reglab/housing_qa huggingface dataset:
NY Not for Profit Corp L § 904 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 9 - Merger or Consolidation 904 - Certificate of Merger or Consolidation; Contents.

§ 904. Certificate of merger or consolidation; contents.  (a)  After  approval of the plan of merger or consolidation unless the merger or consolidation is abandoned in accordance with paragraph (b) of section 903 (Approval of plan) a certificate of merger or consolidation, entitled "Certificate of merger (or consolidation)  of ..........    and ...............  into  (names  of corporations) under section 904 of the Not-for-Profit Corporation Law," shall  be  signed  on  behalf  of  each constituent  corporation  and  delivered  to the department of state. It shall set forth:  (1) The statements required by subparagraphs (a), (1), (2), and (4) of section 902 (Plan of merger or consolidation).  (2) The effective date of the merger or consolidation  if  other  than the  date of filing of the certificate of merger or consolidation by the department of state.  (3) In the  case  of  consolidation,  any  statement  required  to  be included  in  a  certificate  of  incorporation for a corporation formed under this chapter but which was omitted under subparagraph (a)  (4)  of section 902.  (4) The date when the certificate of incorporation of each constituent corporation  was  filed  by  the  department of state or, in the case of constituent corporations created by special law, the chapter number  and year of passage of such law.  (5)  The  manner  in  which the merger or consolidation was authorized with respect to each constituent corporation.  (b) The surviving or consolidated corporation shall thereafter cause a copy of such certificate certified by the department  of  state,  to  be filed in the office of the clerk of each county in which the office of a constituent  corporation,  other  than  the  surviving  corporation,  is located, and in the office of the official who is the recording  officer of  each  county  in  this state in which real property of a constituent corporation, other than the surviving corporation, is situated.
NY Not for Profit Corp L § 907 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 9 - Merger or Consolidation 907 - Approval by the Supreme Court or Attorney General.

§ 907. Approval by the supreme court or attorney general.Where  any constituent corporation or the consolidated corporation is,   or would be if formed under this chapter, a charitable corporation under   section 201 (Purposes) of this chapter, no certificate  shall  be  filed   pursuant  to  section  904  (Certificate  of  merger  or  consolidation;   contents) or section  906  (Merger  or  consolidation  of  domestic  and   foreign  corporations)  until (a) the supreme court has granted an order   approving the plan of merger or consolidation and authorizing the filing   of the certificate,  as  provided  in  section  907-a  (Application  for   approval  of  the  supreme  court)  of  this article or (b) the attorney   general has approved the plan of merger or consolidation and  authorized   the filing of the certificate, as provided in section 907-b (Application   for approval of the attorney general) of this article.
NY Not for Profit Corp L § 909 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 9 - Merger or Consolidation 909 - Consent to Filing; Notices.

§ 909. Consent to filing; notices.  (a)  If  the  purposes  of any constituent or consolidated corporation would require the approval  or  consent  of  any  governmental  body  or officer  or  any  other  person  or  body  under section 404 (Approvals, notices and consents) of  this  chapter  no  certificate  of  merger  or consolidation  shall  be  filed  pursuant  to  this  article unless such approval  or  consent  is  endorsed  thereon  or  annexed   thereto.   A corporation  whose  statement  of  purposes  specifically  includes  the establishment or operation of a child day care center, as that  term  is defined  in  section  three  hundred  ninety of the social services law, shall  mail  a  certified  copy  of  any  certificate   of   merger   or consolidation  involving  such corporation to the office of children and family services within thirty days after receipt of confirmation of  the filing of such merger or consolidation with the department of state.  (b)  If  the  purposes  of any constituent or consolidated corporation would require the certificate of incorporation or any other notice to be delivered to any person or entity under section 404 (Approvals,  notices and  consents)  of  this  chapter, the corporation shall provide to such person or entity a certified copy of the  certificate  of  incorporation within  thirty days after the corporation receives confirmation from the department of state that the certificate has been accepted for filing.
NY Not for Profit Corp L § 1001 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 10 - Non-Judicial Dissolution 1001 - Plan of Dissolution and Distribution of Assets.

