Dissolving a nonprofit corporation in South Carolina is a process governed by specific legal requirements outlined in the South Carolina Nonprofit Corporation Act. Nonprofit organizations, particularly public benefit and religious corporations, have additional obligations to ensure compliance with state laws and proper handling of assets during dissolution. Below, Twisdale Law, PC provides a step-by-step guide to help nonprofits navigate this process.

The first step in dissolving a nonprofit is preparing and filing the Articles of Dissolution with the South Carolina Secretary of State. The Articles must include an affidavit affirming that the person executing the document has the authority to do so, as required under S.C. Code § 33-31-1404. This affidavit ensures that the dissolution is being carried out by an authorized individual, such as a board member or officer of the nonprofit.

Additionally, nonprofits must notify the South Carolina Attorney General’s Office of their intent to dissolve. This notification must be made on or before the date the Articles of Dissolution are filed. A copy of this notice must also be included in the Articles of Dissolution when submitted to the Secretary of State. This dual notification ensures that the state is aware of the dissolution and can oversee the proper distribution of assets.

For public benefit and religious corporations, the distribution of assets comes with additional oversight. According to state law, no assets may be transferred until one of the following conditions is met:

• 20 days have passed since notice was provided to the Attorney General’s Office, or
• The Attorney General’s Office has given written consent to the dissolution.

This waiting period or written consent ensures that the nonprofit’s assets are distributed in compliance with its charitable purpose and legal obligations.

Once most or all of the nonprofit’s assets have been transferred, the board of directors must provide the Attorney General’s Office with a detailed list of asset recipients. This step ensures transparency and accountability in the asset distribution process.

Nonprofits should carefully plan their dissolution to avoid unnecessary delays or complications. This includes:

• Preparing all required documentation, including the affidavit, notification to the Attorney General, and the Articles of Dissolution.
• Ensuring compliance with restrictions on asset transfers, especially for public benefit and religious corporations.
• Maintaining accurate records of all asset transfers and recipients.

The process of dissolving a nonprofit can be complex, particularly for public benefit and religious corporations that must navigate stringent asset distribution rules. Twisdale Law, PC offers comprehensive legal services to guide nonprofits through the dissolution process. Our expertise in nonprofit law ensures that your organization meets all legal requirements and protects its legacy during dissolution.

Contact Twisdale Law, PC today to discuss your nonprofit’s needs and ensure a smooth and compliant dissolution process.