History of Document Stamp Taxes
The British are coming! The British are coming! In 1765, Britain’s Parliament enacted The Stamp Act by a vote of 245 to 49 in the House of Commons, and unanimously in the House of Lords. The tax would be effective November 1, 1765.1 The tax was broad. It applied to virtually all documents, including pleadings, wills, bills of lading, or playing cards, whether in paper format or “skin or piece of vellum or parchment….”2 The tax even applied to playing dice. Though repealed less than one year after enactment, the Stamp Act itself led to riots throughout the colonies, from Portsmouth, New Hampshire, to Savannah, Georgia. The Stamp Act represented one of the colonies’ first glimpses of taxes placed on documents. With the colonies’ eventual independence, document stamp taxes continued to exist, both at the state and federal levels. Fast forward 200 years, the Excise Tax Reduction Act of 1965 served to eliminate various document taxes at the federal level, including taxes on stocks, mutual funds, and transfers of stocks and mutual funds. Those repeals were effective January 1, 1966.3 The Excise Tax Reduction Act of 1965 was broad based, eliminating some taxes, while adding others. As an example, it extended federal taxes on alcoholic beverages and tobacco products, but also eliminated taxes on playing cards (13 cents per pack) and coin-operated amusement devices.4
Document stamp taxes are inconsistent among the states. Nebraska enacted its documentary stamp tax upon the passage of the Excise Tax Reduction Act of 1965. The Nebraska tax focuses on deeds to trustees.5 Real estate transfer taxes exist in all but fourteen states.6 The highest such taxes are in New Jersey, New York, Connecticut, and Washington. Florida’s tax on deeds and mortgages is relatively modest. Few states, if any besides Florida, have documentary taxes that broadly apply to most “promissory notes” and “written obligations to pay money.”
Florida’s Documentary Stamp Tax General Overview and History
Unique to Florida, and perhaps more akin to the broader Stamp Act of 1765, is section 201.08, Florida Statutes.7 Section 201.08 was originally enacted in 1931. After being amended in 1936, the statute provided:
On promissory notes, non-negotiable notes, written obligations to pay money, assignment of salaries, wages, or other compensation, made, executed, delivered, sold, transferred, or assigned in the State of Florida, and for each renewal of the same on each one hundred dollars of the indebtedness of obligation evidenced thereby, the tax shall be ten cents.8
Today, section 201.08(1) is divided into sub-sections (a) and (b). Section 201.08(1)(a) provides:
On promissory notes, nonnegotiable notes, written obligations to pay money, or assignments of salaries, wages, or other compensation made, executed, delivered, sold, transferred, or assigned in the state, and for each renewal of the same, the tax shall be 35 cents on each $100 or fraction thereof of the indebtedness or obligation evidenced thereby. The tax on any document described in this paragraph may not exceed $2,450.
The 2023 version of the statute differs from the 1936 version primarily by virtue of the amount of the tax having been increased, and there being a cap on the tax. The cap of $2,450 was instituted on July 1, 2002.9 The amount of the tax charged, though capped, is based upon the face amount of the obligation. Documents taxed under section 201.08(1)(a) are generally not recorded. The tax is paid with the filing of Form DR-228, Documentary Stamp Tax Return For Nonregistered Taxpayers’ Unrecorded Documents. Until the 2002 amendments, there also did not exist a distinction within the statute for documents falling under sub-sections (a) and (b). Documents taxed by section 201.08(1)(b) are filed or recorded, and generally include mortgages and trust deeds. There is no cap on this tax. This article will focus exclusively on section 201.08(1)(a), Florida Statutes. Because of the confusion and loopholes concerning 201.08(1)(a), Florida Statutes, one of three things should occur: (1) the Department of Revenue and law enforcement can be more aggressive collecting this tax, (2) the legislature defines the statute’s operative terms, or (3) section 201.08(1)(a) be repealed in its entirety.
