STATE OF FLORIDA
DIVISION OF ADMINISTRATIVE HEARINGS
PARSONS & ASSOCIATES, INC., d/b/a ) OVERHEAD DOOR COMPANY OF TAMPA BAY, )
)
Petitioner, )
)
vs. ) CASE NO. 94-1268
) DEPARTMENT OF MANAGEMENT SERVICES, )
)
Respondent. )
)
RECOMMENDED ORDER
On May 12, 1994, a formal administrative hearing was held in this case in Tampa, Florida, before J. Lawrence Johnston, Hearing Officer, Division of Administrative Hearings.
APPEARANCES
For Petitioner: Jonathan D. Kaplan, Esquire
6617 Memorial Highway
Tampa, Florida 33615
For Respondent: Wayne H. Mitchell, Esquire
Department of Management Services Office of the General Counsel Suite 312, Ninth Building
2737 Centerview Drive
Tallahassee, Florida 32399-0950 STATEMENT OF THE ISSUES
The ultimate issue is whether Petitioner's application for certification as a Minority Business Enterprise (MBE) should be approved. Determination of the ultimate issue depends on the issues: (1) whether the minority owner, Gail Parsons, controls the management and daily operations of the Petitioner; and (2) whether the Petitioner is financially independent.
PRELIMINARY STATEMENT
Petitioner, Parsons and Associates, Inc., d/b/a Overhead Door Company of Tampa Bay (Parsons and Associates or Petitioner), filed an application with the Respondent, the Department of Management Services (DMS or Respondent), for certification as a Minority Business Enterprise (MBE). By letter dated February 8, 1994, DMS denied the request. The Petitioner filed a Petition for Formal Hearing challenging the DMS denial. The matter was referred to the Division of Administrative Hearings on March 1, 1994, was assigned Case No. 94-1268, and was scheduled for final hearing on May 12, 1994.
On May 9, 1994, the DMS filed a Motion for Official Recognition. At final hearing, the motion was granted, without objection, to the extent necessary.
However, it should be noted that the purported version of F.A.C. Rule Chapter 60A-2 attached to the motion was not identical to the official version.
At final hearing, the Petitioner presented the testimony of Charles Martin, Charles Jarvis and the minority owner, Gail Parsons. DMS presented the testimony of Robert Briesacher and Molly S. "Polly" Williams. Petitioner had Exhibits 1, 2 and 3 admitted in evidence. Objections to pages 1 and 7 through
49 of Respondent's Exhibit "A" were sustained; the rest of Respondent's Exhibit "A" was admitted in evidence.
At the conclusion of the final hearing, the DMS ordered the preparation of the transcript of the final hearing, and the parties were given ten days from the filing of the transcript in which to file proposed recommended orders. The transcript was filed on June 2, 1994.
Explicit rulings on the proposed findings of fact contained in the parties' proposed recommended orders may be found in the Appendix to Recommended Order, Case No. 94-1268.
FINDINGS OF FACT
The Petitioner, Parson & Associates, Inc., d/b/a Overhead Door Company of Tampa Bay (Parsons & Associates), is a Florida corporation, having been incorporated under the laws of the State of Florida in March, 1992. The principal place of business for Parsons & Associates is 5134 W. Idlewild, Tampa, Florida. The Petitioner corporation engages in the business of the sale, installation, and repair of overhead doors, both residential and commercial.
The corporation has ten (10) full-time employees and one (1) part-time employee.
The only stockholders of the Petitioner corporation are: Gail Parsons, the minority owner; and her son-in-law, Robert Briesacher. Gail Parsons owns eighty (80 percent) of the stock of Parsons & Associates. Robert Briesacher, who is not a minority, owns the remaining twenty (20 percent) of the Petitioner corporation.
Gail Parsons was the incorporator of Parsons & Associates when it was initially incorporated. She also is its President. Robert Briesacher is the Vice-President.
Prior to the incorporation of Parsons & Associates, Gail Parsons, who has a Bachelor of Business Administration degree, worked for the Better Business Bureau. Robert Briesacher had previous experience in the overhead door business, having worked for Overhead Door Company of Clearwater.
