Scheme targets corporations and limited liability companies

LANSING — Michigan Department of Licensing and Regulatory Affairs  Director Steve Arwood today warns Michigan corporations of a non-governmental entity trying to collect a $59.99 fee to obtain a certificate of good standing.

The misleading compliance solicitation implies that a certificate of good standing is required to comply with state business formation requirements and is designed to look like an official document, but it is not. 

“Michigan corporations and limited liability companies are not required, by law, to receive a certificate of good standing from LARA’s Corporations, Securities & Commercial Licensing Bureau to comply with the State requirements for entity formation,” said Arwood. “Our customers should disregard these deceptive notices as they are not from the State of Michigan.”

Information received by LARA indicates that new businesses formed in other jurisdictions, such as the state of Arizona, are being targeted with these solicitations once they file their Articles of Incorporation or Organization. These businesses are being sent what appears to be an official government form advising them that there is one more step necessary to comply with state requirements.

At this time, there are no confirmed cases of Michigan businesses affected by this scheme; however, Michigan businesses should continue to be vigilant.

“Unfortunately, these misleading mailings offering assistance for non-required services continue to go out and create confusion,” Arwood said. “Michigan businesses are not legally required to obtain a Certificate of Good Standing to comply with state law.”

The phony letters can look authentic. They may be addressed to the corporation or limited liability company, the resident agent, director or officers; cite a Michigan statute or a federal statute; and may appear to be issued by the corporations division. If such notices are received, they are to be disregarded because they are neither issued by LARA nor any governmental agency.

Any Michigan corporation or limited liability company that receives a notice that they need to obtain a certificate of good standing and pay fee to avoid noncompliance with State laws is advised to keep the notice, mailing envelope and return envelope, and contact the United States Postal Inspections Service to report mail fraud, at (877) 876-2455 or http://postalinspectors.uspis.gov/forms/MailFraudComplaint.aspx. Businesses can also contact the Michigan Office of the Attorney General at P.O. Box 30212, Lansing, MI 48909.