Section 201.08(1)(a), Florida Statutes – Confusion and Loopholes
Section 201.08(1)(a) applies to all “promissory notes” and “written obligations to pay money.” These terms are not defined in the statute nor within Chapter 201. For years, this broad, perhaps vague statute, which on its face applies to all “promissory notes” and “written obligations to pay money”, has created confusion for taxpayers, and a windfall for tax attorneys helping clients avoid this relatively small, but annoying, tax. The basis for these loopholes is section 201.08(6), which provides:
- Taxability of a document pursuant to this section shall be determined solely from the face of the document and any separate document expressly incorporated into the document. Taxability of a document pursuant to this section shall not be determined by reference to any separate document referenced or forming part of the same contract or obligation unless the separate document is expressly incorporated into the document. When multiple documents evidence, secure, or form part of the same primary debt, tax pursuant to this section shall not be imposed more than once, on the total indebtedness evidenced, notwithstanding the existence of multiple documents.
The position taken by Florida’s Department of Revenue (DO R
in a 2016 Technical Assistance Advisement allows (DOR) the complete avoidance of the tax by dividing a single obligation into multiple documents that do not expressly incorporate each other. The last sentence of section 201.08(6) evidences the view that the purpose of section 201.08(6), added to the statute in 1996, was to ensure that a taxpayer was not taxed multiple times when multiple documents evidence the same debt or obligation. That view makes sense – a taxpayer should not be taxed multiple times on a single debt or obligation. The DOR has taken the analysis a step further by reasoning that the tax can be completely avoided by dividing a single obligation into multiple documents that do not expressly incorporate each other. If the multiple documents are not “expressly incorporated” into each other, one can argue that none of the documents are taxable. From the perspective of the DOR, a single document that is obviously a “written obligation to pay money” would not be taxable if it lacks any of three elements: (1) that it be in writing; (2) that it state a sum certain in money; and (3) that it be signed by the borrower.10 By dividing an ordinary, single document obligation or transaction into multiple documents, such that the documents are not “expressly incorporated” into each other, the tax can be avoided. Chapter 201, Florida Statutes, does not contain guidance for determining whether multiple documents are expressly incorporated into each other. However, through its regulations, DOR provides guidance on determining whether two documents are expressly incorporated into each other. Rule 12B-4.052 (6) (b), Florida Administrative Code,11 as adopted in 2003,12 provides:
- Taxability of a written obligation to pay money is determined from the form and face of the document.
- Whether a document is taxable is determined by reference to that document and any other document or documents expressly incorporated therein.
- A document does not expressly incorporate another document by implication or by mere reference and description of the other document.
- Express incorporation occurs when words in a document under examination provide that another document or documents are incorporated into the document under examination.
- Following are examples of terminology whereby a document is expressly incorporated into the document under examination.
- [document] is incorporated herein;
- [document] the terms of which are incorporated herein;
- [document] is made a part hereof;
- [document] is a part of [this document];
- The agreement consists of [this document] and [separate document] the same as if it were fully set forth herein;
- [document] shall become a part of [document];
- [document] and [document] constitute a single
- Following are examples of terms in a document under examination that do not expressly incorporate another document, unless the document under examination otherwise contains language that meets the criteria of subparagraphs (b)3. or (b)4. above.
- In the attachment hereto;
- Is subject to;
- Is subject to the terms of;
- Pursuant to;
- Pursuant to the terms of;
- As set forth in;
- Reference is made to;
This rule may be viewed as nonsensical because it can turn a document that clearly is intended to create a single “written obligation to pay money” into something that is not a “written obligation to pay money.” All that is required for this transformation is the use of the terms in Rule 12B- 4.052(6)(b)(5). This Rule arguably provides the “magic” words for arguing that multiple documents do not incorporate each other. The use of the phrase “expressly incorporated” in both section 201.08(6), Florida Statutes and Rule 12B-4.052 (6)(b)(5), Florida Administrative Code, has served to create a loophole through which taxpayers have divided single obligation transactions into multiple documents for the sole and exclusive purpose of avoiding the tax.
The use of this mechanism is illustrated in Technical Assistance Advisement 16B4-001, 2016 Fla. Tax LEXIS 16. A Technical Assistance Advisement is a binding opinion issued by the Florida Department of Revenue. In this case, the taxpayer loaned money for auto loans. According to the taxpayer, the loan transaction was divided into five distinct documents, including: an Auto Express Loan Agreement, a Security Agreement, a Truth-in-Lending Statement, an Auto Express Loan Check, and a Loan Modification Rider. None of the documents expressly incorporated the other documents. While the Rider contained a sum certain of money, it did not contain a promise to pay or the consumer’s signature. The Department stated as follows13:
- The Note contains the amount financed and a promise to pay; however, it does not contain the signature of the Additionally, the Note does not expressly incorporate any other document.
