Dear Members of the Direct v. Derivative Task Force,
We hope this message finds you well. As we begin our work together, we wanted to formally introduce ourselves and provide some initial background that will guide our initiative over the next year. Before anything else, we want to thank you for volunteering your time to this Task Force and express our gratitude in advance for assisting with this important project for the Business Law Section.
1. Task Force Background and Purpose
We are honored to serve as Chair and Vice-Chair of the Direct v. Derivative Task Force—Zane Katz (Trenam Law) and Michelle Notte (The Entrepreneur Lawyers), respectively.
This Task Force was formed following the efforts of the Direct v. Derivative Study Group and was officially designated a Task Force by the Business Law Section at the June 2025 Annual Meeting. For reference, we’ve attached the original Study Group Memo outlining the preliminary work that laid the foundation for this initiative.
The Task Force’s core mission is to create a practical and authoritative Guide for Practitioners and Judges statewide on the key issues arising in direct versus derivative lawsuits under Chapter 607, Florida Statutes. We also aim to identify and analyze any unresolved or ambiguous areas that may not fit neatly within the guidance, with a view toward providing ongoing clarity or recommending possible legislative changes needed within the statutory framework for these issues.
2. Meeting Schedule
Our first in-person meeting will take place at the Business Law Section’s Labor Day Retreat (exact date/time TBD). Following these meetings, we will meet monthly via Zoom on the first Tuesday of each month at 12:00pm/est. Calendar invitations for all meetings will be circulated following this email by the end of the week.
3. Existing Research Materials
As a starting point for our substantive discussions, we are pleased to share a research table (attached and labeled TABLE RESEARCH) prepared by Giuliana Medonia, a rising 2L at NSU Shepard Broad College of Law and current law clerk at The Entrepreneur Lawyers. This resource summarizes a number of Florida and relevant out-of-state decisions related to direct and derivative actions and is intended to help us frame our initial discussions.
4. Phased Approach to the Task Force’s Work
We propose to organize the Task Force’s work in the following four phases:
