In the Matter of the Unlicensed Debt Collection Activity of PurCo Fleet Services, Inc

STATE OF MINNESOTA
IN COURT OF APPEALS
A25-0375

In the Matter of the Unlicensed Debt Collection
Activity of PurCo Fleet Services, Inc.

Filed November 24, 2025
Affirmed
Frisch, Chief Judge

Department of Commerce
File No. 74633

Katherine S. Barrett Wiik, Douglas D. Anderson, Saul Ewing LLP, Minneapolis,
Minnesota; and

Stephen K. Christiansen (pro hac vice), Christiansen Law, PLLC, Salt Lake City, Utah (for
relator PurCo Fleet Services, Inc.)

Keith Ellison, Attorney General, Stephen D. Melchionne, Assistant Attorney General, St.
Paul, Minnesota (for respondent Minnesota Department of Commerce)

Considered and decided by Ede, Presiding Judge; Frisch, Chief Judge; and Cochran,

Judge.

SYLLABUS

1. An entity that seeks to receive payment on any pecuniary obligation for

others, including a rental-vehicle damage claim, is engaged in the collection of

“any . . . other indebtedness” and thus is a “collection agency” under Minn. Stat. § 332.31,

subd. 3 (2024), regardless of whether such indebtedness is liquidated.

2. An entity that agrees to undertake efforts to collect a debt originally owned

by another and remit to the original debtholder some or all amounts collected on that
indebtedness is engaged in collection “for others” and thus is a “collection agency” within

the meaning of Minn. Stat. § 332.31, subd. 3.

3. An entity that contracts with a Minnesota business to undertake efforts to

collect a debt for the benefit of another or engages in debt collection originating from a

transaction occurring in Minnesota is subject to regulation under Minn. Stat. §§ 332.31-.44

(2024), Minnesota’s collection agency statutes.

OPINION

FRISCH, Chief Judge

In this certiorari appeal, relator challenges a cease-and-desist order issued by the

Minnesota Commissioner of Commerce (the commissioner), prohibiting relator from

conducting business in Minnesota absent licensure as a “collection agency” under Minn.

Stat. §§ 332.31-.44, Minnesota’s collection agency statutes. 1 Relator asserts that it is not

a “collection agency” within the meaning of Minn. Stat. § 332.31, subd. 3, and it did not

conduct business “in Minnesota” within the meaning of Minn. Stat. § 332.33, subd. 1.

Relator also asserts that Minnesota’s collection agency statutes are unconstitutionally

vague as applied to relator. Because the undisputed facts establish that relator engaged in

the business of debt collection for others in Minnesota under the plain and unambiguous

1
In 2021, the Legislature amended Minnesota’s collection agency statutes to encompass
“debt buyers” in addition to “collection agencies” within this regulatory scheme. 2021
Minn. Laws 1st Spec. Sess. ch. 4, art. 5, §§ 1-21, at 1064-71. We refer to the current
version of Minnesota’s collection agency statutes, the operative terms of which are
substantially similar to the predecessor statutes.

2
meaning of Minnesota’s collection agency statutes, and these statutes are not

unconstitutionally vague as applied to relator, we affirm.

FACTS 2

Relator’s Business Practices Pursuant to its Agreement for Services

Relator PurCo Fleet Services is a Utah corporation that provides a variety of services

to the vehicle rental industry. Pursuant to a standard “Agreement for Services” (agreement)

between relator and its vehicle rental company clients, relator provides “loss prevention,

vehicle damage claim adjusting and collection” services. The record contains various

iterations of the agreement between relator and its clients, and relator uses different terms

interchangeably within those agreements, including “collect,” “collection,” “recover,” and

“recovery.” Relator does not contest on appeal that it is engaged in “collection” within the

meaning of Minn. Stat. § 332.31, subd. 3. At issue in this action are the collection services

provided by relator to its vehicle rental company clients. 3

Pursuant to the agreement, a vehicle-rental company assigns to relator claims,

rights, and causes of action relating to “Files.” A “File” is “a claim for damage to a specific

motor vehicle, and includes all documentation relating to the claim.” The agreement

provides that relator shall “[p]rocess all Files promptly,” obligating relator “to collect

money for damage to a motor vehicle from any liable person by any lawful means

2
The following facts were submitted at summary disposition and are not disputed on
appeal.
3
We recognize that relator provides business services for the benefit of vehicle rental
companies other than debt-collection activities at issue in this action. Those activities are
not the subject of this appeal.

3
available.” For clarity, we refer to these “Files” as rental-vehicle damage claims or damage

claims.

