§ 1007 — Notice to creditors by corporations intending to dissolve; filing or barring claims

New York § 1007

• Jurisdiction: New York
• Law NPC: Not-for-Profit Corporation
• Art. 10: Non-judicial Dissolution

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§ 1007. Notice to creditors by corporations intending to dissolve;\n filing or barring claims.\n (a) At any time after the plan of dissolution and distribution of\nassets shall have been (1) authorized as provided in section 1002 of\nthis article (Authorization of plan), (2) approved by any governmental\nbody or officer whose approval is required pursuant to paragraph (c) of\nsection 1002 of this article, and (3) approved by either by the attorney\ngeneral or a justice of the supreme court pursuant to paragraph (d) of\nsection 1002 of this article, and prior to filing the certificate of\ndissolution, the corporation may give a notice requiring all creditors\nand claimants, including any with unliquidated or contingent claims and\nany with whom the corporation has unfulfilled contracts, to present\ntheir claims in writing and in detail at a specified place and by a\nspecified day, which shall not be less than six months after the first\npublication of such notice. Such notice shall be published at least once\na week for two successive weeks in a newspaper of general circulation in\nthe county in which the office of the corporation was located at the\ndate of authorization of its plan of dissolution and distribution of\nassets as provided in section 1002 of this article (Authorization of\nplan). On or before the date of the first publication of such notice,\nthe corporation shall mail a copy thereof, postage prepaid, to each\nperson believed to be a creditor of or claimant against the corporation\nwhose current name and address are known to or can with due diligence be\nascertained by the corporation. The giving of such notice shall not\nconstitute a recognition that any person is a proper creditor or\nclaimant, and shall not revive or make valid, or operate as a\nrecognition of the validity of, or a waiver of any defense or\ncounterclaim in respect of any claim against the corporation, its\nassets, directors, officers or members, which has been barred by any\nstatute of limitations or become invalid by any cause, or in respect of\nwhich the corporation, its directors, officers or members, has any\ndefense or counterclaim.\n (b) Any claims which shall have been filed as provided in such notice\nand which shall be disputed by the corporation may be submitted for\ndetermination to the supreme court under section 1008 (Jurisdiction of\nsupreme court to supervise dissolution and liquidation) or pursuant to\narticle 11 (Judicial dissolution). A claim filed by the trustee or\npaying agent for the holders of bonds or coupons shall have the same\neffect as if filed by the holder of any such bonds or coupons. Any\nperson whose claim is, at the date of the first publication of such\nnotice, barred by any statute of limitations is not a creditor or\nclaimant entitled to any notice under this section or such section 1008.\nThe claim of any such person and all other claims which are not timely\nfiled as provided in such notice except claims which are the subject of\nlitigation on the date of the first publication of such notice and all\nclaims which are so filed but are disallowed by the court under such\nsection 1008, shall be forever barred as against the corporation, its\nassets, directors, officers and members, except to such extent, if any,\nas the court may allow them against any remaining assets of the\ncorporation in the case of a creditor who shows satisfactory reason for\nfailure to file a claim as so provided. If the court requires a further\nnotice under such section 1008, any reference to a notice in this\nsection shall, to the extent that the court so orders, mean such further\nnotice, except that a claim which has been filed in accordance with a\nnotice under this section need not be refiled under such further notice.\n (c) Notwithstanding this section and section 1008 (Jurisdiction of\nsupreme court to supervise dissolution and liquidation), tax claims and\nother claims of this state, of the United States and of the department\nof finance of the city of New York shall not be required to be filed\nunder those sections, and such claims shall not be barred because not so\nfiled, and distribution of the assets of the corporation, or any part\nthereof, may be deferred until determination of any such claims.\n (d) Laborer's wages shall be preferred claims and entitled to payment\nbefore any other creditors out of the assets of the corporation in\nexcess of valid prior liens or encumbrances.\n