A3384 —

or      [(2)]  (b)   (b)     Intended to incur, or believed or reasonably should have believed that the debtor would incur, debts beyond the debtor's ability to pay as they become due.

(cf:       7.    R.S.25:2-26 is amended to read as follows:

R.S.25:2-25)        7.   25:2-26.  R.S.25:2-26Factors isin amendeddetermining tointent. read as follows:

     25:2-26.     Factors in determining [fraudulent] intent.

(cf:       8.    R.S.25:2-27 is amended to read as follows:

R.S.25:2-26)       Transfer 8.   or R.S.25:2-27obligation isvoidable amendedas to readpresent ascreditor. follows:

     25:2-27.    25:2-27.  [Transfers] Transfer or obligation [fraudulent] voidable as to present [creditors] creditor.

     a.     A transfer made or obligation incurred by a debtor is [fraudulent] voidable as to a creditor whose claim arose before the transfer was made or the obligation was incurred if the debtor made the transfer or incurred the obligation without receiving a reasonably equivalent value in exchange for the transfer or obligation and the debtor was insolvent at that time or the debtor became insolvent as a result of the transfer or obligation.

     b.    A transfer made by a debtor is [fraudulent] voidable as to a creditor whose claim arose before the transfer was made if the transfer was made to an insider for an antecedent debt, the debtor was insolvent at that time, and the insider had reasonable cause to believe that the debtor was insolvent.

(cf:       9.    R.S.25:2-28 is amended to read as follows:

R.S.25:2-27)       When 9.   transfer R.S.25:2-28 is amendedmade toor readobligation asincurred. follows:

     25:2-28.    25:2-28.  When transfer is made or obligation incurred.

or      (2)   If evidenced by a [writing] record, when the [writing executed] record signed by the obligor is delivered to or for the benefit of the obligee. obligee. (cf:

R.S.25:2-28)        10.  R.S.25:2-29 is amended to read as follows:

      25:2-29.     Remedies of [creditors] creditor.

     25:2-29.  Remedies of creditor.

     (2)   An attachment or other provisional remedy against the asset transferred or other property of the transferee [inif accordanceavailable withunder theapplicable procedurelaw; prescribed by Chapter 26 of Title 2A of the New Jersey Statutes and by Rule 4:60 et seq.

ofand the     Rules(3)   GoverningSubject theto Courtsapplicable principles of theequity Stateand ofin Newaccordance Jersey]with ifapplicable availablerules underof applicablecivil law;procedure:

and      (3)   Subject to applicable principles of equity and in accordance with applicable rules of civil procedure [,]:

(cf:       11.  R.S.25:2-30 is amended to read as follows:

R.S.25:2-29)       Defenses, 11. liability R.S.25:2-30and isprotection amendedof totransferee reador asobligee. follows:

     25:2-30.    25:2-30.  Defenses, liability and protection of transferee or obligee.

     (1)   Except as otherwise provided in this sectionsection, [,the tocreditor themay extentrecover ajudgment transferfor isthe voidablevalue inof anthe actionasset bytransferred, aas creditoradjusted under paragraph (1) of subsection a.c.

of R.S.25:2-29], the creditor may recover judgment for the value of the asset transferred, as adjusted under subsection c.

     [(1)]     (a)   The first transferee of the asset or the person for whose benefit the transfer was made;

or      [(2)  Any subsequent transferee other than a good-faith transferee who took for value or from any subsequent transferee]      (b)   An immediate or mediate transferee of the first transferee, other than:

     (1)   A lien on or a right to retain [any] an interest in the asset transferred;

     (2)   Enforcement of [any] an obligation incurred;

     e.     A transfer is not voidable under paragraph (2) of subsection [b.]           a. a.   of R.S.

of R.S.

or      (2)   Enforcement of a security interest in compliance with Article 9 of the Uniform Commercial CodeCode, [,other N.J.S.than acceptance of collateral in full or partial satisfaction of the obligation it secures.

12A:9-101 et seq.], other than acceptance of collateral in full or partial satisfaction of the obligation it secures.

