1.1A bill for an act1.2relating to civil law; amending statutes regarding receiverships, assignments for 1.3the benefit of creditors, and nonprofit corporations; changing, updating, and 1.4clarifying certain provisions of the Uniform Disclaimer of Property Interests 1.5Act; amending Minnesota Statutes 2010, sections 302A.753, subdivisions 2, 3; 1.6302A.755; 302A.759, subdivision 1; 302A.761; 308A.945, subdivisions 2, 3; 1.7308A.951; 308A.961, subdivision 1; 308A.965; 308B.935, subdivisions 2, 3; 1.8308B.941; 308B.951, subdivision 1; 308B.955; 316.11; 317A.753, subdivisions 1.93, 4; 317A.755; 317A.759, subdivision 1; 322B.836, subdivisions 2, 3; 322B.84; 1.10462A.05, subdivision 32; 469.012, subdivision 2i; 524.2-1103; 524.2-1104; 1.11524.2-1106; 524.2-1107; 524.2-1114; 524.2-1115; 524.2-1116; 540.14; 559.17, 1.12subdivision 2; 576.04; 576.06; 576.08; 576.09; 576.11; 576.121; 576.123; 1.13576.144; 576.15; 576.16; proposing coding for new law in Minnesota Statutes, 1.14chapters 576; 577; repealing Minnesota Statutes 2010, sections 302A.759, 1.15subdivision 2; 308A.961, subdivision 2; 308B.951, subdivisions 2, 3; 317A.759, 1.16subdivision 2; 576.01; 577.01; 577.02; 577.03; 577.04; 577.05; 577.06; 577.08; 1.17577.09; 577.10.1.18BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF MINNESOTA:1.19ARTICLE 11.20RECEIVERSHIPS1.21    Section 1. [576.21] DEFINITIONS.1.22(a) The definitions in this section apply throughout this chapter unless the context 1.23requires otherwise.1.24(b) "Court" means the district court in which the receivership is pending unless 1.25the context requires otherwise.1.26(c) "Entity" means a person other than a natural person.1.27(d) "Executory contract" means a contract, including a lease, where the obligations 1.28of both the respondent and the other party to the contract are unperformed to the extent 1.29that the failure of either party to complete performance of its obligations would constitute 2.1a material breach of the contract, thereby excusing the other party's performance of its 2.2obligations under the contract.2.3(e) "Foreign receiver" means a receiver appointed in any foreign jurisdiction.2.4(f) "Foreign jurisdiction" means any state or federal jurisdiction other than that of 2.5this state.2.6(g) "General receiver" means the receiver appointed in a general receivership.2.7(h) "General receivership" means a receivership over all or substantially all of 2.8the nonexempt property of a respondent for the purpose of liquidation and distribution 2.9to creditors and other parties in interest, including, without limitation, a receivership 2.10resulting from the appointment of a receiver pursuant to section 302A.753, 308A.945, 2.11308B.935, 317A.753, or 322B.836.2.12(i) "Lien" means a charge against or interest in property to secure payment of a debt 2.13or the performance of an obligation, including any mortgage or security interest.2.14(j) "Limited receiver" means the receiver appointed in a limited receivership.2.15(k) "Limited receivership" means a receivership other than a general receivership.2.16(l) "Party" means a person who is a party within the meaning of the Minnesota Rules 2.17of Civil Procedure in the action in which a receiver is appointed.2.18(m) "Party in interest" includes the respondent, any equity security holder in the 2.19respondent, any person with an ownership interest in or lien on receivership property, and, 2.20in a general receivership, any creditor of the respondent.2.21(n) "Person" has the meaning given it in section 645.44 and shall include limited 2.22liability companies, limited liability partnerships, and other entities recognized under 2.23the laws of this state.2.24(o) "Property" means all of respondent's right, title, and interest, both legal and 2.25equitable, in real and personal property, regardless of the manner by which any of the 2.26same were or are acquired. Property includes, but is not limited to, any proceeds, products, 2.27offspring, rents, or profits of or from the property. Property does not include: (1) any power 2.28that the respondent may exercise solely for the benefit of another person, or (2) property 2.29impressed with a trust except to the extent that the respondent has a residual interest.2.30(p) "Receiver" means a person appointed by the court as the court's agent, and 2.31subject to the court's direction, to take possession of, manage, and, if authorized by this 2.32chapter or order of the court, dispose of receivership property.2.33(q) "Receivership" means the case in which the receiver is appointed, and, as the 2.34context requires, the proceeding in which the receiver takes possession of, manages, 2.35or disposes of the respondent's property.3.1(r) "Receivership property" means (1) in the case of a general receivership, all 3.2or substantially all of the nonexempt property of the respondent, or (2) in the case of a 3.3limited receivership, that property of the respondent identified in the order appointing 3.4the receiver, or in any subsequent order.3.5(s) "Respondent" means the person over whose property the receiver is appointed.3.6(t) "State agent" and "state agency" means any office, department, division, bureau, 3.7board, commission, or other agency of the state of Minnesota or of any subdivision thereof, 3.8or any individual acting in an official capacity on behalf of any state agent or state agency.3.9(u) "Time of appointment" means the date and time specified in the first order 3.10of appointment of a receiver or, if the date and time are not specified in the order of 3.11appointment, the date and time that the court ruled on the motion for the appointment of 3.12a receiver. Time of appointment does not mean any subsequent date or time, including 3.13the execution of a written order, the filing or docketing of a written order, or the posting 3.14of a bond.3.15(v) "Utility" means a person providing any service regulated by the Public Utilities 3.16Commission.3.17    Sec. 2. [576.22] APPLICABILITY OF CHAPTER AND OF COMMON LAW.3.18(a) This chapter applies to receiverships provided for in section 576.25, subdivisions 3.192 to 6, and to receiverships:3.20(1) pursuant to section 193.147, in connection with a mortgage on an armory;3.21(2) pursuant to section 223.17, subdivision 8, paragraph (b), in connection with 3.22a defaulting grain buyer;3.23(3) pursuant to section 232.22, subdivision 7, paragraph (c), in connection with a 3.24defaulting public grain warehouse;3.25(4) pursuant to section 296A.22, in connection with nonpayment of tax;3.26(5) pursuant to section 302A.753, 308A.945, 308B.935, 317A.753, or 322B.836, 3.27in an action relating to the dissolution of an entity and relating to, in like cases, property 3.28within the state of foreign entities;3.29(6) pursuant to section 321.0703, in connection with the rights of a creditor of a 3.30partner or transferee;3.31(7) pursuant to section 322.22, in connection with the rights of creditors of limited 3.32partners;3.33(8) pursuant to section 323A.0504, in connection with a partner's transferable 3.34interest;3.35(9) pursuant to section 453.55, in connection with bonds and notes;4.1(10) pursuant to section 453A.05, in connection with bonds and notes;4.2(11) pursuant to section 513.47, in connection with a proceeding for relief with 4.3respect to a transfer fraudulent as to a creditor or creditors;4.4(12) pursuant to section 514.06, in connection with the severance of a building 4.5and resale;4.6(13) pursuant to section 515.23, in connection with an action by a unit owners' 4.7association to foreclose a lien for nonpayment of delinquent assessments against 4.8condominium units;4.9(14) pursuant to section 518A.71, in connection with the failure to pay, or to provide 4.10security for, maintenance or support payments;4.11(15) pursuant to section 559.17, in connection with assignments of rents; however, 4.12any receiver appointed under section 559.17 shall be a limited receiver, and the court shall 4.13apply the provisions of this chapter to the extent not inconsistent with section 559.17;4.14(16) pursuant to section 571.84, in connection with a garnishee in possession of 4.15property subject to a garnishment proceeding;4.16(17) pursuant to section 575.05, in connection with property applied to judgment;4.17(18) pursuant to section 575.06, in connection with adverse claimants;4.18(19) pursuant to sections 582.05 to 582.10, in connection with mortgage 4.19foreclosures; however, any receiver appointed under sections 582.05 to 585.10 shall be a 4.20limited receiver, and the court shall apply the provisions of this chapter to the extent not 4.21inconsistent with sections 582.05 to 582.10;4.22(20) pursuant to section 609.904, in connection with criminal penalties; or4.23(21) pursuant to section 609.907, in connection with preservation of property 4.24subject to forfeiture.4.25(b) This chapter does not apply to any receivership in which the receiver is a state 4.26agency or in which the receiver is appointed, controlled, or regulated by a state agency 4.27unless otherwise provided by law.4.28(c) In receiverships not specifically referenced in paragraph (a) or (b), the court, in 4.29its discretion, may apply provisions of this chapter to the extent not inconsistent with 4.30the statutes establishing the receiverships.4.31(d) Unless explicitly displaced by this chapter, the provisions of other statutory law 4.32and the principles of common law remain in full force and effect and supplement the 4.33provisions of this chapter.4.34    Sec. 3. [576.23] POWERS OF THE COURT.5.1The court has the exclusive authority to direct the receiver and the authority over 5.2all receivership property wherever located including, without limitation, authority 5.3to determine all controversies relating to the collection, preservation, improvement, 5.4disposition, and distribution of receivership property, and all matters otherwise arising 5.5in or relating to the receivership, the receivership property, the exercise of the receiver's 5.6powers, or the performance of the receiver's duties.5.7    Sec. 4. [576.24] TYPES OF RECEIVERSHIPS.5.8A receivership may be either a limited receivership or a general receivership. 5.9Any receivership which is based upon the enforcement of an assignment of rents or 5.10leases, or the foreclosure of a mortgage lien, judgment lien, mechanic's lien, or other lien 5.11pursuant to which the respondent or any holder of a lien would have a statutory right of 5.12redemption, shall be a limited receivership. If the order appointing the receiver does 5.13not specify whether the receivership is a limited receivership or a general receivership, 5.14the receivership shall be a limited receivership unless and until the court by later order 5.15designates the receivership as a general receivership, notwithstanding that pursuant to 5.16section 576.25, subdivision 8, a receiver may have control over all the property of the 5.17respondent. At any time, the court may order a general receivership to be converted to a 5.18limited receivership and a limited receivership to be converted to a general receivership.5.19    Sec. 5. [576.25] APPOINTMENT OF RECEIVERS; RECEIVERSHIP NOT A 5.20TRUST.5.21    Subdivision 1.No necessity of separate action.A receiver may be appointed under 5.22this chapter whether or not the motion for appointment of a receiver is combined with, or 5.23is ancillary to, an action seeking a money judgment.5.24    Subd. 2.Before judgment.Except where judgment for failure to answer may be 5.25had without application to the court, a limited receiver may be appointed before judgment 5.26to protect any party to an action who demonstrates an apparent right to property that is the 5.27subject of the action and is in the possession of an adverse party, and that the property or 5.28its rents and profits are in danger of loss or material impairment.5.29    Subd. 3.In a judgment or after judgment.A limited or general receiver may be 5.30appointed in a judgment or after judgment to carry the judgment into effect, to preserve 5.31property pending an appeal, or when an execution has been returned unsatisfied and the 5.32judgment debtor refuses to apply the property in satisfaction of the judgment.5.33    Subd. 4.Entities.In addition to those situations specifically provided for in statute, 5.34a limited or general receiver may be appointed when a corporation or other entity is 6.1dissolved, insolvent, in imminent danger of insolvency, or has forfeited its corporate rights 6.2and in like cases of the property within the state of foreign corporations and other entities.6.3    Subd. 5.Appointment of receiver of mortgaged property.(a) A limited 6.4receiver shall be appointed at any time after the commencement of mortgage foreclosure 6.5proceedings under chapter 580 or 581 and before the end of the period for redemption, if 6.6the mortgage being foreclosed:6.7 (1) secures an original principal amount of $100,000 or more or is a lien upon 6.8residential real estate containing more than four dwelling units; and6.9(2) is not a lien upon property that was entirely homesteaded, residential real 6.10estate containing four or fewer dwelling units where at least one unit is homesteaded; 6.11or agricultural property.6.12The foreclosing mortgagee or the purchaser at foreclosure sale may at any time bring an 6.13action in the district court of the county in which the mortgaged property or any part 6.14thereof is located for the appointment of a receiver; provided, however, if the foreclosure 6.15is by action under chapter 581, a separate action need not be filed.6.16(b) The court shall appoint a receiver upon a showing that the mortgagor has 6.17breached a covenant contained in the mortgage relating to any of the following:6.18(1) application of tenant security deposits as required by section 504B.178;6.19(2) payment when due of prior or current real estate taxes or special assessments 6.20with respect to the mortgaged property or the periodic escrow for the payment of the 6.21taxes or special assessments;6.22(3) payment when due of premiums for insurance of the type required by the 6.23mortgage or the periodic escrow for the payment of the premiums; or6.24(4) keeping of the covenants required of a landlord or licensor pursuant to section 6.25504B.161, subdivision 1.6.26(c) The receiver shall be or shall retain an experienced property manager.6.27(d) The receiver shall collect the rents, profits, and all other income of any kind. 6.28The receiver, after providing for payment of its reasonable fees and expenses, shall, to 6.29the extent possible and in the order determined by the receiver to preserve the value of 6.30the mortgaged property:6.31(1) manage the mortgaged property so as to prevent waste;6.32(2) execute contracts and leases within the period of the receivership, or beyond the 6.33period of the receivership if approved by the court;6.34(3) pay the expenses listed in paragraph (b), clauses (1) to (3);6.35(4) pay all expenses for normal maintenance of the mortgaged property; and7.1(5) perform the terms of any assignment of rents that complies with section 559.17, 7.2subdivision 2.7.3(e) The purchaser at a foreclosure sale shall have the right, at any time and without 7.4limitation as provided in section 582.03, to advance money to the receiver to pay any or 7.5all of the expenses that the receiver should otherwise pay if cash were available from 7.6the mortgaged property. Sums so advanced, with interest, shall be a part of the sum 7.7required to be paid to redeem from the sale. The sums shall be proved by the affidavit of 7.8the purchaser, an agent, or attorney, stating the expenses and describing the mortgaged 7.9property. The affidavit shall be furnished to the sheriff in the manner of expenses claimed 7.10under section 582.03.7.11(f) Any sums collected that remain in the possession of the receiver at the 7.12termination of the receivership shall, in the event the termination of the receivership is 7.13due to the reinstatement of the mortgage debt or redemption of the mortgaged property by 7.14the mortgagor, be paid to the mortgagor; and in the event termination of the receivership 7.15occurs at the end of the period of redemption without redemption by the mortgagor 7.16or any other party entitled to redeem, interest accrued upon the sale price pursuant to 7.17section 580.23 or 581.10 shall be paid to the purchaser at the foreclosure sale. Any net 7.18sum remaining shall be paid to the mortgagor, except if the receiver was enforcing an 7.19assignment of rents that complies with section 559.17, subdivision 2, in which case any 7.20net sum remaining shall be paid pursuant to the terms of the assignment.7.21(g) This subdivision applies to all mortgages executed on or after August 1, 1977, 7.22and to amendments or modifications thereto, and to amendments or modifications made on 7.23or after August 1, 1977, to mortgages executed before August 1, 1977, if the amendment 7.24or modification is duly recorded and is for the principle purpose of curing a default.7.25    Subd. 6.Other cases.A receiver may be appointed in other cases as are provided 7.26by law, or in accord with existing practice, except as otherwise prescribed.7.27    Subd. 7.Motion for appointment of receiver.The court may appoint a receiver 7.28upon a motion with notice to the respondent, to all other parties in the action, and to 7.29parties in interest and other persons as the court may require. Notice shall also be given 7.30to any judgment creditor who is seeking the appointment of a receiver in any other 7.31action. A motion to appoint a general receiver shall be treated as a dispositive motion. 