Briesacher, who at the time was engaged to marry Parsons's daughter, learned from Overhead Door Corporation (the manufacturer) that the manufacturer intended to establish a distributorship in Tampa. Briesacher told Parsons about it. While Briesacher had the knowledge and experience to successfully sell, install, and repair both residential and commercial overhead doors, he had no money to invest in the business opportunity and had no experience running his own business. Thinking that she might be able to help her daughter and future/present son-in-law, and herself, by combining her capital and business and financial skills with his knowledge and technical skill in the automatic
door business, Parsons suggested to Briesacher that they go into business together. He readily agreed, and the pursued the opportunity with the manufacturer.
Parsons incorporated the business, registered the fictitious name, compiled the business plan, developed the cash flow projections (with Briesacher's help), found the office/warehouse space (which the manufacturer had to approve), and negotiated, executed, and personally guaranteed the lease agreement and negotiated the Distributorship Agreement with the manufacturer.
Briesacher provided none of the initial start-up monies for the Petitioner. Gail Parsons is the financial interest holder in the corporation, having made all the initial contributions to capital ($38,000), as well as making all the personal loans to the corporation thereby accepting all the financial risk. Parsons personally guaranteed the promissory note, the credit agreement, contracts required to be personally guaranteed and the warehouse lease.
The Distributorship Agreement is a standard Overhead Door Corporation agreement common to all distributors nationwide. It is customary for a manufacturer like Overhead Door Corporation to offer a distributor incentives-- like yellow page advertisement, signage, and telephone numbers--in order to gain market penetration. In the case of Parsons & Associates, Overhead Door supplied a telephone number (the number Overhead Door previously had bought from the prior distributor in Tampa), a year's worth (about $10,000) of yellow page advertising, and some signage. The total fair market value of the incentives to Parsons & Associates was approximately $31,000, but the marginal cost to the manufacturer was less.
In the initial months of operation of the business, Gail Parsons had to rely on Briesacher and the first employee they hired, Charles Martin, who worked under Briesacher at Overhead Door of Clearwater, to teach her what she had to know about the technical aspects of the business. She had to learn about the Overhead Door products and the basics of how to install them. This knowledge, which she quickly acquired, soon enabled her to take service orders, schedule the orders, supervise the day-to-day activities, perform trouble-shooting over the telephone and handle all of the sales calls. Meanwhile, Robert Briesacher was in the field with Martin installing and servicing Overhead Doors.
Briesacher currently corresponds with the factories on product orders, schedules and supervises the installers, and takes the physical inventory.
Commercial bidding is only one portion of the total corporate sales, which includes residential new construction, residential service and residential retrofit. Over ninety-five (95 percent) percent of the business of Parsons and Associates is handled over the telephone from the office where Parsons spends virtually one hundred (100 percent) percent of her time. Parsons is personally responsible for the majority of the residential sales, including negotiating and contracting with contractors, and negotiating and entering into the agreement to provide installation services for Home Depot door sales. Business from negotiating, estimating, and bidding on contracts in the field is a relatively small portion of the company's overall revenues.
Gail Parson is involved in the interviewing of prospective employees, including Martin and Charles Jarvis. She confers with Briesacher, but she alone controls hiring and firing. She possesses the knowledge to evaluate employee performance and has demonstrated her supervisory authority and evaluation skills in exercising her authority to fire an employee. Actually, it is not difficult
to evaluate the performance of installers: service calls on warranty work and customer complaints generally tell her all she needs to know.
The Petitioner/corporation has both commercial and residential outside sales persons who prepare bids for the Petitioner. The minority owner, Gail Parsons, establishes the geographic and profit margin parameters, which ultimately control the bidding process. She inspects all bids prior to executing the contracts, thereby further controlling who, where and under what terms the Petitioner corporation does business. In fact, Parsons recently rejected an accepted bid and cancelled the job because it was too far from Tampa.
While both Gail Parsons and Robert Briesacher are authorized to sign checks for Parsons & Associates, Briesacher has signed less than five checks, out of the thousands of checks written.
