§ 607.0501 — Registered office and registered agent

Florida § 607.0501

• Jurisdiction: Florida
• Title: XXXVI
• Ch. 607: FLORIDA BUSINESS CORPORATION ACT

Text

(1) Each corporation shall designate and continuously maintain in this state: (a) A registered office, which may be the same as its place of business in this state; and (b) A registered agent, which must be: 1. An individual who resides in this state whose business address is identical to the address of the registered office; 2. Another domestic entity that is an authorized entity and whose business address is identical to the address of the registered office; or 3. A foreign entity authorized to transact business in this state which is an authorized entity and whose business address is identical to the address of the registered office.

(2) This section does not apply to corporations which are required by law to designate the Chief Financial Officer as their attorney for the service of process, associations subject to the provisions of chapter 665, and banks and trust companies subject to the provisions of the financial institutions codes.

(3) Each initial registered agent, and each successor registered agent that is appointed, shall file a statement in writing with the department, in the form and manner prescribed by the department, accepting the appointment as registered agent while simultaneously being designated as the registered agent. The statement of acceptance must provide that the registered agent is familiar with, and accepts, the obligations of that position.

(4) The duties of a registered agent are: (a) To forward to the corporation at the address most recently supplied to the registered agent by the corporation, a process, notice, or demand pertaining to the corporation which is served on or received by the registered agent; and (b) If the registered agent resigns, to provide the notice required under s. 607.0503 to the corporation at the address most recently supplied to the registered agent by the corporation.

(5) The department shall maintain an accurate record of the registered agent and registered office for service of process and shall promptly furnish any information disclosed thereby upon request and payment of the required fee.

(6) A corporation may not prosecute or maintain an action in a court in this state until the corporation complies with this section, pays to the department any amounts required under this chapter, and, to the extent ordered by a court of competent jurisdiction, pays to the department a penalty of $5 for each day it has failed to so comply or $500, whichever is less.

(7) A court may stay a proceeding commenced by a corporation until the corporation complies with this section.

Legislative History

s. 30, ch. 89-154; s. 139, ch. 90-179; s. 203, ch. 92-303; s. 8, ch. 93-281; s. 6, ch. 97-102; s. 745, ch. 2003-261; s. 4, ch. 2009-205; s. 31, ch. 2019-90; s. 7, ch. 2020-32; s. 18, ch. 2024-265.