Pursuant to the Oklahoma Solicitation of Charitable Contributions Act (Solicitations Act), a charitable organization must provide notice to the OAG of certain organizational events. See 18 O.S. Sec. 552.24.
Under 18 O.S. Sec 552.24B, certain charitable organizations must provide the OAG with notice no later than 45 days before a:
- Dissolution of the charitable organization;
- Termination of the charitable organization;
- Disposition by the charitable organization of all or substantially all of the charitable assets of the charitable organization;
- Removal of the charitable organization from the jurisdiction of this state;
- Removal of all or substantially all charitable assets of the charitable organization from this state; and
- Amendment of the governing document that describes the charitable purposes of the charitable organization and the use and administration of charitable assets held by the charitable organization.
Pursuant to 18 O.S. Sec. 552.24C, certain charitable organizations must provide notice to the OAG no later than 45 days before a merger, consolidation, or conversion of the charitable organization.
Any transfer of an asset in connection with any of the events listed above which occurs earlier than 45 days after giving notice, is a violation unless the charitable organization has received written consent from the OAG.
Pursuant to 18 O.S. Sec. 552.24E, a charitable organization must provide notice to the OAG no later than 20 days after receiving notice of a revocation, modification, or denial of its federal charitable income tax exemption.
Information About Submitting Notice
Where should I send notice to the OAG?
Unless otherwise directed, notice to the OAG may be sent via U.S. mail, commercial carrier, or email to:
Office of the Oklahoma Attorney General
Charity Enforcement Unit
313 N.E. 21st Street
Oklahoma City, Oklahoma 73105
charity.enforcement@oag.ok.gov
Notice of a termination or dissolution of a Charitable Organization can be priovided online:
Who must give notice?
A charitable organization must provide notice to the OAG under 18 O.S. Secs. 552.24B or C of the Solicitations Act if:
- It is required to register under 18 O.S. Sec. 553.3;
- Is incorporated, organization or has its principal place of business in this state, or has assets located in this state with a fair market value in excess of five hundred thousand dollars ($500,000); and
- It has engaged in solicitation of contributions in this state for a period of one (1) year.
Any charitable organization that is required to register under the Solicitations Act must provide notice to the OAG of actions related to the loss or denial of its federal tax-exempt status.
When is notice required?
Notice of a revocation, modification, or denial of a charitable organization’s federal charitable income tax exemption is required no later than twenty (20) days after receipt of a notice of a revocation, modification, or denial.
Notice of all other events is required no later than forty-five (45) days before such event.
What should be included with the notice?
In reviewing an event for which notice is required under 18 O.S. Secs. 552.24 B or C, the statute requires that the OAG must consider, among other relevant factors:
- The value of the assets or interests transferred;
- The person or entity to which such transfer is made;
- The purpose of the transfer;
- The source of the assets;
- Whether the assets consist of donated funds or property;
- The donors' intent to the extent it can be determined; and
- And any expression of support by the board of directors and the voting members of the charitable organization that proposes to make the transfer.
The documents that may aid OAG review, depending on the circumstances, include:
- A letter or memo explaining the action and providing a rationale for the change
- Governing documents for the relevant entities, including articles of incorporation and bylaws
- Documentation of federal tax-exempt status for relevant entities
- Recent financial information, including financial statements, audits and IRS Forms 990 for the relevant entities
- Board or member meeting minutes for meetings in which the action was considered
- Board resolutions or other documents in support of the action
- An itemized statement of assets affected, by type and value
- Gift agreements or supporting information to identify any donor-restricted funds
- Any draft contracts or agreements regarding any assets to be transferred
- Oklahoma Secretary of State registration information for relevant entities
What to Expect
Charitable organizations can expect to receive an acknowledgement of receipt of the notice from the OAG. It is likely that the organization will also receive a phone call or email to discuss the notice or to request additional information.
If the OAG objects to any event for which notice is required, the OAG must give written notice to the charitable organization of the objection. Either the OAG or the charitable organization may file an action with the district court of the county in which the charitable organization is located to obtain review by such district court of the OAG’s objection.
