Beware of False Business Solicitations Appearing to be from the California Secretary of State

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Corporate Law Bulletin, November 13, 2007

Each year, California Corporations Code Sections 1502 and 2117 require that each corporation that is incorporated or qualified to do business in California submit to the California Secretary of State a form entitled “Annual Statement of Information.” The form must be returned with a fee and contains basic information about the corporation such as the names and addresses of the directors and officers of the corporation. Please be aware that many companies have recently been receiving fake forms that appear, on their face, to be the mandatory disclosure forms sent out by the California Secretary of State. In fact, they are thinly veiled business solicitations. The forms have names such as “Annual Minutes Compliance Notice,” “Annual Minutes Disclosure Statement,” or “Directors, Shareholders Reporting of Annual Minutes,” and typically require that a fee be mailed to the soliciting business along with the form.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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