- The Check contains a promise to pay and requires the signature of a borrower; however, it does not contain a sum certain in money. Though the Check makes reference to the Note, it does not expressly incorporate the Note or any other
- The Rider contains the amount financed; however, it does not contain an unconditional promise to pay a sum certain in money or the signature of the borrower. Additionally, the Rider does not expressly incorporate any other
The Department’s reasoning has the ring of a legal contortionist. The entire basis of the Department’s reasoning is premised upon the Department’s own administrative rules, rather than the plain language of the applicable statute, section 201.08(1)(a). All of this begs the question of whether a promissory note, in this case called an Auto Express Loan Agreement, would be enforceable in court if it did not contain a specific reference to the amount of the loan.14 Arguably, the promissory note would be void for vagueness.15 The putative lender must decide whether attempting to avoid section 201.08(1)(a)’s tax is worth risking have a set of documents that a court might not enforce.
In an earlier auto loan case, the Department of Revenue, in a Technical Assistance Advisement, ruled that section 201.08(1)(a)’s tax would not be owed because none of the five documents that comprised a single auto loan met the required elements.16 Those three elements –
– (1) an unconditional written promise to pay, (2) a sum certain in money, and (3) the signature of the borrower — are not mandated as such anywhere within section 201.08. Rather, section 201.08(1)(a)’s focus is whether the document at issue is a “promissory note” or a “written obligation to pay money.” It makes little sense for a document, or series of documents, to be interpreted as something other than a “written obligation to pay money” for tax purposes, but at the same time take the view that there is an enforceable “written obligation to pay money” for litigation purposes.
The hornet’s nest created by Rule 12B-4.052 (6)(b)(5), Florida Administrative Code is self- evident.17 In essence, the Rule seeks to create a definition for the term “expressly incorporated” as used in section 201.08(6), Florida Statutes. The role of a state agency, however, is not to define legislative terms – that task is generally the province of the legislature. Chapter 201 does not contain any definitions. The terms “promissory note”, “written obligation to pay money”, and “expressly incorporated” were never defined by the Legislature. As such, when interpreting a statute, “[i]t is a fundamental principle of statutory construction that where the language of a statute is plain and unambiguous there is no occasion for judicial interpretation.”18 Arguably, the Rule represents an agency’s “invalid exercise of delegated legislative authority.”19 In order for the Rule to be considered invalid, any of six criteria need be met. If a rule is vague or arbitrary, it may be deemed invalid. A rule is considered arbitrary “if it is not supported by logic or the necessary facts.”20
Whether a document constitutes either a “promissory note” or a “written obligation to pay money” should not be especially complex. Moreover, where a single obligation is evidenced by multiple documents, regardless of whether they “expressly incorporate” each other, it is reasonable to conclude that any “written obligation to pay money” is taxable. The concern addressed by section 201.08(6), Florida Statutes, is to avoid there being multiple taxes on the same obligation, simply because they are evidenced by multiple documents. On occasion ambiguity exists among multiple documents as to the dollar amount of the underlying obligation, i.e., on what dollar amount should the tax be calculated? In a case decided prior to the enactment of section 201.08(6), Florida Statutes, Computer Sales Int’l v. State Department of Revenue,21 a dispute existed between the Florida Department of Revenue and a taxpayer. The dispute revolved around whether a tax was owed pursuant to section 201.08(1), Florida Statutes (1983). The underlying business transaction was comprised of three documents: a Master Lease Agreement, an Equipment Schedule, and a Certificate of Acceptance. The Court rejected the notion that for purposes of determining whether a tax was owed the documents must specifically incorporate each other by reference. Rather, relying upon general rules of contract interpretation, the Court stated that the “rule is clear that when a writing expressly refers to and sufficiently describes another document – in this case, the Certificate of Acceptance – the other document is to be interpreted as part of the writing.”22 Indeed, the Court noted, instruments executed on different days may be regarded as one contract and interpreted together. Whether the outcome in Computer Sales Int’l would have changed following the enactment of section 201.08(6), is unclear.23
Whether Section 201.08(1)(a), Florida Statutes, is Constitutionally Void Due to Vagueness or Overbreadth
There exists a reasonable argument that section 201.08(1)(a), Florida Statutes, is violative of the Florida Constitution as vague or overbroad. Specifically, the phrases “promissory note” and “written obligation to pay money”, within the statute’s context, are arguably vague or overbroad.24 Whether they are sufficiently vague and/or overbroad for constitutional purposes is debatable. In Southeastern Fisheries Assoc. v. Department of Natural Resources, 453 So. 2d 1351 (Fla. 1984), the Florida Supreme Court considered the constitutionality of Florida’s fish trap law, section 370.1105, Florida Statutes (Supp. 1980). Although found constitutional, the Court made it clear that there existed a distinction between analyses for determining whether a statute was void on the one hand as vague, or on the other hand, as overbroad.25 With regard to overbreadth, the Court stated:
The overbreadth doctrine applies only if the legislation “is susceptible of application to conduct protected by the First Amendment.” Carricarte v. State, 384 So. 2d 1261, 1262 (Fla.), cert. denied, 449 U.S. 874, 101 S. Ct. 215, 66 L. Ed. 2d
95 (1980) (citing Dandridge v. Williams, 397 U.S. 471, 25 L. Ed. 2d 491, 90 S. Ct.