Parsons and Briesacher draw the same salary. However, their salaries are commensurate with the work they perform for the company. Parsons has chosen the salary levels; Briesacher does not even know what Parsons's salary is. Parsons also is entitled to an 80/20 split of any future distributions as a result of the operation of the company.
Briesacher has the use of a company truck, while Parsons does not. However, Briesacher is a part-time installer and service man, while Parsons is not. All installers/service technicians at Parsons and Associates have the use of company trucks, not just Briesacher.
Currently, in addition to controlling the entire corporation and making all of the business decisions, Gail Parsons sets inventory parameters, purchases the inventory, sells doors in the showroom, knows the purchased products, is responsible for accounts receivable, handles the payroll, and assists in the scheduling and supervising of the installers.
CONCLUSIONS OF LAW
The Division of Administrative Hearings has jurisdiction over the parties and the subject manner of this proceeding pursuant to 120.57(1), Fla. Stat. (1993).
The burden of proving entitlement to certification as a minority business enterprise is on the Petitioner. Florida Department of Transportation vs. J.W.C. Company Inc., 396 So.2d (Fla. 1st DCA 1981).
The evidence establishes that Gail Parsons is a minority person as defined in Section 288.703 (3)(f), Fla. Stat. (1993), and owns eighty percent (80 percent) of the stock of Parsons & Associates, Inc. d/b/a Overhead Door Company of Tampa Bay.
The issue to be decided is whether Gail Parsons, the minority owner, possesses the knowledge, experience, and functional roles within the organization to control the management and daily operations of Parsons.
"Minority Business Enterprise" is defined by Section 288.703, Fla. Stat. (1993), as:
. . . Any small business concern as
defined in subsection (1) which is organized
to engage in commercial transactions, which is domiciled in Florida, and which is at least fifty-one percent owned by minority persons and whose management and daily operations are controlled by such persons
. . . (Emphasis added)
The Department of Management Services has promulgated rules to be followed in determining the certification eligibility of applicants as minority business enterprises. The pertinent portions of F.A.C. Chapter 60-A, are as follows:
60A-2.005 Certification Eligibility.
An applicant must satisfy (a), (b), (c), and (d) below in order to be considered 51 percent owned by minority persons. The ownership exercised by minority persons shall be real, substantial, and continuing, and shall go beyond mere pro forma ownership of the firm as reflected in its ownership documents. In its analysis, the Office
may also consider the transferral of ownership percentages with no exchange of capital at fair market value.
* * *
The minority owners must demonstrate that they share income, earnings and any other benefits from the business concern which are accorded to any other owner. The minority owners' share of income, earnings and benefits shall be commensurate with the percentage of their ownership in the business concern, including but not limited to, salaries, draws, bonuses, commissions, insurance coverage, proceeds from business investments and properties, and profit- sharing, and other benefits.
The minority owners must demonstrate that they share in all the risks assumed by the business firm. Such sharing of business risks shall be demonstrated through the minority owners' primary role in decision- making, and negotiation and execution of related transaction documents either as individuals or as officers of the business. The minority owners' sharing in business risks shall be commensurate with their percentage of ownership, including but not limited to, start-up costs and contributions, acquisition of additional ownership interests, third-party agreements, bonding applications, and other liabilities.
Start-up contributions may be space, cash, equipment, real estate, inventory or services estimated at fair market value. All contribution of capital by the minority
owners must be real and substantial. The following are presumed not to be real and substantial capital contributions:
promises to contribute capital;
notes payable to the applicant business;
notes payable to the non-minority owners or to the non-minority family members of any owner; and
past services rendered by the minority person as an employee, rather than as a decision-maker, . . ..
* * *
An applicant must establish that the minority owners possess the authority to control and exercise dominant control over the management and dominant control over the management and daily operations of the business.
* * *
The minority owners must exercise sufficient management and technical responsibilities and capabilities to maintain control of the business. If the owners of the business who are not minority persons are disproportionately responsible for the operations of the business, then the business is not controlled by minority owners.
The control exercised by the minority owners shall be real, substantial and continuing. In instances where the applicant business is found to be a family-operated business with duties, responsibilities and decision-making occurring, jointly and mutually among owners and principles or severally along managerial and operational lines between minority and non-minority owners, the minority owners shall not be considered as controlling the business.
