framework distinguishing direct injuries from injuries belonging to the LLC itself and also recognized the importance of contractual or statutory duties owed directly to a member.

The case involved a real estate development company, not a hypothetical neighborhood startup.

That is useful precisely because disputes between owners do not stay theoretical for long once money and contractual rights are involved.

The operating agreement can become one of the documents the lawyers have to examine when trying to determine what the members agreed to and what rights they have.

Proposed quote — Stuart Reinfeld: “Two people can be completely comfortable with a 50/50 arrangement when the business is making its first dollar. The harder conversation is what happens when they disagree about the hundred thousandth dollar.”

What Happens After the Business Is Formed?

This is where the old six step checklist stopped too early.

Once the entity exists, the owners still have to run it.

Depending on the business, that can include:

  • Obtaining an EIN
  • Opening business banking and accounting systems
  • Establishing ownership and management records
  • Adopting an operating agreement or corporate governance documents
  • Obtaining licenses and permits
  • Registering for applicable Florida taxes
  • Preparing contracts
  • Hiring employees and addressing employment requirements
  • Maintaining the registered agent
  • Filing annual reports

Florida LLCs must file annual reports to maintain active status. The filing period runs from January 1 through May 1 of the applicable year, and failure to file can result in administrative dissolution. Corporations have the same basic annual reporting requirement.

The annual report is not a financial statement. It updates the state’s records about the entity.

That is a small administrative obligation with a very concrete consequence if it is ignored.

The company can disappear from the state’s active records even though the owners are still thinking about it as an operating business.

Why Should Business and Personal Finances Be Kept Separate?

Someone forming an LLC or corporation is creating a separate legal entity. The way the business is actually operated should reflect that.

That includes maintaining appropriate financial records and avoiding the casual mixing of company and personal money.

Florida courts have recognized the separate nature of business entities while also addressing circumstances in which members or shareholders seek to impose liability on individuals behind the entity.

In Dinuro, for example, the Third District discussed the limited liability associated with an LLC and the distinction between claims belonging to the company and claims belonging directly to an individual member.

There is no magic bank account that makes an owner immune from personal liability.

There is also no good reason to make the company’s records harder to understand than they need to be.

If the business buys equipment, the records should show who bought it.

Perhaps an owner puts money into the company, the transaction should be documented appropriately.

If the company signs a contract, the correct legal entity should be identified.

These are ordinary business practices. They also become very important when an owner later has to explain what happened to the company’s money or property.

What Can Go Wrong When Business Partners Do Not Plan Ahead?

Consider a common situation.

Two friends form an LLC. One contributes $100,000. The other contributes less money but works full time in the business. They decide to own the company equally because, at the time, that feels fair.

Three years later, the business is profitable.

The working owner believes his contribution should give him greater control. The other owner believes the original 50/50 agreement is still the agreement.

Neither is necessarily behaving irrationally.

They simply reached the point where the assumptions they made at the beginning no longer answer the questions they now have.

That is the sort of problem an operating agreement can address before the dispute exists.

Florida’s appellate courts have dealt with similar questions in actual LLC disputes. In Demir v. Schollmeier, the Third District considered an agreement between LLC members and concluded that the agreement governed their relationship even though it was not titled an “operating agreement” and was not executed at the time the LLC was originally formed.

The case involved a particular dispute and particular contractual language. It does not mean that every informal agreement between business partners will produce the same result.

It does illustrate why the arrangements between owners deserve attention when the company is being created.

When Should You Talk to a Business Attorney?

You can form a Florida business through the state’s online filing system without hiring a lawyer to click the buttons for you.

The harder question is whether the business has legal decisions that deserve advice before those buttons are clicked.

That is particularly true when:

  • There are multiple owners
  • Owners are contributing different amounts of money or labor
  • The business will have investors
  • Ownership may change
  • The business involves intellectual property
  • The company will own significant property
  • The owners are family members
  • The business is buying another company
  • The company will enter substantial contracts
  • A professional license is involved
  • The owners want restrictions on transfers
  • The business may eventually be sold
  • The owners have different ideas about management or control

In those circumstances, the formation documents are only part of the legal work.

The attorney may need to look at the proposed ownership structure, operating agreement, contracts, licensing requirements, intellectual property, real estate, or other issues before the business begins operating.

Alan Reinfeld:

“The state filing tells you that the entity exists. It does not tell you whether the arrangement between the people who own it will work. That is usually where the more interesting legal questions begin.”

Frequently Asked Questions

How do I form a business in Florida?

  • You generally begin by choosing an appropriate legal structure, selecting a name, designating a registered agent, and filing the required formation documents with the Florida Department of State. The business may also need tax registrations, licenses, permits, and internal ownership or governance documents.

Is an LLC or corporation better for a Florida business?

  • Neither is automatically better. The appropriate structure depends on ownership, management, taxation, financing, liability considerations, and the way the owners expect the business to operate.

What is the difference between Articles of Organization and Articles of Incorporation?

  • Articles of Organization are used to form a Florida LLC. Articles of Incorporation are used to form a Florida profit corporation.

Do I need an EIN for a Florida LLC?

  • It depends on the LLC’s circumstances and federal tax classification. A single member LLC that is disregarded for federal income tax purposes may not need an EIN solely for federal income tax reporting if it has no employees and no applicable excise tax obligations, although an EIN may still be needed or useful for other purposes.

Do I need a business license in Florida?

  • There is no single license required for every Florida business. Requirements depend on the business activity, industry, location, and applicable state or local rules.

What happens after I form an LLC in Florida?

  • The owners may need to obtain an EIN, establish business banking and accounting procedures, prepare an operating agreement, obtain licenses and permits, register for applicable taxes, and maintain the entity’s state records and annual filings.

Does a Florida LLC need an operating agreement?

  • Florida law recognizes operating agreements as governing documents for LLCs. Whether a particular business needs a detailed agreement depends on its circumstances, but an operating agreement can establish important rules concerning ownership, management, transfers, and the relationship among members.

Can I use a different name from my company’s legal name?

  • Yes. A Florida business can generally register a fictitious name, commonly called a DBA, when it operates under a name different from its legal name. The registration does not give the business exclusive ownership of that name.

Starting a Business in Coral Springs or Broward County

Someone opening a business in Coral Springs deals with the same Florida entity laws as someone forming a company elsewhere in the state.

The local details can still matter.

A business may have a physical location, employees, professional licensing requirements, local regulatory issues, or tax and registration obligations connected to where it operates. A company working from a home office can have a different set of practical issues from a restaurant, medical practice, construction company, or retail store.

For business owners in Coral Springs and throughout Broward County, the formation decision should therefore account for the business that actually exists rather than an imaginary generic “Florida business.”

That is also why two businesses that both file as LLCs can need very different legal documents.

Florida business owner reviewing company records in a small business office

Talk With a Florida Business Attorney

If you are forming a business in Coral Springs, Broward County, or elsewhere in Florida, Reinfeld & Cabrera, P.A. can review the proposed structure, ownership arrangement, formation documents, and other legal issues involved in setting up the company.

A consultation can also be useful when the basic filing is straightforward but the relationship between the owners, the company’s contracts, its property, or its future plans raises questions that a state filing form cannot answer.

This article provides general information about Florida business formation and is not a substitute for legal, tax, or accounting advice concerning a particular business.