     (1)   To the extent the insider gave new value to or for the benefit of the debtor after the transfer was mademade, [unless] , except to the extent extent the new value was secured by a valid lien;

     (1)   A party that seeks to invoke subsectionssubsection a., d., e., or f.

     (3)   The transferee has the burden of proving the applicability to the transferee of subsubparagraphssubsubparagraph (i) or (ii) of subparagraph (b) of paragraph (1) of subsection b.

     h.    The standard of proof required to establish matters referred to in this section is preponderance of the evidence. evidence. (cf:

R.S.25:2-30        12.  R.S.25:2-31 is amended to read as follows:

      25:2-31.   Extinguishment of [cause of action] claim for relief.

     A25:2-31.   [causeExtinguishment of action] claim for reliefrelief. with respect to a [fraudulent] transfer or obligation under this article is extinguished unless action is brought:

     A claim for relief with respect to a transfer or obligation under this article is extinguished unless action is brought:

of R.S.25:2-25, [within] not later than four years after the transfer was made or the obligation was incurred or, if later, [within] not later than one year after the transfer or obligation was discovered by the claimant;

     b.    Under [subsection b.] paragraph (2) of subsection a.

of R.S.25:2-27, [within] not later than four years after the transfer was made or the obligation was incurred;

or      c.     Under paragraph (2) of subsection [b.] a.

of R.S.25:2-27, [within] not later than one year after the transfer was mademade. [or the obligation is incurred].

(cf:  C.25:2-35  Governing law.

P.L.2002, c.100)        13.  (New section)  Governing law.

       14.  R.S.25:2-32 is amended to read as follows:

       25:2-32.   Supplementary provisions.

      UnlessSupplementary displaced by the provisions of [this article] the “Uniform Voidable Transactions Act,” R.S.25:2-20 et seq., the principles of law and equity, including the law merchant and the law relating to principal and agent, estoppel, laches, fraud, misrepresentation, duress, coercion, mistake, insolvency, or other validating or invalidating cause, supplement its provisions.

(cf:     Unless displaced by the provisions of the “Uniform Voidable Transactions Act,” R.S.25:2-20 et seq., the principles of law and equity, including the law merchant and the law relating to principal and agent, estoppel, laches, fraud, misrepresentation, duress, coercion, mistake, insolvency, or other validating or invalidating cause, supplement its provisions.

R.S.25:2-32)        15.  R.S.25:2-33 is amended to read as follows:

      25:2-33.      Uniformity of application and construction.

     [This25:2-33.  article]Uniformity Theof “Uniformapplication Voidable Transactions Act,” R.S.25:2-20 et seq., shall be applied and construedconstruction. to effectuate its general purpose to make uniform the law with respect to the subject of this article among states enacting it.

(cf:     The “Uniform Voidable Transactions Act,” R.S.25:2-20 et seq., shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of this article among states enacting it.

R.S.25:2-33)       C.25:2-36  16. Relation (Newto section)  “Electronic Signatures in Global and National Commerce Act.”      16.  Relation to “Electronic Signatures in Global and National Commerce Act.”      This article modifies, limits, and supersedes the “Electronic Signatures in Global and National Commerce Act,” 15 U.S.C.

      13. C.2A:17-56.62  InVoidable anytransfers case in which the department knows of a transfer by a child support judgment debtordebtors. pursuant to the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq., with respect to which a prima facie case is established, the department shall seek to void the transfer or obtain a settlement in the best interest of the child support creditor.

(cf:     13.  In any case in which the department knows of a transfer by a child support judgment debtor pursuant to the "Uniform Voidable Transactions Act," R.S.25:2-20 et seq., with respect to which a prima facie case is established, the department shall seek to void the transfer or obtain a settlement in the best interest of the child support creditor.

