A Check List For Real Estate Involving Corporations
- Is the corporation duly incorporated?
- Is the corporation validly existing and is in good standing under the laws of the estate of incorporation?
- Is the corporation empowered to purchase and sell real estate?
- Has the transaction been authorized by the Board of Directors and Shareholders, if necessary?
- The contract should include a provision that a copy of the Certificate of Incorporation certified by the Secretary of State, a copy of the Corporate Bi-Laws certified by the Corporate Secretary and certified copies of Corporate Resolutions should be required to be submitted by the corporate entity.
- Order a corporate search of the records to determine the correct name of the corporation and whether it is legally incorporated, whether the Certificate of Incorporation permits it to hold and sell real estate, whether it is in good standing and whether there are any liens in favor of the State for unpaid corporate franchise taxes imposed by NJSA 54:10a-1 et seq.
- Request a copy of the Certificate of Incorporation.
- Request a copy of the Bi-Laws.
RELIGIOUS SOCIETIES:
Under NJSA 16:1-6, the sale of any property owned by any such religious society, even if it consists of less than all or substantially all of the property owned by it, requires the approval of a majority of the members present at a meeting called by the Trustees of the society after at least ten (10) days notice of the meeting has been given. Church property is considered trust property. Failure to comply with the terms of the Statute will result in the invalidity of the acts of the church or church members.
Therefore, an examination of the charter or bi-laws of the religious society may be necessary to determine if the society bi-laws can and will allow the transfer of property.
For more information, please contact Blair C. Lane, Sr., at 856-528-3010. Initial consultations are free.