If relator successfully collects on a rental-vehicle damage claim, it is required under

the agreement to segregate the recovered funds in a trust account. Relator is then

contractually obligated to disperse collected “money due Client” by delivering to the

vehicle rental company the funds recovered by relator and held in its trust account, less a

specified portion of recovered funds to be retained by relator “as compensation for its

services.” The vehicle rental company client has a contractual right to audit relator’s trust

account holding collected funds. And the client retains the right to “access any of its

[damage claims] in [relator’s] possession.” The client also has the right to terminate the

agreement at any time, and the agreement provides that upon termination, relator must

return to the client all “uncollected” rental-vehicle damage claims.

Relator’s Business in Minnesota

Relator has entered into the agreement with at least five Minnesota vehicle rental

company clients. In August 2021, a consumer rented a vehicle in Duluth from one such

client. The consumer was not a Minnesota resident. In September 2021, relator sent a

letter to the consumer that provided: “We are attempting to collect a debt.” The letter

informed the consumer of damage to the rental vehicle, specified an amount of damage,

and instructed the consumer to send a check payable to relator to cover the amount of

damage.

The consumer thereafter retained an attorney. In June 2022, the consumer’s

attorney sent a letter to relator demanding that relator cease and desist from unlawful debt-

4
collection activities and copied the Minnesota Department of Commerce (the department).

The department determined that relator has not, and has never been, licensed by the

department in any capacity. In November 2023, the commissioner determined that relator

had conducted business in Minnesota as a collection agency without the required license

in violation of Minn. Stat. § 332.33, subd. 1, and issued a cease-and-desist order prohibiting

relator from acting or holding itself out as a collection agency in Minnesota without a

license.

Relator requested a hearing by an administrative-law judge (ALJ) pursuant to Minn.

Stat. § 45.027, subd. 5a(b) (2024). In June 2024, relator and the department cross-filed

motions for summary disposition. In October 2024, the ALJ issued a recommendation to

grant the department’s motion for summary disposition and deny relator’s motion for

summary disposition. In February 2025, the commissioner granted summary disposition

to the department, denied summary disposition to relator, and made the cease-and-desist

order permanent. The commissioner adopted in their entirety the findings of fact and

conclusions of law contained in the ALJ’s recommendation.

This certiorari appeal follows.

ISSUES

I. Did the commissioner err in determining that relator conducted business as a
“collection agency” under Minnesota’s collection agency statutes?

II. Did the commissioner err in determining that relator conducted business as a
collection agency “in Minnesota”?

III. Are Minnesota’s collection agency statutes unconstitutionally vague as applied to
relator?

5
 ANALYSIS

Relator argues that because it is not a “collection agency” and did not conduct

business as a collection agency “in Minnesota” under the plain and unambiguous meaning

of Minnesota’s collection agency statutes, the commissioner had no authority to issue a

cease-and-desist order to relator. It further argues that Minnesota’s collection agency

statutes are unconstitutionally vague as applied to relator. The commissioner responds that

relator engaged in the business of debt collection for others in Minnesota and therefore was

required to obtain licensure from the department as a collection agency.

The scope of our review in this certiorari appeal is governed by the Minnesota

Administrative Procedure Act (MAPA), Minn. Stat. §§ 14.001-.69 (2024). See Minn. Stat.

§ 45.027, subd. 5a(d) (2024); In re Gillette Children’s Specialty Healthcare, 883 N.W.2d

778, 785 (Minn. 2016) (“On review from an order granting summary disposition, the scope

of our review is governed by MAPA.”). We presume the commissioner’s decision to be

correct, though we may reverse or modify the commissioner’s decision if it “violates the

constitution, exceeds the agency’s statutory authority or jurisdiction, is based on an

erroneous theory of law, is not supported by substantial evidence, or is arbitrary and

capricious.” Mattice v. Minn. Prop. Ins. Placement, 655 N.W.2d 336, 339-40 (Minn. App.

2002) (citing Minn. Stat. § 14.69 (2002)), rev. denied (Minn. Mar. 18, 2003); see also In

re Valley Branch Watershed Dist., 781 N.W.2d 417, 421 (Minn. App. 2010) (“An agency

decision generally enjoys a presumption of correctness and will not be reversed unless the

party challenging the decision establishes one of the statutory bases for doing so.”). The

6
party seeking review on appeal has the burden of proving that the commissioner’s decision

meets one or more of these statutory bases. See Mattice, 655 N.W.2d at 340.

