Title 4, Economic Resources

Notice of Dissenters’ Rights. (a) If proposed corporate action creating dissenters’ rights under 4 CMC § 4562 is submitted to a vote at a shareholders’ meeting, the meeting notice must state that shareholders are or may be entitled to assert dissenters’ rights under this chapter …

Notice of Intent to Demand Payment. (a) If proposed corporate action creating dissenters’ rights under 4 CMC § 4562 is submitted to a vote at a shareholders’ meeting, a shareholder who wishes to assert dissenters’ rights: (1) Must deliver to the corporation before the vote is tak…

Dissenters’ Notice. (a) If proposed corporate action creating dissenters’ rights under 4 CMC § 4562 is authorized at a shareholders’ meeting, the corporation shall deliver a written dissenters’ notice to all shareholders who satisfied the requirements of 4 CMC § 4572. (b) The dis…

Duty to Demand Payment. (a) A shareholder sent a dissenters’ notice described in 4 CMC § 4573 must demand payment, certify whether he acquired beneficial ownership of the shares before the date required to be set forth in the dissenters’ notice pursuant to 4 CMC § 4573(b)(3), and…

Share Restrictions. (a) The corporation may restrict the transfer of uncertificated shares from the date the demand for their payment is received until the proposed corporate action is taken or the restrictions released under 4 CMC § 4577. (b) The person for whom dissenters’ righ…

Payment. (a) Except as provided in 4 CMC § 4578, as soon as the proposed corporate action is taken, or upon receipt of a payment demand, the corporation shall pay each dissenter who complied with 4 CMC § 4574 the amount the corporation estimates to be the fair value of his shares…

Failure to Take Action. (a) If the corporation does not take the proposed action within 60 days after the date set for demanding payment and depositing share certificates, the corporation shall return the deposited certificates and release the transfer restrictions imposed on unc…

After-Acquired Shares. (a) A corporation may elect to withhold payment required by 4 CMC § 4576 from a dissenter unless he was the beneficial owner of the shares before the date set forth in the dissenters’ notice as the date of the first announcement to news media or to sharehol…

Procedure if Shareholder Dissatisfied with Payment of Offer. (a) A dissenter may notify the corporation in writing of his own estimate of the fair value of his shares and amount of interest due, and demand payment of his estimate (less any payment under 4 CMC § 4576), or reject t…

Court Action. (a) If a demand for payment under 4 CMC § 4579 remains unsettled, the corporation shall commence a proceeding within 60 days after receiving the payment demand and petition the court to determine the fair value of the shares and accrued interest. If the corporation …

Court Costs and Counsel Fees. (a) The court in an appraisal proceeding commenced under 4 CMC § 4591 shall determine all costs of the proceeding, including the reasonable compensation and expenses of appraisers appointed by the court. The court shall assess the costs against the c…

50201. Definitions. Where they appear in this Act the following terms have the following meanings: (a) “Qualifying Certificate.” A “Qualifying Certificate” is a contract valid for a given period of time, executed by the Governor upon recommendation of the Commonwealth Economic De…

Eligibility. (a) Any business which is either a trust, a partnership, a sole proprietorship, a corporation, a limited liability corporation or a limited liability partnership is eligible to apply for a Qualifying Certificate in one or more of the following areas: 1. Franchise res…

Minimum Investment. A minimum capital investment, including public benefit contributions, in a new business or expansion of an existing business of a Qualifying Certificate applicant is as follows: New Expansion Franchise restaurant $ 1,000,000 500,000 Water park $ 1,000,000 500,…

Tax Abatements and Tax Rebates. Subject to the provisions of this Chapter, the Governor is authorized to issue a Qualifying Certificate prospectively, from the date of issuance, abating the following taxes or establishing a higher tax rebate level on the following terms: (a) Abat…

Submission to Governor. If the Commonwealth Economic Development Authority Board recommends issuance of the Qualifying Certificate to the Governor, the draft Qualifying Certificate and supporting documentation, together with the memorandum of the Commonwealth Economic Development…

Requirements. Each applicant for a Qualifying Certificate must submit the following to the Commonwealth Economic Development Authority: 1. A completed Qualifying Certificate application together with the applicable filing fee; 2. Financial plan for financing the project, if appro…

