BANGOR, Maine — The embattled social service agency Manna Ministries continues to operate despite having its corporate charter dissolved by the state, a violation of state law, according to documents released by the Maine secretary of state’s office on Monday.
The dissolution of its charter in February was the fifth time Manna had lost its corporate charter since 2011, for periods ranging from a few weeks to several months, usually due to its nonpayment of filing fees, according to state records.
The latest dissolution came about because Manna failed to designate a registered agent. Bill Rae, Manna’s executive director, confirmed Monday the nonprofit corporation has remained open for business despite lawyer Joe Baldacci of Bangor departing as its corporate agent in November.
Rae confirmed Manna’s repeated lapses in corporate filings.
“We are struggling right now. It is now up to the community as to whether they want us to continue,” Rae said Monday. Consumers “are coming here to eat, get free of drugs and get services that they need. We are not going to quit, we are going to continue.”
Operating without an agent is a violation of state law, said Kristen Muszynski, director of communications for Secretary of State Matthew Dunlap, but the violation is viewed as more of a clerical error than significant legal problem. Violators must pay a $15 filing fee and $25 corporate reinstatement fee to fix the problem, she said.
“According to our records they are dissolved right now,” Muszynski said Monday. “They should not be carrying on regular business.”
A corporate charter details the major components of a company such as its objectives, structure and planned operations. States must approve the charter before the corporation can be formed legally. Annual reports must be filed to maintain the charter.
A corporation continuing operations after being dissolved by the state is not uncommon, Muszynski said. Operators often don’t shut down because they “are often not aware of the status if it has not been communicated to them or the notice has been sent to an address that was not updated,” Muszynski said.
Rae said he was unaware of the loss of the corporate charter, despite Manna being advised of it in a letter from Cathy Beaudoin, director of corporations, UCC & Commissions, dated Feb. 5, according to documents released by Dunlap’s office.
Rae appeared to address the problem on Monday, providing the BDN a photograph of a $40 check and the paperwork needed to name a registered agent he planned to file. He named himself the registered agent with Manna board approval on Monday, he said.
Documents show the six-member board includes Rae, his son Mark Rae, Mike Anderson, Marsha Bond, Stephan Lanfer and Peter McLean.
Manna’s latest problem came to light on the heels of Maine Department of Health and Human Services revelations Friday that the nonprofit owes the state $1.3 million for mismanaging an addiction recovery clinic it operated in Medway and Medicaid reimbursement overpayments. The clinic closed in 2013.
Manna continues to run two recovery clinics at its Main Street headquarters in Bangor, along with a soup kitchen, food pantry and outpatient counseling services.
The state informed the faith-based nonprofit organization last year it would have to reimburse DHHS but Manna has made little progress paying the debt and is now facing a financial crisis, Rae has said. He said the agency’s financial problems could force him to cease badly needed in-patient addiction recovery services offered by his organization.
A Bangor lawyer, Baldacci said he left the position as Manna’s agent last year not because of any problems he was aware of at Manna, but because the pro bono work had become untenable.
“It was just not feasible for our office to keep doing it,” Baldacci said Monday.
As a registered corporate agent, Baldacci was responsible for accepting any legal documents on behalf of the organization, he said. The job took up little time, maybe five or six hours a year, he said.
Rae said he believed that Baldacci withdrew from Manna to devote more time to his candidacy in the 2016 race for Maine’s 2nd Congressional District. Baldacci dropped out of the race in February.
Rae said he hoped Manna would continue.
“This community is No. 1 to me and will be until I throw in the towel and I don’t plan on doing that yet,” he said.
BDN writer Nick McCrea contributed to this report.