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Fla. Stat. § 607.1520

Withdrawal and cancellation of certificate of authority for foreign corporation

Redline — January 1, 2011 → current.View current text →
Current — January 1, 2023
As of January 1, 2011
(1) A foreign corporation authorized to transact business in this state may not withdraw from this state until it obtains a certificate of withdrawal from the Department of State.
(2) A foreign corporation authorized to transact business in this state may apply for a certificate of withdrawal by delivering an application to the Department of State for filing. The application shall be made on forms prescribed and furnished by the Department of State and shall set forth: (a) The name of the foreign corporation and the jurisdiction under the law of which it is incorporated; (b) That it is not transacting business in this state and that it surrenders its authority to transact business in this state; (c) That it revokes the authority of its registered agent to accept service on its behalf and appoints the Department of State as its agent for service of process based on a cause of action arising during the time it was authorized to transact business in this state; (d) A mailing address to which the Department of State may mail a copy of any process served on it under paragraph (c); and (e) A commitment to notify the Department of State in the future of any change in its mailing address.
(1) To cancel its certificate of authority to transact business in this state, a foreign corporation must deliver to the department for filing a notice of withdrawal of certificate of authority. The certificate of authority is canceled when the notice of withdrawal becomes effective pursuant to s. 607.0123. The notice of withdrawal of certificate of authority must be signed by an officer or director and state the following: (a) The name of the foreign corporation as it appears on the records of the department. (b) The name of the foreign corporation’s jurisdiction of incorporation. (c) The date the foreign corporation was authorized to transact business in this state. (d) That the foreign corporation is withdrawing its certificate of authority in this state. (e) That the foreign corporation revokes the authority of its registered agent to accept service on its behalf and appoints the secretary of state as its agent for service of process based on a cause of action arising during the time it was authorized to transact business in this state. (f) A mailing address and an e-mail address to which a party seeking to effectuate service of process may send a copy of any process served on the Secretary of State under paragraph (e). (g) A commitment to notify the department in the future of any change in its mailing address or e-mail address.
(3) After the withdrawal of the corporation is effective, service of process on the Department of State under this section is service on the foreign corporation. Upon receipt of the process, the Department of State shall mail a copy of the process to the foreign corporation at the mailing address set forth under subsection (2).
(2) After the withdrawal of the foreign corporation is effective, service of process on the Secretary of State using the procedures in s. 48.161 is service on the foreign corporation.

Official source: Online Sunshine (Florida Legislature). Reproduced from public-domain Florida statutes; confirm against the official source for the current text. Not legal advice.