§ 39-23.1. Definitions.
Article3A.
Uniform FraudulentTransfer Act.
§ 39‑23.1. Definitions.
As used in this Article:
(1) "Affiliate"means:
a. A person whodirectly or indirectly owns, controls, or holds with power to vote, twentypercent (20%) or more of the outstanding voting securities of the debtor, otherthan a person who holds the securities,
1. As a fiduciary oragent without sole discretionary power to vote the securities; or
2. Solely to secure adebt, if the person has not exercised the power to vote;
b. A corporation twentypercent (20%) or more of whose outstanding voting securities are directly orindirectly owned, controlled, or held with power to vote, by the debtor or aperson who directly or indirectly owns, controls, or holds, with power to vote,twenty percent (20%) or more of the outstanding voting securities of thedebtor, other than a person who holds the securities,
1. As a fiduciary oragent without sole power to vote the securities; or
2. Solely to secure adebt, if the person has not in fact exercised the power to vote;
c. A person whosebusiness is operated by the debtor under a lease or other agreement, or aperson substantially all of whose assets are controlled by the debtor; or
d. A person whooperates the debtor's business under a lease or other agreement or controlssubstantially all of the debtor's assets.
(2) "Asset"means property of a debtor, but the term does not include:
a. Property to theextent it is encumbered by a valid lien;
b. Property to theextent it is generally exempt under nonbankruptcy law; or
c. An interest inproperty held in tenancy by the entireties to the extent it is not subject toprocess by a creditor holding a claim against only one tenant.
(3) "Claim"means a right to payment, whether or not the right is reduced to judgment,liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed,undisputed, legal, equitable, secured, or unsecured.
(4) "Creditor"means a person who has a claim.
(5) "Debt"means liability on a claim.
(6) "Debtor"means a person who is liable on a claim.
(7) "Insider"includes:
a. If the debtor is anindividual,
1. A relative of thedebtor or of a general partner of the debtor;
2. A partnership inwhich the debtor is a general partner;
3. A general partner ina partnership in which the debtor is a general partner; or
4. A corporation ofwhich the debtor is a director, officer, or person in control;
b. If the debtor is acorporation,
1. A director of thedebtor;
2. An officer of thedebtor;
3. A person in controlof the debtor;
4. A partnership inwhich the debtor is a general partner;
5. A general partner ina partnership in which the debtor is a general partner; or
6. A relative of ageneral partner, director, officer, or person in control of the debtor;
c. If the debtor is apartnership,
1. A general partner inthe debtor;
2. A relative of ageneral partner in, a general partner of, or a person in control of the debtor;
3. Another partnershipin which the debtor is a general partner;
4. A general partner ina partnership in which the debtor is a general partner; or
5. A person in controlof the debtor;
d. An affiliate, or aninsider of an affiliate as if the affiliate were the debtor; and
e. A managing agent ofthe debtor.
(8) "Lien"means a charge against or an interest in property to secure payment of a debtor performance of an obligation and includes a security interest created byagreement, a judicial lien obtained by legal or equitable process orproceedings, a common‑law lien, or a statutory lien.
(9) "Person"means an individual, partnership, corporation, association, organization,government or governmental subdivision or agency, business trust, estate,trust, or any other legal or commercial entity.
(10) "Property"means anything that may be the subject of ownership.
(11) "Relative"means an individual related by consanguinity within the third degree asdetermined in accordance with G.S. 104A‑1, a spouse, or an individualrelated to a spouse within the third degree as so determined, and includes anindividual in an adoptive relationship within the third degree.
(12) "Transfer"means every mode, direct or indirect, absolute or conditional, voluntary orinvoluntary, of disposing of or parting with an asset or an interest in anasset and includes payment of money, release, lease, and creation of a lien orother encumbrance.
(13) "Validlien" means a lien that is effective against the holder of a judicial liensubsequently obtained by legal or equitable process or proceedings. (1997‑291,s. 2.)