1153 (1970)). See also McKenney v. State, 388 So. 2d 1232 (Fla. 1980); State v. Ashcraft, 378 So. 2d 284 (Fla. 1979). See generally Note, The First Amendment Overbreadth Doctrine, 83 Harv. L. Rev. 844 (1970).
In contrast, the Court stated, the vagueness doctrine “was developed to assure compliance with the due process clause of the United States Constitution.”26 A statute is constitutionally void for vagueness if it:
fails to give adequate notice of what conduct is prohibited and which, because of its imprecision, may also invite arbitrary and discriminatory enforcement. In determining whether a statute is vague, common understanding and reason must be used. Where a statute does not specifically define words of common usage, such words must be given their plain and ordinary meaning.27
If a document has all the trappings of a promissory note, is it still a promissory note if is called a “Loan Agreement” or if it is given a title other than “promissory note”? Likewise, what is a “written obligation to pay money”? Is a handwritten IOU for a sum certain a “written obligation to pay money” for tax purposes? There is no shortage of caselaw addressing various legal issues involving section 201.08, Florida Statutes. Many of those cases address whether the payment of the documentary stamp tax is a condition precedent to suing on the underlying obligation.28 Assuming there are numerous taxpayers not paying the tax, is this due to intentional evasion, or is it due to not understanding a vague statute?
Examples of statutes found void based upon the vagueness doctrine include section 893.13(1)(i), Florida Statutes (Supp. 1990).29 In Brown v. State, the Florida Supreme Court found that the phrase “public housing facility” was unconstitutionally vague. The statute at issue imposed criminal penalties on persons selling, delivering or manufacturing controlled substances within 200 feet of a “public housing facility.” The Court found that this phrase did not give “adequate notice of what conduct is prohibited and, because of its imprecision, may invite arbitrary and discriminatory enforcement.”30
In Bischoff v. Florida,31 the plaintiffs challenged the constitutionality of sections 316.2045 and 316.2055, Florida Statutes. These statutes were directed at rights to public protest in certain scenarios. After an evidentiary hearing, a United States Magistrate Judge recommended that the State’s Motion to Dismiss be converted to a Motion for Summary Judgment, and that the statutes be declared unconstitutional as content based and vague. The District Court agreed.32 With respect to the vagueness argument, the statute included two undefined terms, “solicit” and “political campaigning.” The purpose of the vagueness doctrine, the Court noted, is to warn individuals that their conduct may have criminal consequences. Section 201.08(1)(a) is similar, in that a failure to pay a required tax on either a “promissory note” or a “written obligation to pay money” may have criminal consequences.33 Failure to pay the tax is a misdemeanor in the first degree, punishable by up to one year in prison.34 Citing United States Supreme Court precedent, the Court stated that the test for vagueness is “whether the language conveys sufficiently definite warning as to the proscribed conduct when measured by common understanding and practices.”35
Perhaps the strongest argument in support of the view that section 201.08(1)(a) is void for vagueness is the statute’s “arbitrary … enforcement.”36 Numerous industries routinely use promissory notes in their day-to-day business. One of those industries is the broker-dealer, or stockbroker, community. Typically, when these firms recruit lateral hires, the candidates are enticed with large, up-front loans. Here is how they work. A financial advisor will be offered a loan based on a percentage of the advisor’s trailing twelve-month gross production at his or her prior firm. The percentage can be 300% or more.37 If an advisor is generating $1 million in gross production, the advisor may be offered as much as $3 million in the form of loan. The loan terms vary in length from firm to firm. It is not uncommon for the terms to be longer than 10 years.38 Simultaneous with the signing of the note, the financial advisor will also sign a bonus agreement. The bonus agreement will be the same length as the note. The payments due to the financial advisor will be equal to the note payments due to the employer.39 In other words, the note and the bonus agreement are intended to wash each other out.
