This docum ent does not reflect the intent or official position of the bill sponsor or House of Representatives.
STORAGE NAME: h0545.CIV
DATE: 1/11/2022
HOUSE OF REPRESENTATIVES STAFF ANALYSIS
BILL #: HB 545 Service of Process
SPONSOR(S): Beltran
TIED BILLS: IDEN./SIM. BILLS: SB 1062
REFERENCE ACTION ANALYST STAFF DIRECTOR or
BUDGET/POLICY CHIEF
1) Civil Justice & Property Rights Subcommittee Mathews Jones
2) Regulatory Reform Subcommittee
3) Judiciary Committee
SUMMARY ANALYSIS
“Process” is used by a court or administrative body to acquire or exercise jurisdiction over a person or property.
Original process includes an original writ or summons issued by the court as the first step in a lawsuit and
includes a notice to the party being served regarding the time and date to appear before the court. Final
process is a writ of execution pursuant to a final judgment issued in the legal proceeding.
In Florida, business entities are categorized differently, depending on how each business is created and
structured. The procedures for service of process on various types of business entities are not uniform under
current law. The required methodology for service of process differs for each business entity, including
partnerships, limited partnerships, limited liability companies, foreign corporations, and domestic corporations.
A business’s registered agent need be served first only if that business is an LLC. This may lead to confusion
and lack of actual notice to the intended party.
When a party is unable to personally serve an individual or a business entity’s representative, Florida law
allows service of process through substituted service on the Florida Secretary of State, either by personal
service or by certified mail.
HB 545 simplifies and harmonizes the method for serving process on business entities, by requiring each entity
to identify a registered agent for service of process. The bill expands s. 48.091, F.S., to specifically apply to
limited partnerships, limited liability limited partnerships, limited liability companies, and corporations. As such,
the bill requires each type of business entity to designate a registered agent and registered office for service of
process.
The bill makes other changes to current law to simplify and modernize service of process against business
entities and other specified individuals, including authorizing a court to permit service by email or social media
in limited situations.
The bill is unlikely to have a significant fiscal impact on state and local government.
Except for two sections within the bill which are effective upon becoming law, the bill provides an effective date
of January 2, 2023.
STORAGE NAME: h0545.CIV PAGE: 2
DATE: 1/11/2022
FULL ANALYSIS
I. SUBSTANTIVE ANALYSIS
A. EFFECT OF PROPOSED CHANGES:
Background
Judicial Service of Process
“Process” is used by a court or administrative body to acquire or exercise jurisdiction over a person or
property.
1
There are three primary types of process: original, mesne, and final process. Original
process includes an original writ or summons issued by the court as the first step in a lawsuit and
includes a notice to the party being served regarding the time and date to appear before the court.
Mesne process is an intermediate process issued between the original process and the final judgment.
Final process is a writ of execution pursuant to a final judgment issued in the subject legal proceeding.
Generally, service of process is made by:
Delivering a copy of the process to the person to be served; or
Leaving the process at the person’s usual place of abode
2
with any person residing there who is
fifteen years of age or older and informing that person of the contents of the process.
3
Service of Process on Business Entities
In Florida, business entities may be categorized differently depending on how each business entity is
created and structured. The procedures for service of process on various types of business entities are
not consistent under current law. Florida law recognizes the following types of business entities:
Partnerships, which are entities with two or more persons who co-own a business and share in
the profits and losses of the business.
4
Limited Partnerships, which are partnerships composed of both general and limited partners
where each partner may determine or limit his or her personal liability within the partnership; in
limited partnerships, limited partners are not responsible for the partnership’s actions, debts,
and obligations.
5
General Partnerships, which are partnerships where the rights and responsibilities are divided
equally among the partners and each partner may act on behalf of all the other partners.
6
Corporations, which are independent legal entities that exist separately from the people who
own, control, and manage them; the owners of the corporation have limited liability and the
corporation is considered to be its own, separate “person.”
7
Limited Liability Companies, which are similar to corporations in that they offer limited personal
liability, but do not have the same management requirements and obligatory formalities as a
corporation.
8
Sole Proprietorships, which are unincorporated businesses owned and operated by one
individual with no distinction between the business and the owner.
9
Partnerships
1
Black’s Law Dictionary 837 (6th ed. 1995).
2
“Usual place of abode” means the place where the party actually lives at the time of service of process. Shurman v. Atlantic Mortg. &
Inv. Corp., 795 So. 2d 952 (Fla. 2001).
3
S. 48.031(1)(a), F.S.
4
Florida Department of State, Types of Business Entities/Structures, https://dos.myflorida.com/sunbiz/start-
business/corporate-structure/ (last visited on Jan. 11, 2022).