The commissioner is authorized to issue a cease-and-desist order “[w]henever it

appears to the commissioner that a person has engaged or is about to engage in an act or

practice constituting a violation of a law, rule, or order related to the duties and

responsibilities entrusted to the commissioner.” Minn. Stat. § 45.027, subd. 5a(a) (2024);

see Minn. Stat. § 332.311 (providing the commissioner with the powers, duties, and

responsibilities enumerated under Minnesota’s collection agency statutes). Following an

administrative proceeding—if requested—“the commissioner shall issue a further order

vacating or making permanent the cease and desist order.” Minn. Stat. § 45.027,

subd. 5a(b). Pursuant to Minn. Stat. § 332.33, subd. 1, “no person shall conduct business

in Minnesota as a collection agency . . . as defined in sections 332.31 to 332.44, without

having first applied for and obtained a collection agency license.”

The commissioner determined that relator violated Minn. Stat. § 332.33, subd. 1, by

conducting business in Minnesota as a collection agency without the required license, and

thereafter issued a permanent cease-and-desist order to relator prohibiting it from acting or

holding itself out as a collection agency in Minnesota until it obtains licensure. Relator

argues that the commissioner’s decision is based on an erroneous theory of the law, namely,

that the commissioner’s interpretation of Minnesota’s collection agency statutes is

erroneous. First, relator argues it is not a “collection agency” as defined by Minnesota’s

collection agency statutes. See Minn. Stat. § 332.31, subd. 3. Second, relator argues it did

not conduct business as a collection agency “in Minnesota” such that licensure was

7
required under Minn. Stat. § 332.33, subd. 1. This appeal therefore involves interpretation

and application of statutes to undisputed facts—“questions of law that we review de novo.”

Mattice, 655 N.W.2d at 340; see also In re NorthMet Project Permit to Mine Application,

959 N.W.2d 731, 757 (Minn. 2021). We also review de novo relator’s argument that

Minnesota’s collection agency statutes are unconstitutionally vague as applied to relator.

State v. Campbell, 756 N.W.2d 263, 268 (Minn. App. 2008) (“Constitutional challenges

are questions of law, which we review de novo.”), rev. denied (Minn. Dec. 23, 2008).

Against this backdrop, we address each of relator’s arguments in turn.

I. Relator conducted business as a “collection agency” within the plain meaning
of Minn. Stat. § 332.31, subd. 3.

Relator argues that the commissioner erred by determining that relator conducted

business as a “collection agency” as defined by Minnesota’s collection agency statutes,

Minn. Stat. §§ 332.31-.44. A “collection agency” is, in relevant part, “a person engaged in

the business of collection for others any account, bill, or other indebtedness.” Minn. Stat.

§ 332.31, subd. 3. Stated differently, a “collection agency” is a person engaged in the

business of (1) collection, (2) for others, (3) of any account, bill, or other indebtedness.

The parties agree that the statute is unambiguous. For the reasons set forth below,

we agree. And relator agrees that it participates in the business of “collection” because it

engages in activities seeking to recover payment on rental-vehicle damage claims. But

relator argues that it is not a “collection agency,” and therefore is not subject to Minnesota’s

collection agency statutes, because it is not involved in the business of collection of “any

8
account, bill, or other indebtedness” or that its collection activities are “for others.” We

disagree.

A. Relator is involved in the collection of “any . . . other indebtedness.”

Relator argues that its collection activities are not on “any account, bill, or other

indebtedness” as set forth in Minn. Stat. § 332.31, subd. 3. The commissioner determined

that relator’s business activities of seeking recovery on rental-vehicle damage claims

constitute the collection of “indebtedness” within the meaning of the statute. We begin by

interpreting the meaning of the statutory term “indebtedness” and then consider whether

relator’s business activities include the collection of any other indebtedness.

Minnesota’s collection agency statutes do not specifically define the term

“indebtedness.” “When a statute does not define terms, we may look to the dictionary

definition of those words to determine if a statute has a plain, unambiguous meaning.”

State v. Abdus-Salam, 1 N.W.3d 871, 877 (Minn. 2024); see also Laymon v. Minn. Premier

Props., LLC, 913 N.W.2d 449, 453 (Minn. 2018). Dictionary definitions of “indebtedness”

reveal the term is commonly defined as something owed to another that is generally

pecuniary in nature. The American Heritage Dictionary of the English Language 891 (5th

ed. 2018) (defining “indebtedness” as “[t]he state of being indebted” and “[s]omething

owed to another”); Black’s Law Dictionary 914 (12th ed. 2024) (defining “indebtedness”

as “1. The quality, state, or condition of owing money. 2. Something owed; a debt.”).