7.32The court may appoint a receiver ex parte or on shortened notice on a temporary basis 7.33if it is clearly shown that an emergency exists requiring the immediate appointment of 7.34a receiver. In that event, the court shall set a hearing as soon as practicable and at the 7.35subsequent hearing, the burdens of proof shall be as would be applicable to a motion made 7.36on notice that is not expedited.8.1    Subd. 8.Description of receivership property.The order appointing the receiver 8.2or subsequent order shall describe the receivership property with particularity appropriate 8.3to the circumstances. If the order does not so describe the receivership property, until 8.4further order of the court, the receiver shall have control over all of the respondent's 8.5nonexempt property.8.6    Subd. 9.Receivership not a trust.The order appointing the receiver does not 8.7create a trust.8.8    Sec. 6. [576.26] ELIGIBILITY OF RECEIVER.8.9    Subdivision 1.Who may serve as receiver.Unless otherwise prohibited by law or 8.10prior order, any person, whether or not a resident of this state, may serve as a receiver, 8.11provided that the court, in its order appointing the receiver, makes written conclusions 8.12based in the record that the person proposed as receiver:8.13(1) is qualified to serve as receiver and as an officer of the court; and8.14(2) is independent as to the parties and the underlying dispute.8.15    Subd. 2.Considerations regarding qualifications.(a) In determining whether a 8.16proposed receiver is qualified to serve as receiver and as an officer of the court, the court 8.17shall consider any relevant information, including, but not limited to, whether:8.18(1) the proposed receiver has knowledge and experience sufficient to perform the 8.19duties of receiver;8.20(2) the proposed receiver has the financial ability to post the bond required by 8.21section 576.07;8.22(3) the proposed receiver or any insider of the proposed receiver has been previously 8.23disqualified from serving as receiver and the reasons for disqualification;8.24(4) the proposed receiver or any insider of the proposed receiver has been convicted 8.25of a felony or other crime involving moral turpitude; and8.26(5) the proposed receiver or any insider of the proposed receiver has been found 8.27liable in a civil court for fraud, breach of fiduciary duty, civil theft, or similar misconduct.8.28(b) For the purposes of this subdivision, "insider" includes:8.29(1) if the proposed receiver is a corporation, an officer or director of the corporation, 8.30or a person in control of the proposed receiver; and8.31(2) if the proposed receiver is a partnership, a general or limited partner of the 8.32partnership, or a person in control of the proposed receiver.8.33    Subd. 3.Considerations regarding independence.(a) In determining whether a 8.34proposed receiver is independent as to the parties and the underlying dispute, the court 8.35shall consider any relevant information, including, but not limited to:9.1(1) the nature and extent of any relationship that the proposed receiver has to the 9.2parties and the property proposed as receivership property including, without limitation, 9.3whether the proposed receiver is a party to the action, a family member of a party to 9.4the action, or an officer, director, member, employee, or owner of or controls a party 9.5to the action;9.6(2) whether the proposed receiver has any interest materially adverse to the interests 9.7of any of the parties to the action;9.8(3) whether the proposed receiver has any material financial or pecuniary interest, 9.9other than receiver compensation allowed by court order, in the outcome of the underlying 9.10dispute, including any proposed contingent or success fee compensation arrangement; and9.11(4) whether the proposed receiver is a debtor, secured or unsecured creditor, lienor 9.12of, or holder of any equity interest in, any of the parties to the action of the receivership 9.13property.9.14(b) In evaluating all information, the court may exercise its discretion and need not 9.15consider any single item of information to be determinative of independence. Without 9.16limiting the generality of the preceding sentence, the proposed receiver shall not be 9.17disqualified solely because the proposed receiver was appointed receiver in other unrelated 9.18matters involving any of the parties to the matter in which the appointment is sought, or 9.19the proposed receiver has been engaged by any of the parties to the action in matters 9.20unrelated to the underlying action.9.21    Subd. 4.Information provided to court.The proposed receiver, the parties, and 9.22prospective parties in interest may provide any information relevant to the qualifications, 9.23independence, and the selection of the receiver.9.24    Sec. 7. [576.27] BOND.9.25After appointment, a receiver shall give a bond in the sum, nature, and with the 9.26conditions that the court shall order in its discretion consistent with section 574.11. Unless 9.27otherwise ordered by the court, the receiver's bond shall be conditioned on the receiver's 9.28faithful discharge of its duties in accordance with the orders of the court and the laws of 9.29this state. The receiver shall execute a bond with a surety authorized to write bonds in 9.30the state.9.31    Sec. 8. [576.28] IMMUNITY; DISCOVERY FROM RECEIVER.9.32(a) The receiver shall be entitled to all defenses and immunities provided at common 9.33law for acts or omissions within the scope of the receiver's appointment.10.1(b) No person other than a successor receiver duly appointed by the court shall have 10.2a right of action against a receiver to recover receivership property or the value thereof.10.3(c) A party or party in interest may conduct discovery of the receiver concerning any 10.4mater relating to the receiver's administration of the receivership property after obtaining 10.5an order authorizing the discovery.10.6    Sec. 9. [576.29] POWERS AND DUTIES OF RECEIVERS; GENERALLY.10.7    Subdivision 1.Powers.(a) A receiver, whether general or limited, shall have the 10.8following powers in addition to those specifically conferred by this chapter or otherwise 10.9by statute, rule, or order of the court:10.10(1) the power to collect, control, manage, conserve, and protect receivership 10.11property;10.12(2) the power to incur and pay expenses incidental to the receiver's exercise of the 10.13powers or otherwise in the performance of the receiver's duties;10.14(3) the power to assert rights, claims, causes of action, or defenses that relate to 10.15receivership property; and10.16(4) the power to seek and obtain instruction from the court with respect to any 10.17matter relating to the receivership property, the exercise of the receiver's powers, or the 10.18performance of the receiver's duties.10.19(b) In addition to the powers provided in paragraph (a), a general receiver shall 10.20have the power:10.21(1) to (i) assert any rights, claims, causes of action, or defenses of the respondent to 10.22the extent any rights, claims, causes of action, or defenses are receivership property; (ii) 10.23maintain in the receiver's name or in the name of the respondent any action to enforce 10.24any right, claim, cause of action, or defense; and (iii) intervene in actions in which the 10.25respondent is a party for the purpose of exercising the powers under this clause or 10.26requesting transfer of venue of the action to the court;10.27(2) to pursue any claim or remedy that may be asserted by a creditor of the 10.28respondent under sections 513.41 to 513.51;10.29(3) to compel any person, including the respondent, and any party, by subpoena 10.30pursuant to Rule 45 of the Minnesota Rules of Civil Procedure, to give testimony or to 10.31produce and permit inspection and copying of designated books, documents, electronically 10.32stored information, or tangible things with respect to receivership property or any other 10.33matter that may affect the administration of the receivership;10.34(4) to operate any business constituting receivership property in the ordinary course 10.35of the business, including the use, sale, or lease of property of the business or otherwise 11.1constituting receivership property, and the incurring and payment of expenses of the 11.2business or other receivership property;11.3(5) if authorized by an order of the court following notice and a hearing, to use, 11.4improve, sell, or lease receivership property other than in the ordinary course of business; 11.5and11.6(6) if appointed pursuant to section 302A.753, 308A.945, 308B.935, 317A.753, or 11.7322B.836, to exercise all of the powers and authority provided by the section or order of 11.8the court.11.9    Subd. 2.Duties.A receiver, whether general or limited, shall have the duties 11.10specifically conferred by this chapter or otherwise by statute, rule, or order of the court.11.11    Subd. 3.Modification of powers and duties.Except as otherwise provided in this 11.12chapter, the court may modify the powers and duties of a receiver provided by this section.11.13    Sec. 10. [576.30] RECEIVER AS LIEN CREDITOR; REAL ESTATE 11.14RECORDING; SUBSEQUENT SALES OF REAL ESTATE.11.15    Subdivision 1.Receiver as lien creditor.As of the time of appointment, the 11.16receiver shall have the powers and priority as if it were a creditor that obtained a judicial 11.17lien at the time of appointment pursuant to sections 548.09 and 550.10 on all of the 11.18receivership property, subject to satisfying the recording requirements as to real property 11.19described in subdivision 2.11.20    Subd. 2.Real estate recording.If any interest in real estate is included in the 11.21receivership property, a notice of lis pendens shall be recorded as soon as practicable with 11.22the county recorder or registrar of titles, as appropriate, of the county in which the real 11.23property is located. The priority of the receiver as lien creditor against real property shall 11.24be from the time of recording of the notice of lis pendens, except as to persons with actual 11.25or implied knowledge of the appointment under section 507.34.11.26    Subd. 3.Subsequent sales of real estate.The notice of lis pendens, a court order 11.27authorizing the receiver to sell real property certified by the court administrator, and 11.28a deed executed by the receiver recorded with the county recorder or registrar of titles, 11.29as appropriate, of the county in which the real property is located, and upon execution 11.30of the deed by the receiver shall be prima facie evidence of the authority of the receiver 11.31to sell and convey the real property described in the deed. The court may also require a 11.32motion for an order for sale of the real property or a motion for an order confirming 11.33sale of the real property.11.34    Sec. 11. [576.31] DUTIES OF RESPONDENT.12.1The respondent shall:12.2(1) assist and cooperate fully with the receiver in the administration of the 12.3receivership and the receivership property and the discharge of the receiver's duties, and 12.4comply with all orders of the court;12.5(2) immediately upon the receiver's appointment, deliver to the receiver all of the 12.6receivership property in the respondent's possession, custody, or control, including, but not 12.7limited to, all books and records, electronic data, passwords, access codes, statements of 12.8accounts, deeds, titles or other evidence of ownership, financial statements, and all other 12.9papers and documents related to the receivership property;12.10(3) supply to the receiver information as requested relating to the administration 12.11of the receivership and the receivership property, including information necessary to 12.12complete any reports or other documents that the receiver may be required to file; and12.13(4) remain responsible for the filing of all tax returns, including those returns 12.14applicable to periods which include those in which the receivership is in effect.12.15    Sec. 12. [576.32] EMPLOYMENT AND COMPENSATION OF 12.16PROFESSIONALS.12.17    Subdivision 1.Employment.(a) To represent or assist the receiver in carrying 12.18out the receiver's duties, the receiver may employ attorneys, accountants, appraisers, 12.19auctioneers, and other professionals that do not hold or represent an interest adverse 12.20to the receivership.12.21(b) This section does not require prior court approval for the retention of 12.22professionals. However, any professional to be retained shall provide the receiver with a 12.23disclosure of any potential conflicts of interest, and the professional or the receiver shall 12.24file with the court a notice of the retention and of the proposed compensation. Any party 12.25in interest may bring a motion for disapproval of any retention within 21 days after the 12.26filing of the notice of retention.12.27(c) A person is not disqualified for employment under this section solely because 12.28of the person's employment by, representation of, or other relationship with the receiver, 12.29respondent, a creditor, or other party in interest if the court determines that the employment 12.30is appropriate.12.31    Subd. 2.Compensation.