Picture this: you put in hours of hard work and finish a slate of roofing and construction projects throughout South Florida, and as you continue to do everything right, passing inspections and meeting deadlines, the checks stop coming in. Suddenly, the straightforward promise of getting paid for completed work collapses into a legal labyrinth of arbitration clauses, contractor licensing statutes, voluntary dismissals, and even state regulatory complaints. Welcome to Florida’s construction law, where collecting what you’re owed often turns less on whether the shingles were nailed straight and more on whether the paperwork and procedure line up and how well you understand your legal rights.
Today, we are here to examine how we arrived at this point, how to defend against it, and, most importantly, what we can do to prevent it. Whether you’re a contractor, subcontractor or property owner, understanding how a claim arising from a construction agreement is treated under Florida law helps the parties protect their rights before a dispute even begins.
The Core Legal Tension
Florida draws a hard line when it comes to licensure in Florida’s construction industry. § 489.128, Fla. Stat., declares that contracts performed by unlicensed contractors are “unenforceable in law or in equity.” In plain English, this means that even if the work was completed and done correctly, the contract can vanish in court, as if it never existed to begin with. At the same time, construction contracts often include ADR provisions or clauses that require the parties to attempt mediation or arbitration proceedings before filing suit, adding another procedural hurdle that can delay recovery.
These clauses can be as decisive as any substantive defense. So, what happens when an unlicensed subcontractor, having already performed, tries to collect? The answer lies at the intersection of statutory bars, procedural strategy, and most importantly creative lawyering.
A Recent Florida Dispute
In one recent case, a subcontractor alleged it had completed multiple roofing projects for a general contractor but was denied payment. What began as a simple complaint of breach of contract quickly evolved into a complex fight over procedure and licensing. Alongside the civil case, the subcontractor turned to the Department of Business and Professional Regulation (DBPR), framing the matter not as a routine billing disagreement but as potential regulatory misconduct. By alleging fraud, misuse of funds, and permitting misrepresentations under section 489.129, Florida Statutes, the subcontractor sought to shift the contention from a private compensation issue into the realm of state oversight and discipline.
Case Law on the Edges
The case law in Florida reflects this oscillation between strict statutory enforcement and equitable flexibility.
In Earth Trades, Inc. v. T&G Corp., 108 So. 3d 580, 582–83 (Fla. 2013)., the Florida Supreme Court held that an unlicensed subcontractor could not enforce its contract or recover in equity, emphasizing that the Legislature intended to place the risk squarely on the unlicensed contractor.
Similarly, in Mivan (Fla.), Inc. v. Metric Constructors, Inc., 857 So. 2d 901, 902–03 (Fla. 5th DCA 2003). The Fifth District reinforced the point: contracts entered into by unlicensed contractors are unenforceable, period.
Taken together, these authorities reveal a clear lesson. Florida courts will not rescue an unlicensed subcontractor with equitable theories when the statute bars recovery, and at the same time they will enforce contractual clauses, whether requiring arbitration, mandating mediation, or permitting termination without cause. The battle is fought on two fronts: statutory compliance on one side, and procedural maneuvering on the other.
Licensing Meets Arbitration Clause: Who Decides Enforceability
If Florida’s licensing statutes are the hammer, arbitration clauses are often the anvil. Many construction contracts force disputes out of court and into mediation or arbitration. But here’s the catch: if the subcontractor wasn’t properly licensed, is the arbitration clause even enforceable? Florida appellate courts have made clear that even before you arbitrate, the court must decide whether a valid contract exists at all.
