RADIATION INCORPORATED, A FLORIDA CORPORATION, APPELLANT,
v.
MAGNETIC SYSTEMS CORPORATION, A FLORIDA CORPORATION, APPELLEE
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Radiation Incorporated appealed an order denying its motion to dismiss for lack of proper service of process in a declaratory judgment action. The court held that when a corporation fails to properly designate a resident agent or maintain a compliant office location, service on the company secretary is valid under Florida's cumulative process service statutes.
Service of process on the secretary was valid. Although Florida Statute § 47.17 contemplates service on a corporation's head officer, when a corporation fails to comply with the statutory requirements to designate a resident agent and maintain a proper office location (§§ 47.34, 47.35, 608.32, 608.38), service may be made on any officer under § 47.171, and service on the secretary is sufficient under the cumulative effect of Florida's process service statutes.
“Taking into consideration the cumulative effect of the various provisions of the Statutes, service of process upon the secretary of the defendant corporation was sufficient.”
The court's holding that proper service was effectuated despite the absence of the president and the lack of a properly designated resident agent, based on the cumulative nature of Florida's service of process provisions.
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Join FLexlaw to unlock all legal intelligenceMagnetic Systems Corporation filed a declaratory judgment complaint against Radiation Incorporated in Pinellas County. Service was made by sheriff on …
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This is an interlocutory appeal by the defendant, Radiation Incorporated, from an order denying its motion to dismiss the complaint of the plaintiff Magnetic Systems Corporation for a declaratory judgment.
*742The plaintiff filed its complaint in Pinel-las County, and on the same day service was made by the sheriff on the secretary of the defendant. The defendant’s motion to dismiss was based on the fact that the President of Radiation Incorporated was absent from Brevard County the entire day on which service was effectuated, and that the Senior Vice-President was at the principal place of defendant’s business, and that under F.S.A. § 47.17, the Senior Vice-President should have been served. The trial judge held that F.S.A. § 47.17(1) contemplated only one “head” of a corporation, and that since he was absent process could be served on the “Secretary” under F.S.A. § 47.17(2).
Section 608.32, F.S.A., provides that a corporation shall file an annual report with the Secretary of State, and that said report shall include the name and address of the resident agent upon whom service of process upon said corporation may be made. F.S.A. § 608.38 provides that every corporation shall maintain an office in the State with a resident agent thereat upon whom process may be served. This section also requires that corporations keep the Secretary of State informed currently of the ■location of said office at which process may be served, including the street address of said office and the name of the resident agent.
Chapter 57-97, Laws of Florida 1957, repealed § 47.17, Fla.Stat., as it then existed, and substituted what is now § 47.171. It then appears that the legislature by Chapter 59-46, Laws of Florida 1959 re-enacted § 47.17, but did not repeal its substitute (F. S.A. § 47.171). It did, however, add to § -47.17 two sections which have been codified as sub-sections 6 and 7. We are not concerned with sub-section 6. However, sub-section 7 provides that the provisions of said Act shall be cumulative.
Section 47.171, F.S.A., provides that service of process may be “served upon any officer” of a corporation which fails to comply with §§ 47.34 and 47.35, or in the alternative, with § 47.36, F.S.A. The defendant admitted non-compliance with § 47.36.
F.S.A. § 47.3.4 requires every Florida corporation to file with the Secretary of State
“* * * a certificate designating an office, place of business or domicile for the service of process within this state, stating therein the county, city or town within this state where such office is located, which designation shall, whenever possible, include the street and number of the building wherein such office is located, the name of such building and the number of such room or rooms in which said office, place of business or domicile within the state is located. * * * ”
Section 47.35, F.S.A., provides that each corporation mentioned in § 47.34 shall among other things keep its office or place of business open from “ten o’clock A.M. to twelve o’clock M.” every day except Sundays and legal holidays.
A certificate from the Secretary of State’s office dated May 11, 1964, four days after process was served on the defendant, stated that in the last capital stock tax report filed by Radiation Incorporated, John W. Boone, P.O. Box 37, Melbourne, Florida, is named as the resident agent. The listing of a post office box number does not comply with the provisions of §§ 47.34, 47.35, 608.32 and 608.38.
Taking into consideration the cumulative effect of the various provisions of the Statutes, service of process upon the secretary of the defendant corporation was sufficient.
Affirmed.
SHANNON, Acting C. J., and WHITE, J., concur.
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TID Servs., Inc. v. Tulsie Dass, 65 So. 3d 1 (Fla. 2d DCA 2010)…sical address at which service of process may be made on the registered agent. Thus supplying a post office box address does not meet the statutory requirements relative to designating a registered office. See Radiation, Inc. v. Magnetic Sys. Corp., 173 So. 2d 741, 742 (Fla. 2d DCA 1965). [*5] Every corporation shall keep the registered office open from 10 a.m. to 12 noon each day except Saturdays, Sundays, and legal holidays, and shall keep one or more registered agents on whom process may be served at the o…