Section 1002-A. Carrying out the plan of dissolution and distribution of assets

Prior to filing the certificate of dissolution with the department  of
  state, a corporation, as applicable, shall:
    (a)  Carry out the plan of dissolution and distribution of assets, pay
  its liabilities and distribute its assets in accordance therewith within
  two hundred seventy days from the  date  the  plan  of  dissolution  and
  distribution  of  assets  shall  have been (1) authorized as provided in
  section 1002 of this article (Authorization of plan),  (2)  approved  by
  any  governmental body or officer whose approval is required pursuant to
  paragraph (c) of section 1002 of this article, and  (3)  approved  by  a
  justice  of  the supreme court, if such approval is required pursuant to
  paragraph (d) of section  1002  of  this  article,  or  filed  with  the
  attorney  general,  if such filing is required pursuant to paragraph (d)
  of section 1002 of this article. Evidence  of  the  disposition  of  its
  assets   and  payment  of  its  liabilities  pursuant  to  the  plan  of
  dissolution and  distribution  of  assets  shall  be  submitted  by  the
  corporation  to  the attorney general and any other governmental body or
  officer, as required under applicable laws. If the plan  of  dissolution
  and  distribution  of assets cannot be carried out within the prescribed
  time, the attorney general may upon good cause shown extend  such  time,
  or  any  extended period of time, by not fewer than thirty days nor more
  than one year;
    (b) Pursuant to the plan of dissolution and  distribution  of  assets,
  fulfill or discharge its contracts, collect and sell its assets for cash
  at  public or private sale, discharge or pay its liabilities, and do all
  other acts appropriate to liquidate its business;
    (c) Distribute the assets of the corporation that remain after  paying
  or  adequately  providing  for  the  payment  of its liabilities, in the
  following manner:
    (1) assets received and held by the corporation either for  a  purpose
  specified  as Type B in paragraph (b) of section 201 (Purposes) or which
  are legally required to be used  for  a  particular  purpose,  shall  be
  distributed  to  one  or  more domestic or foreign corporations or other
  organizations engaged in activities substantially similar  to  those  of
  the  dissolved  corporation  pursuant  to  the  plan  of dissolution and
  distribution or, if applicable, as ordered by the court  to  which  such
  plan  is  submitted  for  approval  under section 1002 (Authorization of
  plan).  Any  disposition  of  assets  contained  in  a  will  or   other
  instrument, in trust or otherwise, made before or after the dissolution,
  to  or for the benefit of any corporation so dissolved shall inure to or
  for the benefit of the corporation or organization acquiring such assets
  of the dissolved corporation as provided in this section, and so far  as
  is  necessary for that purpose the corporation or organization acquiring
  such  disposition  shall  be  deemed  a  successor  to   the   dissolved
  corporation  with  respect  to such assets; provided, however, that such
  disposition  shall  be  devoted  by   the   acquiring   corporation   or
  organization to the purposes intended by the testator, donor or grantor.
    (2)  assets  other  than  those  described by subparagraph one of this
  paragraph,  if  any,  shall  be  distributed  in  accordance  with   the
  specifications of the plan of dissolution and distribution of assets or,
  to  the  extent  that  the  certificate  of incorporation prescribes the
  distributive rights of members, or of any class or classes  of  members,
  as provided in such certificate;
    (d) Within six months from the date fixed for the payment of the final
  liquidating  distribution pursuant to paragraph (a) of this section, pay
  any assets distributable to a creditor  or  member  who  is  unknown  or

  cannot  be  found,  to  the  state comptroller pursuant to the abandoned
  property law;
    (e)  Distribute  assets  that  are  not subject to subparagraph one of
  paragraph  (c)  of  this  section  under  a  plan  of  distribution,  in
  accordance with the following order of priorities:
    (1) holders of certificates of subvention.
    (2) holders of capital certificates.
    (3) members, if permitted by law.