(a) The receiver and any professional retained by the 12.32receiver shall be paid by the receiver from the receivership property in the same manner 12.33as other expenses of administration and without separate orders, but subject to the 12.34procedures, safeguards, and reporting that the court may order.13.1(b) Except to the extent fees and expenses have been approved by the court, or as 13.2to parties in interest who are deemed to have waived the right to object, any interim 13.3payments of fees and expenses to the receiver are subject to approval in connection with 13.4the receiver's final report pursuant to section 576.38.13.5    Sec. 13. [576.33] SCHEDULES OF PROPERTY AND CLAIMS.13.6(a) The court may order the respondent or a general receiver to file under oath to 13.7the best of its actual knowledge:13.8(1) a schedule of all receivership property and exempt property of the respondent, 13.9describing, as of the time of appointment: (i) the location of the property and, if real 13.10property, a legal description thereof; (ii) a description of all liens to which the property is 13.11subject; and (iii) an estimated value of the property; and13.12(2) a schedule of all creditors and taxing authorities and regulatory authorities which 13.13supervise the respondent, their mailing addresses, the amount and nature of their claims, 13.14whether the claims are secured by liens of any kind, and whether the claims are disputed.13.15(b) The court may order inventories and appraisals if appropriate to the receivership.13.16    Sec. 14. [576.34] NOTICE.13.17In a general receivership, unless the court orders otherwise, the receiver shall give 13.18notice of the receivership to all creditors and other parties in interest actually known 13.19to the receiver by mail or other means of transmission within 21 days after the time of 13.20appointment. The notice of the receivership shall include the time of appointment and the 13.21names and addresses of the respondent, the receiver, and the receiver's attorney, if any.13.22    Sec. 15. [576.35] NOTICES, MOTIONS, AND ORDERS.13.23    Subdivision 1.Notice of appearance.Any party in interest may make an 13.24appearance in a receivership by filing a written notice of appearance, including the name, 13.25mailing address, fax number, e-mail address, if any, and telephone number of the party in 13.26interest and its attorney, if any, and by serving a copy on the receiver and the receiver's 13.27attorney, if any. It is not necessary for a party in interest to be joined as a party to be heard 13.28in the receivership. A proof of claim does not constitute a written notice of appearance.13.29    Subd. 2.Master service list.From time to time the receiver shall file an updated 13.30master service list consisting of the names, mailing addresses, and, where available, fax 13.31numbers and e-mail addresses of the respondent, the receiver, all persons joined as parties 13.32in the receivership, all persons known by the receiver to have asserted any ownership 14.1or lien in receivership property, all persons who have filed a notice of appearance in 14.2accordance with this section, and their attorneys, if any.14.3    Subd. 3.Motions.Except as otherwise provided in this chapter, an order shall be 14.4sought by a motion brought in compliance with the Minnesota Rules of Civil Procedure 14.5and the General Rules of Practice for the District Courts.14.6    Subd. 4.Persons served.Except as otherwise provided in this chapter, a motion 14.7shall be served as provided in the Minnesota Rules of Civil Procedure, unless the court 14.8orders otherwise, on all persons on the master service list, all persons who have asserted 14.9an ownership interest or lien in receivership property that is the subject of the motion, 14.10all persons who are identified in the motion as directly affected by the relief requested, 14.11and other persons as the court may direct.14.12    Subd. 5.Service on state agency.Any request for relief against a state agency shall 14.13be served as provided in the Minnesota Rules of Civil Procedure, unless the court orders 14.14otherwise, on the specific state agency and on the Office of the Attorney General.14.15    Subd. 6.Order without hearing.Where a provision in this chapter, an order issued 14.16in the receivership, or a court rule requires an objection or other response to a motion or 14.17application within a specific time, and no objection or other response is interposed, the 14.18court may grant the relief requested without a hearing.14.19    Subd. 7.Order upon application.Where a provision of this chapter permits, as to 14.20administrative matters, or where it otherwise appears that no party in interest would be 14.21materially prejudiced, the court may issue an order ex parte or based on an application 14.22without a motion, notice, or hearing.14.23    Subd. 8.Persons bound by orders of the court.Except as to persons entitled to be 14.24served pursuant to subdivision 4 and who were not served, an order of the court binds 14.25parties in interest and all persons who file notices of appearance, submit proofs of claim, 14.26receive written notice of the receivership, receive notice of any motion in the receivership, 14.27or who have actual knowledge of the receivership whether they are joined as parties or 14.28received notice of the specific motion or order.14.29    Sec. 16. [576.36] RECORDS; INTERIM REPORTS.14.30    Subdivision 1.Preparation and retention of records.The receiver shall prepare 14.31and retain appropriate business records, including records of all cash receipts and 14.32disbursements and of all receipts and distributions or other dispositions of receivership 14.33property. After due consideration of issues of confidentiality, the records may be provided 14.34by the receiver to parties in interest or shall be provided as ordered by the court.15.1    Subd. 2.Interim reports.(a) The court may order the receiver to prepare and 15.2file interim reports addressing:15.3(1) the activities of the receiver since the last report;15.4(2) cash receipts and disbursements, including payments made to professionals 15.5retained by the receiver;15.6(3) receipts and dispositions of receivership property; and15.7(4) other matters.15.8(b) The order may provide for the delivery of the receiver's interim reports to persons 15.9on the master service list and to other persons and may provide a procedure for objection 15.10to the interim reports, and may also provide that the failure to object constitutes a waiver 15.11of objection to matters addressed in the interim reports.15.12    Sec. 17. [576.37] REMOVAL OF RECEIVERS.15.13    Subdivision 1.Removal of receiver.The court may remove the receiver if: (1) the 15.14receiver fails to execute and file the bond required by section 576.27; (2) the receiver 15.15resigns, refuses, or fails to serve for any reason; or (3) for other good cause.15.16    Subd. 2.Successor receiver.Upon removal of the receiver, if the court determines 15.17that further administration of the receivership is required, the court shall appoint a 15.18successor receiver. Upon executing and filing a bond under section 576.27, the successor 15.19receiver shall immediately succeed the receiver so removed and shall assume the duties of 15.20receiver.15.21    Subd. 3.Report and discharge of removed receiver.Within 14 days after 15.22removal, the receiver so removed shall file with the court and serve a report pursuant to 15.23section 576.38, subdivision 3, for matters up to the date of the removal. Upon approval 15.24of the report, the court may enter an order pursuant to section 576.38 discharging the 15.25removed receiver.15.26    Sec. 18. [576.38] TERMINATION OF RECEIVERSHIPS; FINAL REPORT.15.27    Subdivision 1.Termination of receivership.The court may discharge a receiver 15.28and terminate the receivership. If the court determines that the appointment of the receiver 15.29was procured in bad faith, the court may assess against the person who procured the 15.30receiver's appointment:15.31(1) all of the receiver's fees and expenses and other costs of the receivership; and15.32(2) any other sanctions the court deems appropriate.16.1    Subd. 2.Request for discharge.Upon distribution or disposition of all receivership 16.2property, or the completion of the receiver's duties, the receiver shall file a final report and 16.3shall request that the court approve the final report and discharge the receiver.16.4    Subd. 3.Contents of final report.The final report, which may incorporate by 16.5reference interim reports, shall include, in addition to any matters required by the court in 16.6the case:16.7(1) a description of the activities of the receiver in the conduct of the receivership;16.8(2) a schedule of all receivership property at the commencement of the receivership 16.9and any receivership property added thereafter;16.10(3) a list of expenditures, including all payments to professionals retained by the 16.11receiver;16.12(4) a list of any unpaid expenses incurred during the receivership;16.13(5) a list of all dispositions of receivership property;16.14(6) a list of all distributions made or proposed to be made; and16.15(7) if not done separately, a motion or application for approval of the payment of 16.16fees and expenses of the receiver.16.17    Subd. 4.Notice of final report.The receiver shall give notice of the filing of the 16.18final report and request for discharge to all persons who have filed notices of appearance. 16.19If there is no objection within 21 days, the court may enter an order approving the final 16.20report and discharging the receiver without the necessity of a hearing.16.21    Subd. 5.Effect of discharge.A discharge removes all authority of the receiver, 16.22excuses the receiver from further performance of any duties, and discharges any lis 16.23pendens recorded by the receiver.16.24    Sec. 19. [576.39] ACTIONS BY OR AGAINST RECEIVER OR RELATING TO 16.25RECEIVERSHIP PROPERTY.16.26    Subdivision 1.Actions by or against receiver.The receiver may sue in the 16.27receiver's capacity and, subject to other sections of this chapter and all immunities 16.28provided at common law, may be sued in that capacity.16.29    Subd. 2.Venue.Unless applicable law requires otherwise or the court orders 16.30otherwise, an action by or against the receiver or relating to the receivership or 16.31receivership property shall be commenced in the court and assigned to the judge before 16.32whom the receivership is pending.16.33    Subd. 3.Joinder.Subject to section 576.42, a limited or general receiver may be 16.34joined or substituted as a party in any action or other proceeding that relates to receivership 16.35property that was pending at the time of appointment. Subject to other sections of this 17.1chapter, a general receiver may be joined or substituted as a party in any action or other 17.2proceeding that was pending at the time of appointment in which the respondent is a party. 17.3Pending actions may be transferred to the court upon the receiver's motion for change of 17.4venue made in the court in which the action is pending.17.5    Subd. 4.Effect of judgments.A judgment entered subsequent to the time of 17.6appointment against a receiver or the respondent shall not constitute a lien on receivership 17.7property, nor shall any execution issue thereon. Upon submission of a certified copy of the 17.8judgment in accordance with section 576.49, the amount of the judgment shall be treated 17.9as an allowed claim in a general receivership. A judgment against a limited receiver shall 17.10have the same effect as a judgment against the respondent, except that the judgment shall 17.11be enforceable against receivership property only to the extent ordered by the court.17.12    Sec. 20. [576.40] TURNOVER OF PROPERTY.17.13    Subdivision 1.Demand by receiver.Except as expressly provided in this section, 17.14and unless otherwise ordered by the court, upon demand by a receiver, any person shall 17.15turn over any receivership property that is within the possession or control of that person. 17.16Unless ordered by the court, a person in possession of receivership property pursuant 17.17to a valid lien perfected prior to the time of appointment is not required to turn over 17.18receivership property.17.19    Subd. 2.Motion by receiver.A receiver may seek to compel turnover of 17.20receivership property by motion in the receivership. If there exists a bona fide dispute 17.21with respect to the existence or nature of the receiver's or the respondent's interest in the 17.22property, turnover shall be sought by means of an action under section 576.39. In the 17.23absence of a bona fide dispute with respect to the receiver's or the respondent's right to 17.24possession of receivership property, the failure to relinquish possession and control to the 17.25receiver may be punishable as contempt of the court.17.26    Sec. 21. [576.41] ANCILLARY RECEIVERSHIPS.17.27    Subdivision 1.Ancillary receiverships in foreign jurisdictions.A receiver 17.28appointed by a court of this state may, without first seeking approval of the court, apply 17.29in any foreign jurisdiction for appointment as receiver with respect to any receivership 17.30property which is located within the foreign jurisdiction.17.31    Subd. 2.Ancillary receiverships in the courts of this state.(a) A foreign receiver 17.32may obtain appointment by a court of this state as a receiver in an ancillary receivership 17.33with respect to any property located in or subject to the jurisdiction of the court if (1) 17.34the foreign receiver would be eligible to serve as receiver under section 576.26, and 18.1(2) the appointment is in furtherance of the foreign receiver's possession, control, or 18.2disposition of property subject to the foreign receivership and in accordance with orders of 18.3the foreign jurisdiction.18.4(b) The courts of this state may enter any order necessary to effectuate orders entered 18.5by the foreign jurisdiction's receivership proceeding. Unless the court orders otherwise, 18.6a receiver appointed in an ancillary receivership in this state shall have the powers and 18.7duties of a limited receiver as set forth in this chapter and shall otherwise comply with the 18.8provisions of this chapter applicable to limited receivers.18.9    Sec. 22. [576.42] STAYS.18.10    Subdivision 1.Control of property.All receivership property is under the control 18.11and supervision of the court appointing the receiver.18.12    Subd. 2.Stay by court order.In addition to any stay provided in this section, 18.13the court may order a stay or stays to protect receivership property and to facilitate the 18.14administration of the receivership.18.15    Subd. 3.Stay in all receiverships.Except as otherwise ordered by the court, the 18.16entry of an order appointing a receiver shall operate as a stay, applicable to all persons, of:18.17(1) any act to obtain possession of receivership property, or to interfere with or 18.18exercise control over receivership property, other than the commencement or continuation 18.19of a judicial, administrative, or other action or proceeding, including the issuance or use of 18.20process, to enforce any lien having priority over the rights of the receiver in receivership 18.21property; and18.22(2) any act to create or perfect any lien against receivership property, except by 18.23exercise of a right of setoff, to the extent that the lien secures a claim that arose before 18.24the time of appointment.18.25    Subd. 4.Limited additional stay in general receiverships.