Rules of Service - Corporation

[David Jonathan]

What is the name of your state? Minnesota

Minnesota Rules of Civil Procedure - Service - 4.03 (c)

(c) Upon a Corporation. Upon a domestic or foreign corporation, by delivering a copy to an officer or managing agent, or to any other agent authorized expressly or impliedly or designated by statute to receive service of summons, and if the agent is one authorized or designated under statute to receive service any statutory provision for the manner of such service shall be complied with. In the case of a transportation or express corporation, the summons may be served by delivering a copy to any ticket, freight, or soliciting agent found in the county in which the action is brought, and if such corporation is a foreign corporation and has no such agent in the county in which the plaintiff elects to bring the action, then upon any such agent of the corporation within the state.

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Here's my question - someone today was trying to argue with me that when serving a company (or rather one particular retail store in a large chain) that I can serve ANYONE who works at the store - I argued this was BS and that I had to serve the "registered agent" themself. After I said that, he changed his story to "the store manager"

My Background here is I started a business as a process server, and I've served people - I know the law, have copys of it all over the place, but never really thought about serving a large retail store which is part of a much larger retail chain.

--Dave.

 

[johnd]

Here's my question -

Where? I still do not see it.

I don't care if you're serving McDonald's or Everythings $1.00, the rules apply. Service of a corporation must be made upon the registered agent or an officer or agent authorized to accept legal service. Just because one's a manager, or a cfo, does not mean they are authorized to accept service for the corporation.

 

[TeresaP.]

So then, if suing an entity (government, corporation or otherwise) it is served upon the agent "authorised" to accept service. But what if you are suing an employee for causing damages to you while they were negligently performing their duties to the entity? If they are sued in their "official capacity" does the particular employee have to be served or the entities agent who is authorised to accept service?

And what if you are also suing an employee who was terminated for damages they caused in the excercise of negligently performing their duties while they were working for the entity? If you are suing in their "individual AND official capacity"? Do you have to serve them individually and/or just the entities agent?

 

[BelizeBreeze]

Where? I still do not see it.

I don't care if you're serving McDonald's or Everythings $1.00, the rules apply. Service of a corporation must be made upon the registered agent or an officer or agent authorized to accept legal service. Just because one's a manager, or a cfo, does not mean they are authorized to accept service for the corporation.

Actually not factually correct. If the corporation is being sued, then yes, the Registered Agent can accept service of process in the name of the corporation.

However, if service can't be performed on the corporation and/or company, and if the corporation and/or company is registered with the Minnesota Secretary of State, service can be perfected by filing two copies of the document to be served; an "Affidavit of Not Found" showing that service was attempted at the registered office address; and a filing fee of $35.00 for Minnesota Companies or $50.00 for Foreign Companies.

If the corporation and/or company is not registered with the Secretary of state office, provide the SOS office with two copies of the document to be served; an address where service of process can be mailed; and a filing fee of $35.00 for Minnesota Companies or $50.00 for Foreign Companies.

In the current situation, we don't know the exact formation of the 'entity' of the store or operation. Just because it's a part of a chain doesn't mean it can't also be a partnership, sole-proprietorship or other form of business. (i.e., franchise)

and by the way, the McDonald's example isn't a good one. Most McDonald's are not owned by the corporate entity but by other corps, llcs and people under franchise agreements.

 

[johnd]

So then, if suing an entity (government, corporation or otherwise) it is served upon the agent "authorised" to accept service. But what if you are suing an employee for causing damages to you while they were negligently performing their duties to the entity? If they are sued in their "official capacity" does the particular employee have to be served or the entities agent who is authorised to accept service?

And what if you are also suing an employee who was terminated for damages they caused in the excercise of negligently performing their duties while they were working for the entity? If you are suing in their "individual AND official capacity"? Do you have to serve them individually and/or just the entities agent?

1) No. Official capacity-the entity remains the defendant.
2) Yes. Outside their official capacity (i.e. the person), the person too must also be served.

 

[johnd]

Actually not factually correct. If the corporation is being sued, then yes, the Registered Agent can accept service of process in the name of the corporation.

However, if service can't be performed on the corporation and/or company, and if the corporation and/or company is registered with the Minnesota Secretary of State, service can be perfected by filing two copies of the document to be served; an "Affidavit of Not Found" showing that service was attempted at the registered office address; and a filing fee of $35.00 for Minnesota Companies or $50.00 for Foreign Companies.

If the corporation and/or company is not registered with the Secretary of state office, provide the SOS office with two copies of the document to be served; an address where service of process can be mailed; and a filing fee of $35.00 for Minnesota Companies or $50.00 for Foreign Companies.

In the current situation, we don't know the exact formation of the 'entity' of the store or operation. Just because it's a part of a chain doesn't mean it can't also be a partnership, sole-proprietorship or other form of business. (i.e., franchise)

and by the way, the McDonald's example isn't a good one. Most McDonald's are not owned by the corporate entity but by other corps, llcs and people under franchise agreements.

Well, that is called substituted service or service by publication. The question was about personal service.

 

[David Jonathan]

okay ... sorry 'bout the confusing part of the question ...

My argument to my friend was that service has to be to the "Registered agent" he said I could deliver to a store employee, or the store manager - I argued that just because someone works for the store, or is the manager of the store does not mean they are able to accept the service.

My friend was trying to argue the wording "by delivering a copy to an officer or managing agent, or to any other agent authorized ... " stating that just because the person works for the company, they are automatically an authorized agent, and the store manager would be the managing agent.

This is a Corporate owned store, and I have the Registered Agent information, so it's really a moot point who gets the paperwork, we all know where it's going.

This is an individual filing suit against the corporation.

My question is: Is my Friend right, and I stupid for arguing with him?

my friend seems to think that he knows the law better than anyone else (he never went to school for it, he's not an attorney (neither am I) but I've read, and believe I understand the laws that apply to my business fairly well - the laws I don't know, I ask about - I'd rather ask a "dumb" question and have the knowledge than find myself on the wrong end of a law suit. I feel that I have a decent working knowledge of this particular law, and how it applies so this situation.

--Dave.

 

[johnd]

My question is: Is my Friend right, and I stupid for arguing with him?

1) No.
2) No. But it may not be very prudent of you to "argue" with someone who clearly knows not of what they speak.

 

[You Are Guilty]

I have sucessfully defended one of my clients several times on this very issue (almost always a result of a pro se plaintiff). Process is personally served on a pump jockey at a local gas station, when the intended defendant is a rather large, multui-national petroleum company. I have yet to lose my argument that the employees (even the actual site "manager") are not authorized agents upon which the corporation can be served. I think it stems from people confusing the legal definition of a "managing agent" with the layperson's idea of a "manager."

 

[johnd]

I have yet to lose my argument that the employees (even the actual site "manager") are not authorized agents upon which the corporation can be served.

Perhaps. But Wisconsin case law is wrought with dismissals based on such relaxed interpretation of "authorized agent." Service serves an important part of the legal system. It (when the summons and complaint is the item being served) defines the parties involved and the nature of the claims. Wisconsin does not allow such willy-nilly service of a summons and complaint on one who is not so authorized (in the case of an entity).

Furthermore, cases (or at least service) has been thrown out when an individual mistakenly thought he/she was authorized to accept service for the entity. Even when the process server was informed of said [mistaken] authority, if in court, it can be substantiated that the mistaken individual had never been granted authority to accept service on behalf of the entity, service had not been effected.

Perhaps other states are far more lax in service of legal papers upon entities. I hope not.