State of the Nonprofit Regulatory Environment in NORTH CAROLINA

Table of contents

• 1 Bifurcation of charitable regulatory body
• 2 Notice, Filing or Review of Transactions
• 3 Notice or Action for Dissolutions
• 4 Notice, Oversight or Filing of Hospital Conversions
• 5 Audits
• 6 Registration Law
• 7 Exemptions from Registering for Specific Organization Types
• 8 Defined remedies
• 9 Oversight of professional fundraisers

1 Bifurcation of charitable regulatory body

Bifurcated Regulatory Structure

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 131F

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Yes - N.C.G.S. §§ 131F

Registration Office

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

BIFURCD-REGIOF-NS

REGULATORY BODY: Not Specific

NOTES: North Carolina Department of the Secretary of State https://www.secretary.state.nc.us/csl/

2 Notice, Filing or Review of Transactions

Sale of Assets

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 55A-12-02

REGULATORY BODY: Attorney General

STATUTE TEXT: 55A-12-02. Sale of assets other than in regular course of activities.(a) A corporation may sell, lease, exchange, or otherwise dispose of all, or substantially all, of its property other than in the usual and regular course of its activities on the terms and conditions and for the consideration determined by the corporation’s board of directors if the proposed transaction is authorized by subsection (b) of this section.(b) Unless this Chapter, the articles of incorporation, bylaws, or the board of directors or members (acting pursuant to subsection (d) of this section) require a greater vote or voting by class, the proposed transaction to be authorized shall be approved:(1) By the board;(2) By the members entitled to vote thereon by two-thirds of the votes cast or a majority of the votes entitled to be cast on the proposed transaction, whichever is less; and(3) In writing by any person or persons whose approval is required by a provision of the articles of incorporation authorized by G.S. 55A-10-30 for an amendment to the articles of incorporation or bylaws.(c) If the corporation does not have members entitled to vote thereon, the transaction shall be approved by a vote of a majority of the directors then in office. The corporation shall provide at least five days’ written notice of any directors’ meeting at which such approval will be considered. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the sale, lease, exchange, or other disposition of all, or substantially all, of the property or assets of the corporation and contain or be accompanied by a description of the transaction.(d) The board may condition its approval of the proposed transaction, and the members entitled to vote thereon may condition their approval of the transaction, on receipt of a higher percentage of affirmative votes or on any other basis.(e) If the corporation seeks to have the transaction approved by the members entitled to vote thereon at a membership meeting, the corporation shall give notice of the membership meeting to those members in accordance with G.S. 55A-7-05. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the sale, lease, exchange, or other disposition of all, or substantially all, of the property or assets of the corporation and contain or be accompanied by a description of the transaction.(f) If the board seeks to have the transaction approved by the members entitled to vote thereon by written consent or written ballot, the material soliciting the approval shall contain or be accompanied by a description of the transaction.(g) A charitable or religious corporation shall give written notice to the Attorney General 30 days before it sells, leases, exchanges, or otherwise disposes of all, or a majority of, its property if the transaction is not in the usual and regular course of its activities unless the Attorney General has given the corporation a written waiver of this subsection. This notice shall include all the information the Attorney General determines is required for a complete review of the proposed transaction. The Attorney General may require an additional 30-day period to review the proposed transaction by providing written notice to the charitable or religious corporation prior to the expiration of the initial notice period. During this 30-day period, the transaction may not be finalized.(h) After a sale, lease, exchange, or other disposition of property is authorized, the transaction may be abandoned (subject to any contractual rights), without further action by the members or any other person who approved the transaction, in accordance with the procedure set forth in the resolution proposing the transaction or, if none is set forth, in the manner determined by the board of directors. (1955, c. 1230; 1985 (Reg. Sess., 1986), c. 801, s. 40; 1993, c. 398, s. 1; 1999-204, s. 2.)