We also consider the entirety of the Minnesota collection agency statutes to discern

the meaning of “any . . . other indebtedness.” See State v. Pakhnyuk, 926 N.W.2d 914, 920

(Minn. 2019) (“The statutory language in dispute is not examined in isolation; rather, all

9
provisions in the statute must be read and interpreted as whole.”). Section 332.31,

subdivision 3, encompasses “any account, bill, or other indebtedness.” See State v. Stay,

935 N.W.2d 428, 432 (Minn. 2019) (“Under the series-qualifier rule, when there is a

straightforward, parallel construction that involves all nouns or verbs in a series, a

prepositive or postpositive modifier normally applies to the entire series.”). As the supreme

court has recently explained, “using the word ‘any’ demonstrates an intent to be inclusive,

not restrictive. When used in the affirmative, ‘any’ means every or all. Because ‘any’ is

all-encompassing, we give the word broad application, regardless of whether we consider

the result reasonable.” In re Welfare of Child of B.D.D., 25 N.W.3d 707, 712 (Minn. 2025)

(quotations and citations omitted). We therefore conclude that the statute broadly captures

“any . . . other indebtedness,” and references “every” thing or “all” things pecuniary in

nature that may be owed.

This construction is consistent with the broad interpretation of “indebtedness”

adopted by the Minnesota Supreme Court in the contract-interpretation context. In Bell v.

Mendenhall, the supreme court observed that “[i]ndebtedness is a word of large meaning,

and is used to denote almost any kind of pecuniary obligation originating in contract.” 80

N.W. 843, 844 (Minn. 1899). And in McCrea v. First National Bank, the supreme court

held that “‘[i]ndebtedness’ means a state of being indebted or a sum owed.” 203 N.W.

220, 220 (Minn. 1925) (interpreting promissory note assigned as collateral). We discern

no principled reason to ascribe a narrower interpretation of “indebtedness” than the

interpretation the supreme court has applied to contracts in the context of Minnesota’s

collection agency statutes.

10
 Relator’s collection activities of seeking payment for rental-vehicle damage claims

fall squarely within the plain and unambiguous meaning of Minn. Stat. § 332.31, subd. 3.

Pursuant to the agreement, relator seeks to collect “money for damages to a motor vehicle

from any liable person by any lawful means available.” This collection activity occurs

only because an individual is allegedly responsible for damage to a rental vehicle and bears

a pecuniary obligation for the cost of repair. Relator, by the terms of the agreement, seeks

to collect on this pecuniary obligation. Thus, the rental-vehicle damage claims on which

relator seeks recovery are encompassed within the statute’s broad reach to collection

activities on “any . . . other indebtedness” under Minn. Stat. § 332.31, subd. 3. 4

Relator argues that it is not subject to Minnesota’s collection agency statutes

because its collection activities relate to unliquidated rental-vehicle damage claims.

Relator asserts, without authority, that “the claim cannot fairly be characterized at [the time

it arises] as an account, a bill, or a debt, as [relator] later identifies, shapes, and asserts a

monetary claim in the first instance for the damage caused.” But relator does not set forth

a basis in the statutory language or our caselaw to support this narrow construction. The

4
Our conclusion is consistent with other provisions within Minnesota’s collection agency
statutes, which indicate that a “claim” is appropriately considered to be “any account, bill,
or other indebtedness.” For example, Minn. Stat. § 332.37, which sets forth prohibited
practices under Minnesota’s collection agency statutes, identifies a “claim” in reference to
collection agency activities. See Minn. Stat. § 332.37(a)(2) (collection agency may not
“use or employ sheriffs or any other officer authorized to serve legal papers in connection
with the collection of a claim”), (7) (collection agency may not “advertise or threaten to
advertise for sale any claim as a means of forcing payment thereof”), (8) (collection agency
may not “refuse to return any claim or claims and all valuable papers deposited with a
claim or claims upon written request of the client, claimant or forwarder after tender of the
amounts due and owing to a collection agency within 30 days after the request”).

11
statute does not limit its reach to only those damage claims that have been reduced to a

specific amount. 5 And such a construction is inconsistent with the broad, public

consumer-protection purpose of Minnesota’s collection agency statutes. See Riehm v.

Comm’r of Pub. Safety, 745 N.W.2d 869, 873-74 (Minn. App. 2008) (“Statutes intended

for the protection of the public are remedial in nature and are to be liberally construed to

that end.”), rev. denied (Minn. May 20, 2008).

And relator’s argument is seemingly divorced from its actual practice. Although

the debt arising from damage to a rental vehicle may not be specifically reduced to a dollar

amount at the time relator acquires the claim and initiates collection activities, relator is

nevertheless seeking to collect some amount from the debtor. And relator is actively

seeking through its business activities to reduce the debt to a specified amount for purposes

of collection. Relator’s narrow statutory reading is inconsistent with the broad reach of

these consumer-protection statutes and therefore is unreasonable. 6 See Lewis-Miller v.