P.L.1998, c.1, s.13)        18.  Section 8 of P.L.1979, c.484 (C.3A:25-46) is amended to read as follows:

      8.   C.3A:25-46  TheBar right of aright person to disclaimdisclaim. property or any interest therein is barred  if the property or interest is seized under judicial process issued against the  person before the expiration of the period in which he is permitted to  disclaim;  or if before the expiration of the period in which he is permitted  to disclaim, the person (1) accepts or exercises control as beneficial owner  over all or any part of such property or interest;

or     (2)8.    voluntarilyThe transfersright orof encumbersa orperson contracts to transferdisclaim orproperty encumber all or any partinterest of therein suchis propertybarred orif interest; the orproperty (3) disclaims or attemptsinterest tois disclaimseized allunder orjudicial any process partissued ofagainst suchthe propertyperson orbefore interestthe inexpiration fraud of histhe creditorsperiod as set forth in thewhich [Uniformhe Fraudulentis Conveyancepermitted Lawto (R.S.disclaim;

25:2-7or etif seq.)]before "Uniformthe Voidableexpiration Transactionsof Act,"the R.S.25:2-20period etin seq.; which he is permitted to disclaim, the person (1) accepts or (4)exercises executescontrol a as writtenbeneficial waiverowner over all or any part of thesuch rightproperty toor disclaim.interest;

(cf:or (2) voluntarily transfers or encumbers or contracts to transfer or encumber all or any part of such property or interest;

P.L.1979,or c.484,(3) s.8)disclaims  or     attempts 19. to N.J.S.3B:9-9disclaim isall amendedor toany readpart of such property or interest in fraud of his creditors as follows:set forth in the "Uniform Voidable Transactions Act," R.S.25:2-20 et seq.;

    or 3B:9-9.      (4) Barexecutes a written waiver of the right to disclaim.

       19.  N.J.S.3B:9-9 is amended to read as follows:

  Bar of right to disclaim.

     3B:9-9.  Bar of right to disclaim.

or      (6)   a fraud on the individual's creditors as set forth in the "Uniform [Fraudulent Transfer] Voidable Transactions Act" (R.S.25:2-20 et seq.).

(cf:       20.  Section 1 of P.L.2001, c.231 (C.14A:12-13.1) is amended to read as follows:

P.L.2005,  c.160,C.14A:12-13.1  s.11)Creditors  barred     from 20. suing Sectionshareholders 1 of P.L.2001,certain c.231dissolved (C.14A:12-13.1)corporations. is amended to read as follows:

     1.   1. (1)     A creditor as defined in subsection (3) of N.J.S.14A:12-12 or subsection (b) of N.J.S.14A:14-1, and all those claiming through or under the creditor, shall be forever barred from suing a shareholder on any claim, or otherwise realizing upon or enforcing any claim against a shareholder, unless that claim was filed against the shareholder, pursuant to N.J.S.14A:12-13 or N.J.S.14A:14-15, or otherwise, within five years after the corporation was dissolved.

(1) A creditor as defined in subsection (3) of N.J.S.14A:12-12 or subsection (b) of N.J.S.14A:14-1, and all those claiming through or under the creditor, shall be forever barred from suing a shareholder on any claim, or otherwise realizing upon or enforcing any claim against a shareholder, unless that claim was filed against the shareholder, pursuant to N.J.S.14A:12-13 or N.J.S.14A:14-15, or otherwise, within five years after the corporation was dissolved.

or (c) affect any rights of creditors under the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq.

(cf:       21.  Section 52 of P.L.2012, c.50 (C.42:2C-52) is amended to read as follows:

P.L.2001,  c.231,C.42:2C-52  s.1)Claims  against     member 21. or Sectiontransferee 52barred ofunless P.L.2012,filed c.50within (C.42:2C-52)five isyears amendedafter tolimited readliability ascompany follows:dissolved.

or      (3)   affect any rights of creditors under the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq.

(cf:       22.  Section 5 of P.L.2003, c.120 (C.52:27BBB-70) is amended to read as follows:

P.L.2012,C.52:27BBB-70  c.50,Authority s.52)        22.  Section 5 of P.L.2003, c.120 (C.52:27BBB-70) is amended to readenter asinto follows:sale agreements.