5
Id.
6
Id.
7
Id.
8
Id.
9
Id. STORAGE NAME: h0545.CIV PAGE: 3
DATE: 1/11/2022
Process against a partnership may be served on any partner and is valid as if served on each individual
partner.
10
If a partner is not available during regular business hours, he or she may designate an
employee to accept service on his or her behalf.
11
Service must first be attempted upon either a partner
or his or her designated employee during regular business hours.
12
Service against a limited partnership may be served on any general partner or on the designated agent
for service of process specified in the certificate of limited partnership.
13
If a general partner cannot be
found in Florida and service cannot be made on the agent because of failure to maintain such an agent
or adequately identify such agent, service of process may be made upon the Florida Secretary of State
as agent of the limited partnership.
14
Limited Liability Company (LLC)
Service of process against a foreign or domestic LLC must first be made on the LLC’s registered
agent.
15
If service cannot be made on the registered agent because the LLC has failed to identify such
an agent or because the LLC does not have a registered agent, process against the LLC may be
served on:
A member of a member-managed LLC;
A manager of a manager-managed LLC; or
An employee designated by the member of manager to accept service on behalf of the LLC.
16
After one attempt to serve the member, manager, or designated employee, process may be served on
the person in charge of the LLC during regular business hours.
17
If process is unable to be made after
reasonable diligence under the aforementioned methods, service of process may be made by service
on the Florida Secretary of State as agent of the LLC.
18
Agents of Nonresidents Doing Business in Florida
For any partnership that engages in business in Florida but does not have a principal place of business
in Florida, process may be served on the person who is in charge of a business in which the defendant
is engaged within Florida at the time of service.
19
A copy of the process with a notice of such service
must be sent by registered mail or certified mail to the partnership, and an affidavit of compliance must
be filed with the court.
20
Corporations
Service on a private corporation may be served on the president or vice president or other head of the
corporation.
21
In the absence of a president or vice president, service may be made on the cashier,
treasurer, secretary, or general manager.
22
In the absence of a president, vice president, cashier,
treasurer, secretary, or general manager, service may be made upon any director of the corporation.
23
If no such person or director is available, service may be made on any officer or business agent
residing in Florida.
24
10
S. 48.061(1), F.S.
11
Id.
12
Id.
13
S. 48.061(2), F.S.
14
Id.
15
S. 48.062(1), F.S.
16
S. 48.062(2), F.S.
17
S. 48.062(2)(c), F.S.
18
S. 48.062(3), F.S.
19
S. 48.071, F.S.
20
Id.
21
S. 48.081(1), F.S.
22
Id.
23
Id.
24
Id. STORAGE NAME: h0545.CIV PAGE: 4
DATE: 1/11/2022
Alternatively, process may be served on the corporation’s registered agent as designated by the
corporation.
25
Each Florida corporation and foreign corporation qualified to do business in Florida must
designate a registered agent in compliance with ch. 607, F.S.
26
Lack of Uniformity
Currently, there is not a uniform method for effectuating service on each type of business entity in
Florida. For example, a party is only required to first serve a registered agent when the entity being
served is a LLC.
27
Substituted Service
In some scenarios involving nonresident business entities, Florida law allows service of process
through substituted service on the Florida Secretary of State when a party is unable to personally serve
the individual or the business entity’s representative.
28
To effectuate service upon the Florida Secretary
of State as the agent of a nonresident entity, process must be served personally to the Secretary’s
office or by mailing copies by certified mail.
Service of Notice of Intent to Initiate Litigation for Medical Negligence
Florida law requires a claimant to notify each prospective defendant of his or her intent to initiate
litigation for medical negligence. Such notice may only be made by certified mail, return receipt
requested.
29
Effect of Proposed Changes
Judicial Service of Process on Business Entities
HB 545 simplifies and harmonizes the methods for serving process on business entities by requiring
each business entity to designate a registered agent to accept service of process.
The bill expands s. 48.091, F.S., to specifically apply to limited partnerships, limited liability limited
partnerships, and limited liability companies as well as corporations. As such, under the bill, each type
of business entity is required to designate a registered agent and registered office for service of
process.
Substituted Service
The bill modernizes substituted service upon the Florida Secretary of State, allowing such service to
the Secretary electronically or via a commercial courier service such as UPS or Federal Express.