Fees. (a) Application fee. All application fees are non-refundable. Non-refundable application fees are as follows: a. b. c. d. e. f. g. h. i. j. k. l. m. n. Activity Franchise restaurant Water park Aquarium Cultural center Theme park Resort hotel and condominium Golf course Conv…

Review. The application shall be reviewed and analyzed in detail by the Commonwealth Economic Development Authority and such outside consultants as may be necessary. When necessary, the Commonwealth Economic Development Authority will meet with the applicant to clarify or amplify…

Nature of Tax Benefits. A Qualifying Certificate, once issued, shall be a contract between the Government of the Northern Mariana Islands and the Beneficiary, and the tax rebates or abatements or both set out in the Qualifying Certificate may not be curtailed, limited or impaired…

Findings on Applications. In making its recommendation to the Governor, the Board in consultation with the Director of Revenue and Taxation or his or her designee shall consider and make specific findings on the following: (a) The impact of the applicant’s activities or proposed …

Conditions of Benefits. In its recommendation of specific tax benefits, the Commonwealth Economic Development Authority in consultation with the Division of Revenue and Taxation shall consider the following as possible terms and conditions to such benefits: (a) Cap on Amount. Cap…

Grounds for Suspension or Revocation. A Qualifying Certificate may be suspended or revoked by the Governor of the Commonwealth upon the recommendation of the Commonwealth Economic Development Authority Board for any of the following reasons: (a) Fraud. Fraud or misrepresentation …

Procedure for Suspension, Revocation or Failure to Issue a Certificate of Compliance. No recommendation for suspension or revocation of a Qualifying Certificate or failure to issue a Certificate of Compliance shall be made by the Commonwealth Economic Development Authority Board …

Retroactive Suspension or Revocation. The suspension or revocation of a Qualifying Certificate may be retroactive to the time of the act or omission giving rise to the suspension or revocation, or for any shorter period recommended by the Commonwealth Economic Development Authori…

Business License Required. A Qualifying Certificate shall not be issued to any applicant who has not first obtained a license to do business in the Commonwealth of the Northern Mariana Islands. Source: PL 12-32, § 3 (3315).

Conflicts of Interest. No employee, consultant employed for review of an application, or board member of the Commonwealth Economic Development Authority or his immediate family and no corporation or any other legal entity, in which any employee or counsel of the Commonwealth Econ…

Recommendations. All recommendations of the Commonwealth Economic Development Authority Board for modification, revocation or suspension of Qualifying Certificates shall be forwarded to the Governor of the Commonwealth, together with a memorandum of the Commonwealth Economic Deve…

Transmission to the Director of Revenue and Taxation. When the Commonwealth Economic Development Authority Board forwards its recommendations to the Governor regarding a Qualifying Certificate, it shall transmit a copy of such recommendations to the Director of Revenue and Taxati…

Certificate of Compliance. The Commonwealth Economic Development Authority shall monitor the activities of the Beneficiary and its compliance with all of the terms and conditions of the Qualifying Certificate and this Chapter. The Beneficiary shall accommodate and cooperate with …

Abatement of Tax for other than NMTIT Tax Obligations. When the return for the abated tax is accompanied by a corresponding Certificate of Compliance for the applicable tax period, then the actual payment of the tax in question to the Government of the Commonwealth shall not be r…

Rebate of Tax. In the case of tax rebate, when the return for the rebatable tax is accompanied by a corresponding Certificate of Compliance for the applicable tax period, then the Beneficiary shall pay the tax in question to the Government of the Commonwealth, and upon review of …

Tax Redetermination. In the case of any Beneficiary that, in accordance with the applicable laws of the Commonwealth, shall have applied for and been granted a redetermination of tax liability or taxes payable or in the case of a redetermination of tax liability made by the Divis…

Implementation by the Director of Revenue and Taxation and Commonwealth Economic Development Authority Board. The Director of Revenue and Taxation and Commonwealth Economic Development Authority Board are hereby authorized to issue such rules and regulations as they may deem reas…

Application. Any business which is either a trust, a partnership, a sole proprietorship, a corporation, a limited liability corporation or a limited liability partnership may apply for a Qualifying Certificate if, within the three calendar year period preceding the effective date…