§ 1001. Plan of dissolution and distribution of assets.  (a)  The  board  shall  adopt  a  plan  for  the  dissolution  of  the corporation  and  the  distribution  of  its  assets.  Such  plan  shall implement  any provision in the certificate of incorporation prescribing the distributive rights of members.  (b) If the corporation is a charitable corporation and has  no  assets to distribute and no liabilities at the time of dissolution, the plan of dissolution shall include a statement to that effect.  (c)  If  the  corporation  has  no  assets to distribute, other than a reserve not to exceed twenty-five thousand dollars for  the  purpose  of paying  ordinary  and  necessary  expenses  of  winding  up  its affairs including attorney and accountant fees, and liabilities not in excess of ten thousand dollars at the time of adoption of the plan of dissolution, the plan of dissolution shall include a statement to that effect.  (d) If the corporation has assets to distribute  or  liabilities,  the plan of dissolution shall contain:  (1)  a  description  with  reasonable  certainty  of the assets of the corporation and their fair value, and the  total  amount  of  debts  and other  liabilities  incurred  or estimated by the corporation, including the total amount of any accounting and legal fees incurred or estimated, in connection with the dissolution procedure.  (2) a statement as to whether any gifts or other  assets  are  legally required to be used for a particular purpose.  (3)  if  there  are assets received and held by the corporation either for a charitable purpose or which are legally required to be used for  a particular   purpose,   a   statement  that  the  assets  owned  by  the corporation, subject to any unpaid liabilities of the corporation, shall be distributed as required by any gift instrument  or  to  a  charitable corporation  or  organization  or  organizations  exempt  from  taxation pursuant  to  federal  and  state  laws  and   engaged   in   activities substantially  similar  to those of the dissolved corporation. Each such recipient organization shall be identified and the governing  instrument and  amendments  thereto of each of the proposed recipient organizations shall be annexed to such statement, along with the most recent financial report of each recipient organization  and  a  sworn  affidavit  from  a director and officer of each recipient organization stating the purposes of the organization, and that it is currently exempt from federal income taxation.  (4) if any of the assets of the corporation are to be distributed to a recipient for a particular legally required purpose, an agreement by the recipient  to  apply  the assets received only for such purpose shall be included.
NY Not for Profit Corp L § 1004 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 10 - Non-Judicial Dissolution 1004 - Certificate of Dissolution; Filing; Effect.

§ 1004. Certificate of dissolution; filing; effect.  (a)   The  department  of  state  shall  not  file  a  certificate  of dissolution unless the consent of the state department of  taxation  and finance  to  the  dissolution  is  attached  thereto.  Upon  filing  the certificate, the corporation is dissolved.  (b) Notwithstanding paragraph (a) of this section, with respect to any corporation that has done business in the city of New York and  incurred liability  for  any  tax or charge under chapter six, seven, eight, ten, eleven, twelve, thirteen, fourteen,  fifteen,  twenty-one,  twenty-four, twenty-five  or  twenty-seven of title eleven of the administrative code of the city of New York, the  department  of  state  shall  not  file  a certificate  of  dissolution  unless  the consent of the commissioner of finance of the city of New York to  the  dissolution  is  also  attached thereto.
NY Not for Profit Corp L § 1006 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 10 - Non-Judicial Dissolution 1006 - Corporate Action and Survival of Remedies After Dissolution.

§ 1006. Corporate action and survival of remedies after dissolution.  (a)  After  dissolution,  a  corporation  shall  not  commence any new activities. A dissolved corporation, its directors, officers and members may continue to function for the purpose of winding up  the  affairs  of the  corporation  in the same manner as if the dissolution had not taken place, except as otherwise provided in this chapter or by  court  order. In particular and without limiting the generality of the foregoing:  (1) The directors of a dissolved corporation shall not be deemed to be trustees of its assets; title to such assets shall not vest in them, but shall remain in the corporation until transferred by it in its corporate name.  (2) Dissolution shall not change quorum or voting requirements for the board   or  members,  or  provisions  regarding  election,  appointment, resignation or removal of, or  filling  vacancies  among,  directors  or officers,  or  provisions  regarding  amendment  or repeal of by-laws or adoption of new by-laws.  (3) Capital certificates  may  be  transferred  and  determination  of members  for  any  purpose  may  be  made  without closing the record of members until such time, if any, as  such  record  may  be  closed,  and either the board or the members may close it.  (4)  The  corporation may sue or be sued in all courts and participate in  actions   and   proceedings,   whether   judicial,   administrative, arbitrative  or  otherwise,  in  its  corporate name, and process may be served by or upon it.  (b) The dissolution of a  corporation  shall  not  affect  any  remedy available  to  or  against  such corporation, its directors, officers or members, for any right or  claim  existing  or  any  liability  incurred before  such dissolution, except as provided in sections 1007 (Notice to creditors; filing or barring claims) or 1008  (Jurisdiction  of  supreme court to supervise dissolution and liquidation.)
NY Not for Profit Corp L § 1009 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 10 - Non-Judicial Dissolution 1009 - Applicability to Dissolution Under Other Provisions.

