N.D. Cent. Code § 10-36-09

10-36-09. Secretary of state - Enforcement - Appeal - Penalty

1. The secretary of state may administer this chapter.

2. The secretary of state may propound to any nonprofit limited liability company or

foreign nonprofit limited liability company that is subject to this chapter and to any

officer, director, or employee thereof any interrogatory as may be reasonably

necessary and proper to ascertain whether the nonprofit limited liability company has

complied with this chapter applicable to the nonprofit limited liability company.

a. The interrogatory must be answered within thirty days after mailing or within any

additional time as must be fixed by the secretary of state. The answers to the

interrogatory must be full and complete and must be made in writing and under

oath.

b. If the interrogatory is directed:

(1) To an individual, it must be answered by that individual; or

(2) To a nonprofit limited liability company, it must be answered by the

president, vice president, secretary, or assistant secretary of the nonprofit

limited liability company.

c. The secretary of state need not file any record to which the interrogatory relates

until the interrogatory has been answered, and not then if the answers disclose

that the record is not in conformity with this chapter.

d. The secretary of state shall certify to the attorney general, for action the attorney

general may deem appropriate, an interrogatory and answers thereto, which

discloses a violation of this chapter.

e. Each governor, manager, or employee of a nonprofit limited liability company or

foreign nonprofit limited liability company who fails or refuses within the time

provided by subdivision a to answer truthfully and fully an interrogatory

propounded to that person by the secretary of state is guilty of an infraction.

f. An interrogatory propounded by the secretary of state and the answers are not

open to public inspection. The secretary of state may not disclose any facts or

information obtained from the interrogatory or answers except insofar as may be

permitted by law or insofar as is required for evidence in any criminal proceedings

or other action by this state.

3. If the secretary of state rejects any record required by this chapter to be approved by

the secretary of state before the record may be filed, then the secretary of state shall

give written notice of the rejection to the person that delivered the record, specifying

the reasons for rejection.

a. Within thirty days after the service of the notice of denial, the nonprofit limited

liability company or foreign nonprofit limited liability company, as the case may

be, may appeal to the district court in the judicial district serving Burleigh County

by filing with the clerk of the court a petition setting forth a copy of the record

sought to be filed and a copy of the written rejection of the record by the secretary

of state.

b. The matter must be tried de novo by the court. The court shall either sustain the

action of the secretary of state or direct the secretary of state to take the action

the court determines proper.

4. If the secretary of state dissolves a nonprofit limited liability company or revokes the

certificate of authority to conduct activities in this state of any foreign nonprofit limited

liability company, pursuant to section 10-36-07, the nonprofit limited liability company

or foreign nonprofit limited liability company may appeal to the district court in the

judicial district serving Burleigh County by filing with the clerk of the court a petition,

including:

a. A copy of the nonprofit limited liability company's articles of organization and a

copy of the notice of dissolution given by the secretary of state; or

b. A copy of the foreign nonprofit limited liability company's certificate of authority to

conduct activities in this state and a copy of the notice of revocation given by the
ty by filing with the clerk of the court a petition,

including:

a. A copy of the nonprofit limited liability company's articles of organization and a

copy of the notice of dissolution given by the secretary of state; or

b. A copy of the foreign nonprofit limited liability company's certificate of authority to

conduct activities in this state and a copy of the notice of revocation given by the

secretary of state. The matter must be tried de novo by the court. The court shall

sustain the action of the secretary of state or shall direct the secretary of state to

take the action the court determines proper.

5. If the court order sought is one for reinstatement of a nonprofit limited liability company

that has been dissolved as provided in subsection 5 of section 10-36-07, or for

reinstatement of the certificate of authority of a foreign nonprofit limited liability

company that has been revoked as provided in subsection 6 of section 10-36-07, then

together with any other actions the court deems proper, any such order which reverses

the decision of the secretary of state shall require the nonprofit limited liability

company or foreign nonprofit limited liability company to:

a. File the most recent past-due annual report;

b. Pay the fees to the secretary of state for all past-due annual reports as provided

in subdivision q of subsection 1 of section 10-36-08; and

c. Pay the reinstatement fee to the secretary of state as provided in subdivision q of

subsection 1 of section 10-36-08.