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The 2025 Florida Statutes
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F.S. 607.1622607.1622 Annual report for department.—(1) Each domestic corporation and each foreign corporation authorized to transact business in this state shall deliver to the department for filing an annual report that states the following:(a) The name of the corporation or, if a foreign corporation, the name under which the foreign corporation is authorized to transact business in this state; (b) The date of its incorporation and, if a foreign corporation, the jurisdiction of its incorporation and the date on which it became qualified to transact business in this state; (c) The street address of its principal office and the mailing address of the corporation; (d) The corporation’s federal employer identification number, if any, or, if none, whether one has been applied for; (e) The names and business street addresses of its directors and principal officers; and (f) Any additional information that the department has identified as necessary or appropriate to enable the department to carry out the provisions of this chapter. (2) If an annual report contains the name and address of a registered agent which differs from the information shown in the records of the department immediately before the annual report becomes effective, the differing information in the annual report is considered a statement of change under s. 607.0502 or s. 607.1508, as the case may be. (3) If an annual report does not contain the information required in this section, the department shall promptly notify the reporting domestic corporation or foreign corporation. If the report is corrected to contain the information required in subsection (1) and delivered to the department within 30 days after the effective date of the notice, it will be considered timely delivered. (4) The first annual report must be delivered to the department between January 1 and May 1 of the year following the calendar year in which a domestic corporation’s articles of incorporation became effective or a foreign corporation obtained its certificate of authority to transact business in this state. Subsequent annual reports must be delivered to the department between January 1 and May 1 of each calendar year thereafter. If one or more forms of annual report are submitted for a calendar year, the department shall file each of them and make the information contained in them part of the official record. The first form of annual report filed in a calendar year shall be considered the annual report for that calendar year, and each report filed after that one in the same calendar year shall be treated as an amended report for that calendar year. (5) Information in the annual report must be current as of the date the annual report is delivered to the department for filing. (6) A domestic corporation or foreign corporation that fails to file an annual report that complies with the requirements of this section may not prosecute or maintain any action in any court of this state until the report is filed and all fees and penalties due under this chapter are paid, and shall be subject to dissolution or cancellation of its certificate of authority to transact business as provided in this chapter. (7) The department shall prescribe the forms, which may be in an electronic format, on which to make the annual report called for in this section and may substitute the uniform business report, pursuant to s. 606.06, as a means of satisfying the requirement of this chapter. (8) As a condition of a merger under s. 607.1101, each party to a merger which exists under the laws of this state, and each party to the merger which exists under the laws of another jurisdiction and has a certificate of authority to transact business or conduct its affairs in this state, must be active and current in filing its annual reports in the records of the department through December 31 of the calendar year in which the articles of merger are submitted to the department for filing. (9) As a condition of a conversion of an entity to a corporation under s. 607.11930, the entity, if it exists under the laws of this state or if it exists under the laws of another jurisdiction and has a certificate of authority to transact business or conduct its affairs in this state, must be active and current in filing its annual reports in the records of the department through December 31 of the calendar year in which the articles of conversion are submitted to the department for filing. (10) As a condition of a conversion of a domestic corporation to another type of entity under s. 607.11930, the domestic corporation converting to the other type of entity must be active and current in filing its annual reports in the records of the department through December 31 of the calendar year in which the articles of conversion are submitted to the department for filing. (11) As a condition of a share exchange between a corporation and another entity under s. 607.1102, the corporation, and each other entity that is a party to the share exchange which exists under the laws of this state, and each party to the share exchange which exists under the laws of another jurisdiction and has a certificate of authority to transact business or conduct its affairs in this state, must be active and current in filing its annual reports in the records of the department through December 31 of the calendar year in which the articles of share exchange are submitted to the department for filing. (12) As a condition of domestication of a domestic corporation into a foreign jurisdiction under s. 607.11920, the domestic corporation domesticating into a foreign jurisdiction must be active and current in filing its annual reports in the records of the department through December 31 of the calendar year in which the articles of domestication are submitted to the department for filing. History.—s. 156, ch. 89-154; s. 168, ch. 90-179; s. 30, ch. 91-107; s. 10, ch. 91-112; s. 26, ch. 92-319; s. 6, ch. 99-218; s. 41, ch. 2003-283; s. 225, ch. 2019-90; s. 66, ch. 2020-32.
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Annotations, Discussions, Cases:
Cases Citing Statute 607.1622
Total Results: 19
734 So. 2d 1191, 1999 WL 445693
District Court of Appeal of Florida | Filed: Jul 2, 1999 | Docket: 1441752
Cited 18 times | Published
607.1405...."
The exception derives from section 607.1622(8), Florida Statutes (1997), which declares
851 So. 2d 199, 2003 WL 21458581
District Court of Appeal of Florida | Filed: Jun 25, 2003 | Docket: 1313132
Cited 9 times | Published
failing to file annual reports as required by section 607.1622(8), Florida Statutes (1999). In doing so,
862 So. 2d 6, 2003 Fla. App. LEXIS 10825, 2003 WL 21658275
District Court of Appeal of Florida | Filed: Jul 16, 2003 | Docket: 1763031
Cited 8 times | Published
pendens. Allied timely appealed. We reverse.
