Section 507. Limited liability investment companies  


Latest version.
  • 1. Investment companies
      which  (a)  do not accept or maintain credit balances or deposits in the
      United States, (b) do not engage in any business activity in the  United
      States  except as an incident to their international or foreign business
      or  operations,  and  (c)  conduct  business  in  compliance  with   the
      provisions  of  this  chapter,  may  be  formed  and operated as limited
      liability  investment  companies.  Such  limited  liability   investment
      companies   shall  be  formed  in  accordance  with,  shall  operate  in
      compliance with, and shall meet all of the requirements of  the  limited
      liability  company  law  and this chapter, except that to the extent any
      provision of the limited liability company  law  shall  be  inconsistent
      with  the  provisions  of  this  chapter, the provisions of this chapter
      shall govern;  provided,  however,  that  limited  liability  investment
      companies shall not have perpetual existence.
        2.  Notwithstanding  any  other  provision  of this chapter, a limited
      liability investment company shall dissolve and  its  affairs  shall  be
      wound  up  upon  the  occurrence of any event specified in section seven
      hundred  one  of  the  limited  liability  company  law.  Upon  such   a
      dissolution,  the provisions of this chapter shall govern the winding up
      of the affairs of the  limited  liability  investment  company  and  the
      distribution  of  its  assets.  Further, upon such a dissolution, if the
      members of a limited liability investment company wish to  continue  the
      existence  of  the  company  and  meet the requirements of section seven
      hundred one of the limited liability company law, they shall  apply  for
      and may receive the approval of the superintendent for a new articles of
      organization and new authorization certificate.
        3.  For  a  period  of  one  year following the effective date of this
      section, investment companies which have been formed and  are  operating
      pursuant  to  this  article  and  article fifteen of this chapter on the
      effective date of this section,  and  which  meet  the  requirements  of
      subdivision  one  of  this  section,  may convert into limited liability
      investment companies provided they meet all of the other requirements of
      this chapter as if they were newly formed companies and subject  to  the
      approval of the banking board.
        4.  The superintendent is hereby authorized and empowered to make such
      general rules  and  regulations  as  may  be  necessary  and  proper  to
      effectuate  the provisions of this chapter relating to the formation and
      operation of limited liability investment companies.