NEW YORK REAL PROPERTY LAW Article 9-A SUBDIVIDED LANDS Sec. 337. Definitions. 337-a. Provisions governing sale or lease of subdivided lands. 337-b. Offering statement; contents; prohibitions. 337-c. Right to cancel. 338. Inspection power of department of state; unlawful practices; penalties. 339. Filing fees. 339-a. Rules and regulations. 339-b. Powers of department. 339-c. Action by department of state. §337. Definitions. As used in this article: 1. The words "subdivided lands" and "subdivision" mean vacant land or lands sold or leased on the installment plan or offered for sale or lease on such plan and also vacant land or lands situated outside the state of New York and sold or leased or offered for sale or lease on the installment plan or upon any and all other plans, terms and conditions of sale or lease. 2. The word "subdivider" shall include every person, partnership, corporation, company or association who or which engages directly or through an agent in the business of selling, leasing or offering for sale or lease subdivided lands and subdivisions to the public in this state. 3. The words "installment plan" mean any plan, arrangement or agreement pursuant to the terms, covenants and conditions whereof the proposed purchaser of vacant land or lands to be acquired amortizes the purchase price by periodic payments and whereby the conveyance of title to the purchaser of such vacant land or lands is deferred until such time as all said periodic payments have been made and shall also include the provision in a plan, arrangement or agreement or lease requiring a consideration from the lessee in addition to the periodic payments as a condition precedent to the conveyance of title to the lessee. 4. The words "a lease of land or lands on the installment plan" mean and include a plan, arrangement or agreement whereunder the periodic payments made are designated as rent and upon the completion of such payments the lessee is entitled to a conveyance of title to the vacant land or lands leased. 5. The words "fraudulent practice" or "fraudulent practices" mean any device, scheme or artifice employed by a subdivider to defraud or obtain money or property by means of any false pretense, representation or promise, or that a subdivider makes or attempts to make fictitious or pretended purchases, sales or leases of vacant land or lands to the public in this state, or engages in or is about to engage in any practice or transaction or course of business relating to the purchase, sale or lease of vacant land or lands which is fraudulent or in violation of law and which has operated or which would operate as a fraud upon the purchaser, or that any owner or subdivider as hereinbefore defined has sold or offered for sale or is attempting to sell or is offering for sale any vacant land or lands in violation of the provisions of this article. §337-a. Provisions governing sale or lease of subdivided lands. No subdivider shall sell, lease, or offer for sale or lease to the public within this state, as principal, broker or agent or otherwise, subdivided vacant lands or any part thereof, unless and until such subdivider shall have caused to be filed in the department of state (a) an offering statement containing the information and data required by section three hundred thirty-seven-b of this article, (b) such data and information as the department may require as provided in section three hundred thirty-nine-b of this article and (c) a statement subscribed by the subdivider and affirmed by him as true under the penalties of perjury, containing: 1. The name of such owner and subdivider, 2. The address of the principal office of such owner and subdivider, wherever situated, and the address or addresses of the principal office and all branch offices of the owner and subdivider within this state, if any, 3. The name of the person, partnership, company, corporation or association who or which acquired a legal or equitable title to the land or lands for sale or lease and who or which will subdivide vacant land or lands offered for sale or lease for the purpose of offering such subdivided vacant lands or any part thereof to the general public, 4. If such owner and subdivider be an individual or individuals, a statement of their respective connections during the preceding five years with any person, partnership, corporation, company or association engaged in the business of selling or leasing subdivided vacant lands, and the description of the last project or projects in subdivided vacant lands, the whole or any part of which have been sold or offered for sale or lease by such owner and subdivider, 5. If such owner and subdivider be a partnership, the names, residence and business addresses of the partners, including special or limited partners, and of all other individuals participating as principals in the profits of such business, specifying as to each the nature of his relation to such business, and giving with respect to each all of the information required by subdivision four of this section to be given by an owner and subdivider who is an individual, 6. If such owner and subdivider be other than an individual or partnership, the name of the state or country where incorporated or organized, and the names, residence