What Documents Are Needed When Purchasing Property Through an LLC or Corporation in Florida?
Buying or selling Florida real estate through an LLC or corporation requires additional documentation at closing to prove the entity exists, is in good standing, and that the person signing is authorized to do so.
What Documents Are Needed When Purchasing Property Through an LLC or Corporation in Florida?
Buying or selling Florida real estate through a business entity — an LLC, corporation, or partnership — requires additional documentation at closing beyond what is required for an individual transaction. The title company needs to verify that the entity exists, is in good standing, and that the person signing the closing documents is authorized to do so.
This post is for general informational purposes only and does not constitute legal advice.
Documents Required for LLC Closings
Articles of Organization
The articles of organization are the document filed with the Florida Division of Corporations (or the equivalent in the state where the LLC was formed) to create the LLC. The title company will want a copy to confirm the entity exists.
Certificate of Good Standing
A certificate of good standing (also called a certificate of status) is issued by the state where the LLC was formed and confirms that the LLC is current on its annual reports and fees and is authorized to do business. Obtain this from the Florida Division of Corporations (or the equivalent in the formation state) shortly before closing — certificates are typically valid for 30–60 days.
Operating Agreement
The operating agreement is the internal governance document of the LLC. The title company will review it to determine who is authorized to sign on behalf of the LLC and whether any member or manager approval is required for real estate transactions.
Authorization Resolution or Consent
If the operating agreement requires member or manager approval for real estate transactions, the title company will require a written resolution or consent signed by the required members or managers authorizing the specific transaction.
EIN (Employer Identification Number)
The title company will need the LLC's EIN for tax reporting purposes.
Documents Required for Corporation Closings
For corporations, the equivalent documents are:
- Articles of incorporation
- Certificate of good standing
- Corporate bylaws
- Board resolution authorizing the transaction and identifying the authorized signatory
- EIN
Who Can Sign on Behalf of the Entity
The title company will review the operating agreement (for LLCs) or bylaws (for corporations) to determine who is authorized to sign closing documents on behalf of the entity. Typically:
- LLC: A manager (for manager-managed LLCs) or any member (for member-managed LLCs), as specified in the operating agreement
- Corporation: An officer authorized by the board of directors
See our post on who is authorized to sign closing documents on behalf of an LLC for more detail.
FAQ
Can I form an LLC specifically to purchase a property?
Yes. Many Emerald Coast vacation rental buyers form an LLC specifically for the purchase. The LLC should be formed and in good standing before the closing date.
Does the LLC need to be a Florida LLC?
No. An LLC formed in any state can purchase Florida real estate. However, a foreign LLC (formed outside Florida) may need to register with the Florida Division of Corporations to do business in Florida.
Can I get a mortgage in my personal name and then transfer the property to an LLC?
This is possible but has implications — see our post on transferring a mortgaged property to an LLC in Florida.
Purchasing an Emerald Coast property through an LLC? I can help you understand the documentation requirements and coordinate with the title company.
— Kinsey Haddock P.A., Broker Associate | Coldwell Banker Realty — Panhandle | License #BK3253849
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Kinsey Haddock · Coldwell Banker Realty
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Written by
Kinsey Haddock P.A.Kinsey Haddock P.A. is a Broker Associate and REALTOR® with Coldwell Banker Realty, specializing in coastal real estate across the entire Florida Panhandle — from St. George Island and the Forgotten Coast to Panama City Beach, Scenic Highway 30A, and Destin.