Where the minority owners substantiate that the assumption of duties is not based on the lack of knowledge or capability to independently make decisions regarding the business' management and day-to-day operations, the minority owners' control may not be affected. The minority owners shall establish that they have dominant responsibility for the management and daily operations of the business as follows:
The minority owners shall control the purchase of goods, equipment, business inventory, and services needed in the day to day operation of the business. The minority owners' control of purchasing shall be evidence of their knowledge of products, brands, manufactures, types, of equipment and products and their uses, etc. rather than
merely reflective of the minority owners' ministerial execution of the ordering/ acquisition of goods.
The minority owners shall control the hiring, firing and supervision of all employees, and the setting of employment policies, wages, benefits and other employment conditions. In instances where minority owners have delegated the hiring and firing of employees, the minority owners shall demonstrate that their knowledge and capability is sufficient to evaluate the employees' performance in the given industry.
The minority owners shall have knowledge and control of all financial affairs of the business. The ability of any non-minority owner or employee to sign checks and enter into financial transaction on behalf of the business shall be considered
in determining financial control. The minority owners shall expressly control the investments, loans to/from stockholders, bonding, payments of general business loans, payroll, and establishments of lines of credits.
The minority owners shall have managerial and technical capability, knowledge, training, education and experience required to make decisions regarding that particular type of work. In determining the applicant's eligibility, the Department will review the prior employment and educational backgrounds
of the minority owners, professional skills, training and/or licenses required for the given industry, the previous and existing managerial relationship between and among all owners, especially those who are familiarly related, and the timing and purpose of management changes. If the minority owners have delegated management and technical responsibility to others, the minority owners must substantiate that they have caused the direction of the management of the business through their demonstrable knowledge and capability in the delegated areas.
The minority owners shall display independence and initiative in seeking, and negotiating contracts, accepting and rejecting bids and in conducting all major aspects of the business in regard to any and all bidding and contracting. In instances where the minority owners do not directly seek or negotiate contracts, prepare estimates, or coordinate with contracting officials, but claim to approve or reject bids and contractual agreements, the minority owners shall demonstrate that they have the
knowledge and expertise to independently make contractual decisions.
The minority owners shall substantiate personal direction and actual involvement with all major aspects of the applicant business. The major aspects shall be defined as those tasks essential to accomplish all objectives and operations related to those services or commodities for which the applicant business requests certification.
(Emphasis added).
Under the foregoing rule provisions, the relevant operative considerations on the issue whether Parsons and Associates qualifies for MBE status are: (1) Gail Parsons's knowledge and ability to control and manage Parsons & Associates; and (2) the degree of control she actual exercises over the business operation of the Petitioner corporation.
Rule 60A-2.005 (2)(b) and (c) presupposes that, in a sham minority business enterprise, the minority would be a nominal owner who did not risk his own capital or share in the profits of the business enterprise. In this case, Gail Parsons is not a "front" for a non-minority business. She made the financial contribution, and she has taken all of the financial risk, and she gets 80 percent of the profits. Although she receives the same salary as her son-in-law, and she does not drive a company truck, she sets their salaries, which are reasonable and commensurate with the work they perform for the company, in accordance with Rule 60A-2.005 (2)(b) and (c). Not only does Parsons set their salaries, Briesacher does not even know what Parsons's salary is. His salary, for what he does, is not out-of-line and is not a "cover" for a true larger interest in the business. It is commensurate with what he does.
Although he did not contribute financially to the start-up of the business, Briesacher's 20 percent interest in the business also is rational. When Briesacher informed Parsons of the Overhead Door opportunity, she saw it as an opportunity to help both her daughter and future/present son-in-law, and herself, by combining her capital and business and financial skills with Briesacher's knowledge and technical skill in the overhead door business. Without Briesacher's knowledge and technical skill and connections, she probably would not, maybe could not have gone forward; without her, he would not have been able to. Briesacher's knowledge and technical skill and connections, and Parsons's desire to help him and her daughter, justified Briesacher's 20 percent interest.