and business addresses of its principal officers, wherever located, and of its officers and branch managers in this state, specifying as to each the nature of his relation to such business, and giving with respect to each all of the information required by subdivision four of this section to be given by an owner and subdivider who is an individual, 7. A statement as to whether such owner and subdivider, or, if such owner and subdivider be other than an individual, whether any partner, principal, officer, director or branch manager thereof, has been convicted by a court of competent jurisdiction in any state or county of any criminal offense in connection with any transaction involving the sale or offer for sale of subdivided lands, or has been enjoined or restrained by order of any court of competent jurisdiction from selling or offering for sale subdivided vacant lands in any state or country, or continuing any practices in connection therewith. 8. The complete description of the land offered for subdivision or any part thereof by lots, plots, blocks or sites, with or without streets, together with maps certified to by a duly licensed land surveyor accompanied by a certificate attached thereto showing the date of the completion of the survey and the making of the map and the name of the subdivision for the purpose of identification of the subdivided lands or any part thereof. Where subdivisions were surveyed and mapped prior to March first, nineteen hundred thirty-six, a certified copy of the map covering the property, on file in the office of the clerk of the county wherein the property is located, shall be deemed compliance with the provisions herein. 9. A search of the title to the land, accompanied by a certificate either of an attorney and counselor at law duly licensed to practice in the state of New York, or a certificate from a duly incorporated title search company or the certificate of an attorney and counselor at law duly licensed to practice in the state wherein the lands are situated reciting in detail all of the liens, encumbrances and clouds upon the title to such land, and which defects of title, if any, render the title to such land unmarketable. 10. The provisions, covenants, terms and conditions upon which it is the intention of the owner and subdivider to sell or lease such subdivided land accompanied by proposed forms of contracts contemplated for execution and delivery upon the consummation of sales or leases. 11. Such other and further data and information as the department of state may, in its discretion, demand to be executed upon forms prescribed by it for filing pursuant to the provisions of this article. §337-b. Offering statement; contents; prohibitions. 1. Contents. The offering statement shall contain (a) the names, addresses, business background of the subdivider, and if such subdivider is a partnership or corporation, the names, addresses and business background of each of the partners, officers and principal stockholders, the nature of their fiduciary relationship and their financial relationship, past, present and future, to the subdivider; (b) a duly certified financial statement of the assets and liabilities of the subdivider, as of a date not more than three months prior to the date of the filing, in such detail as the department may require; (c) a description of the subdivision and each unit or lot into which it has or will be divided, in such detail as the department may require; (d) the material terms of any encumbrances, liens and restrictions upon the subdivision and each such unit or lot; (e) data and information concerning improvements, including streets, water supply and sewerage disposal facilities, in existence on the subdivision, and the estimated cost, date of completion and responsibility for construction of improvements to be made which are referred to in connection with the sale or lease or offering for sale or lease of the subdivision or any unit or lot thereon; (f) each of the terms and conditions under which each such unit or lot is offered for sale; and (g) such additional data and information as the department may require as being necessary or appropriate in the public interest or for the protection of purchasers or lessees. 2. There may be omitted from any offering statement any of the information required under subdivision one of this section which the department may by rules and regulations designate as not being necessary or appropriate in the public interest or for the protection of purchasers. 3. Limitations. No offer to sell or lease subdivided lands by means of advertisements in periodicals or newspapers, or on television or radio, or by motion picture or otherwise shall be made unless each such advertisement contains reference to the fact that an offering statement has been filed with the department and that a copy of such statement is available, upon request, from the subdivider. 4. Except as provided in subdivision three of this section, no offer of sale or lease of subdivided lands shall be made unless such offer is accompanied by a copy of the current offering statement filed pursuant to this article. 