Governance

Governance and Resident Meetings

Article 64A of Chapter 58 of the North Carolina General Statutes establishes governance-related requirements intended to promote transparency, accountability, and meaningful communication between continuing care providers and residents. These requirements ensure that residents have regular opportunities to receive information about the provider’s operations and financial condition and to engage directly with provider leadership.

Semiannual Resident Meetings

N.C. Gen. Stat. § 58-64A-360

Each provider must hold in-person semiannual meetings with the residents of each continuing care retirement community it operates in this State.

For purposes of Article 64A:

  • A semiannual meeting is a single meeting open to all residents, not a series of smaller meetings
  • Meetings are intended for free discussion of topics including, but not limited to:
    • Income and expenditures
    • Financial trends and concerns
    • Proposed changes in policies, programs, or services'
  • Providers may also make meetings available electronically for residents who are unable to attend in person

Independent Board Member Attendance

N.C. Gen. Stat. § 58-64A-360(b)

At least one independent member of the provider’s board of directors or other governing body must attend each required semiannual resident meeting in person.

Waiver of In-Person Attendance Requirement

Based on unique circumstances, a provider may apply to the Commissioner for a waiver of the in-person attendance requirement for an independent board member.

  • Waiver requests must be submitted in writing
  • Granting of a waiver is discretionary
  • Unless and until a written waiver is issued by the Commissioner, providers remain subject to all statutory meeting requirements.

Notice and Availability of Meeting Materials

N.C. Gen. Stat. § 58-64A-360(c)

Residents must receive at least seven days’ advance notice of each semiannual meeting.

The agenda and any materials distributed at the meeting must remain available to residents for at least 60 days after the meeting, upon request.

Electronic Meetings During Emergencies

N.C. Gen. Stat. § 58-64A-360(d)-(f)

When a state of emergency or disaster has been declared that directly affects the community, semiannual resident meetings may be conducted entirely by electronic means, including telephone, video conference, or broadcast.

If a meeting is conducted electronically:

  • Notice must describe the method residents may use to attend
  • The meeting must be recorded
  • Recordings must remain available to residents for at least 60 days

Disclosure Statement Reporting

N.C. Gen. Stat. § 58-64A-360(g)

Providers must report in their annual Disclosure Statement the dates on which semiannual resident meetings were held during the provider’s previous fiscal year.

Important Note

Governance and resident meeting requirements are separate from financial reporting, transaction approvals, and notification obligations. Providers are responsible for ensuring compliance with all applicable governance requirements regardless of operational or financial conditions unless otherwise directed by the Commissioner.

Questions

Questions regarding governance requirements or semiannual resident meetings should be directed to the Department’s Financial Oversight and Special Entities Division.

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