Whom Do You Serve (Part 2)?
The point of last Friday's post is that Section 1502 of the California Corporations Code does not apply to foreign limited liability companies. That statute requires a "corporation", as defined in Section 162, to file a statement with the Secretary of State that, among other things, designates "as the agent of the corporation for the purpose of service of process, a natural person residing in this state or a corporation that has complied with Section 1505 and whose capacity to act as an agent has not terminated".
Corporations Code Section 17701.16 governs service of process against a "limited liability company", as defined in Section 17701.02(k), or a "foreign limited liability company", as defined in Section 17701.02(j). Under this statute, valid service may be effected by "delivery (1) to any individual designated by it as agent, or (2) if the designated agent is a corporation, to any person named in the latest certificate of the corporate agent filed pursuant to Section 1505 at the office of the corporate agent".
Is personal service tantamount to slavery?
The word "service" is derived from the Latin word servus, meaning a slave. Ancient Rome operated on a slave economy:
"But there still remained, in the centre of every province and of every family, an unhappy condition of men who endured the weight, without sharing the benefits, of society. In the free states of antiquity the domestic slaves were exposed to the wanton rigour of despotism."
Edward Gibbon, The History of the Decline and Fall of the Roman Empire, Ch. 2.