Annual Meetings and Resolutions in Florida Business Entities

2. Florida Legal Context

Under Chapter 607 (for corporations) and Chapter 605 (for LLCs) of the Florida Statutes:

• Corporations are required to hold annual shareholder meetings, though they can be held virtually or by written consent.
• LLCs are not required by Florida law to hold annual meetings—but it is strongly encouraged for record-keeping and corporate governance.
• Resolutions are not always legally required, but they are used to document decisions for legal, tax, and operational reasons.
• Florida law allows written resolutions in place of formal meetings if all required parties consent in writing.

Maintaining proper meeting minutes and resolutions is vital for compliance, especially if the business is ever audited, sued, or sold.

3. Real-World Application

• A Miami corporation holds its annual meeting to approve dividends and elect a new director, documenting everything through official minutes and resolutions.
• A Tampa-based LLC uses annual written resolutions to approve a new business line and ratify its tax election as an S-Corp.
• A Naples family business avoids IRS scrutiny during an audit because its resolutions show proper documentation of key financial decisions.

In each case, these simple practices help the business maintain its legal standing and prove good faith operation.

4. Why It Matters for Business Owners

Annual meetings and resolutions may seem like paperwork—but they are a shield that protects your business.

Why it matters:

• Maintain Legal Protections: Without proper records, your LLC or corporation risks “piercing the corporate veil,” which could make you personally liable.
• Stay Compliant: Lenders, auditors, and investors often require copies of resolutions to verify corporate authority.
• Clarify Decision-Making: Documenting who made what decision—and when—prevents internal disputes and confusion.
• Support Tax and Regulatory Filings: Resolutions show intent and authorization for things like officer pay, loans, or asset purchases.

Common mistakes:

• Forgetting to hold annual meetings or create minutes
• Not keeping copies of signed resolutions

Failing to approve key actions like new hires, contracts, or capital contributions

5. Real-World Florida Examples

• A Fort Lauderdale marketing agency was sued by a former partner. Their meeting minutes and resolutions helped prove that the partner had previously agreed to specific company decisions, leading to a favorable settlement.
• A Sarasota-based LLC purchased commercial property. The title company required a manager resolution confirming who had authority to sign the closing documents.
• A Jacksonville health clinic received a business loan faster because it had up-to-date corporate resolutions confirming borrowing authority.

6. How Our Law Firm Can Help

At Black Rock Trial Lawyers, we make annual meetings and resolutions simple and stress-free—no matter how busy you are.

We help:

• Schedule and structure your annual meeting (in person or virtual)
• Draft professional meeting minutes, resolutions, and consent forms
• Create templates for future use tailored to your business type (corporation or LLC)
• Ensure compliance with Florida laws and IRS best practices
• Organize and store legal records to protect your entity from risk or litigation

You focus on growing your business—we’ll handle the legal housekeeping that keeps it strong.

7. FAQs (Frequently Asked Questions)

Q: Does Florida law require LLCs to hold annual meetings?
A: No, but it is strongly recommended to maintain good records and protect your LLC’s limited liability.

Q: What happens if I don’t hold annual meetings?
A: For corporations, failure to hold annual meetings may result in loss of corporate protections. For LLCs, it may weaken your defense in a lawsuit or audit.

Q: Can I approve things by email or without a meeting?
A: Yes. Florida law allows written consent resolutions in place of formal meetings, if properly documented and signed.

Q: What types of decisions need a resolution?
A: Common resolutions include hiring officers, authorizing loans, distributing profits, opening bank accounts, signing major contracts, or changing tax elections.

Q: Can a lawyer prepare these for me each year?
A: Absolutely. We offer flat-fee annual corporate maintenance services that include meetings, resolutions, filings, and more.

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.