Title 79, Corporations, Associations, and Partnerships

(1) Every religious society, subject to the provisions of Sections 79-11-41 through 79-11-47, which is organized, commences or continues to operate in the State of Mississippi after July 1, 1994, and desires to avail itself of the benefits of Sections 79-11-41 through 79-11-47, m…

(1) The provisions of this section shall apply to every religious society that elects to establish and maintain a perpetual religious society trust fund as provided in Section 79-11-45. (2) Within thirty (30) days after the end of the calendar or its fiscal year, each religious s…

(a) The following words and phrases as used in Sections 79-11-501 through 79-11-529 shall have the meanings as defined in this section unless the context clearly indicates otherwise:(a) (i) “Charitable organization” means either of the following:(A) Any person determined by the I…

(1) Except as otherwise provided in Section 79-11-505 and prior to any solicitation of contributions, every charitable organization as defined in Section 79-11-501 which solicits or intends to solicit contributions by any means whatsoever shall file a registration statement with,…

(a) The Secretary of State shall have the authority to:(a) Promulgate rules of procedure and regulations necessary for the administration of Sections 79-11-501 through 79-11-529, Mississippi Code of 1972, subject to the provisions of the Mississippi Administrative Procedures Law.…

(1) The registration provisions of Section 79-11-503 and the reporting provisions of Section 79-11-507 shall not apply to the following organizations:(a) All educational institutions that are recognized by the State Board of Education or that are accredited by a regional accredit…

(1) Every charitable organization registered pursuant to Section 79-11-503 that shall receive in any fiscal year contributions in excess of Seven Hundred Fifty Thousand Dollars ($750,000.00) via monetary donations and all of whose fund-raising functions are carried on by persons …

(1) The Secretary of State shall deny, suspend or revoke a registration or an exemption for the following reasons:(a) The application for registration or renewal is incomplete.(b) The application or renewal fee (where applicable) has not been paid.(c) A document filed with the Se…

(a) No corporation which is a “private foundation,” as defined in Section 509(a) of the United States Internal Revenue Code shall:(a) Engage in any act of “self-dealing,” as defined in Section 4941(d) of the United States Internal Revenue Code, which would give rise to any liabil…

A charitable organization, person, professional fundraiser, fundraising counsel or professional solicitor, that solicits contributions in the State of Mississippi, shall be subject to notice or demand as provided in Section 79-35-13, and shall be subject to service of process as …

No person shall act as a professional fund-raiser or fund-raising counsel for a charitable organization before he has registered with the Secretary of State or after the expiration or cancellation of such registration or any renewal thereof. Applications for registration and rene…

(1) All contracts entered into between professional fund-raisers or fund-raising counsel and charitable organizations shall be in writing and a true and correct copy of such contract shall be filed by the professional fund-raiser or fund-raising counsel who is a party thereto wit…

No person shall act as a professional solicitor in the employ of a professional fund-raiser required to register pursuant to Section 79-11-513 before he has registered with the Secretary of State or after the expiration or cancellation of such registration or any renewal thereof.…

Every charitable organization, professional fund-raiser, professional solicitor, or fund-raising counsel, whether or not required to register pursuant to Sections 79-11-501 through 79-11-529, Mississippi Code of 1972, shall keep true and correct books and records of solicitation …

(1) It is the duty of the district attorneys and county prosecuting attorneys of this state to prosecute all violations of the provisions of Sections 79-11-501 through 79-11-529. In addition, actions for violations of Sections 79-11-501 through 79-11-529 may be prosecuted by the …

Either the Secretary of State or Attorney General, in his discretion: (a) may make such public or private investigations within or outside of this state as deemed necessary by the Secretary of State or Attorney General to determine whether any person has violated or is about to v…

(1) (a) Prior to orally requesting a contribution or contemporaneously with written requests for a contribution, a professional fund-raiser and professional solicitor shall be responsible for clearly and conspicuously disclosing:(i) The name of the professional fund-raiser as on …

Any fund-raising counsel, professional fund-raiser, professional solicitor or employee of any of these who makes a telephone solicitation subject to the provisions of this chapter to a residential telephone number shall make calls only between the hours of 9:00 a.m. and 9:00 p.m.…

Every person who solicits, collects or expends contributions on behalf of a charitable organization or for a charitable purpose, or who conducts a charitable sales promotion, and every officer, director, trustee or employee of that person who is concerned with the solicitation, c…

(1) For purposes of this section, the following words and phrases shall have the meanings ascribed in this section unless the context clearly indicates otherwise:(a) “Sponsor” or “advertiser” means any person, corporation or legal entity who, for charitable purposes or for the pr…

The Secretary of State may enter into reciprocal agreements with a like authority of any other state or states for the purpose of exchanging information made available to the Secretary of State or to such other like authority. The information contained in or filed with any regist…