Service by Alternative Means
The bill creates s. 48.102, F.S., which allows the court to authorize service via email, social media, or
other electronic means in limited cases where traditional methods have been unsuccessful. After the
serving party has shown reasonable diligence to locate and effectuate personal service of process on a
business entity, the court may authorize service in any other manner that the party seeking to
effectuate service shows will be reasonably effective. This allows the court to authorize service by
25
S. 48.081(3), F.S.
26
S. 48.091(1), F.S.
27
S. 48.062(1), F.S.
28
S. 48.161, F.S.; S. 48.181, F.S.
29
S. 766.106(2), F.S. STORAGE NAME: h0545.CIV PAGE: 5
DATE: 1/11/2022
alternative means without the unnecessary exhaustion of time and resources to attempt service by
substituted service, while providing actual notice to the party to be served.
The bill outlines the requirements for what constitutes such due diligence. The party effectuating
service has used due diligence if:
That party made diligent inquiry and exerted an honest and conscientious effort appropriate to
the circumstances to acquire the information necessary to effectuate personal service;
In seeking to effectuate personal service, reasonably employed the knowledge at the party’s
command; and,
Made an appropriate number of attempts to serve the party, taking into account the particular
circumstances.
30
Service of Notice of Intent to Initiate Litigation for Medical Negligence
The bill expands the methods by which a claimant may serve notice of intent to initiate medical
negligence litigation. A claimant may provide such notice by verifiable means which includes any of the
following:
United States Postal Service (USPS) certified mail, return receipt requested;
USPS mail with a tracking number;
An interstate, commercial mail carrier or delivery service; or,
A certified process server in accordance with chapter 48, F.S.
The bill provides that proof of such service to an address on file with an applicable state agency creates
a rebuttable presumption that service was received by the prospective defendant.
Service of Process on Unknown Parties in Possession
The bill creates s. 49.072, F.S., which applies only to actions governed by the summary procedure in s.
51.011, F.S. The bill permits a landowner or landlord to serve a summons for the removal of persons
wrongfully occupying his or her property when such identities are unknown to the landowner or
landlord. The bill allows a summons to be issued for “Unknown Parties in Possession” when filing an
eviction or detainer action rather than having to identify the party in question or identifying the parties as
“John Doe” and “Jane Doe.”
Effective Date
The bill provides an effective date of January 2, 2023, except for the following two provisions, which are
effective upon the bill becoming law:
Section 15, which amends s. 766.106, F.S.
Section 34, which establishes the effective date of the bill.
B. SECTION DIRECTORY:
Section 1: Amends s. 15.16, F.S., relating to reproduction of records; admissibility in evidence;
electronic receipt and transmission of records; certification; acknowledgement.
Section 2: Amends s. 48.061, F.S., relating to service on partnerships, limited liability partnerships,
and limited partnerships.
30
Pursuant to the bill, a court shall presume the serving party exercised due diligence by making three good faith attempts
to serve the party to be served at each location where and during such times when such party is likely to be found as
disclosed through obvious resources reasonably available to the serving party. STORAGE NAME: h0545.CIV PAGE: 6
DATE: 1/11/2022
Section 3: Amends s. 48.062, F.S., relating to service on a domestic limited liability company or
registered foreign limited liability company.
Section 4: Amends s. 48.071, F.S., relating to service on agents of nonresidents doing business in
the state.
Section 5: Amends s. 48.081, F.S., relating to service on a domestic corporation or registered
foreign corporation.
Section 6: Amends s. 48.091, F.S., relating to partnerships, corporations, and limited liability
companies; designation of registered agent and registered office.
Section 7: Amends s. 48.101, F.S., relating to service on dissolved corporations, dissolved limited
liability companies, dissolved limited partnerships, and dissolved limited liability
partnerships.
Section 8: Creates s. 48.102, F.S., relating to service by other means.
Section 9: Amends s. 48.151, F.S., relating to service on statutory agents for certain persons.
Section 10: Amends s. 48.161, F.S., relating to method of substituted service on nonresident.
Section 11: Amends s. 48.181, F.S., relating to substituted service on nonresidents and foreign
business entities engaging in business in state or concealing their whereabouts.
Section 12: Amends s. 48.194, F.S., relating to personal service in another state, territory, or
commonwealth of the United States.
Section 13: Creates s. 48.197, F.S., relating to service in a foreign country.
Section 14: Creates s. 49.072, F.S., relating to service of process for removal of unknown parties in
possession.
Section 15: Amends s. 766.106, F.S., relating to notice before filing action for medical negligence;
presuit screening period; offers for admission of liability and for arbitration; informal
discovery; review.
Section 16: Amends s. 495.145, F.S., relating to forum for actions regarding registration.
Section 17: Amends s. 605.0117, F.S., relating to serving process, giving notice, or making a
demand.
Section 18: Amends s. 605.09091, F.S., relating to judicial review of denial reinstatement.