In Island House Developers, Inc. v. AMAC Constr., Inc., 686 So. 2d 1377, 1378 (Fla. 1st DCA 1997). The First District reversed an order compelling arbitration because the trial court hadn’t first determined whether the contractor was validly licensed. Without a license, there was no enforceable contract and therefore nothing to arbitrate. The Second District reinforced this principle in Riverwalk Apartments, L.P. v. RTM Gen. Contractors, Inc., 779 So. 2d 537, 538–39 (Fla. 2d DCA 2000). Where the developer alleged it had been duped into contracting with an unlicensed individual posing under a licensed company’s name. The trial court lifted a stay of arbitration after RTM filed paperwork to cure the defect, but the appellate court reversed, holding that the supposed cure was no cure at all. The Legislature had just deleted the cure language from § 489.128, making it clear that contracts with unlicensed contractors are unenforceable period. The court emphasized that only a judge, not an arbitrator, could decide whether a contract existed in the first place. Florida law once allowed contractors to cure licensing defects, but that option was eliminated in 2000. Today, these contracts are unenforceable, period.
The same theme appears in R.A.M. of S. Fla., Inc. v. WCI Cmtys., Inc., 869 So. 2d 1210, 1211–12 (Fla. 2d DCA 2004). Where an unlicensed subcontractor’s claims were barred outright, contract and arbitration clause alike. And in Vacation Beach, Inc. v. Charles Boyd Constr., Inc., 906 So. 2d 374, 375–76 (Fla. 5th DCA 2005)., the Fifth District reiterated that contracts violating public policy, like those involving unlicensed contractors, are unenforceable in any forum. You might ask why it is against public policy to hire an unlicensed contractor the answer is simple and twofold First, consumer protection: the latest version of the licensing system ensures that contractors meet minimum standards of training, competency, and accountability, protecting homeowners and the public from unsafe or fraudulent work. Second, regulatory oversight, by requiring licenses, the state maintains the ability to discipline bad actors, revoke licenses, and prevent repeat misconduct. Without that framework, enforcement collapses, and the risks shift unfairly onto consumers.
Courts have applied this same strict approach to other procedural provisions as well. In Vila & Son Landscaping Corp. v. Posen Constr., Inc., 99 So. 3d 563, 564–65 (Fla. 2d DCA 2012)., the tribunal upheld a termination-for-convenience clause that allowed a contractor to walk away from a subcontract after finding a cheaper replacement. The only limit is that such clauses must be exercised in good faith. But declined to rescue the subcontractor from what it viewed as a valid contractual bargain.
There is no doubt that construction contracts are enforced with rigor, and they can shut down a subcontractor’s claim even before the merits are ever heard.
Exceptions at the Margins
Of course, lawyers don’t give up just because a statute looks absolute. They search for cracks in the law or exceptions that give leeway for another potential outcome.
In MMII, Inc. v. Silvester, 42 So. 3d 876, 877–78 (Fla. 4th DCA 2010)., the subcontractor was told it was unlicensed and out of luck. On appeal, the Fourth District disagreed: the subcontractor’s business of selling and installing audio systems didn’t actually require a contractor’s or electrical license under §§ 489.105 and 489.505. The court said the trial judge had misapplied the statute, and the subcontractor walked away with its claim intact.
In a more recent case, ABA Interior, Inc. v. Owen Grp., Inc., 84 So. 3d 1088, 1089–90 (Fla. 4th DCA 2012)., the subcontractor failed to obtain Palm Beach County specialty licenses, and the trial court barred it from suing. On appeal, the Fourth District reversed, pointing out that not all of the subcontractor’s work necessarily required a specialty license. The tribunal also noted that licensed sub-subcontractors may have performed portions of the work. With those factual questions unresolved, summary judgment was improper. In other words, being called “unlicensed” doesn’t always end the case if the scope of work and who performed it are genuinely at issue.
Similarly, in Taylor Morrison Servs., Inc. v. Ecos, 163 So. 3d 1286, 1288–89 (Fla. 1st DCA 2015)., the First District held that a contractor wasn’t unlicensed for § 489.128 purposes because it had a qualifying agent on the effective date of the contract, even though problems arose later. The timing mattered, and the contract survived. A qualifying agent is a licensed individual whose credentials allow a business to operate as a contractor in Florida. By statute, the qualifier must have the skill and experience to supervise and control the company’s contracting activities and is legally responsible for ensuring that work is performed in compliance with the law. In practice, the qualifying agent is not only the gateway but also the safeguard. Their license may keep the company legal, but is also the license most at risk if the company cuts corners.
