§ 55A-1-41. Notice.
§ 55A‑1‑41. Notice.
(a) Notice under thisChapter shall be in writing unless oral notice is authorized in thecorporation's articles of incorporation or bylaws and written notice is notspecifically required by this Chapter.
(b) Notice may becommunicated in person; by electronic means; or by mail or private carrier. Ifthese forms of personal notice are impracticable as to one or more persons,notice may be communicated to such persons by publishing notice in a newspaper,or by radio, television, or other form of public broadcast communication, inthe county where the corporation has its principal place of business in theState, or if it has no principal place of business in the State, the countywhere it has its registered office.
(c) Written notice by adomestic or foreign corporation to its member is effective when deposited inthe United States mail with postage thereon prepaid and correctly addressed tothe member's address shown in the corporation's current record of members. Tothe extent the corporation pursuant to G.S. 55A‑1‑70 and the memberhave agreed, notice by a domestic corporation to its member in the form of anelectronic record sent by electronic means is effective when it is sent asprovided in G.S. 66‑325. A member may terminate any such agreement at anytime on a prospective basis effective upon written notice of termination to thecorporation or upon such later date as may be specified in the notice.
(d) Written notice to adomestic or foreign corporation (authorized to conduct affairs in this State)may be addressed to its registered agent at its registered office or to thecorporation or its secretary at its principal office shown in its articles ofincorporation, the Designation of Principal Office Address form, or anyCorporation's Statement of Change of Principal Office Address form filed withthe Secretary of State.
(e) Except as providedin subsection (c) of this section, written notice is effective at the earliestof the following:
(1) When received;
(2) Five days after itsdeposit in the United States mail, as evidenced by the postmark or otherwise,if mailed with at least first‑class postage thereon prepaid and correctlyaddressed;
(3) On the date shown onthe return receipt, if sent by registered or certified mail, return receiptrequested, and the receipt is signed by or on behalf of the addressee;
(4) If mailed with lessthan first‑class postage, 30 days after its deposit in the United Statesmail, as evidenced by the postmark or otherwise, if mailed with postage thereonprepaid and correctly addressed;
(5) When delivered tothe member's address shown in the corporation's current list of members.
In the case of notice in theform of an electronic record sent by electronic means, the time of receiptshall be determined as provided in G.S. 66‑325.
(f) Written notice iscorrectly addressed to a member of a domestic or foreign corporation ifaddressed to the member's address shown in the corporation's current list ofmembers. In the case of members who are residents of the same household and whohave the same address, the corporation's bylaws may provide that a singlenotice may be given to such members jointly.
(g) Oral notice iseffective when actually communicated to the person entitled to oral notice.
(h) If this Chapterprescribes notice requirements for particular circumstances, those requirementsgovern. If articles of incorporation or bylaws prescribe notice requirementsnot inconsistent with this section or other provisions of this Chapter, thoserequirements govern.
(i) Written noticeneed not be provided in a separate document and may be included as part of anewsletter, magazine, or other publication regularly sent to members ifconspicuously identified as a notice. (1993, c. 398, s. 1; 1995, c. 539, s. 16; 2008‑37,s. 2.)