5. The first page of the offering statement and the face of all advertising and literature employed in the sale or lease or offer for sale or lease of subdivided lands shall contain a statement in easily readable print, that the filing of the verified statement and offering statement with the department of state does not constitute approval of the sale or lease or offer for sale or lease by the department of state or any officer thereof, or that the department of state has in any way passed upon the merits of such offering. 6. No sale or lease of subdivided lands shall be made unless accompanied or preceded by the delivery to the prospective purchaser of an offering statement complying with the provisions of this section. 7. No change or amendment of an offering statement shall be made unless a copy of such change or amendment has first been filed with the department. 8. The subdivider, within thirty days after the anniversary date of the filing of an offering statement, shall file with the department of state a new current and up-to-date offering statement setting forth therein all changes which have taken place during the preceding year with respect to any and all data and information required to be set forth in such offering statement. Only a current offering statement shall be used to sell or lease or offer to sell or lease any of the subdivided lands. 9. The offering statement shall include the following statement in easily readable capital letters of not less than nine-point type: "THE OFFEROR HAS FILED ADDITIONAL INFORMATION ON THIS LAND OFFERING WITH THE DEPARTMENT OF STATE PURSUANT TO SECTION 337-A OF THE REAL PROPERTY LAW. THIS INFORMATION INCLUDES A DESCRIPTION AND MAPS OF THE PROPERTIES BEING OFFERED; A CERTIFICATE STATING IN DETAIL ALL LIENS, ENCUMBRANCES OR CLOUDS UPON THE TITLE TO THE LAND; AND STATEMENTS OF ANY PRIOR CRIMINAL CONVICTIONS OF THE PRINCIPALS MAKING THIS OFFERING WHICH INVOLVED THE SALE OR OFFERING FOR SALE OF SUBDIVIDED LANDS. INFORMATION FILED PURSUANT TO SECTION 337-A OF THE REAL PROPERTY LAW IS AVAILABLE PURSUANT TO THE FREEDOM OF INFORMATION LAW FROM THE DEPARTMENT OF STATE AT THE FOLLOWING ADDRESS: THE DEPARTMENT OF STATE, SUBDIVIDED LANDS SECTION, ALBANY, NEW YORK 12231-0001." §337-c. Right to cancel. Every contract or agreement for the sale or lease of subdivided lands shall expressly grant to the purchaser or lessee the absolute right to cancel the contract or agreement within seven days following the signing of the contract or agreement, by giving the subdivider notice of cancellation at the address listed in the offering statement filed by the subdivider, by registered or certified mail return receipt requested. Within ten days of receipt of such a notice of cancellation the subdivider shall return to the purchaser or lessee all consideration paid or delivered on account of such contract or agreement. §338. Inspection power of department of state; unlawful practices; penalties. 1.The department of state may cause an investigation and an inspection to be made of any subdivision of vacant land proposed to be offered for sale or lease in this state pursuant to this article and may make a report of its findings thereon. 2. Where an inspection is to be made of subdivided lands, situated outside of the state of New York and being offered for sale in this state, the statement required by section three hundred thirty-seven-a shall be accompanied by the filing fee and in addition there shall be remitted to the department of state an amount equivalent to the cost of travel from New York to the location of the project and return, as estimated by the department of state, and a further amount estimated to be necessary to cover the additional expenses of such inspection, not to exceed fifteen dollars a day, for each day consumed in the examination of the project. 3. It shall be unlawful for the subdivider or his or its agent, to change the financial structure of such offering after the submission thereof to the department of state without first notifying the department in writing of such intention. 4. Where the vacant lands to be subdivided shall be subject to a lien or encumbrance securing or evidencing the payment of money other than taxes or assessments levied by public authority, or where the interest of the owner and subdivider or his or its agent be held under option or contract of purchase or in trust, it shall be unlawful to sell any vacant land in such subdivision unless provision in such lien, encumbrance, option, contract or trust agreement, or in an agreement supplementary thereto, enables the vendor to convey valid title to each parcel so sold or leased free of such lien, encumbrance, option, contract or trust agreement, upon completion of all payments and performance of all the terms and conditions required to be made and performed by the vendee under the agreement of sale. Where the consideration price for the lot or lots sold has been amortized to an extent that the balance due and owing thereunder equals in an amount required to release such lot or lots from any existing lien, encumbrance, tax, assessment, option contract or first agreement, and the initial cost for said vacant land has not been paid for by the owner or subdivider, that in such event all moneys thereafter received by the owner or subdivider from the purchaser of said lot or lots shall