(a) Except as otherwise 18.26ordered by the court, in addition to the stay provided in subdivision 3, the entry of an order 18.27appointing a general receiver shall operate as a stay, applicable to all persons, of:18.28(1) the commencement or continuation of a judicial, administrative, or other action 18.29or proceeding, including the issuance or use of process, against the respondent or the 18.30receiver that was or could have been commenced before the time of appointment, or to 18.31recover a claim against the respondent that arose before the time of appointment;18.32(2) the commencement or continuation of a judicial, administrative, or other action 18.33or proceeding, including the issuance or use of process, to enforce any lien having priority 18.34over the rights of the receiver in receivership property.19.1(b) As to the acts specified in this subdivision, the stay shall expire 30 days after 19.2the time of appointment unless, before the expiration of the 30-day period, the receiver 19.3or other party in interest files a motion seeking an order of the court extending the stay 19.4and before the expiration of an additional 30 days following the 30-day period, the court 19.5orders the stay extended.19.6    Subd. 5.Modification of stay.The court may modify any stay provided in this 19.7section upon the motion of any party in interest affected by the stay.19.8    Subd. 6.Inapplicability of stay.The entry of an order appointing a receiver does 19.9not operate as a stay of:19.10(1) the commencement or continuation of a criminal proceeding against the 19.11respondent;19.12(2) the commencement or continuation of an action or proceeding by a governmental 19.13unit to enforce its police or regulatory power;19.14(3) the enforcement of a judgment, other than a money judgment, obtained in an 19.15action or proceeding by a governmental unit to enforce its police or regulatory power, or 19.16with respect to any licensure of the respondent;19.17(4) the establishment by a governmental unit of any tax liability and any appeal 19.18thereof;19.19(5) the commencement or continuation of an action or proceeding to establish 19.20paternity; to establish or modify an order for alimony, maintenance, or support; or to 19.21collect alimony, maintenance, or support under any order of a court;19.22(6) the exercise of a right of setoff;19.23(7) any act to maintain or continue the perfection of a lien on, or otherwise preserve 19.24or protect rights in, receivership property, but only to the extent that the act was necessary 19.25to preserve or protect the lien or other rights as they existed as of the time of the 19.26appointment. If the act would require seizure of receivership property or commencement 19.27of an action prohibited by a stay, the continued perfection shall instead be accomplished 19.28by filing a notice in the court before which the receivership is pending and by serving the 19.29notice upon the receiver and receiver's attorney, if any, within the time fixed by law for 19.30seizure or commencement of the action;19.31(8) the commencement of a bankruptcy case under federal bankruptcy laws; or19.32(9) any other exception as provided in United States Code, title 11, section 326(b), 19.33as to the automatic stay in federal bankruptcy cases to the extent not inconsistent with any 19.34provision in this section.19.35    Sec. 23. [576.43] UTILITY SERVICE.20.1A utility providing service to receivership property may not alter, refuse, or 20.2discontinue service to the receivership property without first giving the receiver 21 days' 20.3written notice of any default and any intention to alter, refuse, or discontinue service to 20.4receivership property. The court may prohibit the alteration, refusal, or discontinuance 20.5of utility service if the receiver furnishes adequate assurance of payment for service to 20.6be provided after the time of appointment.20.7    Sec. 24. [576.44] RECEIVERSHIP FINANCING.20.8(a) Without necessity of a court order, the receiver may obtain unsecured credit and 20.9incur unsecured debt on behalf of the receivership, and the amounts shall be allowable as 20.10expenses of the receivership under section 576.51, subdivision 1, clause (2).20.11(b) Without necessity of a court order, the receiver may obtain secured financing 20.12on behalf of the receivership from any secured party under a financing facility existing 20.13at the time of the appointment.20.14(c) The court may authorize the receiver to obtain credit or incur indebtedness, 20.15and the court may authorize the receiver to mortgage, pledge, hypothecate, or otherwise 20.16encumber receivership property as security for repayment of any indebtedness.20.17    Sec. 25. [576.45] EXECUTORY CONTRACTS.20.18    Subdivision 1.Performance by receiver.Unless a court orders otherwise, a 20.19receiver succeeds to all of the rights and duties of the respondent under any executory 20.20contract. The court may condition the continued performance by the receiver on terms 20.21that are appropriate under the circumstances. Performance of an executory contract shall 20.22create a claim against the receivership to the extent of the value of the performance 20.23received by the receivership after the time of appointment. The claim shall not constitute a 20.24personal obligation of the receiver.20.25    Subd. 2.Assignment and delegation by receiver.For good cause, the court may 20.26authorize a receiver to assign and delegate an executory contract to a third party under 20.27the same circumstances and under the same conditions as the respondent was permitted 20.28to do so pursuant to the terms of the executory contract and applicable law immediately 20.29before the time of appointment.20.30    Subd. 3.Termination by receiver.For good cause, the court may authorize 20.31the receiver to terminate an executory contract. The receiver's right to possess or use 20.32property pursuant to the executory contract shall terminate at the termination of the 20.33executory contract. Except as to the claim against the receivership under subdivision 1, 20.34the termination shall create a claim equal to the damages, if any, for a breach of contract as 21.1if the breach of contract had occurred immediately before the time of appointment. Any 21.2claim arising under this section for termination of an executory contract shall be presented 21.3or filed in the same manner as other claims in the receivership no later than the later of: 21.4(1) the time set for filing of claims in the receivership; or (2) 28 days after the notice by 21.5the receiver of the termination of the executory contract.21.6    Sec. 26. [576.46] SALES FREE AND CLEAR OF LIEN IN GENERAL 21.7RECEIVERSHIPS.21.8    Subdivision 1.Sales free and clear of liens.(a) The court may order that a general 21.9receiver's sale of receivership property is free and clear of all liens, except any lien for 21.10unpaid real estate taxes or assessments and liens arising under federal law, and may be free 21.11of the rights of redemption of the respondent if the rights of redemption are receivership 21.12property and the rights of redemption of the holders of any liens, regardless of whether the 21.13sale will generate proceeds sufficient to fully satisfy all liens on the property, unless either:21.14(1) the property is (i) real property classified as agricultural land under section 21.15273.13, subdivision 23, or the property is a homestead under section 510.01; and (ii) 21.16each of the owners of the property has not consented to the sale following the time 21.17of appointment; or21.18(2) any owner of the property or holder of a lien on the property serves and files 21.19a timely objection, and the court determines that the amount likely to be realized from 21.20the sale by the objecting person is less than the objecting person would realize within a 21.21reasonable time in the absence of this sale.21.22(b) The receiver shall have the burden of proof to establish that the amount likely to 21.23be realized by the objecting person from the sale is equal to or more than the objecting 21.24person would realize within a reasonable time in the absence of the sale.21.25(c) Upon any sale free and clear of liens authorized by this section, all liens 21.26encumbering the property conveyed shall transfer and attach to the proceeds of the 21.27sale, net of reasonable expenses approved by the court incurred in the disposition of 21.28the property, in the same order, priority, and validity as the liens had with respect to the 21.29property immediately before the sale. The court may authorize the receiver to satisfy, 21.30in whole or in part, any ownership interest or lien out of the proceeds of the sale if the 21.31ownership interest or lien of any party in interest would not thereby be impaired.21.32    Subd. 2.Co-owned property.If any receivership property includes an interest as a 21.33co-owner of property, the receiver shall have the rights and powers afforded by applicable 21.34state or federal law of the respondent, including but not limited to any rights of partition, 21.35but may not sell the property free and clear of the co-owner's interest in the property.22.1    Subd. 3.Right to credit bid.A creditor with a claim secured by a valid and 22.2perfected lien against the property to be sold may bid on the property at a sale and may 22.3offset against the purchase price part or all of the amount secured by its lien, provided that 22.4the creditor tenders cash sufficient to satisfy in full the reasonable expenses, approved 22.5by the court, incurred in the disposition of the property and all liens payable out of the 22.6proceeds of sale having priority over the lien of that creditor.22.7    Subd. 4.Effect of appeal.The reversal or modification on appeal of an 22.8authorization to sell property under this section does not affect the validity of a sale to a 22.9person that purchased the property in good faith, whether or not the person knew of the 22.10pendency of the appeal, unless the authorization and sale is stayed pending the appeal.22.11    Sec. 27. [576.47] ABANDONMENT OF PROPERTY.22.12The court may authorize the receiver to abandon any receivership property that is 22.13burdensome or is not of material value to the receivership. Property that is abandoned is 22.14no longer receivership property.22.15    Sec. 28. [576.48] LIENS AGAINST AFTER-ACQUIRED PROPERTY.22.16Except as otherwise provided for by statute, property that becomes receivership 22.17property after the time of appointment is subject to a lien to the same extent as it would 22.18have been in the absence of the receivership.22.19    Sec. 29. [576.49] CLAIMS PROCESS.22.20    Subdivision 1.Recommendation of receiver.In a general receivership, and in a 22.21limited receivership if the circumstances require, the receiver shall submit to the court a 22.22recommendation concerning a claims process appropriate to the particular receivership.22.23    Subd. 2.Order establishing process.In a general receivership and, if the court 22.24orders, in a limited receivership, the court shall establish the claims process to be followed 22.25in the receivership addressing whether proofs of claim must be submitted, the form of 22.26any proofs of claim, the place where the proofs of claim must be submitted, the deadline 22.27or deadlines for submitting the proofs of claim, and other matters bearing on the claims 22.28process.22.29    Subd. 3.Alternative procedures.The court may authorize proofs of claim to be 22.30filed with the receiver rather than the court. The court may authorize the receiver to treat 22.31claims as allowed claims based on the amounts established in the books and records of the 22.32respondent or the schedule of claims filed pursuant to section 576.33, without necessity of 22.33formal proofs of claim.23.1    Sec. 30. [576.50] OBJECTION TO AND ALLOWANCE OF CLAIMS.23.2    Subdivision 1.Objections and allowance.The receiver or any party in interest may 23.3file a motion objecting to a claim and stating the grounds for the objection. The court may 23.4order that a copy of the objection be served on the persons on the master mailing list at 23.5least 30 days prior to the hearing. Claims allowed by court order, and claims properly 23.6submitted and not disallowed by the court shall be allowed claims and shall be entitled to 23.7share in distributions of receivership property in accordance with the priorities provided 23.8by this chapter or otherwise by law.23.9    Subd. 2.Examination of claims.If the claims process does not require proofs of 23.10claim to be filed with the court, at any time after expiration of the claim-filing period and 23.11upon 14 days' written notice to the receiver, any party in interest shall have the right to 23.12examine:23.13(1) all claims filed with the receiver; and23.14(2) all books and records in the receiver's possession that provided the receiver the 23.15basis for concluding that creditors identified therein are entitled to participate in any 23.16distributions of receivership property without having to file claims.23.17    Subd. 3.Estimation of claims.For the purpose of allowance of claims, the court 23.18may estimate:23.19(1) any contingent or unliquidated claim, the fixing or liquidation of which would 23.20unduly delay the administration of the receivership; or23.21(2) any right to payment arising from a right to an equitable remedy.23.22    Sec. 31. [576.51] PRIORITY OF CLAIMS.23.23    Subdivision 1.Priorities.Allowed claims shall receive distribution under this 23.24chapter in the following order of priority and, except as set forth in clause (1), on a pro 23.25rata basis:23.26(1) claims secured by liens on receivership property, which liens are valid and 23.27perfected before the time of appointment, to the extent of the proceeds from the disposition 23.28of the collateral in accordance with their respective priorities under otherwise applicable 23.29law, subject first to reimbursing the receiver for the reasonable and necessary expenses 23.30of preserving, protecting, or disposing of the collateral, including allowed fees and 23.31reimbursement of reasonable expenses of the receiver and professionals;23.32(2) actual, necessary costs and expenses incurred during the receivership, other than 23.33those expenses allowable under clause (1), including allowed fees and reimbursement of 23.34reasonable expenses of the receiver and professionals employed by the receiver under 23.35section 576.32;24.1(3) claims for wages, salaries, or commissions, including vacation, severance, and 24.2sick leave pay, or contributions to an employee benefit plan, earned by the claimant within 24.3the 90 days before the time of appointment or the cessation of the respondent's business, 24.4whichever occurs first, but only to the extent of the dollar amount in effect in United 24.5States Code, title 11, section 507(4);24.6(4) allowed unsecured claims, to the extent of the dollar amount in effect in United 24.7States Code, title 11, section 507(7) for each individual, arising from the deposit with the 24.8respondent, before the time of appointment of the receiver, of money in connection with 24.9the purchase, lease, or rental of property or the purchase of services for personal, family, 24.10or household use by individuals that were not delivered or provided;24.11(5) claims for arrears in amounts owing pursuant to a support order as defined in 24.12section 518A.26, subdivision 3;24.13(6) unsecured claims of governmental units for taxes that accrued before the time 24.14of appointment of the receiver; 24.15(7) all other unsecured claims due as of the time of appointment, including the 24.16balance due the holders of secured claims to the extent not satisfied under clause (1); and24.17(8) interest pursuant to section 576.52.24.18    Subd. 2.Payments to respondent.If all of the amounts payable under subdivision 24.191 have been paid in full, any remaining receivership property shall be returned to the 24.20respondent.24.21    Sec. 32. [576.52] INTEREST ON UNSECURED CLAIMS.24.22To the extent that funds are available to pay holders of allowed unsecured claims in 24.23full or the amounts due as of the time of appointment, each holder shall also be entitled 24.24to receive interest, calculated from the time of appointment, at the rate set forth in the 24.25agreement evidencing the claim, or if no rate is provided, at the judgment rate that would 24.26be payable as of the time of appointment; provided however, that no holder shall be entitled 24.27to interest on that portion, if any, of its unsecured claim that is itself interest calculated 24.28from the time of appointment. If there are not sufficient funds in the receivership to pay in 24.29full the interest owed to all the holders, then the interest shall be paid pro rata.24.30    Sec. 33. [576.53] DISTRIBUTIONS.24.31    Subdivision 1.Proposed distributions.Before any interim or final distribution is 24.32made, the receiver shall file a distribution schedule listing the proposed distributions. 