Business owners across the country are facing a wave of collection lawsuits filed in Florida courts by companies that marketed themselves as Employee Retention Credit (ERC) preparation and recovery specialists. According to Chemere Ellis, PLLC, a Tampa-based firm representing individuals and companies in commercial, business, and financial services disputes, these actions are often filed in Florida regardless of where the defendant operates, forcing businesses to retain a Tampa employee retention credit litigation lawyer to respond.
Congress established the ERC as pandemic relief for businesses that maintained payroll through significant economic disruption. Many small to mid-sized businesses pursued the credit, often with the help of Florida-based ERC firms that solicited restaurants, retailers, service companies, and family-owned operations nationwide. Agreements were frequently executed without review by counsel, and many contained forum-selection clauses designating Florida as the exclusive venue for any dispute. Months or years later, a number of those companies have filed suit against their former clients seeking substantial fees.
"These actions are being brought against business owners who devoted 2020 through 2022 to maintaining operations and payroll," said Chemere Ellis, founder of Chemere Ellis, PLLC. "Many are now facing demands for tens of thousands of dollars, and the prospect of defending themselves in a Florida courtroom far from home, under agreements they may not have authorized or fully understood. Before a business concludes that the amount is owed, the agreement warrants careful legal review."
One issue the firm is actively testing in litigation is whether the person who signed on behalf of the business had authority to bind the company at all. Businesses do not always route every document through an owner or officer, particularly during a period of operational upheaval. Under Florida law, a business generally is not bound by a contract signed by someone lacking actual or apparent authority. Whether that authority existed is fact-dependent: the signer's actual role and responsibilities, whether the business later ratified the agreement, and what the other side knew or should have known at the time.
The firm is also seeing recurring problems in how these companies calculate and demand payment. In some matters, real work was performed; in others, little or no service was ever provided. Either way, once a credit comes through, the company comes looking for payment, and the amount demanded does not always line up with what the underlying agreement authorizes. The firm is testing whether these complaints adequately allege how the demanded amount was calculated, whether that demand connects to the contract's actual terms, and whether the claims as pled satisfy Florida's fact-pleading requirements—including by moving to dismiss where the law and facts support it.
For businesses that engaged ERC preparation firms, the implications are significant. A lawsuit filed in Florida can mean costly travel and unfamiliar legal procedures. The firm's efforts to challenge these actions could set important precedents on contract authority and fee calculation, potentially protecting other businesses from similar claims. As these cases proceed, they may also deter ERC firms from filing questionable lawsuits.
Chemere Ellis, PLLC represents individuals and companies in commercial and business matters, contract disputes, business litigation, and financial services litigation and regulatory enforcement. Firm founder Chemere Ellis brings more than fifteen years of civil and criminal experience, including as a commercial litigator at a premier Florida law firm and as a prosecutor for Florida's Sixth Judicial Circuit. She has served as lead trial attorney on more than forty trials and has advocated for clients in state and federal court and before FINRA.
