In the US, where would corporation documents be physically stored?

October 27, 2019 10:43 PM

Let's say a character in a story, pre-internet era, is investigating an anonymous corporation like an LLC that owns a real estate property. Where would Articles of Incorporation or the like be physically stored?

Would it make sense, for example, that records for a real estate property would be stored in a city's City Hall; that the property would be owned by something anonymous like an LLC; and that Articles of Incorporation would be filed with a state's Secretary of State office, in a different city?

The setting for this story is a pulpy version of a neo-noir American city, modern day but with a twist (for example, no internet) -- so while the details should be plausible, they don't need to be precisely realistic and perfectly exact.

posted by lewedswiver to Law & Government (8 answers total)

They're filed with the state the corporation is registered in. You can look them up there and the info required varies by state. Wikipedia had a fairly good explanation.
posted by fshgrl at 12:46 AM on October 28, 2019 [1 favorite]

They’re filed with the state’s Secretary of State.
posted by orrnyereg at 1:15 AM on October 28, 2019

They could also literally be stored in a mountain, or underground -- some abandoned salt mines are used to store documents for the U. S. government or private companies. Also films. See here or here.
posted by Hypatia at 6:05 AM on October 28, 2019

A copy of the docs (along with the corporate seal) would probably be sitting in the owner/proprietor's safe or (if the place was pretty lax) rattling around in the bottom drawer of a desk.
posted by jquinby at 6:46 AM on October 28, 2019 [1 favorite]

Please also note that that the limited liability company specifically is a business structure that is of rather recent vintage. Depending on when your story is set, they might not exist at all (they were first created in Wyoming 1977), and they didn't become popular until the 1990s, when other states started permitting them. I think there's a good chance, then, that to avoid anachronism, you may want to invoke a different business structure.
posted by Conrad Cornelius o'Donald o'Dell at 8:11 AM on October 28, 2019 [1 favorite]

Some documents could have been kept in a bank deposit box.
posted by Candleman at 8:27 AM on October 28, 2019

Depending on the size of the company (and please do see Conrad's note above), copies of the documents related to its creation would be kept by a corporate secretary or by the company's lawyers.

Every state has its own procedures for registering interests in real estate. While the records are now often online, the agency or organization responsible for maintaining the records is usually the same--so google for your state + mortgage records or similar, and you should find the entity responsible, and where they're located.
posted by praemunire at 8:55 AM on October 28, 2019

Slightly off-target but you find it helpful to hear about how the folks at Planet Money went the through the process of setting up an off-shore corporation and what the found behind the scenes then they investigated.
posted by metahawk at 4:36 PM on October 28, 2019