In early September, we blogged about our Corporations and Charities Division receiving calls about a mysterious notice to file annual minutes for shareholders, directors and officers.

According to Corporations Division staff, these mysterious calls have picked up again, big-time. On Tuesday alone, staff received at least 100 calls from Washington businesses saying they’ve received mailed notices from Compliance Services or Corporate Records Service (not to be confused with the Washington corporation, Compliance Services, Inc.). The mailed notices are asking business entities to send them their “Annual Minutes” and a $125 fee for filing.

Our Corporations and Charities Division is spreading the word that it is NOT sending out these notices. “Annual Minutes” are not required to be filed with the Office of Secretary of State. They are to be kept by the business entity itself. The Corporations Division staff urges businesses to not confuse these notices with the annual report notices sent by the Washington Secretary of State, or the Department of Revenue’s Business Licensing Services reminding each business to file its 2012 annual report.

UPDATE: From Patrick Reed, the division’s customer relations manager:

“Our concern is that the form being mailed is not coming from the Secretary of State’s office and it could be misleading for businesses to think it’s a required filing. In fact, what they are referencing is something a corporation normally does internally themselves without a fee. This form asks for a mix of information and a $125 fee that is not required. We dont want businesses to confuse this annual meeting minutes request with the real “annual report” that IS required with our office. We do not know the real intent or pupose of this annual minutes report and what might be done with the information or the payments.”

If you have questions about these notices, please contact the Corporations and Charities Division at [email protected] or (360) 725-0377.

State law does require a corporation or LLC to file an annual report of officers and other basic information.   Forms are mailed each year to businesses registered with the Secretary of State from Business Licensing Service and may be completed on paper or online at www.bls.wa.gov.
Corporations and Charities Division Director Pam Floyd encourages people to file an online complaint with the consumer protection section of the Attorney General’s Office. At this point, it may not be illegal, but would certainly scam people into spending $125 that they are not required to spend, Floyd said.