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November 05, 2013

LITTLE ROCK – An overwhelming number of Arkansas businesses have received solicitations in the mail this week asking business owners to pay a private company for an “Annual Minutes Requirement Statement,” that the company claims is mandated by state law.

The solicitations appear to be official, government documents aside from the fine-print disclaimers that state they are not. The company asks for $125 in exchange for preparing minutes of the meetings of shareholders and boards of directors of corporations registered in the State.

Though state law requires corporations to maintain meeting minutes, there is no requirement to file the minutes with the State and certainly no requirement to pay $125 to a private company for its services.

Thus, Attorney General Dustin McDaniel issued this consumer alert today to let Arkansas business owners know that the notices did not originate from any government entity, and to encourage Arkansas residents to disregard the mailings.

“The sender of these solicitations is preying upon the best intentions of Arkansas business owners who merely want to do the right thing and follow the law,” McDaniel said. “Arkansans who agree to this service essentially give up $125 and gain absolutely nothing. It’s unfortunate that a company would resort to the kind of tactics that cause people to think they would be violating the law unless they bought this product.”

McDaniel said businesses are particularly susceptible to scams of this nature because of the amount of mail they receive, coupled with the fact that business owners may be legitimately unaware of some little-known state and federal regulations.

So, scammers capitalize on that to send solicitations such as the one received by countless Arkansas businesses recently. It was sent to businesses in a green envelope with a Fayetteville return address.
The solicitation twice lists the meeting-minutes statute, Arkansas Code Ann. 4-27-1601(a), furthering the misconception that is an official document.  The all-caps disclaimer that it “has not been approved or endorsed by any government agency” follows the citation of the statute.

McDaniel said business owners who have concerns about the validity of any solicitation should contact the Attorney General’s office, or consult their own attorneys or accountants.

He added that businesses should, if possible, have one employee in charge of paying for goods and services, so that it is more difficult for scam solicitations to slip through the cracks. Businesses should never pay for goods or services that were not authorized or ordered. Also, all employees should know the office’s policy on invoicing and purchases.

For more information about this scam affecting corporations or for information on other consumer-related issues, call the Attorney General’s Consumer Protection Hotline at (800) 482-8982 or visit the Consumer Protection Division’s website,