5
We are unpersuaded by relator’s argument that “every insurance company would have
to be licensed with the State of Minnesota as a collection agency” if rental-vehicle damage
claims are considered to be “any account, bill, or other indebtedness.” Minnesota’s
collection agency statutes expressly exempt insurance companies and certain other
industries from the otherwise broad definition of a “collection agency.” Minn. Stat.
§ 332.32(a).
6
The Idaho Supreme Court considered and rejected a similar argument to that advanced
by relator here. Under the Idaho Collection Agency Act, a “collection agency” is defined
as a person who engages in certain activities specified by statute, including “[e]ngag[ing],
either directly or indirectly, in this state in the business of collecting or receiving payment
for others of any account, bill, claim or other indebtedness.” Idaho Code §§ 26-2222(4),
26-2223(2) (2024). In PurCo Fleet Servs., Inc. v. Idaho State Department of Finance, 90
P.3d 346 (2004), relator also argued that its recovery activities on rental-vehicle damage
claims did not amount to collection on “a claim or other indebtedness.” In interpreting
“claim,” the Idaho Supreme Court adopted the same interpretation of that term as used in

12
Ross, 710 N.W.2d 565, 569 (Minn. 2006) (“When interpreting legislative enactments, we

must presume that the legislature intended its statutes to be ‘effective,’ and not productive

of ‘absurd . . . or unreasonable’ results.” (citing Minn. Stat. § 645.17 (2004)).

We therefore hold that an entity that seeks to receive payment on any pecuniary

obligation for others, including a rental-vehicle damage claim, is engaged in the collection

of “any . . . other indebtedness” and thus is a “collection agency” under Minn. Stat.

§ 332.31, subd. 3, regardless of whether such indebtedness is liquidated. Relator is

therefore engaged in the collection of any other indebtedness in its business activities of

seeking to collect on rental-vehicle damage claims.

B. Relator is involved in the collection of debts “for others.”

Relator independently argues that it is not a “collection agency” subject to

Minnesota’s collection agency statutes because it is not engaged in debt collection

activities “for others” as required by Minn. Stat. § 332.31, subd. 3. Relator argues that it

cannot be engaged in collection activities for others because it receives a complete

assignment of the damage claims at issue and is therefore collecting on a debt for itself as

the owner of the debt. The commissioner concluded that relator is engaged in the collection

the Bankruptcy Act, in which “[t]he word ‘claims’ includes all demands of whatsoever
character against the debtor or its property, whether secured or unsecured, liquidated,
unliquidated, fixed or contingent.” PurCo, 90 P.3d at 350. Such special meaning of
“claim” was consistent with dictionary definitions of “claim” and “indebtedness.” Id. In
analyzing the business activities of relator in seeking to recover rental-vehicle damage
claims from consumers, the Idaho Supreme Court concluded that “[t]he rental vehicle
damage claim, which PurCo collected against the Idaho resident, constituted a claim or
other indebtedness within the meaning of Idaho Code § 26-2223(2).” Id. We are persuaded
by the Idaho Supreme Court’s analysis.

13
of debts for others because, among other reasons, relator’s vehicle rental company clients

retain interest in and control over rental-vehicle damage claims pursuant to the agreement.

Minnesota’s collection agency statutes do not define “for others.” We again turn to

dictionary definitions as an interpretive aid. Abdus-Salam, 1 N.W.3d at 877. The use of

the word “for” functions to indicate “the recipient or beneficiary of an action,” and means

“on behalf of.” American Heritage, supra, at 685.

And we again consider the entirety of the Minnesota collection agency statutes in

discerning the meaning of “for others.” Pakhnyuk, 926 N.W.2d at 920. Another provision

of Minnesota’s collection agency statutes provides that “[a] payment collected by a

collector or collection agency on behalf of a customer shall be held by the collector or

collection agency in a separate trust account clearly designated for customer funds.” Minn.

Stat. § 332.345 (emphasis added). We conclude that debt collection activities “for others”

includes such activities conducted “on behalf of” or “for the benefit” of others.

That an entity contends that it received an assignment of claims does not preclude a

determination that it also seeks to collect debts for others. Nothing in Minnesota’s

collection agency statutes suggests that an entity must be engaged in debt collection

exclusively “for others.” We will not “rewrite a statute under the guise of statutory

interpretation” and cannot “add language that the legislature did not include.” Ewald v.

