Transferring Ownership in a Florida Business

2. Florida Legal Context

Florida law governs ownership transfers through entity-specific statutes:

• LLCs – Governed by the Florida Revised LLC Act (Ch. 605, Fla. Stat.).
  • Membership interests are generally transferable only with approval of other members, unless the operating agreement states otherwise.
  • Operating Agreements usually define how buyouts and transfers are handled.
• Corporations – Governed by the Florida Business Corporation Act (Ch. 607, Fla. Stat.).
  • Stock may be freely transferred unless restricted by shareholder agreements or bylaws.
  • Transfers must comply with securities regulations if shares are sold broadly.
• Partnerships – Governed by Ch. 620, Fla. Stat.
  • Partnership agreements typically control how and when interests may be transferred.

Other considerations:

• Taxes: Federal capital gains, gift, or estate taxes may apply.
• Contracts: Leases, vendor agreements, and licenses may require notice or approval before transfer.

Estate Planning: Wills and trusts may control ownership transfer at death.

3. Real-World Application

Examples of ownership transfers in Florida businesses:

• A Tampa LLC member sells his 50% ownership interest to another member, subject to approval under the Operating Agreement.
• A Miami corporation transfers shares to an investor, recorded in the company’s stock ledger.
• An Orlando family business transfers ownership to children through an estate plan using a trust.

4. Why It Matters for Business Owners

Ownership transfers affect control, liability, and business continuity.

Why it matters:

• Control: Determines who manages and votes on company decisions.
• Continuity: Keeps the business running during life events (retirement, death, disputes).
• Valuation: Proper agreements ensure fair market value for buyouts.
• Risk management: Prevents unwanted third parties from acquiring ownership stakes.

Common mistakes Florida owners make:

• Not having buy-sell provisions in their Operating Agreement or Bylaws.
• Transferring ownership without updating Sunbiz records or corporate documents.
• Ignoring tax consequences of ownership transfers.
• Overlooking licenses or contracts that restrict ownership changes.

5. Real-World Florida Examples

• A Sarasota business avoided disputes by enforcing a buy-sell agreement when a member retired.
• A Jacksonville law firm faced litigation when a partner’s heirs claimed ownership after his death, but no transfer agreement existed.
• A Fort Lauderdale medical practice maintained continuity by transferring shares gradually to younger partners under a planned agreement.

6. How Our Law Firm Can Help

At Black Rock Trial Lawyers, we guide business owners through ownership transfers. Our services include:

• Drafting and enforcing buy-sell agreements
• Reviewing Operating Agreements, Bylaws, and partnership agreements for transfer provisions
• Advising on sales, gifts, or inheritance transfers
• Ensuring compliance with Florida statutes and Sunbiz filings

We make sure ownership transitions are smooth, legal, and aligned with your goals.

7. FAQs (Frequently Asked Questions)

Q: Can I transfer my LLC ownership interest without approval?
A: Usually no. Florida law requires compliance with your Operating Agreement — often needing member approval.

Q: Do I have to update Sunbiz when ownership changes?
A: Yes. Changes to managers, officers, or members must be reported to the Florida Division of Corporations.

Q: Can I transfer my business to family?
A: Yes, through sales, gifts, or estate planning. Legal documents must be updated to reflect the change.

Q: How do I know what my ownership interest is worth?
A: A valuation method should be included in your agreements, or determined through appraisal.

Q: Why hire a lawyer for ownership transfers?
A: A lawyer ensures transfers comply with Florida law, protects your rights, and prevents disputes with co-owners or heirs.

8. How to Retain Our Law Firm

We offer multiple access points tailored to your needs:

• Flat-Fee Retainers: Set pricing based on project scope (quoted after your consultation)
• 1-Hour Strategy Consultations: A high-impact session to assess your issues, answer questions, and develop a legal roadmap. Pricing starts at $500.00.
• 3-Hour Master Strategy Sessions: A deep dive analysis with detailed, actionable solutions tailored to your business challenges
• Flagship Product: BELAW – Business + Entrepreneurship Law Advisor Program (Read below)

All services are available in-person, by phone, or virtually.

