N.Y. BNK Law § 507

§ 507. Limited liability investment companies. 1. Investment companies\nwhich (a) do not accept or maintain credit balances or deposits in the\nUnited States, (b) do not engage in any business activity in the United\nStates except as an incident to their international or foreign business\nor operations, and (c) conduct business in compliance with the\nprovisions of this chapter, may be formed and operated as limited\nliability investment companies. Such limited liability investment\ncompanies shall be formed in accordance with, shall operate in\ncompliance with, and shall meet all of the requirements of the limited\nliability company law and this chapter, except that to the extent any\nprovision of the limited liability company law shall be inconsistent\nwith the provisions of this chapter, the provisions of this chapter\nshall govern; provided, however, that limited liability investment\ncompanies shall not have perpetual existence.\n 2. Notwithstanding any other provision of this chapter, a limited\nliability investment company shall dissolve and its affairs shall be\nwound up upon the occurrence of any event specified in section seven\nhundred one of the limited liability company law. Upon such a\ndissolution, the provisions of this chapter shall govern the winding up\nof the affairs of the limited liability investment company and the\ndistribution of its assets. Further, upon such a dissolution, if the\nmembers of a limited liability investment company wish to continue the\nexistence of the company and meet the requirements of section seven\nhundred one of the limited liability company law, they shall apply for\nand may receive the approval of the superintendent for a new articles of\norganization and new authorization certificate.\n 3. For a period of one year following the effective date of this\nsection, investment companies which have been formed and are operating\npursuant to this article and article fifteen of this chapter on the\neffective date of this section, and which meet the requirements of\nsubdivision one of this section, may convert into limited liability\ninvestment companies provided they meet all of the other requirements of\nthis chapter as if they were newly formed companies and subject to the\napproval of the superintendent of financial services.\n 4. The superintendent is hereby authorized and empowered to make such\ngeneral rules and regulations as may be necessary and proper to\neffectuate the provisions of this chapter relating to the formation and\noperation of limited liability investment companies.\n