Nedrebo, 999 N.W.2d 546, 550-51 (Minn. App. 2023) (quotation omitted), rev. denied

(Minn. Feb. 28, 2024). And Minnesota’s collection agency statutes are concerned with the

business activities constituting third-party debt collection, regardless of the mechanism by

which debt-collection activities may occur. When collection efforts are undertaken for the

14
benefit of the original debtholder or on the original owner’s behalf, such collection is “for

others” under Minn. Stat. § 332.31, subd. 3, regardless of the technical legal ownership of

the indebtedness at the time of collection.

An alternative interpretation of the Minnesota collection agency statutes is not

reasonable. See Minn. Stat. § 645.17(1) (2024). Like other Minnesota laws, Minnesota’s

collection agency statutes are concerned with collection activities, not the legal structure

by which the activities may be delegated among multiple entities or how entities self-define

such activities. See, e.g., Minn. Stat. §§ 80C.01-.22 (2024) (identifying factors in

determining whether business arrangement constitutes a “franchise,” which do not include

a party’s characterization of its arrangement); Speaks, Inc. v. Jensen, 243 N.W.2d 142, 145

(Minn. 1976) (holding that under unemployment-compensation law, the “nature of the

[employment] relationship of the parties is to be determined from the consequences which

the law attaches to their arrangements and conduct rather than the label they might place

upon it”); Hickman v. SAFECO Ins. Co. of Am., 695 N.W.2d 365, 370 n.7 (Minn. 2005)

(ascertaining contracting parties’ intent to benefit a third party by reading contract terms in

light of all the surrounding circumstances to determine whether there is an “objective

manifestation” of such intent). We see no principled basis to adopt a different approach

here.

We therefore hold that an entity that agrees to undertake efforts to collect a debt

originally owned by another and remit to the original debtholder some or all amounts

collected on that indebtedness is engaged in collection “for others” and thus is a “collection

agency” within the meaning of Minn. Stat. § 332.31, subd. 3.

15
 Against this backdrop, we conclude that relator is engaged in the business of debt

collection “for others” within the meaning of Minn. Stat. § 332.31, subd. 3, because it

sought to receive payment on damage claims on behalf of its vehicle rental company clients

and for their benefit. A clear purpose of relator’s agreements with its clients is to facilitate

the collection of debts and remit most of the proceeds from any collection to those clients. 7

Pursuant to its agreement with vehicle rental companies, relator (1) receives an assignment

of damage claims from a vehicle rental company; (2) seeks to recover on such damage

claims; (3) places any proceeds of such recovery into a trust account; (4) disburses such

proceeds to the vehicle rental company; and (5) retains a fee for its collection services. 8

Although clients may assign their right to collect debts to relator, the agreement also makes

clear that relator has no right to retain the entirety of the proceeds of any collected debt.

7
We reject relator’s argument that examining the substance of the agreement to determine
whether it is engaged in collection “for others” under Minn. Stat. § 332.31, subd. 3, is a
prohibited “collateral attack” on the agreement. In support of its argument, relator cites to
authorities resolving disputes over the validity of an assignment of a specific claim, an
issue not germane to the resolution of this appeal because our analysis assumes without
deciding that such assignments are valid, as further discussed below.
8
Relator argues that the commissioner’s conclusion that it did not receive a valid
assignment of claims is an error of law warranting reversal. We acknowledge that the
commissioner questioned whether relator received a valid assignment of rights, and the
commissioner’s decision hinged on the determination about the legal validity of the
assignment. But any error in the commissioner’s determination as to the legal validity of
the assignment is harmless. See In re Decision to Deny Petitions for a Contested Case
Hearing, 924 N.W.2d 638, 645 (Minn. App. 2019) (citing Minn. R. Civ. P. 61 and
disregarding harmless error in a certiorari appeal under MAPA), rev. denied (Minn. Apr.
24, 2019). As set forth herein, the reach of Minnesota’s collection agency statutes does
not depend on these ownership conventions; the statutes are instead concerned with
business activities. We assume without deciding that relator received a valid assignment of
claims and conclude that the undisputed record shows that relator is nevertheless engaged
in debt-collection activities for others subject to Minnesota’s collection agency statutes.

16
Instead, relator is obligated to segregate collected funds into a trust account, 9 relator’s

clients have audit rights to that trust account, and relator may only retain from the collected

amounts a fee for its services and must remit the remainder of the collected proceeds to the

client. The vehicle rental company client retains the right to access any of “its” damage

claims that are in relator’s possession, the right to terminate the agreement at will, and the

right to have all uncollected damage claims returned to its possession. These undisputed

facts establish that relator is engaged in debt-collection activities for its vehicle rental

company clients. Stated differently, while relator’s business involves collection on a

pecuniary obligation for itself, the plain language of its agreements makes clear that it is

also seeking to collect on a pecuniary obligation for the benefit of the original debtholder,

the vehicle rental company.

