We continue to receive inquiries from clients regarding the "requirement" to file annual minutes in Florida. These erroneous email messages and correspondence are false. Following is a Florida Department of State official statement regarding this type of message (available via this link):
"CONSUMER ALERT: Please be aware that COMPLIANCE SERVICES (not to be confused with the Florida corporation, Compliance Services, Inc.) is mailing notices to business entities requesting that "Annual Minutes" and a fee of $125.00 be sent to them for filing. These notices are NOT from the Dept. of State, Division of Corporations. "Annual Minutes" are NOT required to be filed with any agency. They are to be kept by the business entity itself. Do NOT confuse these notices with the messages sent by the Division of Corporations reminding each business entity to file its 2012 Annual Report."
Please remember that Florida only requires annual reports for most business entities, which may be easily filed via the Florida Department of State's Division of Corporations website, Sunbiz.org. Unless you have updated information, you may literally confirm the information and pay your annual fee -- all online in a matter of minutes. Corporate resolutions, minutes of meetings, and other internal documents, including governing documents (bylaws, operating agreements, and partnership agreements), are generally never disclosed or provided to anyone other than the owners of the entity or perhaps a lender in the course of financing.
Please be careful out there. An annual report provided directly to the Florida Department of State is typically the only required filing. If ever in doubt, either contact the Florida Department of State directly or feel free to contact us.
