§ 55-12-01. Sale of assets in regular course of business and mortgage of assets.
Article 12.
Transfer of Assets.
§ 55‑12‑01. Saleof assets in regular course of business and mortgage of assets.
(a) A mortgage of orother security interest in all or any part of the property of a corporation maybe made by authority of the board of directors without approval of theshareholders, unless otherwise provided in the articles of incorporation or inbylaws adopted by the shareholders.
(b) Unless otherwiseprovided in the articles of incorporation or in bylaws adopted by theshareholders, a corporation may, on the terms and conditions and for theconsideration determined by the board of directors, and without approval by theshareholders:
(1) Sell, lease,exchange, or otherwise dispose of all, or substantially all, of its property inthe usual and regular course of business; or
(2) Transfer any or allof its property to a corporation or an unincorporated entity all the shares orownership interests of which are owned by the corporation. (1925, c. 235; 1929, c. 269;1939, c. 279; G.S., s. 55‑26; 1955, c. 1371, s. 1; 1989, c. 265, s. 1;2001‑508, s. 1.)