Any person who knowingly and willingly violates the provisions of Sections 79-11-501 through 79-11-527 shall be guilty of a misdemeanor and, upon conviction, shall be punished by a fine not exceeding Two Thousand Dollars ($2,000.00) or by imprisonment in the county jail for not m…

Each corporation which is a “private foundation,” as defined in Section 509 of the United States Internal Revenue Code shall distribute, for the purposes specified in its articles of organization, for each taxable year, amounts at least sufficient to avoid liability for the tax i…

The provisions of Sections 79-11-51 and 79-11-53 shall not apply to any corporation to the extent that a court of competent jurisdiction shall determine that such application would be contrary to the terms of the articles of organization or other instrument governing such corpora…

Any corporation which is a “private foundation” (as defined in Section 509(a) of the United States Internal Revenue Code) may amend its articles of incorporation expressly to exclude the application of Sections 79-11-51 and 79-11-53, or any portion thereof, in the manner provided…

Nothing in Sections 79-11-51 through 79-11-61 shall impair the rights and powers of the courts or the attorney general of this state with respect to any corporation.

All references to sections of the United States Internal Revenue Code shall be to such law as it exists as of May 4, 1972.

(1) “Charitable gift annuity” means a transfer of cash or other property by a donor to a charitable organization in return for an annuity payable over one (1) or two (2) lives, under which the actuarial value of the annuity is less than the value of the cash or other property tra…

(1) The issuance of a qualified charitable gift annuity does not constitute engaging in the business of insurance in this state. (2) A charitable gift annuity issued before July 1, 2001, is a qualified charitable gift annuity for purposes of Sections 79-11-651 through 79-11-661, …

(1) When entering into an agreement for a qualified charitable gift annuity, the charitable organization shall disclose to the donor in writing in the annuity agreement that a qualified charitable gift annuity is not insurance under the laws of this state and is not subject to re…

(1) A charitable organization that issues qualified charitable gift annuities shall notify the Secretary of State in writing by the later of ninety (90) days after July 1, 2001, or the date on which it enters into the organization’s first qualified charitable gift annuity agreeme…

The failure of a charitable organization to comply with the notice requirements imposed under Section 79-11-655 or 79-11-657 does not prevent a charitable gift annuity that otherwise meets the requirements of 79-11-651 through 79-11-661 from constituting a qualified charitable gi…

The issuance of a qualified charitable gift annuity does not constitute a violation of Sections 83-5-29 through 83-5-51 which regulate trade practices in the business of insurance.

Sections 79-11-701 through 79-11-719 may be cited as the Uniform Prudent Management of Institutional Funds Act.

(a) In Sections 79-11-701 through 79-11-719:(a) “Charitable purpose” means either:(i) Any purpose described in Section 501(c)(3) of the Internal Revenue Code; or(ii) Any voluntary health and welfare, charitable, benevolent, philanthropic, patriotic, educational, humane, scientifi…

(1) Subject to the intent of a donor expressed in a gift instrument, an institution, in managing and investing an institutional fund, shall consider the charitable purposes of the institution and the purposes of the institutional fund. (2) In addition to complying with the duty o…

(1) Subject to the intent of a donor expressed in the gift instrument or to any express written agreement between a donor and an institution, an institution may appropriate for expenditure or accumulate so much of an endowment fund as the institution determines is prudent for the…

(1) Except as otherwise provided in a gift instrument or by law other than Sections 79-11-701 through 79-11-719, an institution may delegate to an external agent the management and investment of an institutional fund to the extent that an institution could prudently delegate unde…

(1) If the donor consents in a record, an institution may release or modify, in whole or in part, a restriction contained in a gift instrument on the management, investment, or purpose of an institutional fund. A release or modification may not allow a fund to be used for a purpo…

Compliance with Sections 79-11-701 through 79-11-719 is determined in light of the facts and circumstances existing at the time a decision is made or action is taken, and not by hindsight.

Sections 79-11-701 through 79-11-719 apply to institutional funds existing on or established after July 1, 2012. As applied to institutional funds existing on July 1, 2012, Sections 79-11-701 through 79-11-719 govern only decisions made or actions taken on or after that date.

Sections 79-11-701 through 79-11-719 modifies, limits, and supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 USCS Section 7001 et seq., but does not modify, limit, or supersede Section 101(c) of that act, 15 USCS Section 7001(c), or authorize el…

In applying and construing this uniform act, consideration must be given to the need to promote uniformity of the law with respect to its subject matter among states that enact it.

(1) A managing agent who accepts or receives funds belonging to a homeowners association shall deposit those funds that are not placed into an escrow account with a bank or savings association or into an account under the control of the association, into a trust fund account main…

(1) Unless the governing documents of the homeowners association impose more stringent standards at all regularly scheduled meetings, the board of a homeowners association shall review the latest account statements prepared by the financial institutions where the association has …

The review requirements of Section 79-11-753 may be met when every individual member of the board, or a subcommittee of the board consisting of the treasurer and at least one (1) other board member, reviews the documents and statements described in Section 79-11-753 independent o…