LARA Warns Corporations of Scheme to File Bogus Documents

Be wary of a scheme offering assistance in filing services that do not exist


Michigan companies are being warned of a scheme offering assistance in filing services that do not exist, according to the Michigan Department of Licensing and Regulatory Affairs (LARA).

LARA Director Orlene Hawks said some businesses have received notices from the “Michigan Council for Corporations” seeking to collect a $150 fee to prepare “corporate consent records in lieu of annual meeting minutes.”

Hawks said the notice is not issued by LARA or any governmental agency. Corporations are only obligated to file their annual report through LARA’s Corporations, Securities and Commercial Licensing Bureau and not an “Annual Records Solicitation Form.”

“Beware of mailings that may look official that offer assistance in performing non-existent or non-required services,” said Hawks. “Michigan corporations are not required by law to file annual meeting minutes or complete an annual records solicitation form. No such letters are being sent from the LARA Corporations Division, no matter how official they may look.”

An official-looking form called the “2019 – Annual Records Solicitation Form, Shareholders, Directors and Officers,” has been received by some Michigan corporations, Hawks said. The accompanying instructions deceptively state that completing and submitting the form, along with a $150 payment, will “satisfy the annual corporate records for your corporation.”

“This is not to be confused with the state of Michigan legal requirement of corporations submitting an annual report, due on or before May 15 each year after incorporation,” said Corporations, Securities and Commercial Licensing (CSCL) Director Julia Dale. “The annual report or annual statement can be filed online along with the applicable fee of $25 payable to the State of Michigan.”

Michigan is among states where corporations are being targeted to submit these unnecessary forms for a fee. Similar solicitation mailings have occurred in several other states including California, Colorado, Florida, Georgia, Indiana, Illinois, Massachusetts, and Texas.

Any Michigan corporation that receives a notice to have corporate consent records prepared and pay a fee to avoid dissolution of their corporation are advised to do the following:

  • Keep the notice, mailing envelope and return envelope.
  • Contact the United States Postal Inspections Service to report mail fraud at 1-877-876-2455 or
  • Or contact the Michigan Office of the Attorney General at P.O. Box 30212, Lansing, MI 48909.

Legitimate notices and mailings to Michigan corporations are issued from LARA’s Corporations Division and are mailed to the resident agent at the registered office address on record. When receiving an official-looking document, please review carefully and read the small print. If you are not sure, please contact the LARA Corporations Division at (517) 241-6470.


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