HOA doing business while under administrative dissolution by the State of Florida

On September 23, 2011 the Department of State,Division of Corporations listed our association as inactive and under administrative dissolution.Florida Statue 607.1405, Article (1) states "A dissolved corporation continues its corporate existence, but may not carry on any business except that appropriate to wind up and liquidate its business and affairs." On December 13, 2011 the Board approved $41,400.00 for the construction of new handicap bathrooms. On December 20, 2011 the Board signed a contract with a builder for $75,960.00 for the construction of the handicap bathrooms and a future office space. On January 10, 2012 the Board approved paying for the contracted future office space. I should point out the amount approved does not appear in the approved written minutes for the January 10, 2012 meeting. On February 28, 2012 the Board filed the required annual reports for 2011 and 2012 and paid all fines and fees. The State then reinstated the association as an active corporation. Now the Board is claiming that even though they conducted business during the administrative dissolution period that the contracts and other business they conducted is now legal. I claim the statues reinstate the corporation to active status. but they do not make past transactions legal. Come on legal beagles and help me out. There other problems that have occurred, but they will be discussed at a later time.

Robert - the State has let the HOA know what the guidelines were IF they had chosen to dissolve.

Instead, the HOA paid the back filing fee according to the regulations and are not dissolved. Corporations are either inactive or active, but they remain perpetual.

The board actions taken during this 'limbo" time are legitimate.

Heck, I've known non profits that have let their annual reports go for years!!

I have the feeling that there are really other issues that are bothering you.