24.33The distribution schedule may be filed at any time during the case or may be included 24.34in the final report.25.1    Subd. 2.Notice.The receiver shall give notice of the filing of the distribution 25.2schedule to all persons on the master mailing list or that have filed proofs of claim. If there 25.3is no objection within 21 days after the notice, the court may enter an order authorizing 25.4the receiver to make the distributions described in the distribution schedule without the 25.5necessity of a hearing.25.6    Subd. 3.Other distributions.In the order appointing the receiver or in subsequent 25.7orders, the court may authorize distribution of receivership property to persons with 25.8ownership interests or liens.25.9ARTICLE 225.10ASSIGNMENTS FOR THE BENEFITS OF CREDITORS25.11    Section 1. [577.11] DEFINITIONS.25.12(a) The definitions in this section and in section 576.21 apply throughout this chapter 25.13unless the context requires otherwise.25.14(b) "Assignee" means the person to whom the assignment property is assigned.25.15(c) "Assignment property" means the property assigned pursuant to the provisions 25.16of this chapter.25.17(d) "Assignor" means the person who assigns the assignment property.25.18(e) "Time of assignment" means the date and time endorsed by the court 25.19administrator pursuant to section 577.14.25.20    Sec. 2. [577.12] REQUISITES.25.21A person may execute a written assignment of property to one or more assignees for 25.22the benefit of creditors in conformity with the provisions of this chapter. Every assignment 25.23for the benefit of creditors subject to this chapter made by an assignor of the whole or any 25.24part of the assignor's property, real or personal, for the benefit of creditors, shall be: (1) to 25.25a resident of the state eligible to be a receiver under section 576.26, in writing, subscribed 25.26and acknowledged by the assignor, and (2) filed by the assignor or the assignee with the 25.27court administrator of the district court of the county in which the assignor, or one of the 25.28assignors if there is more than one, resides, or in which the principal place of business of 25.29an assignor engaged in business is located. The district court shall have supervision over 25.30the assignment property and of all proceedings under this chapter.25.31    Sec. 3. [577.13] FORM OF ASSIGNMENT.25.32An assignment for the benefit of creditors under this chapter shall be signed by the 25.33assignor and duly acknowledged in the same manner as conveyances of real property 26.1before a notary public of the state, shall include an acceptance of the assignment by the 26.2assignee, and shall be in substantially the following form:26.3ASSIGNMENT26.4    THIS ASSIGNMENT is made this .... day of .............., .........., by and between 26.5............, with a principal place of business at .......... (hereinafter "assignor"), and ............, 26.6whose address is ........... (hereinafter "assignee").26.7    WHEREAS, the assignor has been engaged in the business of 26.8............................................26.9    WHEREAS, the assignor is indebted to creditors and is unable to pay debts as they 26.10become due, and is desirous of providing for the payment of debts, so far as it is possible 26.11by an assignment of property for that purpose.26.12    NOW, THEREFORE, the assignor, in consideration of the assignee's acceptance 26.13of this assignment, and for other good and valuable consideration, hereby assigns to 26.14the assignee, and the assignee's successors and assigns, the assignor's property, except 26.15the property as is exempt by law from levy and sale under an execution (and then only 26.16to the extent of the exemption), including but not limited to all real property, fixtures, 26.17goods, stock, inventory, equipment, furniture, furnishings, accounts receivable, general 26.18intangibles, bank deposits, cash, promissory notes, cash value and proceeds of insurance 26.19policies, claims, and demands belonging to the assignor, wherever the property may be 26.20located (hereinafter collectively the "assignment property"), which property is set forth 26.21on Schedule A attached hereto.26.22    A list of the creditors of the assignor is set forth in Schedule B annexed hereto.26.23    By making this assignment, the assignor consents to the appointment of the assignee 26.24as a general receiver with respect to the assignment property in accordance with Minnesota 26.25Statutes, chapters 576 and 577.26.26    The assignee shall take possession of and administer the assignment property 26.27and shall liquidate the assignment property with reasonable dispatch, collect all claims 26.28and demands hereby assigned as and to the extent they may be collectible, and pay 26.29and discharge all reasonable expenses, costs, and disbursements in connection with the 26.30execution and administration of this assignment from the proceeds of the liquidations and 26.31collections in accordance with Minnesota Statutes, chapters 576 and 577.26.32    The assignee shall then pay and discharge in full, to the extent that funds are available 26.33from the assignment property after payment of expenses, costs, and disbursements, all of 26.34the debts and liabilities now due from the assignor, including interest on the debts and 26.35liabilities in full, in accordance with Minnesota Statutes, chapters 576 and 577.27.1    In the event that all debts and liabilities are paid in full, the remainder of the 27.2assignment property shall be returned to the assignor.27.3    To accomplish the purposes of this assignment, the assignor hereby irrevocably 27.4appoints the assignee as the assignor's true and lawful attorney-in-fact, with full power 27.5and authority to do all acts and things which may be necessary to execute and fulfill the 27.6assignment hereby created, to the same extent as the acts and things might be done by 27.7the assignor in the absence of this assignment, including, but not limited to, the power 27.8to demand and recover from all persons all assignment property; to sue for the recovery 27.9of assignment property; to execute, acknowledge, and deliver all necessary deeds, 27.10instruments, and conveyances, and to grant and convey any or all of the real or personal 27.11property of the assignment property pursuant thereto; and to appoint one or more attorneys 27.12to assist the assignee in carrying out the assignee's duties hereunder.27.13    The assignor hereby authorizes the assignee to sign the name of the assignor to any 27.14check, draft, promissory note, or other instrument in writing which is payable to the order 27.15of the assignor, or to sign the name of the assignor to any instrument in writing, whenever 27.16it shall be necessary to do so, to carry out the purposes of this assignment.27.17    The assignor declares, under penalty of perjury under the laws of the state of 27.18Minnesota, that the attached schedules of the property or the assignor and creditors are 27.19true and complete to the best of the assignor's knowledge.27.20    The assignee hereby accepts the assignment property and agrees faithfully and 27.21without delay to carry out the assignee's duties under the foregoing assignment.

27.2227.23.............................................Assignor...............................................Assignee27.24Dated: ...................................Dated: ................................

27.25    Sec. 4. [577.14] DUTY OF COURT ADMINISTRATOR.27.26The court administrator shall endorse the day, hour, and minute of the filing of the 27.27assignment. The assignment shall be entered in the court administrator's register, and all 27.28papers filed and orders made in the matter of the assignment shall be noted therein as in 27.29the case of a civil action.27.30    Sec. 5. [577.15] ASSIGNEE AS LIEN CREDITOR; REAL ESTATE 27.31RECORDING.27.32    Subdivision 1.Assignee as lien creditor.As of the filing of the assignment, the 27.33assignee shall have the powers and priority of a creditor that obtained a judicial lien at 27.34the time of assignment pursuant to sections 548.09 and 550.10 on all of the assignment 28.1property subject to satisfying the recording requirements as to real property described in 28.2subdivision 2.28.3    Subd. 2.Real estate recording.If any interest in real estate is included in the 28.4assignment property, the assignment shall be effective as a deed, and a notice of a lis 28.5pendens shall be recorded as soon as practicable with the county recorder or registrar of 28.6titles, as appropriate, of the county in which the real property is located. The priority of 28.7the assignee as lien creditor against real property shall be from the time of recording of 28.8the notice of lis pendens, except as to persons with actual or implied knowledge of the 28.9assignment under section 507.34. The assignment executed by the assignor and certified 28.10by the court administrator and a deed executed by the assignee shall be recorded with the 28.11county recorder or registrar of titles, as appropriate, of the county in which the real property 28.12is located, and upon execution of the deed by the assignee shall be prima facie evidence of 28.13the authority of the assignee to convey the real property described in the assignment.28.14    Sec. 6. [577.16] NOTICE.28.15The assignee shall give notice of the assignment to all creditors and other parties 28.16in interest actually known to the assignee by mail or other means of transmission within 28.1721 days after the time of assignment. The notice of the assignment shall include the 28.18time of assignment and the names and addresses of the assignor, the assignee, and the 28.19assignee's attorney, if any.28.20    Sec. 7. [577.17] REMOVAL OF ASSIGNEE.28.21The court may remove the assignee and appoint another assignee by application of 28.22the standards and procedures under section 576.37. The order of removal and appointment 28.23shall transfer all of the assignment property to the new assignee, and with respect to real 28.24property may be recorded in the same manner as the initial assignment.28.25    Sec. 8. [577.18] APPLICATION OF CHAPTER GOVERNING 28.26RECEIVERSHIPS.28.27Except as otherwise provided in this chapter, an assignee shall be treated as a 28.28general receiver, the assignment property shall be treated as receivership property, and all 28.29proceedings following the filing of the assignment shall be governed by sections 576.21 28.30to 576.53.28.31    Sec. 9.  REPEALER.29.1Minnesota Statutes 2010, sections 577.01; 577.02; 577.03; 577.04; 577.05; 577.06; 29.2577.08; 577.09; and 577.10, are repealed.29.3ARTICLE 329.4CONFORMING AMENDMENTS29.5    Section 1. Minnesota Statutes 2010, section 302A.753, subdivision 2, is amended to 29.6read:29.7    Subd. 2. Action after hearing. After a full hearing has been held, upon whatever 29.8notice the court directs to be given to all parties to the proceedings and to any other parties 29.9in interest designated by the court, the court may appoint a receiver to collect the corporate 29.10assets, including all amounts owing to the corporation by subscribers on account of any 29.11unpaid portion of the consideration for the issuance of shares. In addition to the powers set 29.12forth in chapter 576, a receiver has authority, subject to the order of the court, to continue 29.13the business of the corporation and to sell, lease, transfer, or otherwise dispose of all or 29.14any of the property and assets of the corporation either at public or private sale.29.15    Sec. 2. Minnesota Statutes 2010, section 302A.753, subdivision 3, is amended to read:29.16    Subd. 3. Discharge of obligations. The assets of the corporation or the proceeds 29.17resulting from a sale, lease, transfer, or other disposition shall be applied in the following29.18order of priority to the payment and discharge or:29.19(a) the costs and expenses of the proceedings, including attorneys' fees and 29.20disbursements;29.21(b) debts, taxes and assessments due the United States, the state of Minnesota and 29.22their subdivisions, and other states and their subdivisions, in that order;29.23(c) claims duly proved and allowed to employees under the provisions of the 29.24Workers' Compensation Act; provided, that claims under this clause shall not be allowed if 29.25the corporation carried workers' compensation insurance, as provided by law, at the time 29.26the injury was sustained;29.27(d) claims, including the value of all compensation paid in any medium other than 29.28money, duly proved and allowed to employees for services performed within three months 29.29preceding the appointment of the receiver, if any; and29.30(e) other claims duly proved and allowed set forth in section 576.51.29.31    Sec. 3. Minnesota Statutes 2010, section 302A.755, is amended to read:29.32302A.755 QUALIFICATIONS OF RECEIVERS; POWERS.30.1    Subdivision 1. Qualifications.A receiver shall be a natural person or a domestic 30.2corporation or a foreign corporation authorized to transact business in this state. Any 30.3person qualified under section 576.26 may be appointed as receiver. A receiver shall 30.4give bond as directed by the court with the sureties required by the court required by 30.5section 576.27.30.6    Subd. 2. Powers. A receiver may sue and defend in all courts actions as receiver 30.7of the corporation. The court appointing the receiver has exclusive jurisdiction of over30.8the corporation and its property, the receiver, and all receivership property pursuant to 30.9section 576.23.30.10    Sec. 4. Minnesota Statutes 2010, section 302A.759, subdivision 1, is amended to read:30.11    Subdivision 1. Manner and form. In proceedings referred to in section 
