§ 1001. Authorization of dissolution. (a) A corporation may be dissolved under this article. Such dissolution shall be authorized at a meeting of shareholders by (i) for corporations the certificate of incorporation of which expressly provides such or corporations incorporated after the effective date of paragraph (b) of this section, a majority of the votes […]
§ 1002. Dissolution under provision in certificate of incorporation. (a) The certificate of incorporation may contain a provision that any shareholder, or the holders of any specified number or proportion of shares or votes of shares, or of any specified number or proportion of shares or votes of shares of any class or series thereof, […]
§ 1003. Certificate of dissolution; contents. (a) A certificate of dissolution, entitled “Certificate of dissolution of ……… (name of corporation) under section 1003 of the Business Corporation Law”, shall be signed and delivered to the department of state. It shall set forth: (1) The name of the corporation and, if its name has been changed, […]
§ 1004. Certificate of dissolution; filing. (a) The department shall not file such certificate unless the consent of the state department of taxation and finance to the dissolution is attached thereto. Upon such filing, the corporation is dissolved. (b) Notwithstanding paragraph (a) of this section, with respect to any corporation that has done business in […]
§ 1005. Procedure after dissolution. (a) After dissolution: (1) The corporation shall carry on no business except for the purpose of winding up its affairs. (2) The corporation shall proceed to wind up its affairs, with power to fulfill or discharge its contracts, collect its assets, sell its assets for cash at public or private […]
§ 1006. Corporate action and survival of remedies after dissolution. (a) A dissolved corporation, its directors, officers and shareholders 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 […]
§ 1007. Notice to creditors; filing or barring claims. (a) At any time after dissolution, the corporation may give a notice requiring all creditors and claimants, including any with unliquidated or contingent claims and any with whom the corporation has unfulfilled contracts, to present their claims in writing and in detail at a specified place […]
§ 1008. Jurisdiction of supreme court to supervise dissolution and liquidation. (a) At any time after the filing of a certificate of dissolution under this article the supreme court in the judicial district where the office of the corporation was located at the date of its dissolution, in a special proceeding instituted under this section, […]
§ 1009. Applicability to dissolution under other provisions. The provisions of sections 1005 (Procedure after dissolution), 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 expiration of its period […]
