N.Y. Banking Law § 102-a: Limited liability trust companies

§ 102-a. Limited liability trust companies. 1. Trust companies which

(a) do not receive deposits from the general public and (b) have been

exempted by the superintendent of financial services from the

requirements of section thirty-two of this chapter, may be formed and

operated as limited liability trust companies. Such limited liability

trust companies shall be formed in accordance with, shall operate in

compliance with, and shall meet all of the requirements of the limited

liability company law and this chapter, except that to the extent any

provision of the limited liability company law shall be inconsistent

with the provisions of this chapter, the provisions of this chapter

shall govern; provided, however, that limited liability trust companies

shall not have perpetual existence.

2. Notwithstanding any other provision of this chapter, a limited

liability trust company shall dissolve and its affairs shall be wound up

upon the occurrence of any event specified in section seven hundred one

of the limited liability company law. Upon such a dissolution, the

provisions of this chapter shall govern the winding up of the affairs of

the limited liability trust company and the distribution of its assets.

Further, upon such a dissolution, if the members of a limited liability

trust company wish to continue the existence of the company and meet the

requirements of section seven hundred one of the limited liability

company law, they shall apply for and may receive the approval of the

superintendent for new articles of organization and a new authorization

certificate.

3. Trust companies which have been formed and are operating pursuant

to this article and article fifteen of this chapter on the effective

date of this section, and which meet the requirements of subdivision one

of this section, may, with the approval of the superintendent of

financial services, convert into limited liability trust companies,

provided that they meet all of the other requirements of this chapter as

if they were newly formed companies.

4. The superintendent is hereby authorized and empowered to make such

general rules and regulations as may be necessary and proper to

effectuate the provisions of this chapter relating to the formation and

operation of limited liability trust companies.