§ 1009. Applicability to dissolution under other provisions.The  provisions  of  paragraphs  (c), (d) and (e) of section 1002-a of   this article (Carrying out the plan of dissolution and  distribution  of   assets),  sections 1006 (Corporate action and survival of remedies after   dissolution), 1007 (Notice to creditors; filing or barring  claims)  and   1008  (Jurisdiction  of  supreme  court  to  supervise  dissolution  and   liquidation) shall apply to  a  corporation  dissolved  by  proclamation   pursuant  to  section  1014  (Dissolution  of  domestic  corporations by   proclamation), by expiration of its period of duration or under  section   203-a  of  the  tax  law,  or  to  an  incorporated firemen's benevolent   association  created  by  act  of  the  legislature  if  such   act   is   subsequently repealed.
NY Not for Profit Corp L § 1010 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 10 - Non-Judicial Dissolution 1010 - Revocation of Voluntary Dissolution Proceedings.

§ 1010. Revocation of voluntary dissolution proceedings.  (a)    At any time prior to the filing of a certificate of dissolution by the department of state, a corporation may revoke the action taken to dissolve the corporation in the following manner:  (1)  If there are members entitled to vote thereon:  (A)    Unless  the  certificate  of   incorporation   dispenses   with dissolution  action  by  the  board,  the board shall adopt a resolution recommending that the voluntary dissolution proceedings be  revoked  and directing submission of the proposed revocation to a vote of the members entitled to vote thereon.  (B)    Revocation  of  the  voluntary dissolution proceedings shall be authorized by two-thirds vote as provided in paragraph  (c)  of  section 613 (Vote of members).  (2)    If there are no members entitled to vote thereon, revocation of the voluntary dissolution proceedings shall be authorized by the vote of a majority of the directors then in office.  (3)  If approval of the dissolution of a corporation by a governmental body or officer is required, as provided in paragraph (c)    of  section 1002  (Authorization  of  plan),  and  such  approval  has  been  given, revocation  of  the  voluntary  dissolution  proceedings  shall  not  be authorized without approval thereof by such body or officer.
NY Not for Profit Corp L § 1013 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 10 - Non-Judicial Dissolution 1013 - Dissolution of Certain Firemen's Benevolent Associations.

§ 1013. Dissolution of certain firemen's benevolent associations.  (a) An incorporated firemen's benevolent association created by act of the  legislature  may dissolve in accordance with the provisions of this article.  (b) Any such corporation authorized to have paid to  it  foreign  fire insurance  premium  taxes  imposed  under  sections 9104 and 9105 of the insurance law shall, in addition  to  any  other  requirements  of  this article,  file  with  the superintendent of financial services a copy of the certificate of  dissolution.  Moneys  then  due  and  owing  to  the corporation under said sections, and moneys thereafter otherwise payable to  the corporation pursuant to such authorization, shall be distributed as provided in said sections.
NY Not for Profit Corp L § 1101 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1101 - Attorney-General's Action for Judicial Dissolution.

§ 1101. Attorney-general's action for judicial dissolution.  (a)  The attorney-general may bring an action for the dissolution of a corporation upon one or more of the following grounds:  (1) That the corporation procured  its  formation  through  fraudulent misrepresentation or concealment of a material fact.  (2)  That the corporation has exceeded the authority conferred upon it by law, or has violated any provision of law whereby  it  has  forfeited its  charter,  or  carried on, conducted or transacted its business in a persistently fraudulent or illegal manner, or by the abuse of its powers contrary to  public  policy  of  the  state  has  become  liable  to  be dissolved.  (b)  An  action  under  this section is triable by jury as a matter or right.  (c) The enumeration in paragraph (a) of grounds for dissolution  shall not  exlude  actions  or  special proceedings by the attorney-general or other state officials for the annulment or dissolution of a  corporation for  other causes as provided in this chapter or in any other statute of this state.
NY Not for Profit Corp L § 1102 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1102 - Judicial Dissolution; Petition by Directors or Members; Petition in Case of Deadlock Among Directors or Members.

§ 1102. Judicial dissolution; petition by directors or members; petition           in case of deadlock among directors or members.  (a)    A petition for the judicial dissolution of a corporation may be presented:  (1)  By a majority of the directors then in office, or by the members, or such of them as are designated for such purpose, when  authorized  to do  so by a resolution adopted by majority vote as provided in paragraph (c) of section 613 (Vote of members) (provided that, notwithstanding any provision of the certificate of incorporation or the by-laws, a members' meeting to consider such a resolution may be called, no more often  than once  in  any period of twelve consecutive months, by ten percent of the members entitled to vote thereon or by such lesser percentage or  number of  members  as  may  be provided in the certificate of incorporation or by-laws), in the following cases:  (A)  The assets of the corporation are not sufficient to discharge its liabilities.  (B)  Dissolution will be beneficial to the members.  (2)  By ten percent of the total number of members or by any director, in the following cases:  (A)  The directors are so divided respecting  the  management  of  the corporation's  affairs  that  the votes required for action by the board cannot be obtained.  (B)   The members are so divided  that  the  votes  required  for  the election of directors cannot be obtained.  (C)   There is internal dissension and two or more factions of members are so divided that dissolution would be beneficial to the members.  (D)   The directors or members in  control  of  the  corporation  have looted  or wasted the corporate assets, have perpetuated the corporation solely for their  personal  benefit,  or  have  otherwise  acted  in  an illegal, oppressive or fraudulent manner.  (E)  The corporation is no longer able to carry out its purposes.  (b)    In any proceeding for judicial dissolution the attorney-general shall be a necessary party.
NY Not for Profit Corp L § 1103 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1103 - Contents of Petition for Judicial Dissolution.