Section 607.1622 of the Florida Statutes (2003) requires corporations
903 So. 2d 384, 2005 WL 1412043
District Court of Appeal of Florida | Filed: Jun 17, 2005 | Docket: 1257998
Cited 7 times | Published
prior to the institution of this lawsuit. Section 607.1622(8), Florida Statutes (2003), prohibits a dissolved
826 So. 2d 1034, 2002 WL 1758254
District Court of Appeal of Florida | Filed: Jul 31, 2002 | Docket: 1197643
Cited 7 times | Published
failing to file annual reports as required by section 607.1622(8), Florida Statutes (1999), which provides:
681 So. 2d 826, 1996 Fla. App. LEXIS 10450, 1996 WL 583161
District Court of Appeal of Florida | Filed: Oct 11, 1996 | Docket: 330647
Cited 6 times | Published
to dismiss this appeal on the grounds that section 607.1622(8), Florida Statutes (1995) bars an administratively
276 F. Supp. 3d 1317
District Court, S.D. Florida | Filed: Aug 25, 2017 | Docket: 64315962
Cited 5 times | Published
Progressive argues that under Florida Statute § 607.1622(8), Fulton cannot defend itself in this action
224 So. 3d 785, 2017 WL 2961117, 2017 Fla. App. LEXIS 9956
District Court of Appeal of Florida | Filed: Jul 12, 2017 | Docket: 6088814
Cited 3 times | Published
State of Florida and therefore, pursuant to section 607.1622(8), Florida Statutes (2012), CRS was prohibited
124 So. 3d 940, 2013 WL 4081011, 2013 Fla. App. LEXIS 12630
District Court of Appeal of Florida | Filed: Aug 14, 2013 | Docket: 60235581
Cited 3 times | Published
annual report with the Department of State. Section 607.1622(8), Florida Statutes (2004), provided:
Any
765 So. 2d 281, 2000 WL 1153971
District Court of Appeal of Florida | Filed: Aug 16, 2000 | Docket: 429060
Cited 3 times | Published
the default order was subsequently rendered.
Section 607.1622(8), Florida Statutes (1999), provides:
Any
965 So. 2d 325, 2007 Fla. App. LEXIS 14681, 2007 WL 2733935
District Court of Appeal of Florida | Filed: Sep 21, 2007 | Docket: 1509138
Cited 2 times | Published
733 So.2d 1119 (Fla. 5th DCA 1999), and (ii) section 607.1622(8), Florida Statutes, prohibits a corporation
890 So. 2d 384, 2004 WL 2952841
District Court of Appeal of Florida | Filed: Dec 22, 2004 | Docket: 2236714
Cited 2 times | Published
respond that the issue here is governed by section 607.1622(8), which prohibits a corporation that fails
801 So. 2d 94, 26 Fla. L. Weekly Supp. 754, 2001 Fla. LEXIS 2273, 2001 WL 1422463
Supreme Court of Florida | Filed: Nov 15, 2001 | Docket: 1744767
Cited 2 times | Published
served on behalf of the dissolved corporation. Section 607.1622, Florida Statutes (1991), required the corporation
181 F.R.D. 525, 1998 U.S. Dist. LEXIS 21686, 1998 WL 480845
District Court, M.D. Florida | Filed: Jan 26, 1998 | Docket: 66319029
Cited 2 times | Published
by the Florida Department of State. Fla.Stat. § 607.1622(l)(i).
As an employee and director of Brevard
159 So. 3d 850, 2014 WL 7202711
District Court of Appeal of Florida | Filed: Dec 19, 2014 | Docket: 2617340
Cited 1 times | Published
from defending itself by the operation of section 607.1622(8), Florida Statutes (2011). After an unnoticed
Court of Appeals for the Eleventh Circuit | Filed: Sep 18, 2023 | Docket: 63145394
Published
Argued: Mar 9, 2022
dismissed THMI’s appeal under Fla. Stat.
§ 607.1622(8) because THMI had been dissolved for failure
District Court of Appeal of Florida | Filed: Oct 27, 2021 | Docket: 60677195
Published
body of decisional authority and
hold that section 607.1622, Florida Statutes, ‘does not preclude a
corporation
District Court of Appeal of Florida | Filed: Aug 25, 2021 | Docket: 60290977
Published
292 So. 3d 37 (Fla. 2d DCA 2020), found
section 607.1622(8), Florida Statutes (2018), precludes such
613 So. 2d 933, 1993 Fla. App. LEXIS 1445, 1993 WL 20362
District Court of Appeal of Florida | Filed: Feb 2, 1993 | Docket: 64694096
Published
PER CURIAM.
Affirmed. § 607.1622, Fla.Stat. (1991). See also Cosmopolitan Distributors, Inc. v. Lehnert