     5.   5. a.   Authority to Enter into Sale Agreements.  A qualified municipality may sell to the corporation, and the corporation may purchase, for cash or other consideration and in one or more installments, all or a portion of the tax liens pursuant to the terms of one or more sale agreements.  Any sale agreement shall provide, among other matters, the purchase price payable by the corporation to a qualified municipality for the tax liens, which amount may be more or less than the face amount of the tax liens purchased by the corporation, and may include the residual interests, if any.  The sale agreement may require a qualified municipality to repurchase a tax lien, or to substitute another tax lien of equivalent value, under conditions to be specified in the sale agreement.  The sale agreement may provide that a qualified municipality shall be obligated to sell to the corporation subsequent tax liens encumbering the property encumbered by the tax liens originally sold and remaining unpaid on such terms as the corporation deems desirable.  Any sale shall be conducted pursuant to one or more sale agreements that may contain such terms and conditions deemed appropriate by a qualified municipality to carry out and effectuate the purposes of this section, including, without limitation, covenants binding the qualified municipality in favor of the corporation and its assignees, including, without limitation, the owners of its securities and benefitted parties;

a.

Authority to Enter into Sale Agreements.  A qualified municipality may sell to the corporation, and the corporation may purchase, for cash or other consideration and in one or more installments, all or a portion of the tax liens pursuant to the terms of one or more sale agreements.  Any sale agreement shall provide, among other matters, the purchase price payable by the corporation to a qualified municipality for the tax liens, which amount may be more or less than the face amount of the tax liens purchased by the corporation, and may include the residual interests, if any.  The sale agreement may require a qualified municipality to repurchase a tax lien, or to substitute another tax lien of equivalent value, under conditions to be specified in the sale agreement.  The sale agreement may provide that a qualified municipality shall be obligated to sell to the corporation subsequent tax liens encumbering the property encumbered by the tax liens originally sold and remaining unpaid on such terms as the corporation deems desirable.  Any sale shall be conducted pursuant to one or more sale agreements that may contain such terms and conditions deemed appropriate by a qualified municipality to carry out and effectuate the purposes of this section, including, without limitation, covenants binding the qualified municipality in favor of the corporation and its assignees, including, without limitation, the owners of its securities and benefitted parties;

     p.    Jurisdiction of Court.  The Superior Court, in a procedure to foreclose the right of redemption, may give full and complete relief under this act, in accordance with other statutory authority of the court, to bar the right of redemption and to foreclose all prior or subsequent alienations and descents of the lands and encumbrances thereon, except subsequent municipal liens, and to adjudge an absolute and indefeasible estate of inheritance in fee simple, to be vested in the purchaser or assignee.  The judgment shall be final upon the defendants, their heirs, devisees and personal representatives, and any of their heirs, devisees, executors, administrators, grantees, assigns or successors in right, title or interest and no application shall be entertained to reopen the judgment after the date thereof, and then only upon the grounds of lack of jurisdiction or fraud in the conduct of the suit.  The judgment and recording thereof shall not be deemed a sale, transfer, or conveyance of title or interest to the subject property under the provisions of the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq.

(cf:       23.  R.S.54:5-87 is amended to read as follows:

P.L.2003, c.120, s.5)       Jurisdiction 23. of R.S.54:5-87court; is amended to read as follows:

    effect 54:5-87.     The Superior Court, in an action to foreclose the right of redemption,judgment. may give full and complete relief under this chapter, in accordance with other statutory authority of the court, to bar the right of redemption and to foreclose all prior or subsequent alienations and descents of the lands and encumbrances thereon, except subsequent municipal liens, and to adjudge an absolute and indefeasible estate of inheritance in fee simple, to be vested in the purchaser.  The judgment shall be final upon the defendants, their heirs, devisees and personal representatives, and their or any of their heirs, devisees, executors, administrators, grantees, assigns or successors in right, title or interest and no application shall be entertained to reopen the judgment after three months from the date thereof, and then only upon the grounds of lack of jurisdiction or fraud in the conduct of the suit.  Such judgment and recording thereof shall not be deemed a sale, transfer, or conveyance of title or interest to the subject property under the provisions of the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq.

