Florida Business & Investment 2025–26: A One-Stop Guide to Series LLCs, Non-Competes, Commercial Lease Taxes, Foreign-Donor Rules, Market Trends, and GDP Momentum
Florida remains one of the most dynamic places to launch, scale, and invest. In the last two years the state has rolled out major legal and policy changes—while the economy, population, and tourism keep pushing GDP higher. This comprehensive guide ties together the key developments leaders have asked about most: the Series LLC framework, stricter non-compete rules for highly paid workers, repeal of the commercial lease tax, new restrictions on foreign donations to nonprofits, the surge of Latin American real estate investment, and the broader economic outlook that underpins business decisions in 2025–26.
1) Florida’s Series LLC: Asset Segregation Under One Umbrella
Florida has adopted a
Protected Series LLC regime that lets one parent LLC create multiple internal “cells” (protected series), each with its own assets, liabilities, members, and purpose. The framework is designed to deliver the admin efficiency of a single entity with the risk separation of many—provided you keep clean
books, bank accounts, titles, contracts, and insurance at the series level. The law is slated to
allow domestic Florida protected series formations beginning July 1, 2026.
Where it helps most
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Real estate portfolios: One property per series to firewall liability between assets.
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Multi-brand/e-commerce: Distinct brands and supplier contracts in separate series.
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Deal-by-deal investing: Different partner groups in different series without forming a new LLC each time.
Execution checklist
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Update the
operating agreement to authorize series, voting, capital schedules, and shared-services rules.
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File
protected series designations, use compliant naming tied to the parent, and set up
separate banking.
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Title
deeds, leases, IP, and insurance in the exact series name; maintain an “associated assets” ledger per series.
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List active series on the
annual report and dissolve/merge series formally when projects end.
2) Non-Competes and Garden Leave: Florida’s CHOICE Act
Effective
July 1, 2025, Florida’s
CHOICE Act strengthens enforcement tools for
non-compete and
garden-leave covenants covering
highly compensated workers. It
supplements the state’s long-standing restrictive covenant statute and is aimed at roles where confidential information and customer relationships are most at risk.
Who qualifies as “Covered Employees” Individuals (employees or contractors) whose annualized compensation is
at least two times the
annual mean wage of the applicable county. Think senior engineers, product and GTM leaders, revenue ops/pricing heads, key technical contractors, and enterprise CSMs.
Core requirements to use CHOICE effectively
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Provide
at least 7 days for review and an explicit
right-to-counsel notice.
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Include a
written acknowledgment that the role involves confidential information and/or customer relationships.
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Tailor restrictions to roles performing
similar services to the prior three years
or roles where it’s
reasonably likely the worker would use confidential information or customer relationships.
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Keep duration
no longer than four years post-employment; many employers will still use 12–24 months for non-executives.
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Consider
garden leave with continued pay/benefits; non-working notice time generally reduces any post-employment period
day-for-day.
Enforcement reality CHOICE facilitates
swift injunctions when covenants are properly drafted and the facts fit, shifting pressure to the departing worker and the new employer. Use this tool selectively for truly sensitive roles, and keep strong
NDAs, non-solicits, and IP assignments in place for everyone else.
3) Commercial Lease Tax Repeal: A Structural Cut to Occupancy Costs
Beginning
October 1, 2025, Florida eliminates the state and local sales tax previously imposed on
commercial rents. For tenants, this is a straightforward
OPEX reduction that improves margins and underwriting; for landlords, it simplifies billing and removes a point of friction with out-of-state occupiers.
What to do now
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Amend leases to remove tax references and auto-gross-ups; ensure October 2025 and later periods show
0% tax.
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Revisit
CAM definitions, rent percentage clauses, and
expense caps that assumed a taxable rent.
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Redirect savings into
tenant improvements, technology, or market expansion; for retail, renegotiate
breakpoints with data.
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4) Nonprofits: New Restrictions on Foreign Donations (SB 700)
Effective
July 1, 2025, Florida prohibits covered charities and fundraising professionals from
soliciting or accepting contributions, support, or services that are
directly or indirectly tied to
foreign countries of concern (China, Russia, Iran, North Korea, Cuba, Syria, Venezuela). The rule applies to anyone soliciting in Florida, regardless of where the organization is based.
Immediate compliance steps
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Update your
gift-acceptance policy to prohibit restricted sources (including in-kind support).
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Add a
donor attestation to all giving channels (web, events, DAF letters, major gifts).
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Train frontline staff to
decline or refund problematic gifts and escalate
edge cases (e.g., U.S. subsidiaries).
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Consider listing on the state’s optional
“Honest Services Registry” once available to signal clean fundraising.
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5) Latin American Investment in Florida Real Estate Is Still Rising
Florida remains the
top U.S. destination for international buyers, with
Latin America leading interest—especially in
Miami-Dade and neighboring counties. Colombian, Argentinian, Brazilian, and Mexican buyers feature prominently, and demand continues to broaden from Peru and Chile. In South Florida’s
new-development market, international purchasers represent a substantial slice of absorption, with Latin American buyers often forming the majority.
Capital preferences we’re seeing
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Pre-construction condos for appreciation plus structured deposits.
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Turnkey, rent-ready units in buildings friendly to leasing (where allowed) for near-term yield.
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Single-family in strong school zones for long-hold users and family offices.
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A
cash-heavier profile than domestic buyers, which shortens timelines and strengthens negotiating posture.
For developers and brokers
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Lean into bilingual,
WhatsApp-first sales ops and regional roadshows (Bogotá, Buenos Aires, São Paulo, Mexico City, Lima, Santiago).
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Offer
staged deposit plans and
turnkey leasing/furnishing packages to reduce friction and speed absorption.