Given that the maximum tax due on a note, or written obligation to pay money, may not exceed$2,450.00, one would think that broker-dealers, as well as other businesses that routinely use notes, would as a matter of routine pay the relatively small tax. While some businesses pay the tax, many do not. In the broker-dealer community, it is perceived that numerous firms never pay the documentary stamp tax when they offer promissory notes to lateral hires. Broker-dealers have gotten away with this tax avoidance for several reasons. First, when seeking to enforce the notes, broker-dealers sue their former employees in the Financial Industry Regulatory Authority’s40 arbitration forum. There is mandatory arbitration in the securities industry.41 Because these cases are rarely in court, a judge will not be publishing a written opinion addressing whether the tax was paid, or its significance. The arbitration process provides a level of secrecy that protects Florida’s broker-dealer community. Second, because arbitration is an equitable forum,42 when the defense of non-payment of the tax is proffered, firms believe that arbitrators will ignore the issue, and treat non-payment of the tax as either a technicality, or simply outside their province.43 Third, when pressed, a broker-dealer can simply cure the issue in a specific case and pay the tax and any late fees. Florida courts unanimously agree that once the tax is paid, there no longer exists an argument that a taxpayer has failed to satisfy all conditions precedent.44 In one instance in a FINRA arbitration, in response to the argument that a note claim should be dismissed due to non-payment of the tax, the Respondent agreed to pay the tax by the end of the business day. Based upon this agreement, the arbitrator entered an award enforcing the note.45 Finally, and perhaps most importantly, the Department of Revenue has not been aggressive with forcing the broker-dealer community to pay this tax. One reason for the Department’s passivity is the size of the tax. For each note, the tax may not exceed $2,450. This is a drop in the bucket compared with what the Department of Revenue collects monthly on deeds. For example, in January 2023, the Department collected $173,690,477.11 million in documentary stamp taxes on deeds.46 Deeds are taxed pursuant to section 201.02, Florida Statutes, at a rate of 70 cents per $100 of the underlying obligation.47 For the same month, the Department collected $71,356,378.67 million on documentary stamps on all documents to which the 35-cent tax applies.48 It is impossible to know what portion of the $71 million is from unrecorded promissory notes or other “written obligations to pay money.” These figures are down 44.47% and 50.73%, respectively, over January 2022 collections.49 It is conceivable that any failure to enforce section 201.08(1)(a) is the result of the putative collections being perceived as less significant than taxes collected on deeds.
From the taxpayer’s perspective, the monetary cost of failing to pay the tax is relatively small. The person responsible for paying the tax will be required to pay the tax itself, a penalty that cannot exceed 50% of the tax, or if the Department of Revenue finds fraud, there is an additional penalty of 200% of the deficiency.50 If the original tax was $2,450, the maximum amount for which a taxpayer can be liable is $7,350 per note, inclusive of penalties. In addition to monetary exposure, there is criminal exposure. The failure to pay the required tax is treated as a first-degree misdemeanor, subjecting a person to up to one year in jail.51 Research does not reveal whether anyone has ever been criminally charged with this tax violation.
Research also does not reveal whether section 201.08(1)(a), Florida Statutes, has ever been challenged as unconstitutional based upon the vagueness doctrine. Clarifying or narrowing the scope of the statute would serve to educate taxpayers regarding the taxability of certain documents, and in particular, promissory notes. Unfortunately, publicly available data does not reflect precisely how much money is collected specifically from promissory notes, as opposed to “written obligations to pay money, or assignments of salaries, wages, or other compensation….”52) Assuming the legislature does not have an appetite for reviewing and revising the statute, the Department of Revenue should aggressively enforce the statute to protect those taxpayers who have been paying the tax for years, if not decades, and to simply maximize the funds in the public coffers. Finally, the statute could simply be clarified through amendments defining the statute’s operative terms, “promissory note” and “written obligations to pay money.”
