Florida law requires all businesses to file an annual report with the Florida Department of State, Division of Corporations (the “Department”). Annual reports are due between January 1 and May 1 of the year following the calendar year in which the business’ articles of organization/incorporation became effective or the foreign entity obtained a certificate of authority to transact business in this state. If annual reports are not filed, businesses could incur penalties or even worse, potential administrative dissolution of the business. Annual reports must be filed with the Department between January 1 and May 1 of each calendar year thereafter.

Electronic Filing of Annual Reports – Proceed with Caution

Continue Reading Business Owners, BEWARE: Business Identity Theft is on the Rise

Henderson Franklin’s Employment Law and Workers’ Compensation attorneys will host the 27th Annual HR Law & Solutions on Friday, March 29, 2019 at the Sanibel Harbour Marriott Resort & Spa. Florida Board Certified Civil Trial Expert Robert Shearman will moderate this annual seminar designed to update and educate business owners, managers, human resource professionals and in-house counsel on legal issues impacting the workplace.

Continue Reading Final Week to Register for 27th Annual HR Law & Solutions

The First Amendment is commonly understood as protecting the right to free speech. But the First Amendment does not impact the ability of private citizens and organizations to punish or limit speech. This is why it’s permissible for a private employer to fire an employee for engaging in speech the employer disapproves of – private employers have the right to manage their employees as they see fit.

The situation grows more complicated when the government is the employer. Like any other employer, the government has a legitimate interest in maintaining efficient offices and agencies, which often requires managing and disciplining employee speech. At the same time, however, public sector employees have a protected right to free speech under the First Amendment.

The law attempts to balance these two interests noted above by differentiating between private and official speech. The First Amendment only protects government employees when they are speaking as a private citizen about matters of public concern. If the government employee’s speech is instead part of their official job duties, they can be disciplined or fired for what they say.

Private v. Official Speech Test

Continue Reading Airing of the Grievances: 11th Circuit Declines to Extend First Amendment Protection to Employee’s Work Complaint

Copyright is the exclusive right to reproduce, adapt, distribute, perform, and display works of original expression. These rights accrue upon creation of the work and a copyright registration is not required to own a copyright or acquire these rights.

U.S. Copyright Act

The U.S. Copyright Act, 17 U.S.C. 101, et seq. provides a means for registering copyrights with the U.S. Copyright Office, which is a part of the Library of Congress. The Federal registration process, while simple, can take nine to twelve months to complete before any Registration Certificate issues. The Copyright Act also provides various rights and remedies for copyright infringement, including statutory damages and attorney fee recovery. However, the Act also states

[N]o civil action for infringement of the copyright … shall be instituted until … registration of the copyright claim has been made in accordance with this title.” 17 U.S.C. 411.

What Qualifies as Actual “Copyright Registration”?

Continue Reading Supreme Court Requires Registration of Copyright to Claim Under Copyright Act

Obtaining a survey before purchasing a vessel is always advised. Any offer to purchase a boat should always be made contingent on a satisfactory survey and in some cases a sea trial. Courts have recognized the critical role of marine surveyors in maintaining safe sea travels.

Hull Survey vs. Full Survey

The type of survey required will depend on the boat age, condition, value, and date of last survey. It may be that a hull survey is required, or a full survey to include the rig, sails and engine and the equipment on board. If the engines form a substantial part of the value of the boat, you may want to consider having a separate detailed engineer’s report. Or if there are particular technical aspects which you require verification on, make sure to instruct the surveyor on these aspects.

Seaworthiness

Continue Reading Maritime Law: Why is a Survey Needed When Purchasing a Vessel?

Recreational boat owners in Florida are required to either register their vessels with the state of Florida or document their vessels with the U.S. Coast Guard. There are many factors to consider when choosing between state registration and U.S. documentation.

Registration

Chapter 328, Florida Statutes, designates that DHSMV is responsible for issuing vessel registrations and titles. Applications for titles and registrations must be filed at a county tax collector or license plate agent office. The certificate of registration must be carried on board the vessel whenever it is in operation and the decal must be displayed near the registration number on the port (left) side of the vessel. You can find more information on the Florida Highway Safety and Motor Vehicles website.

Documentation

Continue Reading Maritime Law: What You Need to Know About Registration and Documentation Before Buying a Boat

In order to better protect yourself and your property, it’s a good idea to have a discussion with your insurance agent and/or your maritime lawyer about your vessel, its intended use and operation, the potential for claims and the marine insurance coverage that may be available to you.

Hidden Exclusions

Many people with significant claims after an accident, that could and/or should have been insured against and covered from, are not covered because of an exclusion or limitation that was buried in the insurance policy. These denials often could have been avoided had the person purchased a more favorable insurance policy from a different carrier. The insurance policy need not cover just the vessel, but also needs to cover you, and your passengers, in the event of an accident. If there is a serious accident, any good personal injury attorney will want to go beyond the policy limits and try to hold you personally liable.

