Ahhh, I see, because I'm new here that means I don't know what I'm talking about. I work in Florida specifically with corporations and am very familiar with Florida's corporate laws and requirements. This is a very simple filing for which the Company has obviously failed.
I gave you a direct link showing quite clearly that the Company is dissolved for failing to file a simple 1 page report which only requires that the company list its address, officers, and pay a small $400.00 filing fee. The company has failed to file the report, yet you, and all the other ".11 Nutjobs" somehow, inexplicably, hold out hope for a pot of gold that will never materialize.
In addition, Florida Statutes are also quite clear on what the Company can and can't do now that it is dissolved. Keep reading the below text in bold until it stinks in.
I'm not trying to be a jerk about this. But to me, its quite clear that this company is done. Now you're free to go on living in FantasyLand if you like, but most rational people would agree that this is going nowhere.
Answer me one simple question. Why did they not file the simple annual report? If Tom is working on all kinds of back channel deals before November 2, why not keep the corporation intact? Do you have any idea how difficult it is to get a corporation "Active" again after having let its status lapse? The costs involved? No, of course you don't.
Now commence with your idiotic and childlike conspiracy theories and mindless rhetoric as to why the company failed to make this filing. I'm a fan of sci-fi/fiction so this should be quite an entertaining yarn to hear.
617.1405, Florida Statutes
Effect of dissolution.
—
(1)
A dissolved corporation continues its corporate existence but may not conduct its affairs except to the extent appropriate to wind up and liquidate its affairs, including:
(a)
Collecting its assets;
(b)
Disposing of its properties that will not be distributed in kind pursuant to the plan of distribution of assets adopted under s. 617.1406;
(c)
Discharging or making provision for discharging its liabilities;
(d)
Distributing its remaining property in accordance with the plan of distribution of assets adopted under s. 617.1406; and
(e)
Doing every other act necessary to wind up and liquidate its affairs.
(2)
Dissolution of a corporation does not:
(a)
Transfer title to the corporation’s property;
(b)
Subject its directors or officers to standards of conduct different from those which applied prior to dissolution;
(c)
Change quorum or voting requirements for its board of directors or members, change provisions for selection, resignation, or removal of its directors or officers or both, or change provisions for amending its bylaws;
(d)
Prevent commencement of a proceeding by or against the corporation in its corporate name;
(e)
Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution; or
(f)
Terminate the authority of the registered agent of the corporation.
(3)
The directors, officers, and agents of a corporation dissolved pursuant to s. 617.1403 shall not incur any personal liability thereby by reason of their status as directors, officers, and agents of a dissolved corporation, as distinguished from a corporation which is not dissolved.
(4)
The name of a dissolved corporation is not available for assumption or use by another corporation until 120 days after the effective date of dissolution unless the dissolved corporation provides the department with an affidavit, executed pursuant to s. 617.01201, authorizing the immediate assumption or use of the name by another corporation.
History.
—
s. 79, ch. 90-179; s. 39, ch. 2009-205.
