Secretary of State Matthew Dunlap Issues Alert to Corporations and Non-Profit Entities Regarding Solicitations from Council for Corporations

AUGUSTA – Numerous Maine corporations have received mailings recently from a business operating under the name Maine Council for Corporations, whose address is usually listed as 126 Western Ave., #338, Augusta, ME 04330-7252. Please be advised that the form provided by the Maine Council for Corporations is not a document prescribed or recognized by the Department of the Secretary of State. This is not being sent on behalf of the Department of the Secretary of State, and the records described are not required to be filed with the Secretary of State.

The mailings from the “Maine Council for Corporations” include an official-looking document titled “2015 - Annual Records Solicitation Form” and instructions for completing the form.

The Solicitation Form includes an offer from the Maine Council for Corporations to prepare “corporate consent records in lieu of meeting minutes” for a fee of $125. The Solicitation Form looks somewhat like the CEC’s annual report form. Although the solicitation correctly states that Maine Council for Corporations is not a government agency, some corporations have confused the Solicitation Form for the CEC’s prescribed annual report.

The form provided in this mailing is not an official annual report and will not be accepted as an annual report if submitted to the Secretary of State’s Bureau of Corporations, Elections and Commissions. Additionally, the preparation of these records does not satisfy the requirements to file the annual report with the Secretary of State.

The legal deadline to file annual reports with the Secretary of State’s office is June 1, and those reports may be filed online: http://icrs.informe.org/nei-sos-icrs/ICRS. Please note that the Division of Corporations does not mail out the annual report form.

The Bureau of Corporations, Elections and Commissions posted an alert last year about similar solicitations to Maine corporations from Corporate Records Service, whose address is identical to the address for Maine Council for Corporations.

Any corporation that has questions about the solicitation or form is encouraged to obtain advice from its lawyer or business advisor. Also, the Maine Division of Corporations can be contacted at (207) 624-7752 for information about corporate annual report and other business entity filing requirements under Maine law.

If you need assistance or have questions about this scam, feel free to contact Mike Anderson, an attorney in Pierce Atwood’s Business Group at (207) 791-1219.