The Delaware Secretary of State’s Office and the Delaware Division of Corporations recently learned of a deceptive solicitation that has been mailed to numerous Delaware corporations from a company named Corporate Records Service. These solicitations urge corporations to file information and send payment in the amount of $125.00 by a certain date in order to complete corporate meeting minutes on behalf of the corporation.
These solicitations appear to be purposefully timed to coincide with the March 1 due date for annual corporation franchise tax reports. The solicitations include statutory citations regarding corporate records and annual meetings and are designed to look official. However, Delaware corporations are not required to file corporate minutes with the Secretary of State’s office or the Division of Corporations and consumers should independently evaluate their need for such a service before paying any vendor to provide such a service. We want to alert all entities of this deceptive solicitation to prevent entities from completing the form and sending funds or forms to Corporate Records Service for a service that is not required by Delaware law.
Delaware Corporation Annual Franchise Tax Reports are required to be filed online with the Delaware Division of Corporations at corp.delaware.gov/paytaxes.shtml on or before March 1 of each year. Delaware LLC and Partnership Annual Taxes are required to be paid on or before June 1 of each year. For information on Delaware’s annual franchise report filing and tax requirements please visit corp.delaware.gov/paytaxes.shtml.
Additionally, please keep in mind that any official notice received from the Division of Corporations will contain the Delaware Coat of Arms and contact information for the Division of Corporations.
Please contact the Division of Corporations at (302) 857-3073 should you have any questions or concerns regarding these solicitations.
The Secretary of State’s office is working closely with the Attorney General’s office to investigate these deceptive solicitations. If a Delaware corporation received this solicitation and sent a payment, please contact the Consumer Protection Unit of the Attorney General’s Office at (302) 577-8600 or 1-800-220-5424.