The Company has been informed that the corporate owner was dissolved. The Company requires satisfactory recordable evidence of the names of the stockholders, a satisfactory deed from the stockholders individually and on behalf of the corporation, and satisfactory evidence that there are no outstanding debts or taxes of the corporation. At that time, the Company may make additional requirements or exceptions.
Comment: Sometimes a corporation is voluntarily dissolved. If so, Articles of Dissolution typically will reflect the intended successors in ownership. In the absence of a deed pursuant to the dissolution, also require joinder of the shareholders. Sometimes, the charter is forfeited involuntarily and you must then also be concerned with outstanding taxes, creditors of the corporation, and proof of stockholders. If there were outstanding creditors of the corporation, you must receive satisfactory evidence that they are paid, or you must except to the rights of creditors of the corporation unless their rights are barred by state limitations.
(a)____________________ to ________________
(If more (b)____________________ to ____________________
than one)
A status report (CT96A) is required from the City of New York evidencing the payment of New York City Business Corporation Taxes. If such report is not furnished by the corporation to the Company, exception will be taken for the lien of these taxes. The Company cannot obtain the report.
If neither of the above is obtained, then, the proofs showing the basis upon which the conveyance or lease is to be made must be submitted to counsel prior to closing.
Proof is required that the real property described in Schedule A does not constitute all or substantially all of the assets of the certified owner, a Not-For-Profit corporation .
(b) proof that the corporation is presently in good standing in the state of incorporation;
(c) New York State franchise tax;
(d) New York State license fee;
(e) New York City corporation tax.
Note: You may add additional local requirements here. Please consult with our underwriting personnel in preparing appropriate provisions.