Florida Statutes
Fla. Stat. § 621.07 (2025)
Liability of officers, agents, employees, shareholders, members, and corporation or limited liability company.
✓ 2025 Florida Statutes — current through the 2025 Regular Session
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621.07 Liability of officers, agents, employees, shareholders, members, and corporation or limited liability company.—Nothing contained in this act shall be interpreted to abolish, repeal, modify, restrict, or limit the law now in effect in this state applicable to the professional relationship and liabilities between the person furnishing the professional services and the person receiving such professional service and to the standards for professional conduct; provided, however, that any officer, agent, member, manager, or employee of a corporation or limited liability company organized under this act shall be personally liable and accountable only for negligent or wrongful acts or misconduct committed by that person, or by any person under that person’s direct supervision and control, while rendering professional service on behalf of the corporation or limited liability company to the person for whom such professional services were being rendered; and provided further that the personal liability of shareholders of a corporation, or members of a limited liability company, organized under this act, in their capacity as shareholders or members of such corporation or limited liability company, shall be no greater in any aspect than that of a shareholder-employee of a corporation organized under chapter 607 or a member-employee of a limited liability company organized under chapter 605. The corporation or limited liability company shall be liable up to the full value of its property for any negligent or wrongful acts or misconduct committed by any of its officers, agents, members, managers, or employees while they are engaged on behalf of the corporation or limited liability company in the rendering of professional services.
History.—s. 7, ch. 61-64; s. 2, ch. 67-590; s. 11, ch. 79-9; s. 8, ch. 93-110; s. 81, ch. 93-284; ss. 24, 25, ch. 2013-180.
Notes of Decisions
Cited in 21
cases, 1967–2016 · leading case: Moransais v. Heathman, 744 So. 2d 973 (Fla. 1999).
Moransais v. Heathman, 744 So. 2d 973 (Fla. 1999). “§ 621.07, Fla. Stat. (1997). Similarly, section 471.”
Gershuny v. Martin Mcfall Mess. an. Pa, 539 So. 2d 1131 (Fla. 1989). “Section 621.07 addresses the liabilities of shareholders of a professional association and provides: Nothing contained in this act shall be interpreted to abolish, repeal, modify, restrict, or limit the law now in effect in this state applicable to the professional relationship…”
Corlett, Killian, Hardeman v. Merritt, 478 So. 2d 828 (Fla. 3d DCA 1985). “We are not unmindful that while a law firm practicing as a professional service corporation is governed by corporate law, its lawyers are nonetheless governed by the ethical standards contained in the Code of Professional Responsibility, § 621.07, Fla. Stat. (1981). See In re…”
Massey v. David, 831 So. 2d 226 (Fla. 1st DCA 2002). “See § 621.07, Fla. Stat. (1995). But no party contends that Mr.”
Hoch v. Rissman, Weisberg, Barrett, 742 So. 2d 451 (Fla. 5th DCA 1999). “Section 621.07 The court below held that Hoch's claims against the Rissman law firm and its members were barred by section 621.”
Southland Const., Inc. v. Richeson Corp., 642 So. 2d 5 (Fla. 5th DCA 1994). “(emphasis supplied) [7] Section 621.07, Florida Statutes (1993) provides: Nothing contained in this act shall be interpreted to abolish, repeal, modify, restrict, or limit the law now in effect in this state applicable to the professional relationship and liabilities between the…”
Covey Run, LLC v. Washington Capital, LLC, 196 F. Supp. 3d 87 (D.D.C. 2016). “[24], at 9 (citing Fla. Stat. Ann. § 621.07 (West) (an officer of a professional organization may be liable for “negligent or wrongful acts or misconduct committed by that person”)).”
Porlick, Poliquin, Samara v. Compton, 683 So. 2d 545 (Fla. 3d DCA 1996). “The corporation or limited liability company shall be liable up to the full value of its property for any negligent or wrongful acts or misconduct committed by any of its officers, agents, members, managers, or employees while they are engaged on behalf of the corporation or…”
Solnes v. Wallis & Wallis, P.A., 15 F. Supp. 3d 1258 (S.D. Fla. 2014). “” Fla. Stat. § 621.07 (2012). The Act, however, applies only to tort actions.”
Cordell Consultant, Inc. Money Purchase Plan & Trust v. Abbott, 561 F. App'x 882 (11th Cir. 2014). “3 Because the defendant-law firm can be vicariously liable if one or more of the individual defendants is ultimately found liable, see Fla. Stat. § 621.07 , it was also error to dismiss the claims against the defendant-law firm.”
AASI Creditor Liquidating Trust ex rel. Welt v. Oracle USA, Inc. (In re All Am. Semiconductor, Inc.), 490 B.R. 418 (Bankr. S.D. Florida 2013). “Fla. Stat. § 621.07 and § 471.023. . "[BJecause actions against professionals often involve purely economic loss without any accompanying personal injury or properly damage, extending the economic loss rule to those cases would effectively extinguish such causes of action.”
Krehling v. Baron, 900 F. Supp. 1574 (M.D. Fla. 1995). “Fla.Stat.Ann. § 621.07 (1995). Defendant contends that his failure to act does not bring his conduct within the exceptions created by the statute.”
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