Last updated on 2013.04.13
We've discussed earlier how RV-ing retirees are using Madison as a shell address to dodge taxes, in the process swelling our voting rolls and hindering local initiative and referendum.
Madison is now host to another fun non-resident game: shelf corporations.
Easy, Rosebud: it's not competition for you. Shelf corporations come about when lawyers incorporate a batch of corporations that exist in name only—no assets, no employees, no board members aside from the agent filling out the paperwork. Then when someone wants to start a business, they pay a fee to the incorporator, and boom! they have a corporation in their hands. The longer the "corporation" sits on the "shelf," the more valuable it is, since it accumulates a decent credit rating. The shelf corporation also provides the acquirer with complete anonymity.
Hmm... now can anyone think of reasons folks might want to move money around anonymously? Anyone?
Perusing the Secretary of State's corporate database, I found the following fifteen corporations organized just this year in Madison at the request of Corp95 by one David DeLoach of 32565B Golden Lantern St. Suite 140, Dana Point, California 92629:
- Accelerated Results, LLC (April 11)
- Allied Mineral Trading LLC (May 17)
- Arrowhead Investments (May 10)
- Beacon Resources Inc. (May 17)
- Black Canyon Assets Inc. (Feb. 28)
- Black Pearl Capital LLC (April 9)
- Brookside Holdings LLC (March 5)
- C & G Things LLC (March 19)
- Capstone Key Inc (March 28)
- Cloudzow Inc. (Feb. 16)
- Crystal Bay Corporation (March 28)
- DCT Holdings LLC (April 6)
- Deo Volente Holdings LLC (March 19)
- Eagle Capital LLC (March 28)
- Eagle Management LLC (May 7)
And that just gets us to E. Fifteen corporate entities created by the same man in three and a half months.
DeLoach has played this game in Wyoming, which BusinessWeek has referred to as the Cayman Islands of the Great Plains; now South Dakota is DeLoach's new Delaware, as indicated by his pitch on his Corp95 website:
South Dakota is one of the best kept secrets in the corporate formation world. The state has NO corporate income or franchise taxes. Their annual fees are minimal ($50 per year) and they allow for the most privacy of ownership than in any other state. South Dakota is a low key environment and does not require that its businesses maintain any physical presence in the State. Formation is fast and requires a minimum of personal information. You will pay no more and sometimes less than some of those states that claim to offer privacy but do not actually do so. Why form your company in a state that claims to have no taxes, but then charges high fees to compensate for this. South Dakota truly does offer the most privacy at a very reasonable ongoing fee. Call us at 800-859-6696 and let us provide you with the details for formation of your business entity in this friendly state ["Incorporating in South Dakota," Corp95.com, downloaded 2012.06.11].
Note: if you're a woman seeking an abortion in South Dakota, we have so little respect for your privacy that we want to force you to reveal your medical status to strangers and lying religious zealots who will try to brainwash you. But if you want to pretend to be a corporation that's been in business for years and has a great credit rating just so you can move money around without anyone knowing what you're up to, well, welcome to South Dakota! Welcome to Madison!
Of course, Secretary of State Jason Gant signed every one of these corporate articles of organization, so we have his word that these shelf corporations are following the letter of the law.
Bonus convolution: The agent for each of these corporations listed is Dakota Agent Services LLC of Madison... which itself was incorporated on January 23, 2012, at the request of DeLoach's Corp95. Dakota Agent Services' own registered agent is Pacific Registered Agents Inc., whose agent is Kristi Dawes of 400 West Apple Street in Tea, South Dakota, but which is run by Charles Frederick Mathias of 942 Windemere Drive NW in Salem, Oregon.
This is another reason Gant and PP need to be monitored. We recently discussed secrets in the SOS corporate files and this is possible blackmail territory.
I for one do not trust either of them to keep even this part of the SOS office non-political.
"Hmmâ€¦ now can anyone think of reasons folks might want to move money around anonymously? Anyone?"
1. Protection against frivolous lawsuits.
2. Tax avoidance, which is legal (not tax evasion, which is illegal).
3. Money laundering.
4. True blue tax evasion.
5. Various other criminal enterprises.
All that said, how can we possibly snare all the bad actors while letting all the legitimate ones do their thing?
I had a bit of experience with this stuff in Nevada. It's great territory for scam artists. The ones offshore (certain Caribbean islands) are even worse because if you get hosed, there ain't a doggone thing you can do about it.
There is some economic argument in favor of shelf corporations. At the start, at least, they allow hasty entrepreneurs to set up shop and access credit immediately. I wonder if we should promote hasty entrepreneurship.
Once we get to the anonymous part, though, your list of motivations shows a preponderance of ill intent. I'd love to find out just how many shelf corporations are perfectly benign... but since they are anonymous, that's hard to do!
Whenever someone, or something, craves opaqueness, anonymity, and secrecy, I wonder what it is they feel the need to hide?
Is it something they are ashamed of? Something criminal? If they want to avoid taxes legally, why would they need to hide who they are? If they are concerned about a commercial backlash, that is probably an indication that what they are attempting to do is not morally acceptable to many.
Agreed, D.E. I tell my students (with perhaps alarming frequency) that whenever carrying out a plan depends on secrecy, there's a high probability that the plan is a bad idea.
That embrace of secrecy and opacity is a fundamental problem in Madison's economic development and government.
Mr. Gant and his Deputy Mr. PP are not doing anything wrong and are completely transparent, and you besmirch them both like a smirch on a towel.
As Kevin Woster might say, "Start with smirch, and go from there."
PP's blog smirching was his undoing, young Mr. H. Just like what happened to Gary Lockwood's character in that space western that was popular back when I was teaching school.
But on the upside, Mr. PP ended up as the 5th most powerful man in state government, and seems to be on the rise.
My smirching is nothing like PP's. My smirching is better. (Now refresh me: are we opening the pod bay doors or setting phasers to stun? Neither Frank Poole nor Gary Mitchell seemed undone by smirching.)
Gary Mitchell had it.
Gordan Howie has it.
I fear you are catching it.
Oh no, Grudz. I know I am no God. I also know no one else is.
As long as you remain in my court regarding Mr. Howie not being a God, you are a swell fellow in my book, Mr. H.
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