NOTES: Charitable or religious corporations must give notice to the AG, N.C.G.S.A. § 55A-12-02

REPORTS-ASSETS-OT

REGULATORY BODY: Other

NOTES: No

Mergers

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 55A-11-02

REGULATORY BODY: Attorney General

STATUTE TEXT: 55A-11-02. Limitations on mergers by charitable or religious corporations.(a) Without the prior approval of the superior court in a proceeding in which the Attorney General has been given written notice, a charitable or religious corporation may merge only with any of the following:(1) A charitable or religious corporation.(2) A foreign corporation that would qualify under this Chapter as a charitable or religious corporation.(3) A wholly owned foreign or domestic corporation (business or nonprofit) which is not a charitable or religious corporation, or an unincorporated entity, provided the charitable or religious corporation is the survivor in the merger and continues to be a charitable or religious corporation after the merger.(4) A business or nonprofit corporation (foreign or domestic) other than a charitable or religious corporation, or an unincorporated entity, provided that: (i) on or prior to the effective date of the merger, assets with a value equal to the greater of the fair market value of the net tangible and intangible assets (including goodwill) of the charitable or religious corporation or the fair market value of the charitable or religious corporation if it were to be operated as a business concern are transferred or conveyed to one or more persons who would have received its assets under G.S. 55A-14-03(a)(1) and (2) had it dissolved; (ii) it shall return, transfer or convey any assets held by it upon condition requiring return, transfer or conveyance, which condition occurs by reason of the merger, in accordance with such condition; and (iii) the merger is approved by a majority of directors of the charitable or religious corporation who are not and will not become members, as “member” is defined in G.S. 55A-1-40(16) or G.S. 57D-1-03, partners, limited partners, or shareholders in or directors, managers, officers, employees, agents, or consultants of the survivor in the merger.(b) At least 30 days before consummation of any merger of a charitable or religious corporation pursuant to subdivision (a)(4) of this section, notice, including a copy of the proposed plan of merger, shall be delivered to the Attorney General. This notice shall include all the information the Attorney General determines is required for a complete review of the proposed transaction. The Attorney General may require an additional 30-day period to review the proposed transaction by providing written notice to the charitable or religious corporation prior to the expiration of the initial notice period. During this 30-day period, the transaction may not be finalized.(c) Without the prior written consent of the Attorney General, or approval of the superior court in a proceeding in which the Attorney General has been given notice, no member of a charitable or religious corporation may receive or retain any property as a result of a merger other than an interest as a member, as “member” is defined in G.S. 55A-1-40(16), in the survivor of the merger. The Attorney General may consent to the transaction, or the court shall approve the transaction, if it is fair and not contrary to the public interest. (1993, c. 398, s. 1; c. 553, s. 83(a); 1995, c. 400, s. 6; 1999-204, s. 1; 1999-369, s. 2.4; 2013-157, s. 5.)

NOTES: Charitable And Rel. Corp. N.C.G.S.A. § 55A-11-02

NC Code § 55A-11-04

REGULATORY BODY: Other

STATUTE TEXT: 55A-11-04. Articles of merger.(a) After a plan of merger has been authorized as required by this Chapter, the surviving corporation shall deliver to the Secretary of State for filing articles of merger setting forth:(1) The name and state or country of incorporation of each merging corporation.(2) The name of the merging corporation that will survive the merger and, if the surviving corporation is not authorized to transact business or conduct affairs in this State, a designation of its mailing address and a commitment to file with the Secretary of State a statement of any subsequent change in its mailing address.(3) If the surviving corporation is a domestic corporation, any amendment to the articles of incorporation of the corporation provided in the plan of merger.(4) A statement that the plan of merger has been approved by each merging corporation in the manner required by law.(a1) If the plan of merger is amended after the articles of merger have been filed but before the articles of merger become effective and any statement in the articles of merger becomes incorrect as a result of the amendment, the surviving corporation shall deliver to the Secretary of State for filing prior to the time the articles of merger become effective an amendment to the articles of merger correcting the incorrect statement. If the articles of merger are abandoned after the articles of merger are filed but before the articles of merger become effective, the surviving corporation shall deliver to the Secretary of State for filing prior to the time the articles of merger become effective an amendment reflecting abandonment of the plan of merger.(b) A merger takes effect when the articles of merger become effective.(c) Certificates of merger shall also be registered as provided in G.S. 47-18.1.(d) In the case of a merger pursuant to G.S. 55A-11-06 or G.S. 55A-11-08, references in subsections (a) and (a1) of this section to “corporation” shall include a domestic corporation, a foreign nonprofit corporation, a domestic business corporation, and a foreign business corporation as applicable. (1955, c. 1230; 1967, c. 823, s. 22; 1993, c. 398, s. 1; 2005-268, s. 40; 2006-264, s. 44(d).)