1 Massachusetts, Florida, and Jamaica also passed stamp taxes in the mid-18th century. Edmund
- and Helen M. Morgan, The Stamp Act Crisis: Prologue to Revolution 77 (Chapel Hill: University of North Carolina Press, 3rd ed., 1995); Yale Law School, https://avalon.law.yale.edu/18th_century/stamp_act_1765.asp. (last visited February 9, 2023)
2 Yale Law School, https://avalon.law.yale.edu/18th_century/stamp_act_1765.asp. (last visited February 9, 2023)
3 https://library.cqpress.com/cqalmanac/document.php?id=cqal65-1257961 (last visited February 14, 2023).
4 https://library.cqpress.com/cqalmanac/document.php?id=cqal65-1257961 (last visited February 14, 2023).
5 Neb. Rev. Stat. Ann § 76-901 (LexisNexis, Lexis Advance through all Acts of the 2nd Regular Session of the 107th Legislature (2022) and 2022 ballot propositions).
7 Fla. Stat. Ann. § 201.02 (LexisNexis, Lexis Advance through the 2022 regular and extra sessions), Tax on deeds and other instruments relating to real property or interests in real property, is beyond the scope of this article.
8 CGL 1936 Supp. 1279 (111).
9 2002 Fla. ALS 26, 2002 Fla. Laws ch. 26, 2002 Fla. SB 462, 2002 Fla. ALS 26, 2002 Fla. Laws
- 26, 2002 Fla. SB 462.
10 2016 Fla. Tax LEXIS 16, 2016 TAX FALR 3.
11 Fla. Admin. Code Ann. r. 12B-4.052 (Lexis Advance through January 23, 2023)
12 2002 FL Regulation Text 26690
13 2016 Fla. Tax LEXIS 16, 2016 TAX FALR 3
14 A frequently litigated issue is whether a “promissory note” is enforceable when the documentary stamp tax has not been paid. See e.g., Wilmington Tr., N.A. v. Serpa, 346 So. 3d 1218 (Fla. Dist. Ct. App. 2022); Solis v. Lacayo, 86 So. 3d 1147 (Fla. Dist. Ct. App. 2012); Somma v. Metra Elecs. Corp., 727 So. 2d 302 (Fla. Dist. Ct. App. 1999); Glenn Wright Homes LLC v. Lowy, 18 So. 3d 693, 696 (Fla. Dist. Ct. App. 2009); ; Ben Fu Li v. Jackie Tan, No. 17- cv-60363, 2017 U.S. Dist. LEXIS 87302 (S.D. Fla. June 7, 2017).
15 Southeastern Fisheries Asso. v. Dep’t of Nat. Res., 453 So. 2d 1351, 1353 (Fla. 1984).
16 2008 Fla. Tax LEXIS 11, 8 TAX FALR 41.
17 Fla. Stat. Ann. § 213.05 (LexisNexis, Lexis Advance through the 2022 regular and extra sessions) provides the Department of Revenue with rulemaking authority.
18 Forsythe v. Longboat Key Beach Erosion Control Dist., 604 So. 2d 452 (Fla. 1992); see also Van Pelt v. Hilliard, 75 Fla. 792, 78 So. 693 (1918).
19 Fla. Stat. Ann. § 120.52 (8) (LexisNexis, Lexis Advance through the 2022 regular and extra sessions).
20 Fla. Stat. Ann. § 120.52 (8)(d) and (e) (LexisNexis, Lexis Advance through the 2022 regular and extra sessions).
21 Comput. Sales Int’l v. State Dep’t of Revenue, 656 So. 2d 1382 (Fla. Dist. Ct. App. 1995).
22 Id. at 1384.
23 Comput. Sales Int’l v. State Dep’t of Revenue, 656 So. 2d 1382 (Fla. Dist. Ct. App. 1995).
24 A promissory note is “[a]n unconditional written promise, signed by the maker, to pay absolutely and in any event a certain sum of money either to, or to the order of, the bearer or a designated person.” Black’s Law Dictionary, 11th edition, 2019.
