A shell company that has no questionable or unsavory activities, but has disorganized record keeping and filings. In other words, it is often difficult to obtain the records of such a company, and it is not easy to verify its deals and transactions. The unavailability of, or inaccessibility to, it official records and filings complicates investigating what has actually taken place in the shell prior to a planned merger transaction. Messy shells may also be slow or behind in their SEC submissions. Consequently, ownership of their shares may be uneasy, and potential buyers or partners may be compelled to trace and locate every securities issuance since foundation for verification.

Potentially, a messy shell can be put back on track and brought up to date so that a reverse merger is in good consideration of its actual value. Some messy shells usually promise to get current before the merger is finalized. However, rush filings often turn out to be incomplete or just plain incorrect.