NOTES: File with Sec. of State N.C.G.S.A. § 55A-11-04; Judicial Action Charitable And Rel. Corp., N.C.G.S.A. § 55A-11-02

NC Code § 55A-11-02

REGULATORY BODY: Other

STATUTE TEXT: 55A-11-02. Limitations on mergers by charitable or religious corporations.(a) Without the prior approval of the superior court in a proceeding in which the Attorney General has been given written notice, a charitable or religious corporation may merge only with any of the following:(1) A charitable or religious corporation.(2) A foreign corporation that would qualify under this Chapter as a charitable or religious corporation.(3) A wholly owned foreign or domestic corporation (business or nonprofit) which is not a charitable or religious corporation, or an unincorporated entity, provided the charitable or religious corporation is the survivor in the merger and continues to be a charitable or religious corporation after the merger.(4) A business or nonprofit corporation (foreign or domestic) other than a charitable or religious corporation, or an unincorporated entity, provided that: (i) on or prior to the effective date of the merger, assets with a value equal to the greater of the fair market value of the net tangible and intangible assets (including goodwill) of the charitable or religious corporation or the fair market value of the charitable or religious corporation if it were to be operated as a business concern are transferred or conveyed to one or more persons who would have received its assets under G.S. 55A-14-03(a)(1) and (2) had it dissolved; (ii) it shall return, transfer or convey any assets held by it upon condition requiring return, transfer or conveyance, which condition occurs by reason of the merger, in accordance with such condition; and (iii) the merger is approved by a majority of directors of the charitable or religious corporation who are not and will not become members, as “member” is defined in G.S. 55A-1-40(16) or G.S. 57D-1-03, partners, limited partners, or shareholders in or directors, managers, officers, employees, agents, or consultants of the survivor in the merger.(b) At least 30 days before consummation of any merger of a charitable or religious corporation pursuant to subdivision (a)(4) of this section, notice, including a copy of the proposed plan of merger, shall be delivered to the Attorney General. This notice shall include all the information the Attorney General determines is required for a complete review of the proposed transaction. The Attorney General may require an additional 30-day period to review the proposed transaction by providing written notice to the charitable or religious corporation prior to the expiration of the initial notice period. During this 30-day period, the transaction may not be finalized.(c) Without the prior written consent of the Attorney General, or approval of the superior court in a proceeding in which the Attorney General has been given notice, no member of a charitable or religious corporation may receive or retain any property as a result of a merger other than an interest as a member, as “member” is defined in G.S. 55A-1-40(16), in the survivor of the merger. The Attorney General may consent to the transaction, or the court shall approve the transaction, if it is fair and not contrary to the public interest. (1993, c. 398, s. 1; c. 553, s. 83(a); 1995, c. 400, s. 6; 1999-204, s. 1; 1999-369, s. 2.4; 2013-157, s. 5.)

NOTES: File with Sec. of State N.C.G.S.A. § 55A-11-04; Judicial Action Charitable And Rel. Corp., N.C.G.S.A. § 55A-11-02

Certificate of Amendments

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

REPORTS-AMMEND-AG

REGULATORY BODY: Attorney General

NOTES: No

NC Code § 55A-10-05

REGULATORY BODY: Other

STATUTE TEXT: 55A-10-05. Articles of amendment.A corporation amending its articles of incorporation shall deliver to the Secretary of State for filing articles of amendment setting forth:(1) The name of the corporation;(2) The text of each amendment adopted;(3) The date of each amendment’s adoption;(4) If approval of members was not required, a statement to that effect and a brief explanation of why member action was not required, and a statement that the amendment was approved by a sufficient vote of the board of directors or incorporators;(5) If approval by members was required, a statement that member approval was obtained as required by this Chapter;(6) If approval of the amendment by some person or persons other than the members, the board, or the incorporators is required pursuant to G.S. 55A-10-30, a statement that the approval was obtained. (1955, c. 1230; 1993, c. 398, s. 1.)

NOTES: Sec. of State, N.C.G.S.A. § 55A-10-05

Does the state require annual financial reporting by charitable organizations in addition to filing a copy of the 990 with the regulator (if filing 990 is required)?

