By: Ron Ponzoli, Chair, Religious Organizations Practice Group
WEST PALM BEACH, FL – April 8, 2019 – Many churches, synagogues, and other places of worship in Florida are unincorporated. What does it mean to be an unincorporated religious association in Florida?
The simple answer is unincorporated not-for-profit religious associations have no legal standing in Florida. These associations cannot sue or be sued. This means these associations also cannot enter into enforceable contracts. The Florida Supreme Court found "such a society or association has no legal existence, and it can neither contract nor sue or be sued in its own name."
Florida courts have repeatedly held that until the legislature passes laws (as other states have done) recognizing an unincorporated association’s ability to sue and be sued, these associations will continue to lack any legal rights. Florida’s First District Court of Appeal stated: "[U]nincorporated associations whose functions are fraternal or social…are a legal enigma in Florida. Although we can talk about them, define them, pledge allegiance to them and contribute money to them…, we cannot sue them. We can only attack their members." As evidenced by the comments of the Appellate Court, existing as a unincorporated association exposes the religious association’s members to being sued. Some courts have even stated the only way to sue an unincorporated not-for-profit association is to sue all of its members.
Religious groups in Florida should therefore consult legal counsel to determine the best strategy for their existence: incorporate and assume the ability to contract, sue and be sued; or, exist as an unincorporated association and enjoy protection against suit, while exposing the association’s members to possible liabilities. The attorneys in GrayRobinson’s Religious Organization practice group can counsel religious organizations through this decision.
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