Because relator seeks to receive payment on indebtedness and remits collected

funds, less a fee for its services, to the original debtholder, relator is a “collection agency”

pursuant to the plain meaning of Minn. Stat. § 332.31, subd. 3.

II. Relator conducted business as a collection agency “in Minnesota” within the
meaning of Minn. Stat. § 332.33, subd. 1.

As an additional independent basis for reversal, relator argues that the commissioner

is without “regulatory authority” to order relator to cease and desist its unlicensed

collection activity in Minnesota and erred as a matter of law in doing so. Relator asserts

9
This contractual obligation is consistent with Minnesota’s collection agency statutes,
which explicitly require a payment collected by a collection agency on behalf of a customer
to be held in a separate trust account clearly designated for customer funds. Minn. Stat.
§ 332.345.

17
that the commissioner lacks authority because relator is not conducting such business “in

Minnesota” within the meaning of Minnesota’s collection agency statutes. We disagree.

Pursuant to Minn. Stat. § 332.33, subd. 1, “no person shall conduct business in

Minnesota as a collection agency . . . as defined in sections 332.31 to 332.44, without

having first applied for and obtained a collection agency license.” (Emphasis added.) The

undisputed record establishes that relator conducted business as a debt-collection agency

in Minnesota. Relator entered into the agreement with Minnesota-based vehicle rental

companies at least five times to provide collection services on rental-vehicle damage

claims. At least one customer who rented a vehicle in Minnesota later complained about

relator’s unlicensed debt-collection activities. Relator admits that it has previously

attempted to recover damages from Minnesota residents. 10 And, at oral argument, counsel

for relator conceded that relator conducts business in Minnesota because it has entered into

the agreement with Minnesota-based vehicle rental companies.

We also disagree with relator’s argument that it is not subject to Minnesota’s

collection agency statutes based on its assertion that it has not collected a debt from a

Minnesota resident. Minn. Stat. § 332.33, subd. 1, broadly applies to an entity

“conduct[ing] business in Minnesota as a collection agency,” as defined by Minn. Stat.

10
At oral argument, relator sought to clarify that it had not admitted to the actual recovery
of damages from Minnesota residents. But our review of the record reveals that relator has
sought to recover debts from Minnesota residents, which constitutes activity covered by
Minnesota’s collection agency statutes. Relator admitted that it has clients in Minnesota
for which it performs the services described in the agreement discussed herein, that it has
received rental-vehicle damage-claim files from damage incidents originating in
Minnesota, and that it has received rental-vehicle damage claims from clients to recover
for damages from Minnesota residents.

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§ 332.31, subd. 3. Nothing in the plain language of the statute requires that collection

activities must involve a Minnesota resident for Minnesota’s collection agency statutes to

apply. Relator’s proposed limitation on this broad statute contravenes our well-settled

authority that “[w]e decline to insert words or meanings that were intentionally or

inadvertently omitted by the Legislature.” Jundt v. Jundt, 12 N.W.3d 201, 206 (Minn. App.

2024) (quotation omitted), rev. denied (Minn. Dec. 31, 2024). We therefore hold that an

entity that contracts with a Minnesota business to engage in efforts to collect a debt for the

benefit of another or engages in debt collection originating from a transaction occurring in

Minnesota is subject to regulation under Minnesota’s collection agency statutes, Minn.

Stat. §§ 332.31-.44. The commissioner was therefore authorized by Minnesota’s collection

agency statutes to order relator to cease and desist unlicensed debt-collection activities in

Minnesota. 11

III. Minnesota’s collection agency statutes are not unconstitutionally vague as
applied to relator.

Relator also argues that Minnesota’s collection agency statutes are

unconstitutionally vague as applied to it. Relator argues Minnesota’s collection agency

statutes “lack[] key definitions and provide no standards,” that the commissioner did not

identify a standard in its application of the statutes to relator, and that applying these

statutes to relator “would inject uncertainty into the rental car industry as well as other

industries that commonly employ assignments of rights to payment.”

11
To be clear, the commissioner’s authority extends to business activities occurring in
Minnesota. Under the specific facts of this case, we conclude that the commissioner has
not sought to exercise authority over relator’s activities unrelated to Minnesota.