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

NC Code § 131F-6

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Financial statement or 990: N.C. Gen. Stat. § 131F-6

3 Notice or Action for Dissolutions

Voluntary Dissolutions

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

DISSOLV-VOLUNT-AG

REGULATORY BODY: Attorney General

NOTES: No

NC Code § 55A-14-04

REGULATORY BODY: Other

STATUTE TEXT: 55A-14-04. Articles of dissolution.(a) At any time after dissolution is authorized pursuant to G.S. 55A-14-02, the corporation may dissolve by delivering to the Secretary of State for filing articles of dissolution setting forth:(1) The name of the corporation;(2) The names and addresses of its officers;(3) The names and addresses of its directors;(4) The plan of dissolution as required by G.S. 55A-14-03;(5) The date dissolution was authorized;(6) If approval by members was not required, a statement to that effect and a statement that the plan of dissolution was approved by a sufficient vote of the board of directors;(7) If approval by members was required, a statement that the plan of dissolution was approved as required by this Chapter; and(8) If approval of dissolution by some person or persons other than the members or the board of directors is required pursuant to G.S. 55A-14-02(a)(3), a statement that the approval was obtained.(b) A corporation is dissolved upon the effective date of its articles of dissolution. (1955, c. 1230; 1973, c. 314, s. 7; 1993, c. 398, s. 1.)

NOTES: Secretary of State N.C.G.S.A. § 55A-14-04

Judicial Dissolutions

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 55A-14-30

REGULATORY BODY: Attorney General

STATUTE TEXT: 55A-14-30. Grounds for judicial dissolution.(a) The superior court may dissolve a corporation:(1) In a proceeding by the Attorney General if it is established that:a. The corporation obtained its articles of incorporation through fraud; orb. The corporation has, after written notice by the Attorney General given at least 20 days prior thereto, continued to exceed or abuse the authority conferred upon it by law;(2) In a proceeding by a member or director, if it is established that:a. The directors are deadlocked in the management of the corporate affairs, and the members, if any, are unable to break the deadlock;b. The directors or those in control of the corporation have acted, are acting, or will act in a manner that is illegal, oppressive, or fraudulent;c. The members are deadlocked in voting power and have failed, for a period that includes at least two consecutive annual meeting dates, to elect successors to directors whose terms have, or would otherwise have, expired;d. The corporate assets are being misapplied or wasted; ore. The corporation is no longer able to carry out its purposes.(3) In a proceeding by a creditor if it is established that:a. The creditor’s claim has been reduced to judgment and execution on the judgment has been returned unsatisfied; orb. The corporation has admitted in writing that the creditor’s claim is due and owing and the corporation is insolvent.(4) In a proceeding by the corporation to have its voluntary dissolution continued under court supervision.(b) Prior to dissolving a corporation, the court shall consider whether:(1) There are reasonable alternatives to dissolution;(2) Dissolution is in the public interest, if the corporation is a charitable or religious corporation; and(3) Dissolution is reasonably necessary for the protection of the rights or interests of the members, if any. (1955, c. 1230; 1985 (Reg. Sess., 1986), c. 801, s. 42; 1993, c. 398, s. 1.)

NOTES: N.C.G.S.A. § 55A-14-30

NC Code § 55A-14-33

REGULATORY BODY: Other

STATUTE TEXT: 55A-14-33. Decree of dissolution.(a) If, after a hearing, the court determines that one or more grounds for judicial dissolution described in G.S. 55A-14-30 exist, it may enter a decree dissolving the corporation and specifying the effective date of the dissolution, and the clerk of the court shall deliver a certified copy of the decree to the Secretary of State, who shall file it.(b) After entering the decree of dissolution, the court shall direct the winding up and liquidation of the corporation’s affairs in accordance with G.S. 55A-14-06 and the notification of its claimants in accordance with G.S. 55A-14-07 and G.S. 55A-14-08. The corporation’s name becomes available for use by another entity as provided in G.S. 55D-21. (1955, c. 1230; 1967, c. 823, s. 23; 1985 (Reg. Sess., 1986), c. 801, s. 42; 1993, c. 398, s. 1; 2001-358, s. 24; 2001-387, ss. 173, 175(a); 2001-413, s. 6.)

NOTES: File Decree with Sec. of State N.C.G.S.A. § 55A-14-33

Administrative Dissolutions

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

DISSOLV-ADMINI-AG

REGULATORY BODY: Attorney General

NC Code § 55A-14-20

REGULATORY BODY: Other

STATUTE TEXT: 55A-14-20. Grounds for administrative dissolution.The Secretary of State may commence a proceeding under G.S. 55A-14-21 to dissolve administratively a corporation if:(1) The corporation does not pay within 60 days after they are due any penalties, fees, or other payments due under this Chapter;(2) Repealed by Session Laws 1995, c. 539, s. 24.(3) The corporation is without a registered agent or registered office in this State for 60 days or more;(4) The corporation does not notify the Secretary of State within 60 days that its registered agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued;(5) The corporation’s period of duration stated in its articles of incorporation expires;(6) The corporation knowingly fails or refuses to answer truthfully and fully within the time prescribed in this Chapter interrogatories propounded by the Secretary of State in accordance with the provisions of this Chapter; or(7) The corporation does not designate the address of its principal office with the Secretary of State or does not notify the Secretary of State within 60 days that the principal office has changed. (1993, c. 398, s. 1; 1995, c. 539, ss. 24, 25.)