Rule 60A-2.005 (3)(d)(1) presupposes that a sham minority business would have the minority owner doing only ministerial acts, such as filling out the purchase orders for goods and services. The premise is that, since the minority would only be a "front" for the actual owner, the minority would not have the knowledge or ability to do the substantive work of the business, make substantive business decisions. But in this case, it is the non-minority owner, Robert Briesacher, who performs the ministerial acts regarding inventory and purchasing. Parsons dictates the inventory controls which drive the company's purchasing of inventory and goods purchased from Overhead Door Corporation, which makes up approximately ninety-five (95 percent) percent of all company purchases. Parsons has the knowledge of the products, brands, and business inventory needed to set the inventory controls and to run the day-to-day
operations of the Petitioner corporation. She utilized a computer program to establish the inventory controls. All Briesacher does physically take inventory, i.e., count to verify what is on hand, do the ministerial act of filling out the purchase order. That is exactly the reverse of the situation that the rule is designed to protect against.
Gail Parsons, the minority owner, controls the hiring, firing and supervision of all employees, including setting wages, policies and benefits for the company, consistent with Rule 60A-2.005 (3)(d)(2).
Nothing in the rule prohibits the decision to hire or fire from being joint. It is just necessary that the minority owner have the ultimate control and/or demonstrate her knowledge sufficient to control the hiring and firing which may be delegated. The evidence was that Parsons not only possesses the knowledge and capability sufficient to evaluate but maintains actual and ultimate control. Cf. Final Order, EC Construction, Inc. v. State of Florida Department of General Services, DOAH 90-5217 (DGS 1991) (minority owner had contract prohibiting the firing of subcontractor, who ran major account).
The evidence proved that Gail Parsons, the minority owner, possesses the knowledge and control of the financial affairs of the Petitioner in compliance with Rule 60A-2.005 (3)(d)(3). Gail Parsons controls the financial affairs of the company, including negotiating all loans, paying off all loans, and collateralizing her home to secure the business credit line. Parsons controls the accounts payable and receivable and is in charge of payroll, as well as responsible for all of the financial planning for the business. While Robert Briesacher, the non-minority owner, has the authority to sign checks, the bank account does not control the financial health of Petitioner. Besides, the rule states that signatories to the account should be considered, suggesting the possibility of non-minority owner signatories having that authority; the rule does not state that this practice per se violates the rule and automatically prohibits consideration for MBE status. Finally, there is no evidence to suggest that Mr. Briesacher has or would improperly exercise his authority as a signatory on the company bank account.
Gail Parsons, the minority owner, possesses the managerial and technical capability, knowledge, training, and education and experience required to make the decisions with regard to her running Parsons consistent with rule 60A-2.005 (3)(d)(4). It is clear testimony and evidence received that Parsons, the minority owner, possesses the professional skills and educational background to control the day-to-day operations of the business. She may not be able to personally physically install automatic overhead doors, but she knows enough about how to do it to fully control the business.
The Petitioner meets the dictates of Rule 60A-2.005 (3)(d)(5), which requires that the minority owner shall display independence, and initiative, in seeking and negotiating contracts, accepting and rejecting bids, and conducting all major aspects of the business with regard to any and all bidding and contracting. While Parsons possesses the knowledge and expertise to make contracting decisions, she does not personally handle the commercial bidding, which is delegated to an employee and non-owner, Charles Jarvis. The evidence was that Jarvis uses the parameters established by the minority owner, Gail Parsons, in compiling each bid -- specifically, the gross profit margin and the geographic parameters. Cf. Final Order, R.R. Pernini Inc., vs. State of Florida Department of General Services, DOAH #88-1371 (DGS 1988).
Unlike in Pernini, in this case Parsons displayed her requisite knowledge of the labor, profit and overhead cost as set forth in her pro forma projection, cash flow estimates, and establishing the geographic and profit margin parameters involved with Mr. Jarvis's bidding.
Further, in Pernini, the bidding that was at issue was the entire basis of the company's revenues. In this case, the commercial accounts generated by Jarvis are only a small portion of the Petitioner's total sales revenues, while, Parsons is personally responsible for the majority of the residential sales, including negotiating and contracting with contractors, and negotiating and entering into the agreement to provide installation services for Home Depot door sales.
