Promissory Note Attorney in Florida

When money changes hands in business, clarity is essential. A Promissory Note provides a written promise to repay a loan under agreed terms — protecting both lender and borrower from misunderstandings or costly disputes.

At Roussos Law Group, we help Florida businesses and individuals draft, review, and enforce promissory notes that meet all state legal requirements. Whether documenting an internal business loan or securing outside financing, our attorneys ensure your agreement is valid, enforceable, and aligned with your business goals.

Understanding Promissory Notes

Understanding Promissory Notes in Florida

A Promissory Note is a legally binding financial instrument that outlines the amount borrowed, repayment terms, interest rate, and default provisions. In Florida, a promissory note functions as both a contract and a negotiable instrument under the Florida Uniform Commercial Code (UCC, Chapter 673, F.S.).

There are two main types:

  • Secured Promissory Note: Backed by collateral (e.g., property, equipment, or business assets).
  • Unsecured Promissory Note: Based solely on the borrower’s promise to repay.

 

These agreements are commonly used in:

  • Business financing and intercompany loans
  • Real estate and asset purchases
  • Shareholder or partner buyouts
  • Private lending arrangements
  • Startup and seed funding

Why Promissory Notes Matter for Florida Business Owners

A promissory note serves as the foundation for many business transactions. Without a properly drafted agreement, disputes can arise over repayment obligations, interest, or collateral rights.

A clear and enforceable promissory note helps you:

  • Establish a written record of repayment terms
  • Define consequences for late payments or default
  • Protect business relationships and cash flow
  • Avoid litigation by resolving disputes in advance
  • Maintain compliance with Florida lending and usury laws

Common Issues We Handle

Steps to Create an Enforceable Promissory Note

Key Elements of a Promissory Note

  • Identify the parties — lender, borrower, and any guarantors.
  • Specify the principal amount and payment schedule.
  • Set the interest rate within Florida’s legal limits (F.S. §687.02).
  • Define collateral or security interests (if applicable).
  • Include default provisions and remedies.
  • Determine governing law and venue — typically Florida.
  • Ensure all parties sign and retain copies.

 

A well-drafted promissory note minimizes financial risk and creates a clear legal record that protects everyone involved.

Frequently Asked Questions

Are promissory notes legally enforceable in Florida?

Yes, as long as they meet Florida’s contract and negotiable instrument requirements, including clear repayment terms and valid signatures.

What happens if a borrower defaults?

The lender may pursue repayment through demand letters, collection actions, or lawsuits. If secured, the lender may also claim the pledged collateral.

Is there a limit on interest rates in Florida?

Yes. Under F.S. §687.02, interest rates exceeding 18% (or 25% for higher-value loans) may be considered usurious and unenforceable.

Can I use a promissory note between business partners?

Yes — promissory notes are often used for loans between shareholders or members, but terms should be documented carefully to prevent disputes.

Do I need an attorney to draft a promissory note?

While not required, legal review helps ensure compliance with state law and enforceability in the event of default.

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Frequently Asked Questions

Are promissory notes legally enforceable in Florida?

Yes, as long as they meet Florida’s contract and negotiable instrument requirements, including clear repayment terms and valid signatures.

What happens if a borrower defaults?

The lender may pursue repayment through demand letters, collection actions, or lawsuits. If secured, the lender may also claim the pledged collateral.

Is there a limit on interest rates in Florida?

Yes. Under F.S. §687.02, interest rates exceeding 18% (or 25% for higher-value loans) may be considered usurious and unenforceable.

Can I use a promissory note between business partners?

Yes — promissory notes are often used for loans between shareholders or members, but terms should be documented carefully to prevent disputes.

Do I need an attorney to draft a promissory note?

While not required, legal review helps ensure compliance with state law and enforceability in the event of default.