NOTES: N.C.G.S.A. § 55A-14-20

4 Notice, Oversight or Filing of Hospital Conversions

Has Statute

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 58-65-131

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C. Gen. Stat. §§ 58-65-131 - 58-65-133

Requires Notice or Oversight

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 58-65-133

REGULATORY BODY: Attorney General

STATUTE TEXT:

NOTES: N.C. Gen. Stat. § 58-65-133

NC Code § 58-65-132

REGULATORY BODY: Other

STATUTE TEXT:

NOTES: Commissioner of Insurance, N.C. Gen. Stat. § 58-65-132

Requires Filing

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 58-65-131

REGULATORY BODY: Other

STATUTE TEXT:

NOTES: N.C. Gen. Stat. § 58-65-131

5 Audits

Requires Audit

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

AUDITFI-AUDITS-NS

REGULATORY BODY: Not Specific

NOTES: Nonprofits receiving state grants may need to: N.C. G. S. 143C-6-23

Audit Threshold

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

AUDITFI-THRESH-NS

REGULATORY BODY: Not Specific

6 Registration Law

Registration Law

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § 131F-5

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C.G.S.A. § 131F-5

7 Exemptions from Registering for Specific Organization Types

Religious Organizations

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § 131F-3(1)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C.G.S.A. § 131F-3(1)

Small organizations

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § 131F-3(3)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C.G.S.A. § 131F-3(3) ($25k)

Educational Institutions

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § 131F-3(4)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C.G.S.A. § 131F-3(4)

Governmental Organizations

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § 131F-3(2)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C.G.S.A. § 131F-3(2)

Hospitals

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § 131F-3(5)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: All hospitals: N.C.G.S.A. § 131F-3(5)

Veterans organizations

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-VETERA-NS

REGULATORY BODY: Not Specific

NOTES: NO

Foundations

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-FNDYES-NS

REGULATORY BODY: Not Specific

NOTES: NO

Foundations that don’t solicit contributions

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-FNDNOS-NS

REGULATORY BODY: Not Specific

NOTES: NO

Charitable Trusts

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

NC Code § 131F-3(7)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Community trusts: N.C.G.S.A. § 131F-3(7)

Parent-Teacher Organizations

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-PTOEDU-NS

REGULATORY BODY: Not Specific

NOTES: NO

Reports to congress

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-CONGRE-NS

REGULATORY BODY: Not Specific

NOTES: NO

Non-soliciting

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § 131F-2

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C.G.S.A. § 131F-2

Fraternal/ Membership

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-MEMFRA-NS

REGULATORY BODY: Not Specific

NOTES: NO

Political Orgs

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-POLITI-NS

REGULATORY BODY: Not Specific

NOTES: NO

Other

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

NC Code § /YWCA

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: noncommercial radio/TV stations (6), volunteers or employees of charitable org (8), “attorney, investment counselor, or banker who advises a person to make a charitable contribution” (9), volunteer firefighters (10), YMCA/YWCA (11), continuing care facility (12), fire/EMS org not asking for donations (13)