9. Flagship Product: BELAW – Business + Entrepreneurship Law Advisor Program

Our flagship service is the BELAW Membership – Business & Entrepreneurship Law Advisor Program. This is an exclusive, members-only, 12-month ON-DEMAND legal and business support program at a predictable flat monthly fee, tailored to each business client—regardless of company size.

BELAW is open to business owners, entrepreneurs, for-profit companies, non-profits, and foreign investors. Our members range from startups and nonprofits to established businesses.

At the core of BELAW is our P.O.N.C.E. methodology, developed by Attorney Gil Sanchez, to help businesses not just stay protected—but grow strategically.

What you get with BELAW:

• On demand strategic legal consultations with Attorney Gil Sanchez
• Document review and compliance audits
• Guidance on contracts, leasing, employment, and liability
• Drafting Collection Notices, Cease & Desist Letters and Confidentiality Agreements
• Proactive legal support to mitigate lawsuits and reduce risk exposure
• Strategic input on revenue-generating decisions like expansion, licensing, and joint ventures
• Entrepreneur coaching and a growing library of business education resources
• Litigation retainer and hourly rate discounts

We’re available when you need us—on demand, without hourly billing.

We make it easy to get started:

• Call or text us at (813) 254-1777
• Or fill out the secure contact form below

A member of our team will respond promptly to schedule your consultation.

10. How to Contact Our Law Firm to Retain

We make it easy for you to retain us:

• Call or text: (813) 254-1777
• Email: info@blackrocklaw.com
• Or submit your request using the form below

Our team will promptly follow up to confirm availability and next steps.

11. Who You Are Hiring

When you hire our firm, you’re not just hiring a lawyer — you’re securing the insight, grit, and expertise of Attorney Gil Sanchez.

A proud double Gator, Gil earned both his undergraduate and law degrees from the University of Florida — one of the top public universities in the country. Since 2004, he has built a reputation as a formidable business and trial attorney, successfully trying cases before juries in both Florida state and federal courts.

Gil’s legal practice is deeply informed by real-life experience. He launched his first business at age 13 and has continued to build, lead, and advise companies ever since. He’s a licensed business broker (since 2007), an adjunct professor of entrepreneurship at St. Petersburg College, and a trusted advisor to entrepreneurs, professionals, and business owners across Florida.

He’s also an inventor, author, and public speaker — holding a U.S. utility patent and federal trademark. His invention was featured in TIME Magazine’s Best Inventions of 2023, and his legal insights have appeared on CNN, ABC’s 20/20, and other national platforms. Raised by Colombian parents in West Virginia and fluent in Spanish, Gil brings cultural fluency, resilience, and a fighter’s mindset to every client matter.

Above all, Gil is a devoted family man — happily married and the proud father of three beautiful children. His commitment to family shapes the way he practices law: with empathy, integrity, and a relentless drive to protect what matters most.

At Black Rock Trial Lawyers, you’re not just getting a legal technician — you’re hiring a battle-tested strategist who understands both the courtroom and the real world. That’s who’s fighting for you.

12. The Law Firm’s Geographical Reach

We proudly represent businesses across all counties in Florida. With the power of virtual consultations, online filings, and remote court access, we can support your legal needs anywhere in Florida—without compromising service quality.

Our main office is in South Tampa, Florida, with a satellite office in South Florida – Miramar, Florida.

From Miami to Jacksonville, Pensacola to Key West—Black Rock Trial Lawyers is here to help Florida businesses thrive.

13. Disclaimer

The information provided on this website is for general informational purposes only and is not intended to be, nor should it be construed as, legal advice. Every individual and business matter involves unique facts and circumstances that must be carefully evaluated. Additionally, Florida laws, including statutes and case law, are subject to frequent changes, and the information presented here may not reflect the most current legal developments. For a formal legal opinion or advice specific to your situation, you must consult directly with an attorney at our firm. No attorney-client relationship is formed by viewing this site or by contacting our office through this website.