2012 New York Consolidated Laws
BSC - Business Corporation
Article 15 - (1501 - 1516) PROFESSIONAL SERVICE CORPORATIONS
1510 - Death or disqualification of shareholders.


NY Bus Corp L § 1510 (2012) What's This?
 
  § 1510.  Death or disqualification of shareholders.
    (a)   A   professional   service   corporation,   including  a  design
  professional service corporation, shall purchase or redeem the shares of
  a shareholder in case of his death or disqualification pursuant  to  the
  provisions  of section 1509 of this article, within six months after the
  appointment  of  the  executor   or   administrator   or   other   legal
  representative of the estate of such deceased shareholder, or within six
  months  after such disqualification, at the book value of such shares as
  of  the  end  of  the  month  immediately   preceding   the   death   or
  disqualification  of  the  shareholder  as determined from the books and
  records of the corporation in accordance  with  its  regular  method  of
  accounting.  The  certificate  of  incorporation,  the  by-laws  of  the
  corporation or an agreement among the corporation and  all  shareholders
  may modify this section by providing for a shorter period of purchase or
  redemption,  or  an alternate method of determining the price to be paid
  for the shares, or both. If the corporation shall fail  to  purchase  or
  redeem such shares within the required period, a successful plaintiff in
  an  action  to  recover  the purchase price of such shares shall also be
  awarded  reasonable  attorneys'  fees  and  costs.  Limitations  on  the
  purchase  or  redemption  of  shares  set  forth  in section 513 of this
  chapter shall not apply to the purchase or redemption of shares pursuant
  to this section. Nothing herein contained shall  prevent  a  corporation
  from  paying  pension  benefits  or other deferred compensation to or on
  behalf of a former or deceased officer, director or employee thereof  as
  otherwise  permitted by law. The provisions of this section shall not be
  deemed  to  require  the  purchase  of  the  shares  of  a  disqualified
  shareholder  where  the  period of disqualification is for less than six
  months, and the shareholder  again  becomes  eligible  to  practice  his
  profession within six months from the date of disqualification.
    (b)  Notwithstanding  the provisions of paragraph (a) of this section,
  the corporation shall not be required to purchase or redeem  the  shares
  of  a  deceased  or  disqualified shareholder if such shares, within the
  time limit prescribed by paragraph (a) of  this  section,  are  sold  or
  transferred  to  another  professional  pursuant  to  the  provisions of
  section 1511 of this article.

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