Jacksonville, FL asked in Small Claims and Business Law for Florida

Q: In the State of FL can a business owner designate himself as officer on the "Authorization of Corporate Officer" form?

The defendant in my lawsuit is "Jane Doe, (D/B/A Jane Doe Services, LLC)". After no agreement was come to in mediation the judge sent an order to the defendant stating they must hire counsel or file a designation of corporate officer. The defendant filled the form out, signed it and named himself as the corporate officer. Is that allowable or does it have to be someone else he's designating?

Related Topics:
1 Lawyer Answer
Terrence H Thorgaard
Terrence H Thorgaard
  • Freeeport, FL
  • Licensed in Florida

A: If it's legitimately a limited liability company, it's unclear why you included "Jane Doe" as the defendant. Unless you have cause to believe that you can "pierce the corporate veil" (in other words get the court to hold "Jane Doe" individually liable), you should have only sued the LLC.

There should be an operating agreement for the LLC setting forth the officers of that company. A LLC is, strictly speaking, not a corporation but rather a different form of business organization. But if the defendant is named in the operating agreement as a person with authority to act for the company, yes, he (I'm assuming it's a male although you name him as "Jane Doe".) can name himself as an officer on the form. If there is no operating agreement, presumably the persons named in the articles of organization would be officers.

Justia Ask a Lawyer is a forum for consumers to get answers to basic legal questions. Any information sent through Justia Ask a Lawyer is not secure and is done so on a non-confidential basis only.

The use of this website to ask questions or receive answers does not create an attorney–client relationship between you and Justia, or between you and any attorney who receives your information or responds to your questions, nor is it intended to create such a relationship. Additionally, no responses on this forum constitute legal advice, which must be tailored to the specific circumstances of each case. You should not act upon information provided in Justia Ask a Lawyer without seeking professional counsel from an attorney admitted or authorized to practice in your jurisdiction. Justia assumes no responsibility to any person who relies on information contained on or received through this site and disclaims all liability in respect to such information.

Justia cannot guarantee that the information on this website (including any legal information provided by an attorney through this service) is accurate, complete, or up-to-date. While we intend to make every attempt to keep the information on this site current, the owners of and contributors to this site make no claims, promises or guarantees about the accuracy, completeness or adequacy of the information contained in or linked to from this site.