Notice Required under the Oklahoma Solicitation of Charitable Contributions Act

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.

Did you know?

If you are a charitable organization administering certain charitable trusts or funds, you must prepare a comprehensive annual audit and submit a copy of it to the Oklahoma Banking Department under the 60 O.S. § 301.9 of the Oklahoma Charitable Fiduciary Act.

List of All Statutorily-Required Notice

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

For instructions on submitting notice of the dissolution or termination of a charitable organization, see Special Instructions for Submitting Notice of a Dissolution or Termination of a Charitable Organization.

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

Special Instructions for Submitting Notice of a Dissolution or Termination of a Charitable Organization

Preferably, notice to the OAG of a dissolution or termination of a charitable organization may be made online using the form at this *************link. Alternatively, notice may be sent 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

Before completing the online form or otherwise providing notice, please have the following information available for including in the notice as appropriate:

Name and contact information for the dissolving or terminating entity, including EIN.
Name and contact information for the person submitting the notice
Name and contact information for any entity(ies) receiving assets, including EIN. Information regarding whether any receiving entity(ies) are aware of the dissolution plan.
The dissolution plan and an explanation for why the entity is dissolving and why it has selected the charity(ies) to receive any remaining assets.
Information on the support for the plan by the board and/or members of the dissolving or terminating entity, as well as any opposition to the plan. Description of any vote or resolution adopted by the board or members of the dissolving or terminating entity.
Purpose of the dissolving/terminating entity.
Purpose of any receiving entity(ies).
A list of all assets of the dissolving organization by type (e.g. cash, real property, etc.), indicating which are donor-restricted assets.
A list of all liabilities of the dissolving or terminating organization and an explanation for how those will be addressed.
Information regarding any opposition or concerns about the dissolution/termination.

In addition, please have the following documentation available to include with the notice as appropriate:

Articles of incorporation and bylaws for the dissolving or terminating entity and any entities receiving assets as a result of the dissolution/termination.
Any board or member meeting minutes or resolutions adopting the plan to dissolve or terminate.
The dissolution plan.
The dissolving or terminating entity’s last two years or IRS Form 990s, audited financials or other documentation to show income and expenses.
Any gift documents related to any restricted funds held by the dissolving/terminating entity.
Documentation to show the status of the dissolving or terminating entity’s status with the IRS and Oklahoma Secretary of State.
Documentation to show the status of any receiving entity’s status with the IRS and Oklahoma Secretary of State.

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.

Last Modified on Mar 13, 2025