And then there’s Poole & Kent Co. v. Gusi Erickson Constr. Co., 759 So. 2d 2, 3–4 (Fla. 2d DCA 1999). The general contractor argued that § 489.128 let it avoid paying a subcontractor in arbitration because the subcontractor had licensing problems. The Second District bristled, noting that such an interpretation would encourage the selection of subcontractors with licensing difficulties just to stiff them later. The tribunal upheld the arbitration award for the subcontractor, showing that even under Florida’s strict statutory regime, equity sometimes sneaks in through the back door.
Together, these cases illustrate a key lesson: licensing bars are strict, but not always simple. Courts may look to the scope of work, the timing of licensure, or the broader equities involved. A clever advocate doesn’t just read § 489.128 literally but tries to test its edges.
Construction Lien Law and Licensing Process
The licensing rules also intersect with Florida’s construction lien law. Under § 713.02(7), Fla. Stat., unlicensed contractors, subcontractors, and sub-subcontractors cannot claim lien rights. Even if the work improved the property, the lien vanishes with the license. For subcontractors, this removes one of the most powerful collection tools available in construction disputes.
The licensing process includes obtaining and maintaining a valid contractor’s license in Florida requires registration or certification through the DBPR, proof of financial responsibility, and passage of trade and business exams. Each qualifying agent must also remain in good standing, must ensure supervision of all work performed under the company’s name. Failure to renew or update qualifying status can render the license inactive, cutting off both lien and contract enforcement rights.
Commentary and Practical Takeaways
What does all of this mean on the ground? Three things.
- The Court is the Gatekeeper. Before arbitration or mediation kicks in, Florida judges decide whether there’s even a contract to enforce. A missing license can close the gate.
- Not All “Unlicensed” Is Equal. As with all things dealing with the law, it depends. If the work doesn’t require a license or if the subcontractor was properly licensed at contract formation, courts may allow the claim to proceed.
- General Contractors Beware. Using licensing issues as a sword to escape paying doesn’t always work. Courts like in Poole & Kent are alert to bad-faith maneuvering.
Licensing disputes in Florida are not just statutory; they are procedural chess matches. Arbitration clauses don’t trump licensing requirements, and sometimes, licensing questions don’t kill the claim entirely.
If you are unsure whether Florida’s licensing laws apply to your situation or believe you may be in default of them, consider seeking assistance from an attorney experienced in construction and contractor licensing matters. Many firms offer a free consultation to help clarify your options.
Property owners should also take care before hiring anyone to always verify that the company and its qualifying agent hold an active license in good standing through the DBPR online portal. A quick license check can prevent costly problems later.
Florida Construction Law
Behind every construction conflict in Florida lies a framework of statutes that courts and regulators enforce with little mercy:
- § 489.105(3)(e), Fla. Stat. – Defines a roofing contractor as one who installs, maintains, or repairs roofing. It establishes the licensure category at the heart of these disputes.
- § 489.105(4), Fla. Stat. – Primary qualifying agent:
A person with the requisite skill, knowledge, and experience who has the responsibility to supervise, direct, manage, and control the contracting activities of the business organization. They must also supervise construction activities on jobs for which they obtain the building permit. - § 489.113(2), Fla. Stat. – Puts teeth in the licensing requirement: no person may engage in contracting without a license.
- § 489.1195(1)(a), Fla. Stat. – Imposes a duty on qualifying agents (the licensed contractor whose name backs the business) to personally supervise the work. Failure here can mean discipline even if the work gets done.
- § 489.127, Fla. Stat. – Lists prohibited acts, including engaging in contracting without a license, misrepresenting licensure, and otherwise gaming the system.