25 Southeastern Fisheries Asso., 453 So. 2d at 1353 (Fla. 1984); see also Simmons v. State, 944 So. 2d 317 (Fla. 2006).
26 Southeastern Fisheries Asso., 453 So. 2d at 1353, cited in Martin v. State, 207 So. 3d 310, 317 (Fla. Dist. Ct. App. 2016).
27 Id. at 1353.
28 Wilmington Tr., N.A. v. Serpa, 346 So. 3d 1218 (Fla. Dist. Ct. App. 2022); Solis v. Lacayo, 86 So. 3d 1147 (Fla. Dist. Ct. App. 2012); Somma v. Metra Elecs. Corp., 727 So. 2d 302 (Fla. Dist. Ct. App. 1999); Glenn Wright Homes LLC v. Lowy, 18 So. 3d 693, 696 (Fla. Dist. Ct. App.
2009); Ben Fu Li v. Jackie Tan, No. 17-cv-60363, 2017 U.S. Dist. LEXIS 87302 (S.D. Fla. June 7, 2017).
29 Brown v. State, 629 So. 2d 841 (Fla. 1994).
30 Id at 842.
31 Bischoff v. Florida, 242 F. Supp. 2d 1226 (M.D. Fla. 2003).
32 Id. at 1235 – 1236.
33 Id. at 1236.
34 Fla. Stat. Ann. § 201.17 (LexisNexis, Lexis Advance through the 2022 regular and extra sessions).
35 Bischoff v. Florida, 242 F. Supp. 2d 1226, 1236 (M.D. Fla. 2003).
36 Southeastern Fisheries Asso., 453 So. 2d at 1353 (Fla. 1984).
fresh-highs/ (last visited Feb. 10, 2023)
Paper.pdf (last visited February 14, 2023).
39 https://www.vantageimpact.com/news/financial-advisors-considering-offer (last visited February 10, 2023).
%20with%20confidence. (last visited on February 10, 2023)
41 FINRA Rule 13200. Required Arbitration. https://www.finra.org/arbitration-mediation/rules- case-resources/13000 (last visited February 10, 2023).
42 FINRA Dispute Resolution Services Arbitrator’s Guide, p. 9 (January 2023 Edition).
43 In an Award issued on May 31, 2022, a Florida arbitration panel found that the broker- dealer/lender owed the tax, but that the failure to pay the tax did not bar enforcement of the underlying obligation. Because FINRA arbitrators are not required to issue detailed opinions unless both parties request a detailed opinion, it is impossible to know how often the non- payment of the documentary stamp tax is raised as a defense in these cases; https://www.finra.org/sites/default/files/aao_documents/18-04045.pdf (last inspected February 13, 2023).
44 See e.g., Wilmington Tr., N.A. v. Serpa, 346 So. 3d 1218 (Fla. Dist. Ct. App. 2022); Solis v. Lacayo, 86 So. 3d 1147 (Fla. Dist. Ct. App. 2012); Somma v. Metra Elecs. Corp., 727 So. 2d 302 (Fla. Dist. Ct. App. 1999); Glenn Wright Homes LLC v. Lowy, 18 So. 3d 693, 696 (Fla. Dist. Ct. App. 2009).
20120127.pdf (last inspected February 13, 2023).
46 https://floridarevenue.com/DataPortal/Pages/TaxResearch.aspx (last inspected February 13,
47 Fla. Stat. Ann. § 201.02 (LexisNexis, Lexis Advance through the 2022 regular and extra sessions)
48 https://floridarevenue.com/DataPortal/Pages/TaxResearch.aspx (last inspected February 13,
49 https://floridarevenue.com/DataPortal/Pages/TaxResearch.aspx (last inspected February 13,
50 Fla. Stat. Ann. § 201.17(2)(b) (LexisNexis, Lexis Advance through the 2022 regular and extra sessions).
51 Fla. Stat. Ann. § 775.082 (4)(a) (LexisNexis, Lexis Advance through the 2022 regular and extra sessions) and Fla. Stat. Ann. § 201.17 (LexisNexis, Lexis Advance through the 2022 regular and extra sessions).
52 Fla. Stat. Ann. § 201.08 (LexisNexis, Lexis Advance through the 2022 regular and extra sessions).