Over ninety-five (95 percent) percent of the company's business is handled over the telephone from the office where Parsons spends virtually one hundred (100 percent) percent of her time. Briesacher's "negotiating, estimating, and bidding on contracts in the field" are a relatively small portion of the business.
It is clear from the facts of this case that Parsons has grown into her position of dominant control over the company. At first, Briesacher had knowledge that she did not, and it could not be said that she had "dominant control" initially. It was more even at first. But, as the principal that "knowledge is power" forms a basis for the DMS rules, as Briesacher and the other employees taught Parsons "the ropes," Briesacher relinquished control to her, and now she does have "dominant control." She knows all she has to know to fully control the business. She now fully participates in the development of the business strategy and then delegates and draws upon the experience and skills the employees she hires. While the evidence demonstrated that each employee wears several hats and assists in more than one area of the business, Parsons wears more hats than anyone and delegates only because time prohibits her from doing more. The team concept at Parsons & Associates is not a cover for a lack of leadership and technical knowledge; the only things that Parsons does not do is go out and service and install doors in the field. That does not mean she is not an integral part of the installers going out, servicing and installing doors in compliance with Rule 60A-2.005(3)(d)(4) and (6). She has actual hands on control, leadership and direction in all aspects of the business operation.
The evidence is that Parsons & Associates is an independently owned and operated business concern in compliance with Rule 60A-2.005(4). The firm was established using Parsons's personal funds, without having to borrow any funds from any outside source. Parsons secured an initial credit line with Overhead Door Corporation (the manufacturer), but subsequently the initial line of credit was paid off, and Overhead Door Corporation (the manufacturer) now exerts no more control over the independence of Parsons & Associates than any other manufacturer of goods exerts over its distributors. The manufacturer does not control the business decisions of who, what and were to sell. Parsons & Associates is not a franchisee who pays a franchisor for the right to purchase a "turn-key" operation.
The Petitioner corporation did not get an advantage from the manufacturer that "another company would not get." In fact, the Distributorship Agreement that was signed was a bargained-for exchange, with incentives given which were standard in the industry rather than a generous gift from the manufacturer. The evidence is that Parsons & Associates is independent of the manufacturer.
On the basis of the foregoing Findings of Fact and Conclusions of Law, it is recommended that the Department of Management Services enter a final order granting Petitioner's application for certification as a minority business enterprise (MBE).
RECOMMENDED this 14th day of July, 1994, in Tallahassee, Florida.
J. LAWRENCE JOHNSTON Hearing Officer
Division of Administrative Hearings The DeSoto Building
1230 Apalachee Parkway
Tallahassee, Florida 32399-1550
(904) 488-9675
Filed with the Clerk of the Division of Administrative Hearings this 14th day of July, 1994.
APPENDIX TO RECOMMENDED ORDER, CASE NO. 94-1268
To comply with the requirements of Section 120.59(2), Fla. Stat. (1991), the following rulings are made on the parties' proposed findings of fact:
Petitioner's Proposed Findings of Fact. 1.-3. Accepted and incorporated.
First sentence, rejected as contrary to facts found; the rest is
accepted and incorporated.
Second sentence, rejected to the extent that it implies that Briesacher has no financial interest. Otherwise, accepted and incorporated.
Accepted and incorporated.
Rejected, as contrary to facts found, to the extent that it implies Parsons knew it all from the start and that Parsons "supervised" Briesacher and Martin installing and servicing doors; in fact, there was a learning curve. Otherwise, accepted and incorporated.
8.-11. Accepted and incorporated. Respondent's Proposed Findings of Fact.
1.-2. Accepted and incorporated to the extent not subordinate or unnecessary.
3.-4. Accepted and incorporated to the extent not subordinate or unnecessary.
Last sentence, rejected in part as contrary to facts found and as contrary to the greater weight of the evidence. (She makes sales and trouble- shoots, and is no longer just learning those aspects of the business.) Otherwise, accepted and incorporated to the extent not subordinate or unnecessary.