8 Defined remedies

Dissolution

Regulatory Action: REMEDY

YES: A regulation is defined in the state

NC Code § 55A-14-30

REGULATORY BODY: Not Specific

STATUTE TEXT: 55A-14-30. Grounds for judicial dissolution.(a) The superior court may dissolve a corporation:(1) In a proceeding by the Attorney General if it is established that:a. The corporation obtained its articles of incorporation through fraud; orb. The corporation has, after written notice by the Attorney General given at least 20 days prior thereto, continued to exceed or abuse the authority conferred upon it by law;(2) In a proceeding by a member or director, if it is established that:a. The directors are deadlocked in the management of the corporate affairs, and the members, if any, are unable to break the deadlock;b. The directors or those in control of the corporation have acted, are acting, or will act in a manner that is illegal, oppressive, or fraudulent;c. The members are deadlocked in voting power and have failed, for a period that includes at least two consecutive annual meeting dates, to elect successors to directors whose terms have, or would otherwise have, expired;d. The corporate assets are being misapplied or wasted; ore. The corporation is no longer able to carry out its purposes.(3) In a proceeding by a creditor if it is established that:a. The creditor’s claim has been reduced to judgment and execution on the judgment has been returned unsatisfied; orb. The corporation has admitted in writing that the creditor’s claim is due and owing and the corporation is insolvent.(4) In a proceeding by the corporation to have its voluntary dissolution continued under court supervision.(b) Prior to dissolving a corporation, the court shall consider whether:(1) There are reasonable alternatives to dissolution;(2) Dissolution is in the public interest, if the corporation is a charitable or religious corporation; and(3) Dissolution is reasonably necessary for the protection of the rights or interests of the members, if any. (1955, c. 1230; 1985 (Reg. Sess., 1986), c. 801, s. 42; 1993, c. 398, s. 1.)

NOTES: N.C.G.S.A. § 55A-14-30

Removal of Board Members

Regulatory Action: REMEDY

A regulation is NOT defined in the state

REMEDYT-BRDRMV-NS

REGULATORY BODY: Not Specific

NOTES: No

9 Oversight of professional fundraisers

Does the state require registration by commercial fundraisers?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 131F-15

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Fundraising Consultant: N.C. Gen. Stat. § 131F-15: Solicitors: N.C. Gen. Stat. § 131F-16

NC Code § 131F-16

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Fundraising Consultant: N.C. Gen. Stat. § 131F-15: Solicitors: N.C. Gen. Stat. § 131F-16

Does the state require registration by fundraising counsel?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 131F-15

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C. Gen. Stat. § 131F-15

Does the state oversee commercial-coventuring (e.g. by requiring that the co-venture be registered or by requiring that the charitable organization files the co-venture contract)?

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

NC Code § 131F-18

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Final accounting upon request. “Final Accounting. - A final accounting for each charitable sales promotion or sponsor sales promotion shall be prepared by the coventurer following completion. The final accounting shall be provided to the charitable organization or sponsor on whose behalf the sales promotion was conducted within 10 days after a request by the charitable organization or sponsor. The final accounting shall be kept by the coventurer for a period of three years, unless the coventurer and the charitable organization or sponsor mutually agree that the accounting should be kept by the charitable organization or sponsor instead of the coventurer. A copy of the final accounting shall be provided to the Department no later than 10 days after the Department requests it.” N.C. Gen. Stat. § 131F-18

Does the state require the fundraisers to provide notice to the regulator before any solicitation campaign (in addition to annual registration and/or filing the contract)?

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

NC Code § 131F-15

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Contract must be filed at least 5 days before any solicitation activity. N.C. Gen. Stat. § 131F-15

Does the state require specified disclosures to donors?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 131F-17

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C. Gen. Stat. § 131F-17

Does the state require a copy of any contract between a charitable organization and a commercial fundraiser or fundraising counsel be filed with the regulator?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 131F-15

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: N.C. Gen. Stat. § 131F-15

Does the state require annual financial reporting by commercial fundraisers?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 131F-16

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Within 90 days of end of campaign or on one-year anniversary of a campaign lasting longer than a year, must submit financial report. N.C. Gen. Stat. § 131F-16

Does the state require bonding of professional fundraisers?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

NC Code § 131F-16

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: A solicitor shall, at the time of application or renewal of the license, file with and have approved by the Department a bond with a surety authorized to do business in North Carolina. The amount of the bond shall be as set forth in subsection (d) of N.C. Gen. Stat. § 131F-16. In lieu of a bond, a solicitor may submit a certificate of deposit. Unless otherwise provided, any change in any information filed with the Department shall be reported in writing to the Department within seven (7) days after the change occurs.N.C. Gen. Stat. § 131F-16

NC Code § 131F-16

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: A solicitor shall, at the time of application or renewal of the license, file with and have approved by the Department a bond with a surety authorized to do business in North Carolina. The amount of the bond shall be as set forth in subsection (d) of N.C. Gen. Stat. § 131F-16. In lieu of a bond, a solicitor may submit a certificate of deposit. Unless otherwise provided, any change in any information filed with the Department shall be reported in writing to the Department within seven (7) days after the change occurs.N.C. Gen. Stat. § 131F-16

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