Corporate Shield Doctrine

Florida’s long-arm statute, sec. 48.193, allows Florida Courts to exercise jurisdiction over negligent corporations and individuals under certain circumstances. The landmark case setting up the procedure to determine whether long-arm jurisdiction extends to a non-resident defendant is Venetian Salami Co. v. Parthenais, 554 So. 2d 499 (Fla. 1989). In that case the Florida Supreme Court set up a two step inquiry for the determination of whether long- arm jurisdiction applies to a defendant. The first step is that the plaintiff must allege sufficient jurisdictional facts to bring the case within the long-arm statute. If the Court determines that the first step is satisfied, the next question is whether the defendant has sufficient “minimum contacts” with Florida to satisfy Fourteenth Amendment due process requirements. The issue is whether the defendant’s conduct in connection with Florida is such that the defendant should reasonably anticipate that he could be “hauled into court” in Florida because of that conduct. World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286 (1980).

The corporate shield doctrine stands for the proposition that when acts are performed by an individual, exclusively in a corporate capacity outside of Florida, the actor may not be brought into Florida to defend those acts because the state simply does not have jurisdiction over the individual personally.

In Kitroser v. Hurt, 37 Fla. L. Weekly S237 (Fla. March 22, 2012), the Supreme Court was faced with the question of whether the corporate shield  doctrine applied to a corporate employee whose negligent acts occurred within the State of Florida. The trial court found the corporate shield doctrine was inapplicable and that jurisdiction was appropriate but the Fourth District Court of Appeals reversed certifying to the Supreme Court the following questions as one of great public importance.

Whether an individual, non-resident defendant commits negligent acts in Florida on behalf of his corporate employer, does the corporate shield doctrine operate as a bar to personal jurisdiction in Florida over the individual defendant?

In this case, plaintiff’s decedent died as a result of an automobile collision with the corporate defendant’s truck driven by a driver whom plaintiff alleged was clearly unfit to drive and had been trained and supervised in Florida by the individual defendants whom plaintiff sought to sue. It was assumed by the appellate courts that plaintiff’s allegations of negligence were true and there was no dispute but that those acts had occurred in Florida. The individual defendants filed affidavits establishing that they had absolutely no connection with Florida other than the performance of those negligent acts and the question was whether, solely by performing those negligent acts in Florida, they were subject to Florida jurisdiction.

The Supreme Court, relying upon Fla. Stat. 48.193(1) found that jurisdiction against the individuals was appropriate. That statute states:

(1) Any person, whether or not a citizen or resident of this state, who personally or through an agent does any of the acts enumerated in this subsection thereby submits himself or herself . . . to the jurisdiction of the courts of this state for any cause of action arising from the doing of any of the

following acts:

(b) Committing a tortious act within this state. (Emphasis supplied by the Court.)

A unanimous Florida Supreme Court answered the certified question in the negative as follows:

Where an individual, nonresident defendant commits negligent acts in Florida, whether

on behalf of a corporate employer or not, the corporate shield doctrine does not operate as a bar to personal jurisdiction in Florida over the individual defendant. Jurisdiction properly applied to “any person” who commits torts “within this case.” Sec. 48.193, Fla. Stat. (2011). To hold otherwise would be tantamount to providing corporate employees with a form of diplomatic immunity and would abolish the legislative goal inherent in adopting a long-arm jurisdictional statute: to provide an in-state forum to hold those responsible who commit negligent acts in Florida. Florida courts have personal jurisdiction over nonresident defendants whose alleged negligent acts occur in-state irrespective of whether these acts occurred for the benefit of a corporate employer. Kitroser, supra, at 239.

This case is important because it clarifies the jurisdictional issue as to when a corporate employee can be sued in Florida for negligent acts.

Originally published June 2012