Accepted and incorporated to the extent not subordinate or unnecessary. However, except for actually installing and servicing doors, Parsons also does the same jobs as Briesacher to some extent, and some of Briesacher's functions are ministerial in light of Parsons's management decisions.
Penultimate sentence, rejected as contrary to facts found and as contrary to the greater weight of the evidence; he proposed "piece-work" but Parsons participated in the final decision. (Since it is standard in Florida, it was not a difficult or controversial decision.) Otherwise, accepted and incorporated to the extent not subordinate or unnecessary. (However, "joint responsibility" should not be construed to mean "equal authority." Parsons has the final say.)
Accepted and incorporated to the extent not subordinate or unnecessary. However, while Parsons's knowledge and skill does not exceed the others' in the area of installing and servicing doors, she has enough knowledge to control the business.
The characterization "very broad" in the last sentence is rejected as contrary to facts found and as contrary to the greater weight of the evidence. Otherwise, accepted and incorporated to the extent not subordinate or unnecessary. However, again, while Parsons's knowledge and skill does not exceed the others' in the area of installing and servicing doors, and while she does not personally install and service doors, she has enough knowledge to control the business.
10.-14. Accepted and incorporated to the extent not subordinate or unnecessary. Again, while Parsons and Briesacher, and other employees, share responsibilities, Parsons has the knowledge necessary to control the business and has dominant control over the business.
COPIES FURNISHED:
Jonathan D. Kaplan, Esquire 6617 Memorial Highway
Tampa, Florida 33615
Wayne H. Mitchell, Esquire Department of Management Services Office of the General Counsel Suite 312, Ninth Building
2737 Centerview Drive
Tallahassee, Florida 32399-0950
William H. Lindner, Secretary Department of Management Services Knight Building, Suite 307
Koger Executive Center 2737 Centerview Drive
Tallahassee, Florida 32399-0950
Paul A. Rowell, General Counsel Department of Management Services Knight Building, Suite 312
Koger Executive Center 2737 Centerview Drive
Tallahassee, Florida 32399-0950
NOTICE OF RIGHT TO SUBMIT EXCEPTIONS
All parties have the right to submit to the Department of Management Services written exceptions to this Recommended Order. All agencies allow each party at least ten days in which to submit written exceptions. Some agencies allow a larger period within which to submit written exceptions. You should consult with the Department of Management Services concerning its rules on the deadline for filing exceptions to this Recommended Order.
| Issue Date | Proceedings |
|---|---|
| Jan. 05, 1995 | Final Order filed. |
| Jul. 14, 1994 | Recommended Order sent out. CASE CLOSED. Hearing held 05/12/94. |
| Jun. 13, 1994 | Petitioner`s Proposed Recommended Order filed. |
| Jun. 10, 1994 | Respondent`s Proposed Recommended Order filed. |
| Jun. 02, 1994 | Transcript (Volumes I, II, tagged) filed. |
| May 12, 1994 | CASE STATUS: Hearing Held. |
| May 09, 1994 | (Respondent) Motion for Official Recognition filed. |
| Apr. 15, 1994 | Order Approving/Authorizing Telephone Depositions sent out. |
| Apr. 13, 1994 | (Respondent) Notice of Taking Depositions filed. |
| Apr. 13, 1994 | (Respondent) Motion for Order Approving/Authorizing Telephone Depositions filed. |
| Apr. 06, 1994 | Notice of Hearing sent out. (hearing set for 5/12/94; 1:00pm; Tampa) |
| Mar. 28, 1994 | Joint Response to Initial Order filed. |
| Mar. 15, 1994 | Initial Order issued. |
| Mar. 10, 1994 | Agency referral letter; Petition for Formal Hearing; Agency Action letter filed. |
| Mar. 10, 1994 | Agency referral letter; Petition for Formal Hearing; Agency Action letter filed. |
| Issue Date | Document | Summary |
|---|---|---|
| Oct. 14, 1994 | Agency Final Order | |
| Jul. 14, 1994 | Recommended Order | Petitioner was Minority Business Enterprisse. Female owned 80% of stock, made capital investment, and had final say. Over time, Female acquired enough knowledge and skill to have dominant control. |
