Title 29 — Business Organizations. [Enacted title]

This chapter may be cited as the “Uniform Unincorporated Nonprofit Association Act of 2010”.

For the purposes of this chapter, the term: (1) “Established practices” means the practices used by an unincorporated nonprofit association without material change during the most recent 5 years of its existence or, if it has existed for less than 5 years, during its entire exist…

A statute governing a specific type of unincorporated nonprofit association shall prevail over an inconsistent provision in this chapter, to the extent of the inconsistency.

(a) Except as otherwise provided in subsection (b) of this section, the law of the District shall govern the operation in the District of all unincorporated nonprofit associations formed or operating in the District. (b) Unless the governing principles specify a different jurisdi…

(a) An unincorporated nonprofit association shall be a legal entity distinct from its members and managers. (b) An unincorporated nonprofit association shall have perpetual duration unless the governing principles specify otherwise. (c) An unincorporated nonprofit association sha…

(a) An unincorporated nonprofit association may acquire, hold, encumber, or transfer in its name an interest in property. (b) An unincorporated nonprofit association may be a beneficiary of a trust or contract, a legatee, or a devisee.

(a) For the purposes of this section, the term “statement of authority” means a statement authorizing a person to transfer an interest in real property held in the name of an unincorporated nonprofit association. (b) An interest in real property held in the name of an unincorpora…

(a) A debt, obligation, or other liability of an unincorporated nonprofit association, whether arising in contract, tort, or otherwise shall: (1) Be solely the debt, obligation, or other liability of the association; and (2) Not become the debt, obligation, or other liability of …

(a) An unincorporated nonprofit association shall have the capacity to sue and be sued in its own name. (b) A member or a manager may assert a claim the member or manager has against an unincorporated nonprofit association. An association may assert a claim it has against a membe…

A judgment or order against an unincorporated nonprofit association shall not by itself [be] a judgment or order against a member or manager.

A member of an unincorporated nonprofit association shall not be an agent of the association solely by reason of being a member.

(a) Except as otherwise provided in the governing principles, an unincorporated nonprofit association shall have the approval of its members to: (1) Admit, suspend, dismiss, or expel a member; (2) Select and dismiss a manager; (3) Adopt, amend, or repeal the governing principles;…

(a) Unless an unincorporated nonprofit association’s governing principles provide otherwise: (1) Approval of a matter by the members shall require an affirmative majority of the votes cast at a meeting of members; and (2) Each member shall be entitled to one vote on each matter t…

(a) A member shall not have a fiduciary duty to an unincorporated nonprofit association or to another member solely by being a member. (b) A member shall discharge the duties to the unincorporated nonprofit association and the other members and exercise any rights under this chap…

(a) A person shall become a member and may be suspended, dismissed, or expelled in accordance with the association’s governing principles. If there are no applicable governing principles, a person shall become a member or be suspended, dismissed, or expelled from an association o…

(a) A member may resign as a member in accordance with the governing principles. In the absence of applicable governing principles, a member may resign at any time. (b) Unless the governing principles provide otherwise, resignation of a member shall not relieve the member from an…

Except as otherwise provided in the governing principles, a member’s interest or any right under the governing principles shall not be transferable.

Except as otherwise provided in this chapter or the governing principles: (1) Only the members shall select a manager or managers; (2) A manager may be a member or a nonmember; (3) If a manager is not selected, all members shall be managers; (4) Each manager has equal rights in t…

(a) A manager shall owe to the unincorporated nonprofit association and to its members the fiduciary duties of loyalty and care. (b) A manager shall manage the unincorporated nonprofit association in good faith, in a manner the manager reasonably believes to be in the best intere…

(a) The governing principles may provide for the: (1) Calling, location, and timing of manager meetings; (2) Notice and quorum requirements for manager meetings; (3) Conduct of manager meetings; (4) Taking of action by the managers by consent without a meeting; and (5) Participat…

(a) On reasonable notice, a member or manager of an unincorporated nonprofit association may inspect and copy during the unincorporated nonprofit association’s regular operating hours, at a reasonable location specified by the association, any record maintained by the association…

(a) Except as otherwise provided in subsection (b) of this section, an unincorporated nonprofit association shall not pay dividends or make distributions to a member or manager. (b) An unincorporated nonprofit association may: (1) Pay reasonable compensation or reimburse reasonab…

(a) Except as otherwise provided in the governing principles, an unincorporated nonprofit association shall reimburse a member or manager for authorized expenses reasonably incurred in the course of the member’s or manager’s activities on behalf of the association; (b) An unincor…

(a) An unincorporated nonprofit association may be dissolved as follows: (1) If the governing principles provide a time or method for dissolution, at that time or by that method; (2) If the governing principles do not provide a time or method for dissolution, upon approval by the…

Winding up and termination of an unincorporated nonprofit association shall proceed in accordance with the following rules: (1) All known debts and liabilities shall be paid or adequately provided for. (2) Any property subject to a condition requiring return to the person designa…

(a) For the purposes of this section, the term: (1) “Constituent association organization” means an unincorporated nonprofit association that is merged with one or more other unincorporated nonprofit associations, including the surviving association. (2) “Disappearing association…

(a) If, before the applicability date of this chapter, an interest in property was by terms of a transfer purportedly transferred to an unincorporated nonprofit association but under the law of the District the interest did not vest in the association, or in one or more persons o…