15A:14-2 - Jurisdiction of the superior court; appointment of receiver
15A:14-2. Jurisdiction of the superior court; appointment of receiver
a. A receivership action may be brought in the Superior Court by:
(1) a creditor whose claim is for a sum certain or for a sum which can by computation be made certain;
(2) a member or members who individually or in combination constitute at least 10% of the members of any class of members of the corporation;
(3) the corporation, pursuant to resolution of its board; or
(4) the Attorney General.
b. The action shall be based upon at least one of the following grounds:
(1) the corporation has misused or improperly failed to use its powers, privileges or franchises;
(2) the corporation is insolvent;
(3) the corporation has suspended its ordinary activities for lack of funds;
(4) the activities of the corporation are being conducted in violation of its certificate of incorporation or, with respect to specific assets, in violation of any terms, conditions, or restrictions applicable to those assets imposed upon the corporation;
(5) the activities of the corporation are being conducted at a great loss and with great prejudice to the interests of its creditors or members;
(6) the board has determined that it is advisable that the corporation be dissolved, its affairs settled, and its estate and effects divided and distributed by the court pursuant to this chapter; or
(7) if brought by the Attorney General, that the continued conduct of activities by the corporation is prejudicial to the public.
c. The court may proceed in the action in a summary manner or otherwise. It shall have power to appoint and remove one or more receivers of the corporation from time to time, and to enjoin the corporation, its officers and agents, from exercising any of its privileges and franchises, and from collecting or receiving any debts, or paying out, selling, assigning or transferring any of its property, except to a receiver, and except as the court may otherwise order. One or more receivers so appointed may be selected from among the trustees of the corporation. In an action by the Attorney General, the court may take action only upon a showing by clear and convincing evidence of any cause set forth in subsection b. of this section. The court shall have all powers as shall be appropriate for the fulfillment of the purposes of this chapter including the power, if equitable, to set aside any transfer in violation of any terms, conditions, or restrictions, applicable to assets imposed upon the corporation.
d. Every receiver shall, before assuming the receiver's duties, execute and file a bond in the office of the clerk of the Superior Court, with sureties and in form as the court shall approve.
L.1983, c. 127, s. 15A:14-2, eff. Oct. 1, 1983.