Substitute Service of Process on a Florida Limited Liability Company (LLC): Service on the Florida Secretary of State Now Authorized in Particular Situations
If you have filed a lawsuit against a Florida limited liability company (LLC) and have been unable to locate the LLC’s registered agent in order to effect service of process, recent changes in Florida law may provide the help you need.
Prior to January 1, 2014, a plaintiff attempting to serve a Florida LLC with a summons and complaint may have faced difficulty effecting service if the LLC’s registered agent could not be located or otherwise evaded service. In Boatfloat LLC v. Golia, 915 So. 2d 288 (Fla. 4th DCA 2005), the Fourth District Court of Appeal held that under then-existing law, a Florida LLC could not be served by substitute service on the Florida Secretary of State. While substitute service was available under Section 48.061, Florida Statutes for other business entities, such as Florida limited partnerships, the Florida Legislature had not expressly authorized substitute service on LLCs. The court recognized the difficulty a plaintiff may face if it is unable to obtain personal service on an LLC’s registered agent, and suggested that the Legislature “review this situation in the future and provide guidance to parties . . . who find themselves with no way to serve a limited liability company in such a situation.”
In 2013, the Florida Legislature responded by enacting Section 48.062, Florida Statutes, which became effective on January 1, 2014. Section 48.062 provides a new comprehensive framework for service of process on a Florida LLC. Where a plaintiff is unable to personally serve the LLC’s registered agent, manager, member, or other designated employee after reasonable diligence, Section 48.062(3) now expressly authorizes substitute service upon the Florida Secretary of State as designated agent of the LLC, as provided in Section 48.181, Florida Statutes.
Section 48.181(1) provides that any person who is not a Florida resident, or who conceals his or her whereabouts, and who accepts the privilege of being able to conduct business in the State of Florida is deemed to have automatically appointed the Florida Secretary of State as agent for acceptance of service of process. Thus, Sections 48.062(3) and 48.181(1), together, provide that a Florida LLC that does not have a registered agent, manager, member, or other designated employee available for acceptance of service of process is deemed to have appointed the Secretary of State as its agent for acceptance of service.
When attempting to obtain substitute service of process on an LLC by serving the Secretary of State, Section 48.161 must be strictly followed.
Additional information on how to effect substitute service on the Florida Secretary of State may be found here.
Section 48.062 should assist plaintiffs in pursuing actions against Florida LLCs who appoint absentee registered agents or otherwise attempt to evade service of process.
This post is for informational use only. This post should not be considered legal advice and does not establish an attorney-client relationship with Malvin Feinberg, P.L. (the “Firm”) or any of the Firm’s attorneys. You should contact an attorney to discuss your particular legal issues. The Firm expressly disclaims any and all warranties in connection with this post, whether express or implied, to the greatest extent permitted by law. Additionally, the Firm does not warrant the accuracy or timeliness of the information contained within this post.