     54:5-87.  The Superior Court, in an action to foreclose the right of redemption, may give full and complete relief under this chapter, in accordance with other statutory authority of the court, to bar the right of redemption and to foreclose all prior or subsequent alienations and descents of the lands and encumbrances thereon, except subsequent municipal liens, and to adjudge an absolute and indefeasible estate of inheritance in fee simple, to be vested in the purchaser.  The judgment shall be final upon the defendants, their heirs, devisees and personal representatives, and their or any of their heirs, devisees, executors, administrators, grantees, assigns or successors in right, title or interest and no application shall be entertained to reopen the judgment after three months from the date thereof, and then only upon the grounds of lack of jurisdiction or fraud in the conduct of the suit.  Such judgment and recording thereof shall not be deemed a sale, transfer, or conveyance of title or interest to the subject property under the provisions of the "Uniform Voidable Transactions Act," R.S.25:2-20 et seq.

(cf:       24.  R.S.54:5-104 is amended to read as follows:

P.L.1995, c.326, s.1)       Judgment 24. bars R.S.54:5-104redemption isonly amendedin tolands readdescribed astherein. follows:

     54:5-104.   54:5-104.  When in a judgment in an action to foreclose the right of redemption, the lands are described in a manner other than that contained in the certificate of tax sale, the judgment shall bar the defendant's right of redemption in and to all the lands described in the judgment, and that property only.  Such judgment and recording thereof shall not be deemed a sale, transfer, or conveyance of title or interest to the subject property under the provisions of the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq. seq. (cf:

P.L.1994, c.32, s.14)        25.  Section 4 of P.L.1948, c.96 (C.54:5-104.32) is amended to read as follows: follows:      4.    Any municipality or abandoned property certificate holder may proceed, In Rem, pursuant to the provisions of the In Rem Tax Foreclosure Act (1948), P.L.1948, c.96 (C.54:5-104.29 et seq.), similarly to bar rights of redemption, after said certificate has been recorded in the office of the county recording officer.  Neither the foreclosure nor the recording of any such judgment or certificate shall be construed to be a sale, transfer, or conveyance of title or interest to the subject property under the provisions of the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq.  (cf:

P.L.2015, c.16, s.4)       C.54:5-104.32  26. In Sectionrem 37proceedings. of P.L.1948, c.96 (C.54:5-104.65) is amended to read as follows:

     4.    Any municipality or abandoned property certificate holder may proceed, In Rem, pursuant to the provisions of the In Rem Tax Foreclosure Act (1948), P.L.1948, c.96 (C.54:5-104.29 et seq.), similarly to bar rights of redemption, after said certificate has been recorded in the office of the county recording officer.  Neither the foreclosure nor the recording of any such judgment or certificate shall be construed to be a sale, transfer, or conveyance of title or interest to the subject property under the provisions of the "Uniform Voidable Transactions Act," R.S.25:2-20 et seq.

       26.  Section 37 of P.L.1948, c.96 (C.54:5-104.65) is amended to read as follows:

  C.54:5-104.65  Effect of recording judgment.

Neither the foreclosure nor the recording of any such judgment or certificate shall be construed to be a sale, transfer or conveyance of title or interest to the subject property under the provisions of the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq. seq. (cf:

P.L.1994, c.32, s.16)          127. 27. R.S.25:2-1 is amended to read as follows:

R.S.25:2-1 is amended to read as follows:

  Conveyances of personal property in trust for use of persons making them void as to creditors.

Conveyances of personal property in trust for use of persons making them void as to creditors. creditors. a.  Except as provided in subsection b.

a.

Except as provided in subsection b.

      (1)  no exemption shall be allowed for any preferences or fraudulent conveyances made in violation of the "Uniform [Fraudulent Transfer] Voidable Transactions Act," R.S.25:2-20 et seq., or any other State or federal law;

s.401, 403, 408, 408A, 409, 529 or 530).1530). (cf:

P.L.2001, c.153, s.1)        Repealer. 128.  R.S.25:2-2 through R.S.25:2-6 are repealed.1        1[27.] 29.1 This act shall take effect on the 90th day following enactment.

      28.

R.S.25:2-2 through R.S.25:2-6 are repealed.

       29.  This act shall take effect on the 90th day following enactment.

                                            MakesApproved variousMay revisions12, to2021. “Uniform Fraudulent Transfer Act”;

renames act to “Uniform Voidable Transactions Act.”