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 “Constitutional challenges are questions of law, which we review de novo. In

conducting this review, we recognize that Minnesota statutes are presumed constitutional,

and our power to declare a statute unconstitutional is exercised with extreme caution and

only when absolutely necessary.” Campbell, 756 N.W.2d at 268 (quotation and citation

omitted); see also Hard Times Cafe, Inc. v. City of Minneapolis, 625 N.W.2d 165, 171

(Minn. App. 2001) (“Courts should exercise extreme caution before declaring a statute void

for vagueness.”); Council of Indep. Tobacco Mfrs. of Am. v. State, 713 N.W.2d 300, 305

(Minn. 2006) (noting a party faces a “heavy burden” in seeking to invalidate a statute as

unconstitutional).

“A statute is void due to vagueness if it defines an act in a manner that encourages

arbitrary and discriminatory enforcement, or the law is so indefinite that people must guess

at its meaning.” Hard Times Cafe, 625 N.W.2d at 171 (quotation omitted). An entity

challenging a statute as being void for vagueness “must show the statute lacks specificity

as to [its] own behavior rather than some hypothetical situation.” Ruzic v. Comm’r of Pub.

Safety, 455 N.W.2d 89, 92 (Minn. App. 1990), rev. denied (Minn. June 26, 1990); see also

City of Minneapolis v. Reha, 483 N.W.2d 688, 691 (Minn. 1992) (explaining that to prevail

on an “unconstitutional-as-applied claim,” appellant must show that the statute was

impermissibly vague as applied to their own behavior). “[V]agueness challenges under the

Due Process Clause must be analyzed as applied to the facts of the case at issue and ‘may

be overcome in any specific case where reasonable persons would know that their conduct

is at risk.’” In re Molnar, 720 N.W.2d 604, 614 (Minn. App. 2006) (quoting Maynard v.

Cartwright, 486 U.S. 356, 361 (1988)); see also State v. Christie, 506 N.W.2d 293, 301

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(Minn. 1993) (“Vagueness challenges not involving First Amendment freedoms are to be

examined in light of the applicable facts.”).

Minnesota’s collection agency statutes are not unconstitutionally vague as applied

to relator because, as explained above, the plain and unambiguous language of the statutes

requires relator to obtain a license. Relator cannot reasonably assert that it is unaware of

the risk that its conduct is subject to Minnesota’s collection agency statutes. 12 Relator is

licensed as a collection agency in at least two other jurisdictions. In litigation in at least

two other jurisdictions, relator has unsuccessfully advanced arguments similar to those in

this appeal that it should not be required to obtain licensure as a collection agency.13

Relator acknowledges that consumers have previously argued that relator is subject to the

federal Fair Debt Collection Practices Act (FDCPA), 15 U.S.C. §§ 1692-1692p (2024), or

an analogous state statute, and that for this reason, it provides a notice to consumers as

required under the FDCPA. Although relator argues that such notice is not a concession

“that it is a debt collector under the FDCPA or any state law,” the fact that it provides such

a notice underscores that a reasonable person would be aware that licensure as a collection

agency under Minnesota’s collection agency statutes may be required given relator’s

12
We decline to address relator’s argument regarding the hypothetical application of
Minnesota’s collection agency statutes to other industries as irrelevant to its as-applied
constitutional challenge. See Ruzic, 455 N.W.2d at 92.
13
See PurCo Fleet Servs., Inc. v. Idaho Dep’t of Fin., 90 P.3d 346 (Idaho 2004); PurCo
Fleet Servs., Inc. v. Koenig, 240 P.3d 435 (Colo. App. 2010), aff’d on other grounds, 285
P.3d 979 (Colo. 2012).

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business activities, notably described in its agreement as “collection.” We therefore reject

relator’s as-applied constitutional challenge to Minnesota’s collection agency statutes.

DECISION

We hold that an entity that seeks to receive payment on any pecuniary obligation

for others, including a rental-vehicle damage claim, is engaged in the collection of

“any . . . other indebtedness” and thus is a “collection agency” under Minn. Stat. § 332.31,

subd. 3, regardless of whether such indebtedness is liquidated. We also hold that an entity

that agrees to undertake efforts to collect a debt originally owned by another and remit to

the original debtholder some or all amounts collected on that indebtedness is engaged in

collection “for others” and thus is a “collection agency” within the meaning of Minn. Stat.

§ 332.31, subd. 3. And we further hold that an entity that contracts with a Minnesota

business to engage in efforts to collect a debt for the benefit of another or engages in debt

collection originating from a transaction occurring in Minnesota is subject to regulation

under Minnesota’s collection agency statutes, Minn. Stat. §§ 332.31-.44.

Because relator engaged in debt-collection activities for others in Minnesota within

the meaning of Minnesota’s collection agency statutes, the commissioner was authorized

to order relator to cease and desist operating as a collection agency without a license.

Affirmed.

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