§ 1103. Contents of petition for judicial dissolution.A  petition  for  dissolution  shall  specify  the  section,  and  the   subparagraph or subparagraphs thereof, under which it is authorized  and   state  the reasons why the corporation should be dissolved.  It shall be   verified by the petitioner or by one of the petitioners.
NY Not for Profit Corp L § 1104 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1104 - Order to Show Cause; Issuance; Publication, Service, Filing.

§ 1104. Order to show cause; issuance; publication, service, filing.  (a)  Upon the presentation of such a petition, the court shall make an order  requiring  the  corporation  and  all  persons  interested in the corporation to show cause before it, or before a referee  designated  in the  order,  at  a  time and place therein specified, not less than four weeks after the granting of the order, why the corporation should not be dissolved.    In  connection  therewith,  the  court   may   order   the corporation,  its  officers  and  directors, to furnish the court with a schedule of all information, known or ascertainable with  due  diligence by  them,  deemed  pertinent  by the court, including a statement of the corporate assets and liabilities, and  the  name  and  address  of  each member   and   of   each  creditor  and  claimant,  including  any  with unliquidated or contingent claims and any with whom the corporation  has unfulfilled contracts.  (b)    A  copy  of  the  order  to  show  cause  shall be published as prescribed therein, at least once in each of the three weeks before  the time  appointed  for  the  hearing  thereon,  in one or more newspapers, specified in the order, of general circulation in the  county  in  which the office of the corporation is located at the date of the order.  (c)   A copy of the order to show cause shall be served upon the state tax commission and the corporation and upon each  person  named  in  the petition, or in any schedule provided for in paragraph (a), as a member, creditor or claimant, except upon a person whose address is stated to be unknown and cannot with due diligence be ascertained by the corporation. The  service shall be made personally, at least ten days before the time appointed for the hearing, or by mailing a copy of  the  order,  postage prepaid, at least twenty days before the time so appointed, addressed to the person to be served at his last known address.  (d)    A  copy  of  the  order to show cause and the petition shall be filed, within ten days after the order is entered, with the clerk of the county where the office of the corporation is located at the date of the order.   A copy of each schedule  furnished  to  the  court  under  this section shall, within ten days thereafter, be filed with such clerk.  (e)    Publication,  service  and  filing provided for in this section shall be effected by the corporation or such other persons as the  court may order.
NY Not for Profit Corp L § 1105 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1105 - Amending Papers.

§ 1105. Amending papers.At  any  stage,  before  final  order,  the  court  may grant an order   amending the petition or any other paper filed in the action or  special   proceeding,  with  like effect as though originally filed as amended, or   otherwise as the court may direct.
NY Not for Profit Corp L § 1106 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1106 - Referee.

§ 1106. Referee.If a referee was not designated in the order to show cause, the court,   in  its  discretion,  may  appoint  a referee when or after the order is   returnable.  The court may at any time appoint a successor referee.
NY Not for Profit Corp L § 1107 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1107 - Hearing and Decision.

§ 1107. Hearing and decision.At  the time and place specified in the order to show cause, or at any   other time and place to which the hearing is adjourned, the court or the   referee shall hear  the  allegations  and  proofs  of  the  parties  and   determine  the  facts.    The decision of the court or the report of the   referee shall be made and filed with the clerk of  the  court  with  all   convenient speed.
NY Not for Profit Corp L § 1108 (2021)
2021 New York Laws NPC - Not-For-Profit Corporation Article 11 - Judicial Dissolution 1108 - Application for Final Order.

§ 1108. Application for final order.When  the hearing is before a referee, a motion for a final order must   be made to the court upon notice to each party to the action or  special   proceeding who has appeared therein.  The notice of motion may be served   as prescribed for the service of papers upon an attorney in an action in   such  court.  When the hearing is before the court, a motion for a final   order may be made at the hearing or at such time and upon such notice as   the court prescribes.