Nonprofit Corporation Membership Exit and Termination in Arkansas

At a glance

Requirements one by one

Which corporations and members are covered

Section 4-33-1701 applies the 1993 act to Arkansas nonprofits formed from January 1, 1994, and lets older corporations elect it through an articles amendment. Under § 4-33-601(a)-(b), articles or bylaws can set admission criteria, and admission requires consent. A corporation may have no members (§ 4-33-603). Where it has members, § 4-33-610 permits class differences set by the articles or bylaws. Under § 4-33-720(a), a meeting list shows the members entitled to notice and their votes.

Transfer and resignation

Under § 4-33-611(a)-(c), a mutual benefit member needs document authorization to transfer a membership or resulting right; public benefit and religious members cannot transfer those rights. A later restriction on an existing transfer right needs both member approval and the affected member’s approval. A member may resign at any time while preserving prior obligations and commitments (§ 4-33-620(a)-(b)).

Involuntary exit procedure

Section 4-33-621(a)-(e) covers public and mutual benefit corporations and requires fair, reasonable, good-faith process (§ 4-33-621(a)-(e)). A procedure written in the articles or bylaws can qualify with 15 days’ prior written notice stating reasons and a chance to speak or write to an authorized decision maker at least five days before the effective date. The alternative looks to all relevant circumstances. Mailed notice must use first-class or certified mail to the last address in corporate records (§ 4-33-621(b)-(c)).

What trips people up

The statute does not make the 15-day and five-day route the only way to show fairness: § 4-33-621(b)(2) gives a circumstances-based route. Under § 4-33-613, merely authorizing or imposing dues in articles, bylaws, or a board resolution does not by itself create payment liability.

Common questions

Does expulsion erase amounts already owed?

Section 4-33-621(e) says an expelled or suspended member may remain liable for dues, assessments, or fees arising from earlier obligations or commitments.

When must a challenge be filed?

Section 4-33-621(d) requires proceedings, including claims of defective notice, to begin within one year after the action’s effective date.

Statutes and sources

• Ark. Code Ann. § 4-33-1701: older corporation election and act scope. Official Act 26 of 1999, accessed 2026-10-03.
• Ark. Code Ann. §§ 4-33-601, -603, -610, -611, -613, -620, -621, -720: membership, transfers, exit, and meeting list. Official Act 1147 of 1993, accessed 2026-10-03.