         302A.751 to 30.12dissolve a corporation, the court may require all creditors and claimants of the corporation 30.13to file their claims under oath with the court administrator or with the receiver in a form 30.14prescribed by the court pursuant to section 576.49. The receiver or any party in interest 30.15may object to any claim pursuant to section 576.50. 30.16    Sec. 5. Minnesota Statutes 2010, section 302A.761, is amended to read:30.17302A.761 DISCONTINUANCE OF DISSOLUTION PROCEEDINGS.30.18The involuntary or supervised voluntary dissolution of a corporation shall be 30.19discontinued at any time during the dissolution proceedings when it is established that 30.20cause for dissolution no longer exists. When this is established, the court shall dismiss the 30.21proceedings and direct the receiver, if any, to redeliver to the corporation all its remaining 30.22property and assets and to file a final report pursuant to section 576.38, subdivision 3.30.23    Sec. 6. Minnesota Statutes 2010, section 308A.945, subdivision 2, is amended to read:30.24    Subd. 2. Action after hearing. After a hearing is completed, on notice the court 30.25directs to be given to parties to the proceedings and to other parties in interest designated 30.26by the court, the court may appoint a receiver to collect the cooperative's assets, including 30.27amounts owing to the cooperative by subscribers on account of an unpaid portion of the 30.28consideration for the issuance of shares. In addition to the powers set forth in chapter 576, 30.29a receiver has authority, subject to the order of the court, to continue the business of the 30.30cooperative and to sell, lease, transfer, or otherwise dispose of the property and assets of 30.31the cooperative either at public or private sale.30.32    Sec. 7. Minnesota Statutes 2010, section 308A.945, subdivision 3, is amended to read:31.1    Subd. 3. Discharge of obligations. The assets of the cooperative or the proceeds 31.2resulting from a sale, lease, transfer, or other disposition shall be applied in the following31.3order of priority or:31.4(1) the costs and expenses of the proceedings, including attorneys' fees and 31.5disbursements;31.6(2) debts, taxes and assessments due the United States, the state of Minnesota and 31.7their subdivisions, and other states and their subdivisions, in that order;31.8(3) claims duly proved and allowed to employees under the provisions of the 31.9Workers' Compensation Act except that claims under this clause may not be allowed 31.10if the cooperative has carried workers' compensation insurance, as provided by law, at 31.11the time the injury was sustained;31.12(4) claims, including the value of all compensation paid in a medium other than 31.13money, proved and allowed to employees for services performed within three months 31.14preceding the appointment of the receiver, if any; and31.15(5) other claims proved and allowed set forth in section 576.51.31.16    Sec. 8. Minnesota Statutes 2010, section 308A.951, is amended to read:31.17308A.951 RECEIVER QUALIFICATIONS AND POWERS.31.18    Subdivision 1. Qualifications.A receiver must be a natural person or a domestic 31.19corporation or a foreign corporation authorized to transact business in this state.Any 31.20person qualified under section 576.26 may be appointed as a receiver. A receiver must 31.21give a bond as directed by the court with the sureties required by the court required by 31.22section 576.27.31.23    Subd. 2. Powers. A receiver may sue and defend in all courts actions as receiver 31.24of the cooperative. The court appointing the receiver has exclusive jurisdiction of over31.25the cooperative and its property, the receiver, and all receivership property pursuant to 31.26section 576.23.31.27    Sec. 9. Minnesota Statutes 2010, section 308A.961, subdivision 1, is amended to read:31.28    Subdivision 1. Filing under oath. In proceedings to dissolve a cooperative, the 31.29court may require all creditors and claimants of the cooperative to file their claims under 31.30oath with the court administrator or with the receiver in a form prescribed by the court31.31pursuant to section 576.49. The receiver or any party in interest may object to any claims 31.32pursuant to section 576.50.32.1    Sec. 10. Minnesota Statutes 2010, section 308A.965, is amended to read:32.2308A.965 DISCONTINUANCE OF COURT-SUPERVISED DISSOLUTION 32.3PROCEEDINGS.32.4The involuntary or supervised voluntary dissolution of a cooperative may be 32.5discontinued at any time during the dissolution proceedings if it is established that cause 32.6for dissolution does not exist. The court shall dismiss the proceedings and direct the 32.7receiver, if any, to redeliver to the cooperative its remaining property and assets and to file 32.8a final report pursuant to section 576.38, subdivision 3.32.9    Sec. 11. Minnesota Statutes 2010, section 308B.935, subdivision 2, is amended to read:32.10    Subd. 2. Action after hearing. After a hearing is completed, upon notice to parties 32.11to the proceedings and to other parties in interest designated by the court, the court may 32.12appoint a receiver to collect the cooperative's assets, including amounts owing to the 32.13cooperative by subscribers on account of an unpaid portion of the consideration for the 32.14issuance of shares. In addition to the powers set forth in chapter 576, a receiver has 32.15authority, subject to the order of the court, to continue the business of the cooperative and 32.16to sell, lease, transfer, or otherwise dispose of the property and assets of the cooperative 32.17either at public or private sale.32.18    Sec. 12. Minnesota Statutes 2010, section 308B.935, subdivision 3, is amended to read:32.19    Subd. 3. Discharge of obligations. The assets of the cooperative or the proceeds 32.20resulting from a sale, lease, transfer, or other disposition shall be applied in the following32.21order of priority:32.22(1) the costs and expense of the proceedings, including attorney fees and 32.23disbursements;32.24(2) debts, taxes, and assessments due the United States, this state, and other states 32.25in that order;32.26(3) claims duly proved and allowed to employees under the provisions of the 32.27Workers' Compensation Act except that claims under this clause may not be allowed if 32.28the cooperative carried workers' compensation insurance, as provided by law, at the time 32.29the injury was sustained;32.30(4) claims, including the value of all compensation paid in a medium other than 32.31money, proved and allowed to employees for services performed within three months 32.32preceding the appointment of the receiver, if any; and32.33(5) other claims proved and allowed set forth in section 576.51.33.1    Sec. 13. Minnesota Statutes 2010, section 308B.941, is amended to read:33.2308B.941 RECEIVER QUALIFICATIONS AND POWERS.33.3    Subdivision 1. Qualifications.A receiver shall be a natural person or a domestic 33.4business entity or a foreign business entity authorized to transact business in this state.33.5Any person qualified under section 576.26 may be appointed as a receiver. A receiver 33.6shall give a bond as directed by the court with the sureties required by the court required 33.7by section 576.27.33.8    Subd. 2. Powers. A receiver may sue and defend in all courts actions as receiver 33.9of the cooperative. The court appointing the receiver has exclusive jurisdiction of over33.10the cooperative and its property, the receiver, and all receivership property pursuant to 33.11section 576.23.33.12    Sec. 14. Minnesota Statutes 2010, section 308B.951, subdivision 1, is amended to read:33.13    Subdivision 1. Filing under oath. In proceedings to dissolve a cooperative, the 33.14court may require all creditors and claimants of the cooperative to file their claims under 33.15oath with the court administrator or with the receiver in a form prescribed by the court33.16pursuant to section 576.49. The receiver or any party in interest may object to any claim 33.17pursuant to section 576.50.33.18    Sec. 15. Minnesota Statutes 2010, section 308B.955, is amended to read:33.19308B.955 DISCONTINUANCE OF COURT-SUPERVISED DISSOLUTION 33.20PROCEEDINGS.33.21The involuntary or supervised voluntary dissolution of a cooperative may be 33.22discontinued at any time during the dissolution proceedings if it is established that cause 33.23for dissolution does not exist. The court shall dismiss the proceedings and direct the 33.24receiver, if any, to redeliver to the cooperative its remaining property and assets and to file 33.25a final report pursuant to section 576.38, subdivision 3.33.26    Sec. 16. Minnesota Statutes 2010, section 316.11, is amended to read:33.27316.11 RECEIVER, APPOINTMENT, DUTIES.33.28In any action or proceeding to dissolve a corporation, the court, at any time before 33.29judgment, or within three years after judgment, of dissolution, may appoint a receiver to 33.30take charge of its estate and effects and to collect the debts and property due and belonging 33.31to it, with, in addition to the powers set forth in chapter 576, power to prosecute and 33.32defend actions in its name or otherwise, to appoint agents, and do all other acts necessary 34.1to the final settlement of the unfinished business of the corporation which it might do if in 34.2being. The power of such receiver shall continue so long as the court deems necessary 34.3for such purposes. The receiver shall pay all debts due from the corporation, if the funds 34.4in hand are sufficient therefor; and, if not, shall distribute the same ratably among the 34.5creditors who prove their debts, in the manner directed by the court; and, if there be any 34.6balance after the payment of the debts, the receiver shall distribute and pay the same to 34.7and among those who are justly entitled thereto, as having been stockholders or members. 34.8Every receiver appointed under the provisions of this section shall give bond in such 34.9amount as the court shall require, with sureties approved by it the assets of the corporation 34.10or the proceeds resulting from a sale, lease, transfer, or other disposition shall be applied 34.11in the order of priority set forth in section 576.51. After payment of the expenses of 34.12the receivership and claims of creditors duly proved, the remaining assets, if any, shall 34.13be distributed to the shareholders in accordance with section 302A.551, subdivision 4. 34.14Every receiver appointed under the provisions of this section shall give bond as required 34.15by section 576.27 in such amount as the court shall require, with sureties approved by it.34.16    Sec. 17. Minnesota Statutes 2010, section 317A.753, subdivision 3, is amended to read:34.17    Subd. 3. Action after hearing. After a full hearing has been held, upon whatever 34.18notice the court directs to be given to the parties to the proceedings and to other parties in 34.19interest designated by the court, the court may appoint a receiver to collect the corporate 34.20assets. In addition to the powers set forth in chapter 576, a receiver has authority, subject to 34.21the order of the court, to continue the business of the corporation and to sell, lease, transfer, 34.22or otherwise dispose of all or any of the assets of the corporation at a public or private sale.34.23    Sec. 18. Minnesota Statutes 2010, section 317A.753, subdivision 4, is amended to read:34.24    Subd. 4. Discharge of obligations. The assets of the corporation or the proceeds 34.25resulting from a sale, lease, transfer, or other disposition must be applied in the following34.26order of priority to the payment and discharge of:34.27(1) the costs and expenses of the dissolution proceedings, including attorneys fees 34.28and disbursements;34.29(2) debts, taxes, and assessments due the United States, the state of Minnesota and 34.30their subdivisions, and other states and their subdivisions, in that order;34.31(3) claims duly proved and allowed to employees under the Workers' Compensation 34.32Act, provided that claims under this clause are not allowed if the corporation carried 34.33workers' compensation insurance, as provided by law, at the time the injury was sustained;35.1(4) claims, including the value of compensation paid in a medium other than money, 35.2duly proved and allowed to employees for services performed within three months 35.3preceding the appointment of the receiver, if any; and35.4(5) other claims duly proved and allowed set forth in section 576.51.35.5    Sec. 19. Minnesota Statutes 2010, section 317A.755, is amended to read:35.6317A.755 QUALIFICATIONS OF RECEIVERS; POWERS.35.7    Subdivision 1. Qualifications.A receiver must be a natural person or a domestic 35.8corporation or a foreign corporation authorized to transact business in this state.Any 35.9person qualified under section 576.26 may be appointed as a receiver. A receiver shall 35.10give bond as directed by the court with the sureties required by the court required by 35.11section 576.27.35.12    Subd. 2. Powers. A receiver may sue and defend in courts all actions as receiver 35.13of the corporation. The court appointing the receiver has exclusive jurisdiction of over35.14the corporation and its property, the receiver, and all receivership property pursuant to 35.15section 576.23.35.16    Sec. 20. Minnesota Statutes 2010, section 317A.759, subdivision 1, is amended to read:35.17    Subdivision 1. Filing may be required. In a proceeding under section 
         317A.751 to 35.18dissolve a corporation, the court may require creditors and claimants of the corporation 35.19to file their claims under oath with the court administrator or with the receiver in a form 35.20prescribed by the court pursuant to section 576.49. The receiver or any party in interest 35.21may object to any claim pursuant to section 576.50. 35.22    Sec. 21. Minnesota Statutes 2010, section 322B.836, subdivision 2, is amended to read:35.23    Subd. 2. Action after hearing. After a full hearing has been held, upon whatever 35.24notice the court directs to be given to all parties to the proceedings and to any other parties 35.25in interest designated by the court, the court may appoint a receiver to collect the limited 35.26liability company assets, including all amounts owing to the limited liability company 35.27by persons who have made contribution agreements and by persons who have made 35.28contributions by means of enforceable promises of future performance. In addition to the 35.29powers set forth in chapter 576, a receiver has authority, subject to the order of the court, 35.30to continue the business of the limited liability company and to sell, lease, transfer, or 35.31otherwise dispose of all or any of the property and assets of the limited liability company 35.32either at public or private sale.36.1    Sec. 22. Minnesota Statutes 2010, section 322B.836, subdivision 3, is amended to read:36.2    Subd. 3. Discharge of obligations upon liquidation. If the court determines that 36.3the limited liability company is to be dissolved with winding up to be accomplished by 36.4liquidation, then the assets of the limited liability company or the proceeds resulting 36.5from a sale, lease, transfer, or other disposition must be applied in the following order of 36.6priority to the payment and discharge or:36.7(1) the costs and expenses of the proceedings, including attorneys' fees and 36.8disbursements;36.9(2) debts, taxes, and assessments due the United States, the state of Minnesota and 36.10their subdivisions, and other states and their subdivisions, in that order;36.11(3) claims duly proved and allowed to employees under the provisions of chapter 36.12176; provided, that claims under this clause shall not be allowed if the limited liability 36.13company carried workers' compensation insurance, as provided by law, at the time the 36.14injury was sustained;36.15(4) claims, including the value of all compensation paid in any medium other than 36.16money, duly proved and allowed to employees for services performed within three months 36.17preceding the appointment of the receiver, if any; and36.18(5) other claims duly proved and allowed set forth in section 576.51.36.19    Sec. 23. Minnesota Statutes 2010, section 322B.84, is amended to read:36.20322B.84 QUALIFICATIONS OF RECEIVERS AND POWERS.36.21    Subdivision 1. Qualifications.A receiver shall be a natural person or a domestic or 36.22foreign organization authorized to transact business in this state.Any person qualified 36.23under section 576.26 may be appointed as a receiver. A receiver shall give bond as 36.24directed by the court with the sureties required by the court required by section 576.27.36.25    Subd. 2. Powers. A receiver may sue and defend in all courts actions as receiver of 36.26the limited liability company. The court appointing the receiver has exclusive jurisdiction 36.27of over the limited liability company and its property, the receiver, and all receivership 36.28property pursuant to section 576.23.36.29    Sec. 24. Minnesota Statutes 2010, section 462A.05, subdivision 32, is amended to read:36.30    Subd. 32. Appointment of receivers. The agency may obtain the appointment of 36.31receivers or assignments of rents and profits under sections 