- § 489.128, Fla. Stat. – The hammer (as I like to call it): contracts entered into by unlicensed contractors are unenforceable in law or equity. Courts treat this as a complete bar to recovery.
- § 489.129, Fla. Stat. – Gives the DBPR its enforcement power, authorizing discipline for abandonment, fraud, misuse of funds, and permitting misrepresentations.
- § 713.345, Fla. Stat. – Extends the regulatory reach to fraudulent liens and misapplication of construction funds, requiring DBPR investigation and reporting.
- § 713.346, Fla. Stat. – Gives subcontractors a partial safety net. If the general contractor is paid but doesn’t pay the subcontractors, owners can make direct payments to subcontractors and suppliers. This statute is a rare statutory remedy for subs caught in the payment squeeze.
- § 57.105, Fla. Stat. –Authorizes sanctions against parties and their attorneys who bring claims not supported by the facts or law. This is often raised when unlicensed work is revealed.
- Chapter 558, Fla. Stat. – Florida’s Construction Defect statute. It requires pre-suit notice and opportunity to repair before litigation, reflecting the Legislature’s preference for resolving construction disputes outside the courtroom.
Although this is not an exhaustive list, these provisions form the statutory skeleton of Florida’s construction law: who may work, how they must be supervised, what acts are forbidden, what happens if the rules are broken, and how the courts and the DBPR can respond. They are the silent backdrop to every contract, dispute, and strategy.
The Penalties for Unlicensed Contractors
Florida doesn’t just shut the courthouse doors to unlicensed contractors. Acting as a contractor without proper licensure carries civil, administrative consequences and even criminal, that reach far beyond losing the right to sue.
The financial penalties are no less severe. Local authorities may impose fines of up to $2,000, while construction enforcement boards can levy penalties of up to $2,500 per day. On top of that, § 489.13 authorizes fines of up to $10,000 and allows the Department of Business and Professional Regulation to recover its investigative and legal costs.
Administrative enforcement adds another layer. The DBPR can issue stop-work orders, injunctions, and cease-and-desist orders that effectively shut down a project overnight. Local governments can also pass ordinances imposing additional penalties, keeping the collected fines to fund their own enforcement programs.
And then comes the contract itself. Under § 489.128, any agreement entered into by an unlicensed contractor is unenforceable in law or equity. Courts have confirmed this repeatedly, from the Supreme Court’s decision in Earth Trades v. T&G Corp. to recent appellate cases like S. Wild Olive, LLC v. Total Maint. Servs., Inc., 342 So. 3d 232, 234–35 (Fla. 4th DCA 2022)., Even creative theories like unjust enrichment or quantum meruit cannot rescue an unlicensed contractor.
Worst of all, under § 489.127, a first offense is a first-degree misdemeanor, punishable by fines and potential jail time. A re-offender or those who do it during a declared state of emergency, will escalate the crime to a third-degree felony.
Taken together, the penalties form a comprehensive wall of civil fines, administrative orders, contract invalidation, and criminal charges. Without a valid license, contractors risk not just their claims, but their freedom, their money, and their livelihood.
Exceptions and Workarounds
At first glance, Florida’s statutes read like hard stops: no license, no claim; no compliance, no case. But in the cracks of these rules, lawyers and courts have sometimes found room to maneuver.
Take § 489.128. The Florida Supreme Court has said flatly that unlicensed contractors can’t recover, not even through creative theories like unjust enrichment (Earth Trades, Inc. v. T&G Corp., 108 So. 3d 580). Still in some courts, however, exceptions based on factual circumstances have been recognized. In MMII, Inc v. Silvester, the subcontractor’s work didn’t actually require licensure, and the court allowed recovery in Taylor Morrison Services v. Ecos, the timing of licensure mattered: because the contractor had a qualifying agent on the effective date of the contract, it wasn’t considered unlicensed.
And in Poole & Kent Co., the Second District reject a general contractor’s attempt to use § 489.128 as a sword to avoid paying, affirming an arbitration award for subcontractor and warning against interpretations that would encourage exploitation of licensing rules.