Who, What, Where

Continue Reading Maritime Law: What You Need to Know About Insurance Before Buying a Boat

Whether you are buying a boat for the first time, or simply have not been boat shopping in ages, it is important to understand the technicalities of purchasing a boat. Over the next several weeks, we will discuss a few issues to consider, including insurance, registration and documentation, surveys and contract terms. Today, we will begin the series discussing options to obtaining title to a new boat or vessel.

How to Obtain Title to a New Boat

All vessels on Florida waters, unless expressly exempted, are required to have a Florida vessel title issued by the Florida Department of Highway Safety and Motor Vehicles. A purchaser of a new or used vessel has 30 days to title and register that vessel. During this 30 day period, the owner must have proof of the date of purchase aboard the vessel. Operating an unregistered vessel after 30 days is a second-degree misdemeanor. The requirement applies to stored vessels as well as those being operated.

Even if you plan to tie your vessel to a dock and never use it, the requirement still applies. However, there are exemptions. For example, vessels used exclusively on private lakes and ponds, non-motor powered vessels under 16 feet in length and federally documented vessels are exempt from the state title requirement.

Maritime Liens

The passage of vessel title works just like auto titles in Florida. When purchasing a vessel, there are many issues that a purchaser should be aware of regarding the title. Specifically, that a purchaser of a vessel takes that vessel with all maritime liens and encumbrances whether known or unknown. A lien is a cloud on title and may restrict the free transferability of a recreational vessel. An encumbrance, on the other hand, generally refers to mortgages or security interests created by written agreements.

Before purchasing a vessel, the prospective purchaser should obtain an Abstract of Title from the U.S. Coast Guard National Vessel Documentation Center. The Abstract of Title should identify any mortgages or claims of lien recorded with the Coast Guard. However, because some liens are secret, the Abstract of Title may not accurately represent all existing liens on the vessel. A purchaser should require, and almost all boat transactions include, a representation from the seller that the vessel is free and clear of all liens and encumbrances.

Unfortunately, sometimes there is no way to assure the purchaser that the vessel is being purchased lien free. Unlike real property, there are no title insurance companies nor are there mandatory requirements for recording maritime liens. Therefore, the only means by which a purchaser is assured of a lien free vessel is by the representation of the seller that the vessel is free and clear of all known liens and encumbrances. A purchaser should, to the extent possible, check with those who may have performed work or provided services to the vessel or with whom the vessel’s owner was dealing in the months preceding the sale. Additionally, the purchaser should demand written assurance that the seller will indemnify the buyer against all claims that may be brought against the purchaser for liens that attached prior to the sale.

Title Concerns When Purchasing a Boat with a Second Party

If you are married, or purchasing the vessel with friends or for a business, questions may arise about whose name should be on the title. Holding title to a vessel or personal watercraft in joint name with your spouse is not recommended. By doing this you open up all assets you hold in joint name to attack in the event of a lawsuit.
If you title the vessel in your name alone, you have exposed assets that only you own to a lawsuit. Because Florida has such strong asset protection laws for LLCs, ownership by a limited liability company (LLC) or a full corporation, is often advised over private ownership because ownership by an LLC protects, if not insulates, against liability.

Please feel free to contact me for additional information about purchasing a boat at amanda.ross@henlaw.com or by phone at 239.344.1249.

Dan Schwartz of the Connecticut Employment Law blog posted yesterday about an interesting medical marijuana case in Connecticut. For the first time, a Connecticut court ruled that an employer could not refuse to hire an applicant simply because she was a medical marijuana user, despite the employer’s drug-free workplace program. This applicant, who used medical marijuana for PTSD, had her offer revoked after she tested positive for marijuana on the pre-employment drug screen. She then sued for discrimination. In ruling for the applicant, the court focused on the anti-discrimination provision in Connecticut’s medical marijuana law:

[U]nless required by federal law or required to obtain funding: . . . (3) No employer may refuse to hire a person or may discharge, penalize or threaten an employee solely on the basis of such person’s or employee’s status as a qualifying patient or primary caregiver under sections 21a-408 to 21a-408n, inclusive. Nothing in this subdivision shall restrict an employer’s ability to prohibit the use of intoxicating substances during work hours or restrict an employer’s ability to discipline an employee for being under the influence of intoxicating substances during work hours.

Conn. Gen. Stat. § 21a-408p(b)(3) (emphasis added).

Does this decision have any impact on Florida employers?

Continue Reading Connecticut Court Finds Employer Discriminated for Refusing to Hire Medical Marijuana User: What Does This Mean for Florida Employers?

Rosen Hotels and Resorts, Inc. (“Rosen”) operates a number of hotel properties in the Orlando area. Rosen’s subsidiary company, Rosen Millennium, Inc. (“Millennium”) provides IT support to Rosen, including data security.

In early 2016, Rosen learned of a possible data breach involving customer credit card data. A forensic investigation located malware on the company’s payment network, which indicated a third-party had hacked into the system and determined that customer credit cards used between September 2014 and February 2016 may have been compromised. In March 2016, Rosen notified potentially impacted customers of the data breach.

Duty to Defend

Continue Reading Federal Court Clears Travelers of Liability in Hotel Data Breach Lawsuit