         559.17 and 576.01 576.25, 36.32subdivision 5, except that the limitation relating to the minimum amounts of the original 36.33principal balances of mortgages contained in sections 576.01, subdivision 2 576.25, 37.1subdivision 5, paragraph (a), clause (i), and 
         559.17, subdivision 2, clause (2), shall 37.2be inapplicable to it.37.3    Sec. 25. Minnesota Statutes 2010, section 469.012, subdivision 2i, is amended to read:37.4    Subd. 2i. Receivers, assignment of rent as security. An authority may secure a 37.5mortgage or loan for a rental housing project by obtaining the appointment of receivers or 37.6assignments of rents and profits under sections 
         559.17 and 576.01 576.25, subdivision 37.75, except that the limitation relating to the minimum amounts of the original principal 37.8balances of mortgages specified in sections 
         559.17, subdivision 2, clause (2); and 576.01, 37.9subdivision 2 576.25, subdivision 5, paragraph (a), clause (1), does not apply.37.10    Sec. 26. Minnesota Statutes 2010, section 540.14, is amended to read:37.11540.14 ACTIONS AGAINST RECEIVERS; TRIAL; JUDGMENT, HOW 37.12SATISFIED.37.13Except as limited in chapters 576 and 577, any receiver, assignee, or other person 37.14appointed by a court to hold or manage property under its direction, may be sued on 37.15account of any acts or transactions in carrying on the business connected with such 37.16property without prior leave of court.37.17Such action may be brought in any county in which it could have been brought 37.18against the person or corporation represented by such receiver or other person, shall be 37.19tried in the same manner and subject to the same rules of procedure, and any judgment 37.20recovered therein against such receiver or other person shall be paid by the receiver or 37.21other person as a part of the expenses of managing such property.37.22    Sec. 27. Minnesota Statutes 2010, section 559.17, subdivision 2, is amended to read:37.23    Subd. 2. Assignment; conditions. A mortgagor may assign, as additional security 37.24for the debt secured by the mortgage, the rents and profits from the mortgaged real 37.25property, if the mortgage:37.26(1) was executed, modified or amended subsequent to August 1, 1977;37.27(2) secured an original principal amount of $100,000 or more or is a lien upon 37.28residential real estate containing more than four dwelling units; and37.29(3) is not a lien upon property which was:37.30(i) entirely homesteaded as agricultural property; or37.31(ii) residential real estate containing four or fewer dwelling units where at least 37.32one of the units is homesteaded. The assignment may be enforced, but only against the 37.33nonhomestead portion of the mortgaged property, as follows:38.1(a) if, by the terms of an assignment, a receiver is to be appointed upon the 38.2occurrence of some specified event, and a showing is made that the event has occurred, 38.3the court shall, without regard to waste, adequacy of the security, or solvency of the 38.4mortgagor, appoint a receiver who shall, with respect to the excess cash remaining after 38.5application as provided in section 576.01, subdivision 2 576.25, subdivision 5, apply it as 38.6prescribed by the assignment. If the assignment so provides, the receiver shall apply the 38.7excess cash in the manner set out herein from the date of appointment through the entire 38.8redemption period from any foreclosure sale. Subject to the terms of the assignment, the 38.9receiver shall have the powers and duties as set forth in section 576.01, subdivision 238.10576.25, subdivision 5; or38.11(b) if no provision is made for the appointment of a receiver in the assignment or 38.12if by the terms of the assignment a receiver may be appointed, the assignment shall be 38.13binding upon the assignor unless or until a receiver is appointed without regard to waste, 38.14adequacy of the security or solvency of the mortgagor, but only in the event of default in 38.15the terms and conditions of the mortgage, and only in the event the assignment requires 38.16the holder thereof to first apply the rents and profits received as provided in section 38.17576.01, subdivision 2 576.25, subdivision 5, in which case the same shall operate against 38.18and be binding upon the occupiers of the premises from the date of recording by the 38.19holder of the assignment in the office of the county recorder or the office of the registrar of 38.20titles for the county in which the property is located of a notice of default in the terms 38.21and conditions of the mortgage and service of a copy of the notice upon the occupiers of 38.22the premises. The holder of the assignment shall apply the rents and profits received in 38.23accordance with the terms of the assignment, and, if the assignment so provides, for 38.24the entire redemption period from any foreclosure sale. A holder of an assignment who 38.25enforces it in accordance with this clause shall not be deemed to be a mortgagee in 38.26possession with attendant liability.38.27Nothing contained herein shall prohibit the right to reinstate the mortgage 38.28debt granted pursuant to section 
         580.30, nor the right to redeem granted pursuant to 38.29sections 
         580.23 and 
         581.10, and any excess cash, as that term is used herein, collected 38.30by the receiver under clause (a), or any rents and profits taken by the holder of the 38.31assignment under clause (b), shall be credited to the amount required to be paid to effect 38.32a reinstatement or redemption.38.33    Sec. 28. Minnesota Statutes 2010, section 576.04, is amended to read:38.34576.04 ABSENTEES; POSSESSION, MANAGEMENT, AND DISPOSITION 38.35OF PROPERTY.39.1If a person entitled to or having an interest in property within or without the 39.2jurisdiction of the state has disappeared or absconded from the place within or without the 39.3state where last known to be, and has no agent in the state, and it is not known where the 39.4person is, or if such person, having a spouse or minor child or children dependent to any 39.5extent upon the person for support, has thus disappeared, or absconded without making 39.6sufficient provision for such support, and it is not known where the person is, or, if it is 39.7known that the person is without the state, any one who would under the law of the state 39.8be entitled to administer upon the estate of such absentee if deceased, or if no one is 39.9known to be so entitled, some person deemed suitable by the court, or such spouse, or 39.10some one in such spouse's or minors' behalf, may file a petition, under oath, in the court for 39.11the county where any such property is situated or found, stating the name, age, occupation, 39.12and last known residence or address of such absentee, the date and circumstances of the 39.13disappearance or absconding, and the names and residences of other persons, whether 39.14members of such absentee's family or otherwise, of whom inquiry may be made, whether 39.15or not such absentee is a citizen of the United States, and if not, of what country the 39.16absentee is a citizen or native, and containing a schedule of the property, real and personal, 39.17so far as known, and its location within or without the state, and a schedule of contractual 39.18or property rights contingent upon the absentee's death, and praying that real and personal 39.19property may be taken possession of and a receiver thereof appointed under this chapter39.20576. No proceedings shall be commenced under the provisions of sections 576.04 to 39.21576.16 this chapter, except upon good cause shown until at least three months after the 39.22date on which it is alleged in such petition that such person so disappeared or absconded. 39.23    Sec. 29. Minnesota Statutes 2010, section 576.06, is amended to read:39.24576.06 NOTICE OF SEIZURE; APPOINTMENT OF RECEIVER; 39.25DISPOSITION OF PROPERTY.39.26Upon the return of such warrant, the court may issue a notice reciting the substance 39.27of the petition, warrant, and officer's return, which shall be addressed to such absentee and 39.28to all persons who claim an interest in such property, and to all whom it may concern, 39.29citing them to appear at a time and place named and show cause why a receiver of the 39.30property named in the officer's schedule should not be appointed and the property held and 39.31disposed of under sections 576.04 to 576.16 this chapter. 39.32    Sec. 30. Minnesota Statutes 2010, section 576.08, is amended to read:39.33576.08 HEARING BY COURT; DISMISSAL OF PROCEEDING; 39.34APPOINTMENT AND BOND OF RECEIVER.40.1The absentee, or any person who claims an interest in any of the property, may 40.2appear and show cause why the prayer of the petition should not be granted. The court 40.3may, after hearing, dismiss the petition and order the property in possession of the officer 40.4to be returned to the person entitled thereto, or it may appoint a receiver of the property 40.5which is in the possession of the officer and named in the schedule. If a receiver is 40.6appointed, the court shall find and record the date of the disappearance or absconding 40.7of the absentee; and the receiver shall give a bond to the state in the sum and with the 40.8conditions the court orders, to be approved by the court pursuant to section 576.27. In the 40.9appointment of the receiver the court shall give preference to the spouse of the absentee, if 40.10the spouse is competent and suitable eligible to serve as receiver under section 576.26.40.11    Sec. 31. Minnesota Statutes 2010, section 576.09, is amended to read:40.12576.09 POSSESSION TRANSFER OF PROPERTY BY TO RECEIVER.40.13After the approval of the receiver gives its bond the court may order the sheriff or a 40.14deputy to transfer and deliver to such receiver the possession of the property under the 40.15warrant, and the receiver shall file in the office of the court administrator a schedule 40.16of the property received.40.17    Sec. 32. Minnesota Statutes 2010, section 576.11, is amended to read:40.18576.11 WHERE NO CORPOREAL PROPERTY; RECEIVER; BOND.40.19If the absentee has left no corporeal property within or without the state, but there 40.20are debts and obligations due or owing to the absentee from persons within or without 40.21the state, a petition may be filed, as provided in section 576.04 578.02, stating the nature 40.22and amount of such debts and obligations, so far as known, and praying that a receiver 40.23thereof may be appointed. The court may thereupon issue a notice, as above provided, 40.24without issuing a warrant, and may, upon the return of the notice and after a hearing, 40.25dismiss the petition or appoint a receiver and authorize and direct the receiver to demand 40.26and collect the debts and obligations specified in the petition. The receiver shall give 40.27bond, as provided in section 576.08 576.27, and hold the proceeds of such debts and 40.28obligations and all property received, and distribute the same as provided in sections 40.29576.12 to 576.16 chapter 576. The receiver may be further authorized and directed as 40.30provided in section 576.10 578.08. 41.1    Sec. 33. Minnesota Statutes 2010, section 576.121, is amended to read:41.2576.121 ADVANCE LIFE INSURANCE PAYMENTS TO ABSENTEE'S 41.3BENEFICIARY.41.4If the beneficiary under an insurance policy on the life of an absentee is the 41.5absentee's spouse, child, or other person dependent upon the absentee for support and 41.6advance payments under the policy are necessary to support and maintain the beneficiary, 41.7the beneficiary shall be entitled to advance payments as the court determines under section 41.8576.122 578.12. "Beneficiary" under this section includes an heir at law of the person 41.9whose life is insured if the policy is payable to the insured's estate. 41.10    Sec. 34. Minnesota Statutes 2010, section 576.123, is amended to read:41.11576.123 REAPPEARANCE OF ABSENTEE.41.12    Subdivision 1. Insurance payments; reduction. If an absentee is declared dead 41.13after advance insurance payments have been made pursuant to section 576.122 578.12, 41.14the amount payable under the policy shall be reduced by the total amount of payments 41.15made under section 576.122 578.12. 41.16    Subd. 2. Reimbursement of insurer. If an absentee is found to be living after 41.17advance insurance payments have been made to a beneficiary pursuant to section 576.12241.18578.12, the absentee and beneficiary shall reimburse the insurer the amount of the 41.19payments made. 41.20If the insurer is unable to obtain full reimbursement, the amount payable under the 41.21policy shall be reduced to the extent necessary to allow full reimbursement. Failure of the 41.22absentee and beneficiary to reimburse the insurer upon demand for payment sent by the 41.23insurer by certified mail to the last known address of the absentee and beneficiary shall be 41.24sufficient to show the insurer's inability to obtain reimbursement.41.25    Sec. 35. Minnesota Statutes 2010, section 576.144, is amended to read:41.26576.144 DISSOLUTION OF MARRIAGE.41.27If the court finds the absentee dead in accordance with section 576.142 578.17, the 41.28absentee's marriage is dissolved. The court shall enter the conclusion of law dissolving the 41.29marriage on the order which establishes the death of the absentee as a matter of law. 41.30    Sec. 36. Minnesota Statutes 2010, section 576.15, is amended to read:41.31576.15 COMPENSATION OF RECEIVER; TITLE OF ABSENTEE LOST 41.32AFTER FOUR YEARS.42.1The receiver shall be allowed such compensation and disbursements as the court 42.2orders, to be paid out of the property or proceeds provided in chapter 576. If, within 42.3four years after the date of the disappearance or absconding, as found and recorded by 42.4the court, the absentee appears, and has not been declared dead under section 576.14242.5578.17, or an administrator, executor, assignee in insolvency, or trustee in bankruptcy of 42.6the absentee is appointed, the receiver shall account for, deliver, and pay over to the 42.7absentee the remainder of the property. If the absentee does not appear and claim the 42.8property within four years, all the absentee's right, title, and interest in the property, real 42.9or personal, or the proceeds thereof, shall cease, and no action shall be brought by the 42.10absentee on account thereof. 42.11If the absentee is declared dead pursuant to section 576.142 578.17 and appears 42.12before the expiration of four years, the absentee shall have no right, title and interest in the 42.13property, real or personal, or the proceeds thereof. 42.14    Sec. 37. Minnesota Statutes 2010, section 576.16, is amended to read:42.15576.16 PROPERTY DISTRIBUTION; TIME LIMITATION.42.16If the receiver is not appointed within three years after the date found by the court 42.17under section 576.08 578.06, the time limited for accounting for, or fixed for distributing, 42.18the property or its proceeds, or for barring actions relative thereto, shall be one year after 42.19the date of the appointment of the receiver instead of the four years provided in sections 42.20576.14 578.15 and 
         576.15 578.20. 42.21The provisions of sections 576.04 to 576.16 this chapter shall not be construed as 42.22exclusive, but as providing additional and cumulative remedies. 42.23    Sec. 38. REVISOR'S INSTRUCTION.42.24The Revisor of Statutes shall renumber each section of Minnesota Statutes listed 42.25in Column A with the number in Column B. The Revisor shall correct any incorrect 42.26cross-references resulting from this renumbering.

