Section 51A. At any time within the period of three years or the extension of such period by reason of the pendency of any suit, as provided in section fifty-one, such corporation may petition the supreme judicial or superior court for leave to distribute the whole or part of its assets to the stockholders entitled thereto, and, after notice by certified or registered mail to the secretary and to all known creditors and by publication once a week for three successive weeks in a newspaper of general circulation published in the city or town in which the principal office of the corporation is located, or in the county if no such newspaper is published in said city or town, the court may, after hearing, upon a finding that the interests of creditors, if any, and those of the commonwealth, if any, are reasonably protected, enter a decree permitting such distribution; and the directors shall not be subject to the liability set forth in section thirty-seven of chapter one hundred and fifty-six, on account of their declaration or assent to a dividend, including one or more liquidating dividends, to the stockholders entitled thereto, in accordance with said decree.
Structure Massachusetts General Laws
Part I - Administration of the Government
Chapter 155 - General Provisions Relative to Corporations
Section 1 - Application of Chapter; Secretary Defined
Section 2 - Examination of Certificates and Reports by State Secretary; Records; Reports
Section 3 - Acts of Incorporation and Corporate Organizations Subject to Legislative Action
Section 3a - Public Service Corporations; Deposit of Funds
Section 4 - Public Service Corporations; Misleading Use of Names or Titles
Section 5 - Violations of Sec. 4; Investigation; Penalties; Injunction
Section 7 - Content of By-Laws
Section 8 - Conveyance of Land
Section 9 - Name of Corporation; Exception
Section 9a - Reservation of Corporate Name
Section 11 - Unauthorized Business; Restraint by Injunction
Section 12 - Free Hospital Beds for Employees of Corporation; Appropriation
Section 12a - Contributions to Communities
Section 12b - Reciprocal Insurance Contracts; Exchanges
Section 12c - Contributions for Charitable, Scientific or Educational Purposes
Section 13 - Chartered Corporations; Time for Organization; Commencement of Corporate Existence
Section 14 - First Meeting; Holders of Privileges Prior to Organization
Section 15 - Failure, Refusal or Neglect to Call Meeting; Alternative Method
Section 16 - Par Value of Common and Preferred Shares
Section 17 - Issue at Less Than Par
Section 18 - Preferred Stock; Amount; Preferences and Voting Powers; Exceptions
Section 19 - Preferred Stock; Content of Certificate
Section 20 - Increase of Capital Stock; Notice of Vote; Disposition of New Shares
Section 21 - Voting Rights, Etc. of Persons in Representative or Fiduciary Capacity
Section 23 - Shareholders List; Filing; Failure to File
Section 45 - Record Transfer of Stock Not Paid For
Section 46 - New Certificates Upon Transfer or Pledge
Section 47 - Publication of Unclaimed Dividend List
Section 48 - False Statements; Penalty
Section 49 - Statement Required by Foreign Law; Penalty for Falsifying
Section 50 - Voluntary Dissolution
Section 51 - Continuation to Close Affairs
Section 51a - Distribution of Assets on Petition; Notice; Liability of Directors
Section 52 - Appointment of Receivers; Powers; Term
Section 53 - Payment of Debts; Distribution of Surplus
Section 54 - Surrender of Certificate of Incorporation; Notice
Section 55 - Return to State Secretary of Decree of Dissolution
Section 56 - Revival of Corporations Dissolved Under Provisions of Sec. 50a