A client recently asked us to review an official looking form he had received to order a certified copy of his company’s recently filed “articles of incorporation.” The form advises that such certified copies are issued by the Michigan Secretary of State and are needed for banking and other business purposes. The cost: $89.25. The form is clearly intended to imply that is an official State of Michigan document. Problem is, it’s a scam. Here’s how I know:
To begin with, our client’s company, which is clearly printed on the form, is a limited liability company, NOT a corporation. Limited liability companies are organized by the filing of “articles of organization” rather than articles of incorporation.
Second, the form makes repeated references to Michigan corporate filings being made with the Secretary of State, and that certified copies are issued by the Secretary of State. In Michigan, corporate filings are handled by the Michigan Department of Licensing and Regulatory Affairs (or “LARA”), not the Secretary of State.
Third, neither LARA nor the Secretary of State ever send out forms like this.
Fourth, the actual cost to obtain certified copies directly from LARA is $16.00.
To be fair, buried in the fine print the form states that certified copies may be obtained directly from the state for a lesser fee, but by doing so you will not be able to take advantage of the services and benefits offered by this vendor (which seem to be limited to the privilege of paying 5 ½ times the going rate).
In reality, certified copies of corporate filings are rarely needed. If they are required, the LARA website can be used to order any copies.
If you think you’re being tricked into paying an exorbitant price for things that are freely available as public records or for a nominal cost, call us at 248.477.6300.