42.27Column AColumn B42.28576.011578.0142.29576.04578.0242.30576.05578.0342.31576.06578.0442.32576.07578.0542.33576.08578.0642.34576.09578.0742.35576.10578.0843.1576.11578.0943.2576.12578.1043.3571.121578.1143.4576.122578.1243.5576.123578.1343.6576.13578.1443.7576.14578.1543.8576.141578.1643.9576.142578.1743.10576.143578.1843.11576.144578.1943.12576.15578.2043.13576.16578.21

43.14    Sec. 39.  REPEALER.43.15Minnesota Statutes 2010, sections 302A.759, subdivision 2; 308A.961, subdivision 43.162; 308B.951, subdivisions 2 and 3; 317A.759, subdivision 2; and 576.01, are repealed.43.17ARTICLE 443.18UNIFORM DISCLAIMER OF PROPERTY INTERESTS43.19    Section 1. Minnesota Statutes 2010, section 524.2-1103, is amended to read:43.20524.2-1103 SCOPE.43.21Sections 
         524.2-1101 to 524.2-1116 apply to disclaimers of any interest in or power 43.22over property, whenever created. Except as provided in section 524.2-1116, sections 43.23524.2-1101 to 
         524.2-1116 are the exclusive means by which a disclaimer may be made 43.24under Minnesota law regardless of whether it is qualified under section 2518 of the 43.25Internal Revenue Code of 1986 in effect on January 1, 2010 as defined in section 291.005, 43.26subdivision 1, clause 3.43.27    Sec. 2. Minnesota Statutes 2010, section 524.2-1104, is amended to read:43.28524.2-1104 TAX-QUALIFIED DISCLAIMER.43.29Notwithstanding any other provision of this chapter, other than section 
         524.2-1106, 43.30if, as a result of a disclaimer or transfer, the disclaimed or transferred interest is treated 43.31pursuant to the provisions of section 2518 of the Internal Revenue Code of 1986, as in 43.32effect on January 1, 2010 defined in section 291.005, subdivision 1, clause 3, as never 43.33having been transferred to the disclaimant, then the disclaimer or transfer is effective as a 43.34disclaimer under sections 
         524.2-1101 to 
         524.2-1116.44.1    Sec. 3. Minnesota Statutes 2010, section 524.2-1106, is amended to read:44.2524.2-1106 WHEN DISCLAIMER IS BARRED OR LIMITED.44.3(a) A disclaimer is barred by a written waiver of the right to disclaim.44.4(b) A disclaimer of an interest in property is barred if any of the following events 44.5occur before the disclaimer becomes effective:44.6(1) the disclaimant accepts the portion of the interest sought to be disclaimed;44.7(2) the disclaimant voluntarily assigns, conveys, encumbers, pledges, or transfers the 44.8portion of the interest sought to be disclaimed or contracts to do so;44.9(3) the portion of the interest sought to be disclaimed is sold pursuant to a judicial 44.10sale; or44.11(4) the disclaimant is insolvent when the disclaimer becomes irrevocable.44.12(c) Acceptance of a distribution from a trust shall constitute acceptance of only 44.13that portion of the beneficial interest in that trust that has been distributed, and shall not 44.14constitute acceptance or bar disclaimer of that portion of the beneficial interest in the trust 44.15that has not yet been distributed.44.16(d) A disclaimer, in whole or in part, of the future exercise of a power held in a 44.17fiduciary capacity is not barred by its previous exercise.44.18(d) (e) A disclaimer, in whole or in part, of the future exercise of a power not held in 44.19a fiduciary capacity is not barred by its previous exercise unless the power is exercisable 44.20in favor of the disclaimant.44.21(e) (f) A disclaimer of an interest in, or a power over, property which is barred by 44.22this section is ineffective.44.23    Sec. 4. Minnesota Statutes 2010, section 524.2-1107, is amended to read:44.24524.2-1107 POWER TO DISCLAIM; GENERAL REQUIREMENTS; WHEN 44.25IRREVOCABLE.44.26(a) A person may disclaim, in whole or in part, any interest in or power over 44.27property, including a power of appointment. A person may disclaim the interest or power 44.28even if its creator imposed a spendthrift provision or similar restriction on transfer or a 44.29restriction or limitation on the right to disclaim.44.30(b) With court approval, a fiduciary may disclaim, in whole or in part, any interest in 44.31or power over property, including a power of appointment when acting in a representative 44.32capacity. Without court approval, a fiduciary may disclaim, in whole or in part, any interest 44.33in or power over property, including a power of appointment, if and to the extent that the 44.34instrument creating the fiduciary relationship explicitly grants the fiduciary the right to 44.35disclaim. With court approval, a custodial parent may disclaim on behalf of a minor child 45.1for whom no conservator has been appointed, in whole or in part, any interest in or power 45.2over property, including a power of appointment, which the minor child is to receive.45.3(c) To be effective, a disclaimer must be in writing, declare the writing as a 45.4disclaimer, describe the interest or power disclaimed, and be signed by the person or 45.5fiduciary making the disclaimer and acknowledged in the manner provided for deeds of 45.6real estate to be recorded in this state. In addition, for a disclaimer to be effective, an 45.7original of the disclaimer must be delivered or filed in the manner provided in section 45.8524.2-1114
         .45.9(d) A partial disclaimer may be expressed as a fraction, percentage, monetary 45.10amount, specific property, term of years, portion of a beneficial interest in or right to 45.11distributions from a trust, limitation of a power, or any other interest or estate in the 45.12property.45.13(e) A disclaimer becomes irrevocable when the disclaimer is delivered or filed 45.14pursuant to section 
         524.2-1114 or it becomes effective as provided in sections 
         524.2-1108 45.15to 
         524.2-1113, whichever occurs later.45.16(f) A disclaimer made under sections 
         524.2-1101 to 
         524.2-1116 is not a transfer, 45.17assignment, or release.45.18    Sec. 5. Minnesota Statutes 2010, section 524.2-1114, is amended to read:45.19524.2-1114 DELIVERY OR FILING.45.20(a) Subject to paragraphs (b) to (l), delivery of a disclaimer may be effective 45.21by personal delivery, first-class mail, or any other method that results in its receipt. 45.22A disclaimer sent by first-class mail is deemed to have been delivered on the date it is 45.23postmarked. Delivery by any other method is effective upon receipt by the person to 45.24whom the disclaimer is to be delivered under this section.45.25(b) In the case of a disclaimer of an interest created under the law of intestate 45.26succession or an interest created by will, other than an interest in a testamentary trust:45.27(1) the disclaimer must be delivered to the personal representative of the decedent's 45.28estate; or45.29(2) if no personal representative is serving when the disclaimer is sought to be 45.30delivered, the disclaimer must be filed with the clerk of the court in any county where 45.31venue of administration would be proper.45.32(c) In the case of a disclaimer of an interest in a testamentary trust:45.33(1) the disclaimer must be delivered to the trustee serving when the disclaimer is 45.34delivered or, if no trustee is then serving, to the personal representative of the decedent's 45.35estate; or46.1(2) if no personal representative is serving when the disclaimer is sought to be 46.2delivered, the disclaimer must be filed with the clerk of the court in any county where 46.3venue of administration of the decedent's estate would be proper.46.4(d) In the case of a disclaimer of an interest in an inter vivos trust:46.5(1) the disclaimer must be delivered to the trustee serving when the disclaimer is 46.6delivered;46.7(2) if no trustee is then serving, it must be filed with the clerk of the court in any 46.8county where the filing of a notice of trust would be proper; or46.9(3) if the disclaimer is made before the time the instrument creating the trust becomes 46.10irrevocable, the disclaimer must be delivered to the person with the power to revoke the 46.11revocable trust or the transferor of the interest or to such person's legal representative.46.12(e) In the case of a disclaimer of an interest created by a beneficiary designation made 46.13before the time the designation becomes irrevocable, the disclaimer must be delivered to 46.14the person making the beneficiary designation or to such person's legal representative.46.15(f) In the case of a disclaimer of an interest created by a beneficiary designation 46.16made after the time the designation becomes irrevocable, the disclaimer must be delivered 46.17to the person obligated to distribute the interest.46.18(g) In the case of a disclaimer by a surviving holder of jointly held property, the 46.19disclaimer must be delivered to the person to whom the disclaimed interest passes or, if 46.20such person cannot reasonably be located by the disclaimant, the disclaimer must be 46.21delivered as provided in paragraph (b).46.22(h) In the case of a disclaimer by an object, or taker in default of exercise, of a 46.23power of appointment at any time after the power was created, the disclaimer must be 46.24delivered to:46.25(1) the holder of the power; or46.26(2) the fiduciary acting under the instrument that created the power or, if no fiduciary 46.27is serving when the disclaimer is sought to be delivered, filed with a court having authority 46.28to appoint the fiduciary.46.29(i) In the case of a disclaimer by an appointee of a nonfiduciary power of 46.30appointment, the disclaimer must be delivered to:46.31(1) the holder of the power or the personal representative of the holder's estate; or46.32(2) the fiduciary under the instrument that created the power or, if no fiduciary is 46.33serving when the disclaimer is sought to be delivered, filed with a court having authority 46.34to appoint the fiduciary.47.1(j) In the case of a disclaimer by a fiduciary of a power over a trust or estate, the 47.2disclaimer must be delivered as provided in paragraph (b), (c), or (d) as if the power 47.3disclaimed were an interest in property.47.4(k) In the case of a disclaimer of a power exercisable by an agent, other than a power 47.5exercisable by a fiduciary over a trust or estate, the disclaimer must be delivered to the 47.6principal or the principal's representative.47.7(l) Notwithstanding paragraph (a), delivery of a disclaimer of an interest in or 47.8relating to real estate shall be presumed upon the recording of the disclaimer in the office 47.9of the clerk of the court county recorder or registrar of titles of the county or counties 47.10where the real estate is located.47.11(m) A fiduciary or other person having custody of the disclaimed interest is not 47.12liable for any otherwise proper distribution or other disposition made without actual 47.13notice of the disclaimer or, if the disclaimer is barred under section 
         524.2-1106, for any 47.14otherwise proper distribution or other disposition made in reliance on the disclaimer, if 47.15the distribution or disposition is made without actual knowledge of the facts constituting 47.16the bar of the right to disclaim.47.17    Sec. 6. Minnesota Statutes 2010, section 524.2-1115, is amended to read:47.18524.2-1115 RECORDING OF DISCLAIMER RELATING TO REAL ESTATE.47.19(a) A disclaimer of an interest in or relating to real estate does not provide 47.20constructive notice to all persons unless the disclaimer contains a legal description of the 47.21real estate to which the disclaimer relates and unless the disclaimer is filed for recording47.22recorded in the office of the county recorder or registrar of titles in the county or counties 47.23where the real estate is located.47.24(b) An effective disclaimer meeting the requirements of paragraph (a) constitutes 47.25constructive notice to all persons from the time of filing recording. Failure to record the 47.26disclaimer does not affect its validity as between the disclaimant and persons to whom the 47.27property interest or power passes by reason of the disclaimer.47.28    Sec. 7. Minnesota Statutes 2010, section 524.2-1116, is amended to read:47.29524.2-1116 APPLICATION TO EXISTING RELATIONSHIPS.47.30Except as otherwise provided in section 524.2-1106, an Sections 524.2-1101 to 47.31524.2-1116 apply to disclaimers of any interest in or power over property existing on 47.32January 1, 2010, as to which the time for delivering or filing a disclaimer under laws 47.33superseded by sections 524.2-1101 to 524.2-1116 has not expired, may be disclaimed 47.34after January 1, 2010 whenever created.