Section 19: Amends s. 605.0910, F.S., relating to withdrawal and cancellation of certificate of
authority.
Section 20: Amends s. 605.1045, F.S., relating to articles of conversion.
Section 21: Amends s. 607.0504, F.S., relating to serving process, giving notice, or making a
demand on a corporation.
Section 22: Amends s. 607.1423, F.S., relating to judicial review of denial of reinstatement.
Section 23: Amends s. 607.15101, F.S., relating to serving process, giving notice, or making a
demand on a foreign corporation.
Section 24: Amends s. 607.1520, F.S., relating to withdrawal and cancellation of certificate of
authority. STORAGE NAME: h0545.CIV PAGE: 7
DATE: 1/11/2022
Section 25: Amends s. 617.0504, F.S., relating to serving process, giving notice, or making a
demand on a corporation.
Section 26: Amends s. 617.1510, F.S., relating to serving process, giving notice, or making a
demand on a foreign corporation.
Section 27: Amends s. 617.1520, F.S., relating to withdrawal of foreign corporation.
Section 28: Amends s. 620.1117, F.S., relating to serving process, giving notice, or making a
demand on a limited partnership or a foreign limited partnership.
Section 29: Amends s. 620.1907, F.S., relating to cancellation of certificate of authority; effect of
failure to have certificate.
Section 30: Amends s. 620.2105, F.S., relating to effect of conversion.
Section 31: Amends s. 620.2109, F.S., relating to effect of merger.
Section 32: Amends s. 620.8915, F.S., relating to effect of conversion.
Section 33: Amends s. 620.8919, F.S., relating to effect of merger.
Section 34: Provides an effective date of January 2, 2023, for all sections of the bill except two.
II. FISCAL ANALYSIS & ECONOMIC IMPACT STATEMENT
A. FISCAL IMPACT ON STATE GOVERNMENT:
1. Revenues:
None.
2. Expenditures:
None.
B. FISCAL IMPACT ON LOCAL GOVERNMENTS:
1. Revenues:
None.
2. Expenditures:
None.
C. DIRECT ECONOMIC IMPACT ON PRIVATE SECTOR:
The bill may lower litigation costs for plaintiffs and defendants by streamlining service of process and
authorizing additional methods of service such as electronic service, courier service, or interstate
delivery services.
D. FISCAL COMMENTS:
None.
III. COMMENTS
A. CONSTITUTIONAL ISSUES: STORAGE NAME: h0545.CIV PAGE: 8
DATE: 1/11/2022
1. Applicability of Municipality/County Mandates Provision:
None.
2. Other:
Notice which is “reasonably calculated, under all the circumstances, to apprise interested persons of
the pendency of an action and afford them an opportunity to present their objections,” is a
fundamental requirement of due process under the Fourteenth Amendment to the United States
Constitution.
31
Service of process is necessary to satisfy the due process requirement and alert the
defendant that an action has been commenced against him or her and warn him or her that he or
she must appear at a certain time and place to offer any defenses he or she may have.
32
The Real Property, Probate, and Trust Law Section of the Florida Bar (RPPTL) alleges that this
change will give clear notice to an unknown person occupying a dwelling that an eviction or wrongful
detainer action has been initiated against them. RPPTL asserts that posting the summons and
complaint on the property and mailing copies to the address of the unknown occupants is a more
targeted method of giving unknown occupants constructive notice, and is more likely to provide the
occupants actual notice of the action than service by publication would. As such, RPPTL argues that
this proposed form of service on “unknown occupants,” is more likely to withstand constitutional
scrutiny than publication, which is the only existing alternative.
33
Additionally, RPPTL believes that because an action for possession of property is an in rem or quasi
in rem proceeding, no personal jurisdiction is required, and the proposed service of process
procedure for unknown parties should not run afoul of any due process rights.
34
B. RULE-MAKING AUTHORITY:
None.
C. DRAFTING ISSUES OR OTHER COMMENTS:
None.
IV. AMENDMENTS/COMMITTEE SUBSTITUTE CHANGES
31
Mullane v. Central Hanover Bank & Trust Co., 339 U.S. 306, 314 (1950).
32
Abbate v. Provident Nat’l Bank, 631 So. 2d 312, 313 (Fla. 5th DCA 1994).
33
Real Estate Leasing Committee of the Real Property, Probate, and Trust Law Section of the Florida Bar, White Paper
on Service of Process on Unknown Parties in Possession (2022).
34
Id. See McDaniel v. McElvy, 108 So. 820, 830-31 (Fla. 1926); Hinton v. Gold, 813 So. 2d 1057, 1059 (Fla. 4th DCA
2002).