New Tennessee Court of Appeals Decision Holds that Registered Agent is Not Required to be Served at Address Listed with Secretary of State

An interesting case dealing with a civil procedure situation was recently decided by Tennessee Court of Appeals.  This case is Ace Design Group Inc. v. Greater Christ Temple Church Inc., No. M2016-00089-COA-R3-CV 2016 WL 7166408, (Tenn. Ct. App. 2016).  In this case, the Defendant had a Registered Agent listed with the Tennessee Secretary of State with a specific address.  Initially the Plaintiff attempted to serve the Defendant’s Registered Agent at the address listed with the Secretary of State, however, it was an incorrect address for the Registered Agent, therefore, the service of process was returned “unserved”.  However, subsequent to that, the Registered Agent was served at his business address after the attorney for the Plaintiff did some research to determine where the Registered Agent was actually located.  As a result, the Registered Agent actually received service of process of the lawsuit.  Despite this fact, the Defendant Church, did not respond to the Complaint or the Motion for Default Judgment.  As a result, Default Judgment was entered against the church with damages totaling approximately $132,000.00. 

This case was appealed to the Tennessee Court of Appeals and the Defendant argued that actual service on the Registered Agent was not effective because it was not served on the Registered Agent at the address listed with the Secretary of State.  However, it was undisputed that the Registered Agent was actually served personally.  This argument was quite confusing because it makes no sense.  The Tennessee Court of Appeals found this argument had no merit.  Specifically, the Court found that “in serving process, it is not the address or location where service is achieved that is paramount; rather, it is whether the proper party is served that establishes compliance with the process requirements.”  Ace Design at p. 5.  The Court further stated that “personal service of written notice within the jurisdiction is the classic form of notice always adequate in any type of proceeding.” citing Mullane v. Central Hanover Bank and Trust Company, 339 U.S. 306, 313 (1950). 

The Defendant also argued that once the service was returned “unserved” at the address listed with the Secretary of State, then service needed to be completed at the church’s physical address.  The Tennessee Court of Appeals also rejected this argument.  Specifically, it found the church’s status as a Tennessee corporation required it to have a Registered Agent in the state pursuant T.C.A. 48-15-101.  This statute provides as follows: 

(a) Each corporation must continuously maintain in this state:

(1) A registered office that may be the same as any of its places of business; and

(2) A registered agent, who may be:

(A) An individual who resides in this state and whose business office is identical with the registered office;

(B) A domestic corporation or not for profit domestic corporation whose business office is identical with the registered office; or

(C) A foreign corporation or not for profit foreign corporation authorized to transact business in this state whose business office is identical with the registered office.

(b) If a registered agent resigns or is unable to perform the registered agent's duties, the designating corporation shall promptly designate another registered agent to the end that it shall at all times have a registered agent in this state.

As a result, the fact that the church had a Registered Agent under this statute and the Registered Agent was, in fact, personally served, clearly shows that proper service was met under the Tennessee Rules of Civil Procedure 4.04.  The arguments made by the Defendant were somewhat novel in an attempt to escape a significant default judgment.  However, those arguments had no merit under Tennessee law.  When a corporation has a Registered Agent in Tennessee and that Registered Agent is served, that constitutes service under Tennessee Rules of Civil Procedure.  It is that simple.  It does not matter where the Registered Agent was served or whether they have moved locations and have a different address since the filing with the Secretary of State.