Recently, Louisiana businesses have received solicitation by mail from a private company regarding services related to the maintenance of corporate meeting minutes. An “Annual Meeting Disclosure Statement,” provided as part of the solicitation, cites certain provisions of La. R.S. 12:223 which requires every corporation to keep certain records, including records of the meetings of its members and directors, at its registered office. The solicitation goes on to declare that “Not satisfying the minimum annual filing requirements in a timely manner causes your company to be in ‘bad standing’ with the state.” Finally, services are offered with the statement, “We assist corporations to avoid potential non-compliance with the above provision of maintaining Annual Meeting Minutes.”
Although it is unclear what services are actually being offered in the solicitation described above, Louisiana business owners should be aware of the following:
- Louisiana law does not require corporate minutes of director or shareholder meetings to be filed with the state; and
- The corporate records described in La. R.S. 12:223 are required to be kept at the corporation’s registered office.
You should consult your attorney for assistance in determining any and all legal requirements regarding a corporation, limited liability company, partnership, or any other legal entity.