6) Florida’s Economy and GDP: Tailwinds You Can Underwrite
Florida’s economic picture remains constructive: growing real GDP, low unemployment relative to the U.S. average, strong
personal consumption,
record tourism, and
nation-leading population growth fueled by net migration. Multiple regional hubs—Miami-Fort Lauderdale, Orlando, Tampa Bay, Jacksonville, West Palm Beach—diversify the state’s output across
trade and logistics, healthcare, professional services, tourism, construction, aerospace/defense, and tech.
What this means for operators
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Real estate & construction: Household formation and travel keep demand firm; underwrite insurance and rate risks conservatively.
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Retail, hospitality, entertainment: Elevated footfall supports experiential formats and neighborhood retail; omnichannel operators with bilingual talent win share.
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Healthcare & life sciences: Aging + migration sustain clinics and med-tech; systems investing in capacity and payor mix fare best.
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Logistics & trade: Ports and airports connect directly to the Americas and Europe; 3PLs and cold-chain continue to scale.
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Professional services & tech: Corporate relocations and founder inflows keep pipelines strong in finance, legal, accounting, IT, and engineering.
7) Cross-Border Notes for Companies from Mexico, Peru, Chile, Argentina, Spain, and Colombia
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Entity architecture: Consider a
Florida parent + protected series (once available) to isolate risk by asset, brand, or deal.
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Talent protection: Use
CHOICE-compliant non-competes for truly sensitive roles, but keep
NDAs/non-solicits/IP strong for everyone.
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Occupancy strategy: Price new footprints and renewals with the
post-Oct-2025 lease tax repeal in mind; re-paper leases accordingly.
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Nonprofit ties: If you operate foundations or CSR programs in Florida, implement
donor screening and
attestations under SB 700.
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Real estate pipeline: Blend
pre-construction (18–36 months to delivery) with
leased resales for balanced cash flow and appreciation.
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Banking/KYC and tax: Maintain transparent ownership charts, U.S. banking files, and cross-border tax coordination (FIRPTA for real estate, treaty matters) early in the process.
8) Your Florida Action Plan (30–90 Days)
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Map objectives: Markets, headcount, and real-estate needs across Miami-Dade, Broward, Orange, Hillsborough, and Palm Beach.
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Entity & contracts: Choose
LLC vs. Series LLC path; modernize
employment, vendor, and lease templates to Florida law and venue.
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Talent safeguards: Identify
covered roles for CHOICE; update agreements with 7-day review, acknowledgments, tailored scope, and calibrated durations.
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Lease repricing: For periods from
Oct 1, 2025, remove rent tax references, adjust CAM/expense caps, and renegotiate economics where warranted.
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Nonprofit compliance: If you solicit in Florida, roll out
gift-source attestations and refund/decline workflows.
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Capital allocation: For real estate, pair
rent-ready assets for yield with
pre-construction for appreciation; for operations, earmark lease-tax savings for
TI, hiring, or go-to-market.
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Risk controls: Stress-test insurance, rate scenarios, and supply-chain dependencies; align coverage and business continuity plans.
For help forming entities (including Series LLC planning), drafting CHOICE-ready employment agreements, re-papering commercial leases, structuring nonprofit compliance, or advising on Florida real estate and cross-border deals, contact
Attorney Yoel Molina at
admin@molawoffice.com, call
(305) 548-5020 (Option 1), or message via
WhatsApp at (305) 349-3637.
Key Provisions:
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Applicability: The law applies to businesses with a certain number of employees, varying by jurisdiction.
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Employee Rights: Employees can refuse to engage in work-related communications outside of their scheduled hours.
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Employer Obligations: Employers must establish clear policies outlining expectations regarding after-hours communication and ensure that employees are aware of their rights.
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Implications for Small and Midsize Business Owners
While the intention behind the Right to Disconnect is to enhance employee well-being, it presents several challenges for business owners:
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Operational Adjustments: Businesses may need to restructure workflows to accommodate the restricted communication windows, ensuring that tasks are completed within standard working hours.
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Policy Development: It's essential to develop and implement clear policies that comply with the new law, detailing acceptable communication practices and respecting employees' rights to disconnect.
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Training and Awareness: Managers and supervisors should be trained to understand and uphold the law, fostering a culture that respects boundaries and promotes compliance.
Real-World Example
Consider a midsize marketing firm that previously expected employees to respond to client emails during evenings and weekends. With the Right to Disconnect law in effect, the firm revised its policies, setting clear boundaries for after-hours communication. They implemented scheduling tools to manage client expectations and ensured that urgent matters were addressed during business hours. As a result, employee satisfaction improved, and the firm maintained its productivity levels.
Steps to Ensure Compliance
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Review Existing Policies: Assess current communication practices and identify areas that may conflict with the new law.
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Develop Clear Guidelines: Create comprehensive policies that outline acceptable communication times and methods, ensuring they align with legal requirements.
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Educate Staff: Conduct training sessions to inform employees and management about their rights and responsibilities under the law.
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Implement Technological Solutions: Utilize tools that schedule communications during working hours and prevent after-hours notifications.
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Monitor and Adjust: Regularly review the effectiveness of the policies and make necessary adjustments to address any challenges or changes in the law.
Conclusion
The Right to Disconnect law represents a shift towards prioritizing employee well-being and work-life balance. For small and midsize business owners, adapting to this change is not only a legal obligation but also an opportunity to foster a healthier, more productive workplace. By proactively updating policies and practices, businesses can navigate this new landscape successfully.
Call to Action
Navigating new labor laws can be complex, but you don't have to do it alone. If you need assistance in understanding and implementing the Right to Disconnect legislation within your business, contact the Law Office of Yoel Molina, P.A. Our expertise in business and corporate law ensures that your company remains compliant and thrives in the evolving legal environment.