Raleigh, NC asked in Business Formation for North Carolina

Q: My HOA filed articles of incorporation with the NC Secretary of State in 1975.

We never acquired an employer id number (EIN) from the IRS. We have never filed a tax return. Are we a valid corporation? Are we a valid HOA? Can the NC SoS revoke our charter? What would that mean vis-a-vis the validity of the corporation?

The age of the HOA means that it does not fall under the 1999 North Carolina Planned Community Act.

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1 Lawyer Answer
David Allan King
David Allan King
  • Raleigh, NC
  • Licensed in North Carolina

A: Presuming you formed an LLC with your articles of incorporation, you were required to file an annual report and pay a fee each year. If you fail to file an annual report, the state can dissolve your LLC under § 57D-6-06. You can verify whether the LLC has been dissolved on the Secretary of State website. There is usually a process for re-instating your LLC that includes paying past-due fees and whatnot. Not sure if there is a time-limit for seeking re-instatement after so long if you haven't filed annual reports.

EINs aren't really required unless you are hiring someone or don't want to use your private social security number.

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