How is it we believe that the solution to the problem keeping us awake at 2:00 a.m. is worse then the problem itself? Take heart – there is no generalized statutory punishment for not doing your corporate minutes and records. Go ahead and just do them beginning with the last record entries, if any. Get your attorney’s assistance. No, you do not need to backdate each document and compound the situation by lying on paper. Do the documents and tell the truth that the records are currently prepared to memorialize past conduct.
Similarly the IRS does not necessarily want bad things to happen to you. I suspect they do not want to know you at all. All they want is for you to file your return and pay your taxes. Go to your CPA (do not do these returns yourself) and do all past years’ returns. Even if your records are poor or missing, you can probably restructure most of them. And if you can’t, the CPA can still prepare a good faith, best effort return that is infinitely better than doing nothing.
Don’t wait for a lawsuit against your corporation wherein the plaintiff maintains you should not have limited liability protection because you kept no corporate records. Do not wait for a knock on the door from the IRS. Use the attorney and CPA to do the minutes or returns even though you are comfortable doing them yourself. The fact they have not been completed to date indicates you have other business on your mind and occupying your time. Additionally, if it takes a month or two to complete the task and someone should come “a suing” or “a knocking,” you have independent proof that you were correcting the problem before being contacted.