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* * * * * * *
(g) Terminate the authority of the registered
agent of the corporation.
Similarly, section 607.1421, Florida Statutes (1995), "procedure
for and effect of administrative dissolution", was amended to
provide, in relevant part:
(3) A corporation administratively dissolved
continues its corporate existence but may not carry on
any business except that necessary to wind up and
liquidate its business and affairs under s. 607.1405
and notify claimants under s. 607.1406.
* * * * * * *
(5) The administrative dissolution of a
corporation does not terminate the authority of its
registered agent.
While pre-1989 Florida law provided a 3-year limitation
period for commencing actions in the name of a dissolved
corporation, the amended Florida statutes do not require such a
limitation. A dissolved Florida corporation now continues in
existence indefinitely to the extent necessary to wind up and
liquidate its business and affairs, including the right to sue
and be sued in its own name. See Cygnet Homes, Inc. v. Kaleny
Ltd., 681 So. 2d 826 (Fl. Dist. Ct. App. 1996). Starvest,
therefore, had the legal capacity to file petitions with this
Court, even though it was dissolved at the time the petitions
herein were filed.
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Last modified: May 25, 2011