§ 607.1507 — Registered office and registered agent of foreign corporation

Florida § 607.1507

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

Text

(1) Each foreign corporation authorized to transact business in this state 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 and whose business address is identical to the address of the registered office; 2. A domestic entity that is an authorized entity and whose business address is identical to the address of the registered office; or 3. Another 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 that are required by law to designate the Chief Financial Officer as their attorney for service of process, associations subject to the provisions of chapter 665, and banks and trust companies subject to 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 a 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 as follows: (a) To forward to the foreign corporation at the address most recently supplied to the registered agent by the foreign corporation, a process, notice, or demand pertaining to the foreign 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. 607.1509 to the foreign corporation at the address most recently supplied to the registered agent by the foreign corporation.

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

(6) A foreign corporation may not prosecute or maintain any action in a court in this state until the foreign corporation complies with the provisions of this section, pays to the department the amounts required by 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 foreign corporation until the corporation complies with this section.

Legislative History

s. 142, ch. 89-154; s. 162, ch. 90-179; s. 40, ch. 93-281; s. 38, ch. 97-102; s. 204, ch. 2019-90; s. 59, ch. 2020-32.