§ 54-165. Sale, lease or exchange of assets; mortgage or pledge of assets. - North Carolina Statutes

§54‑165.  Sale, lease or exchange of assets; mortgage or pledge of assets.

(a)        A sale, lease, orexchange of all, or substantially all, the property and assets of anassociation organized under the provisions of this Subchapter may be made uponsuch terms and conditions and for such consideration, which may consist inwhole or in part of money or property, real or personal, including shares ofany corporation for profit, domestic or foreign, as may be authorized  in thefollowing manner: The board of directors shall adopt a resolution recommendingsuch sale, lease, or exchange and directing that it be submitted to a vote at ameeting of members, which may be either an annual or a special meeting. Writtenor printed notice of the meeting shall be given to each member entitled to voteat such meeting. The notice shall state that the proposed sale, lease, orexchange will be considered and acted upon at such meeting, and a statement ofthe terms of the proposed sale, lease, or exchange, as the case may be, shallbe included in or enclosed with such notice. Each such notice shall be mailedby first‑class mail at such a time that not less than 10 full days shallelapse between the date of mailing the notice and the date of the meeting, andshall be mailed to the member at his last address as it appears on the recordsof the association. The proposed sale, lease, or exchange, as the case may be,shall be adopted upon receiving at least two‑thirds of the votes entitledto be cast by members present at the meeting, if a quorum is present.

(b)        A mortgage orpledge of, or any other security interest in, all or any part or parts of theproperty of the association may be made by authority of the board of directorsof the association without authorization of the members, unless otherwiseprovided in the charter or bylaws adopted by the members. (1963,c. 1168, s. 13.)