Trustee Support for Florida Business Trusts, Guided by Counsel

A professional trustee is a paid, independent fiduciary who runs a trust in place of a family member. When the trust holds shares or membership interests in a closely held business, the job adds governance, valuation and records work. This page explains those duties in plain Florida terms.

What a Professional Trustee Does for a Trust That Holds a Family Business

A professional trustee is someone paid to administer a trust, instead of a relative or friend who serves for free. Whether one is named depends on the trust instrument, the document that creates the trust. The settlor, the person who created the trust, can name a professional trustee or a professional successor.

Trust Counsel’s attorneys can serve individually as trustee or personal representative. The firm advises and represents trustees, personal representatives and beneficiaries.

This arrangement often fits three situations:

• A business owner who wants a neutral party to run the company interest after death or incapacity.
• Heirs who co-own the company and disagree about its future.
• A trustee who lacks the time or training to oversee a business.

Why a Closely Held Business Makes the Trustee Job Different

A closely held business interest has no public market, so the trustee must document its value and any sale options. Nobody can look up a price on an exchange. The trustee needs written analysis before making decisions about a sale, a distribution or a transfer.

The operating agreement is the first document to read. Florida law says the operating agreement governs relations among members and the rights and duties of a manager. The chapter’s default rules apply only where the agreement is silent (Fla. Stat. § 605.0105). A trustee who skips that document can misread transfer limits, buy-sell terms or voting rights.

The trustee also balances competing interests. Beneficiaries may want steady income, while the business may need profits reinvested. When a trust has two or more beneficiaries, the trustee must act impartially and give due regard to each person’s interests (Fla. Stat. § 736.0803).

Core Duties of the Trustee When the Trust Holds Business Interests

A trustee must administer the trust solely in the beneficiaries’ interests (Fla. Stat. § 736.0802). The trustee must also act as a prudent person would, with reasonable care, skill and caution (Fla. Stat. § 736.0804).

For a business trust, the day-to-day work includes:

• Reading financial statements and asking questions about them.
• Attending owner meetings and deciding how to vote or consent.
• Tracking capital calls, which are requests for more money from owners.
• Coordinating with the company’s accountants on tax reporting.

Records matter as much as decisions. The accounting must show all cash and property transactions during the accounting period, including compensation paid to the trustee (Fla. Stat. § 736.08135).

How a Professional Trustee Engagement Works, Step by Step

An engagement usually moves through five stages, from document review to ongoing administration.

1. Document review. The trustee reads the trust, any amendments, the company documents, buy-sell agreements and any pending disputes.
2. Acceptance. A person designated as trustee accepts the trusteeship by substantially complying with a method of acceptance provided in the terms of the trust or, if the trust does not provide a method or the method is not expressly made exclusive, by accepting delivery of the trust property, exercising powers or performing duties as trustee, or otherwise indicating acceptance of the trusteeship (Fla. Stat. § 736.0701). A designee who waits an unreasonable time to accept is treated as having declined.
3. Inventory and valuation. The trustee lists the trust’s assets and documents the basis for each value, often with an outside appraiser.
4. Governance setup. The trustee confirms the trust’s position in the company’s management structure and sets a distribution approach.
5. Ongoing administration. Accountings, tax filings and beneficiary communication continue for as long as the trust runs.

The schedule is set during the first consultation, once the documents are in view.

Choosing a Corporate, Individual or Attorney Trustee for a Business Trust

A corporate trustee offers continuity, an individual trustee offers personal knowledge, and an attorney can serve individually. Each choice involves trade-offs.

• Corporate trustee. Offers continuity and a formal process. It may lack close knowledge of the family and the company.
• Individual family trustee. Knows the people and sometimes the business. The role can strain family relationships and takes real time.
• Attorney serving individually. Brings legal training to trust decisions. Fiduciary work and legal advice are separate roles that may involve separate fees, as the ACTEC lawyers-as-trustees discussion explains.

A family member may still be the right choice. In that case, the trustee often works with an independent advisor on business questions.

If a trusteeship must be filled, Florida follows a set order. First comes a person named in the trust. For a noncharitable trust that must have a trustee filled, the next choice after a person named in the trust is a person appointed by unanimous agreement of the qualified beneficiaries; for a charitable trust, it is a person selected by unanimous agreement of the charitable organizations designated to receive distributions. Last, the court appoints someone (Fla. Stat. § 736.0704). Name backups in the trust for business decisions.

How Trustee Compensation Works in Florida

Florida law gives a trustee reasonable compensation when the trust does not set a fee. If the trust sets the fee, the trustee is paid that amount. The court may allow more or less if the trustee’s duties are substantially different from those the trust expected, or if the compensation specified by the trust would be unreasonably low or high (Fla. Stat. § 736.0708).

Under Fla. Stat. § 736.0708, for appointments made under a trust agreement executed by a Florida resident on or after October 1, 2020, or amended by a Florida resident on or after that date where the trust agreement nominates the attorney who prepared or supervised the execution of the amendment (or a person related to that attorney) as trustee, an attorney serving as trustee, or a person related to that attorney, is not entitled to compensation for serving as trustee when the attorney prepared or supervised the execution of the trust instrument making that appointment. Preparation or supervision of the execution by an employee or attorney employed by the same firm when the instrument was executed counts as the attorney’s own. The bar does not apply if the attorney or the person appointed is related to the settlor, or if the attorney makes the required disclosures to the settlor before the trust instrument is executed and the settlor signs a separate written statement acknowledging they were made. To keep the right to compensation under Fla. Stat. § 736.0708(4)(a), an attorney who prepares or supervises a trust instrument that names the attorney as trustee must make disclosures to the settlor before the trust is executed. The first of these disclosures reads: “Unless specifically disqualified by the terms of the trust instrument, any person, regardless of state of residence and including a family member, friend, or corporate fiduciary, is eligible to serve as a trustee.”

The firm’s first consultation is free, confidential, and carries no obligation to continue.

Frequently Asked Questions About Professional Trustees for Business Trusts

Working with Trust Counsel, PL on a Business Trust in Florida

Trust Counsel, PL focuses on trust administration, trust litigation, estate tax planning, business succession planning and asset protection. The firm advises and represents trustees, personal representatives and beneficiaries, and Trust Counsel’s attorneys can serve individually as trustee or personal representative.

Leslie V. Marenco is the responsible lawyer for this page. Tanya Vega is also a lawyer at the firm. The firm’s only office is in Coral Gables, Florida. We serve clients in Fort Lauderdale and across Florida.

If you were just named trustee of a trust that holds your family’s company, or you’re weighing whether to accept that role, you don’t have to decide alone. Call (305) 707-7126 or schedule online to talk through your trust documents.