Together, these cases illustrate a key lesson: Licensing bars are strict, but not always simple. Courts may look to the scope of work, the timing of licensure, or the broader equities of the dispute.
Even the DBPR’s gatekeeping has its exceptions. On paper, the Department may tell complainants to return only after securing a civil judgment. But reframing the complaint as fraud, abandonment, or permitting misrepresentation under § 489.129 can get regulators involved immediately, because those allegations go beyond mere money fights.
And then there’s everyone’s final option, bankruptcy, an option that freezes civil litigation in its tracks. Although this will stop civil suits from moving forward, it won’t halt DBPR enforcement. DBPR actions may slip through under the police powers exception, because license discipline is regulatory and not merely financial.
The lesson is not that the statutes bend. The lesson is that even in Florida’s rigid construction law, a clever advocate can sometimes find a way to turn a brick wall into a door.
Avoiding Disputes
Florida law is unforgiving, but it is also predictable. The patterns show that courts have consistently emphasized that staying licensed, keeping certifications current, and maintaining proper documentation are central to enforcing contracts. Section 489.128 doesn’t bend; it doesn’t matter how many roofs you finish or how many inspections you pass, If you aren’t properly licensed, your contract may evaporate in court. Decisions show that even fully completed work can be wiped out in court if the contractor lacked the proper license. Judges have also enforced written agreements strictly, requiring clear, signed terms on dispute resolution and scope of work. Florida case law illustrates a simple theme: courts enforce what is written, not what is implied.
Defenses in Litigation
If a dispute does escalate, Florida case law shows that litigation often turns on two issues: licensing and procedure. General contractors can (and often do) argue that subcontractors lacked the proper license, a defense that can shut down the claim entirely. Beyond that, many decisions enforce mediation or arbitration provisions, finding that skipping these steps undermines a claim. Reported cases also highlight how procedural tools, such as defaults, dismissals, or bankruptcy filings which can shift the trajectory of litigation. In short, courts make clear that outcomes often turn less on the quality of the work performed and more on compliance with procedural and licensing requirements.
The Role of The DBPR
Based on what we’ve seen from court rulings and administrative enforcement, sometimes, the smartest move is not to fight it out in court at all. A strategic withdrawal or dismissal, such as moving to voluntarily dismiss without prejudice, may preserve claims for another forum, and that’s where the Department of Business and Professional Regulation (DBPR) comes in.
Under § 489.129, the Department of Business and Professional Regulation (DBPR) has broad powers to discipline contractors for fraud, abandonment, misuse of funds, and permitting violations. Other statutes, such as § 713.345, require the Department to investigate fraudulent liens and misapplication of funds. This framework shows that the DBPR functions not only as a licensing body but also as an enforcement forum that can suspend or revoke licenses.
Florida’s administrative code also provides procedural flexibility. For example, Rule 61B-45.035 allows petitioners to withdraw arbitration petitions without prejudice, reflecting recognition that parties may need room to pursue remedies in different forums. Importantly, DBPR actions can proceed independently of civil litigation and even survive bankruptcy under the police power exception. Reported cases demonstrate how this creates a parallel path to accountability when disputes involve deeper regulatory concerns.
Conclusion
Florida’s construction law makes one thing clear: a license is more than a credential; it is the foundation of enforceable rights. Subcontractors without one face criminal penalties, financial sanctions, and the loss of their claims. At the same time, arbitration clauses, dismissal strategies, and DBPR enforcement create a procedural maze where outcomes often hinge on paperwork rather than performance. Florida’s construction statutes reflect a deliberate public-policy choice: consumer protection and regulatory oversight outweigh subcontractor hardship when licenses aren’t in order. For contractors and subcontractors alike, the lesson is straightforward: stay licensed, stay supervised, and stay prepared. In Florida, the strongest roof over your head is not the one you build, but the license and documentation that protect your work.
