2014 Pennsylvania Consolidated Statutes
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 59 - Amendments, Sale of Assets and Dissolution
Section 5997 - Payments and distributions
§ 5997. Payments and distributions.
(a) General rule.--A dissolved nonprofit corporation or successor entity that has elected to proceed under this subchapter shall:
(1) Pay the claims made and not rejected under section 5993 (relating to acceptance or rejection of matured claims).
(2) Post the security offered and not rejected under section 5994 (relating to disposition of unmatured claims).
(3) Post security ordered by the court in any proceeding under section 5995 (relating to court proceedings).
(4) Pay or make provision for all other claims that are mature, known and uncontested or that have been finally determined to be owing by the corporation or the successor entity.
(b) Disposition.--The claims and liabilities shall be paid in full and any provision for payment shall be made in full if there are sufficient assets. If there are insufficient assets, the claims and liabilities shall be paid or provided for in order of their priority and, among claims of equal priority, ratably to the extent of funds legally available therefor. Any remaining assets shall be distributed as provided in the last sentence of section 5975(c) (relating to winding up and distribution), except that the distribution shall not be made less than 60 days after the last notice of rejection, if any, was given under section 5993.
(c) Evaluation of other liabilities.--In the absence of actual fraud, the judgment of the board of directors or other body of the dissolved corporation or the governing persons of the successor entity as to the provision made for the payment of all claims under subsection (a)(4) shall be conclusive.
(d) Liability of directors.--(Deleted by amendment).
(Dec. 18, 1992, P.L.1333, No.169, eff. 60 days; July 9, 2013, P.L.476, No.67, eff. 60 days)
2013 Amendment. Act 67 deleted subsec. (d).
1992 Amendment. Act 169 amended subsecs. (a) and (c), deleted former subsec. (d) and relettered subsec. (e) to subsec. (d).
Cross References. Section 5997 is referred to in sections 5979, 5991, 5994 of this title.
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