How to Convert Your International Founder LLC to C-Corp in Florida (2026)

As an international founder with an LLC in Florida, converting to a C-Corp might be the right move for your growing business, especially as you look to attract investors or scale operations. This guide outlines the process, tax implications, and equity restructuring considerations for converting your Florida LLC to a C-Corp in 2026. Remember, Lovie's AI-powered platform can streamline this complex conversion, ensuring compliance and accuracy.

When to Convert

Conversion Steps

  1. Assess Your Current LLC Structure: Review your LLC's operating agreement, member agreements, and financial records to ensure all information is up-to-date and accurate. This includes verifying ownership percentages and any outstanding liabilities.
  2. Draft a Plan of Conversion: Create a formal plan outlining the conversion process, including the reasons for conversion, the proposed C-Corp structure, and the allocation of shares. This plan needs to be approved by the LLC members according to the operating agreement.
  3. File Articles of Incorporation with Florida: Prepare and file Articles of Incorporation with the Florida Department of State, Division of Corporations. This document officially creates the C-Corp and includes details like the company name, registered agent, and authorized shares. The filing fee is $70 as of 2024, but confirm for 2026.
  4. Obtain a New EIN from the IRS: Apply for a new Employer Identification Number (EIN) from the IRS for your C-Corp. This is crucial for tax purposes and opening a bank account. As an international founder, you may need to follow specific procedures if you don't have an SSN or ITIN.
  5. Transfer Assets and Liabilities: Transfer all assets and liabilities from the LLC to the newly formed C-Corp. This includes bank accounts, contracts, and any other business-related items. Ensure all transfers are properly documented.
  6. Adopt Corporate Bylaws: Create and adopt corporate bylaws that govern the internal operations of the C-Corp. These bylaws outline the roles of officers, the process for holding meetings, and other important corporate governance matters.
  7. File Articles of Dissolution for the LLC: Once the C-Corp is fully operational, file Articles of Dissolution with the Florida Department of State to formally dissolve the LLC. This prevents any future liabilities or compliance issues. The filing fee is typically around $25.

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