be segregated and kept in a separate account and be impressed with a trust which shall be applied towards the clearance of title to the vacant land thereafter intended to be conveyed to the purchaser. After default shall have occurred in the payment of any tax or assessment levied and assessed against the premises or after default shall have occurred under and pursuant to the terms of any contract, mortgage lien, charge or encumbrance, all moneys received by the owner or subdivider from the purchaser of said lot or lots shall be segregated and kept in a separate account and be impressed with a trust which shall be applied towards the clearance of title to the vacant land thereafter intended to be conveyed to the purchaser. Certified or verified copies of documents containing such provisions shall be filed with the department of state prior to the sale or lease or offer of sale or lease of any part of the subdivision. 5.(a) Every person, officer, director, agent or employee of a company, partnership, association or corporation who or which knowingly offers to sell or to lease, or sells or leases subdivided lands prior to the filing of the offering statement and the verified statement required by this article shall be guilty of a felony. (b) Except as provided in subdivision (a) hereof, every person, officer, director, agent or employee of a company, partnership, corporation, or association who or which knowingly authorizes, directs or aids in the publication, advertisement, distribution or circulation of any device, scheme or artifice for obtaining money or property by means of any false pretense, representation or promise concerning any vacant land or lands or subdivision thereof, offered for sale or lease, and every person, officer, director, agent or employee of a company, partnership, corporation or association who or which shall have made or attempts to make in the state fictitious or pretended purchases or sales of vacant lands, or who, in any other respect, wilfully violated or failed to comply with any of the provisions of this article, or knowingly omits or neglects to obey, observe or comply with any order, permit, decision, demand or requirement of the department of state under the provisions of this article, is guilty of a misdemeanor and, if a licensee under article twelve (a) of this chapter, the department of state also may revoke or suspend his license in the manner provided in such article. The commission of a single act prohibited by this article shall constitute a violation thereof. All courts of special sessions, within their respective territorial jurisdiction, are hereby empowered to hear, try, and determine such violations without indictment, and to impose the punishments prescribed by law therefor. 6. It shall be the duty of the attorney-general to prosecute all violations of the provisions of this article; such prosecutions may be instituted upon the written request or demand of the department of state. In all criminal proceedings, the attorney-general may appear in person or by his deputy before any court of record or any grand jury and exercise all the powers and perform all the duties in respect of such actions or proceedings which the district attorney would otherwise be authorized or required to exercise or perform; or the attorney-general may in his discretion transmit evidence, proof and information as to such offense to the district attorney of the county or counties in which the alleged violation has occurred, and every district attorney to whom such evidence, proof and information is so transmitted shall forthwith proceed to prosecute any corporation, company, association, or officer, manager or agent thereof, or any firm or person charged with such violation. In any such proceeding, wherein the attorney- general has appeared either in person or by deputy, the district attorney shall only exercise such powers and perform such duties as are required of him by the attorney-general or the deputy attorney-general so appearing. The attorney-general shall, upon a conviction for a violation of any provision of this article, and within ten days thereafter, make and file with the department of state a detailed report showing the date of such conviction, the name of the person convicted and the exact nature of the charge. 7. Any false statement contained in any statement or supplemental statement filed with the department of state pursuant to the requirements of this article, or in any affidavit attached thereto, shall constitute a violation of this article. 8. Any person, partnership, corporation, company or association representing in any manner that the state, the department of state, or any officer thereof has recommended or acquiesced in the recommendation of the purchase of any subdivided lands offered for sale or lease, in advertising or offering such subdivided lands for sale or lease, shall be guilty of a misdemeanor punishable by a fine of not more than one thousand dollars, or imprisonment for not more than one year or by both such fine and imprisonment. §339. Filing fees. Each filing made pursuant to section three hundred thirty-seven-a of subdivided lands situated outside the state of New York shall be accompanied by a filing fee of seven hundred fifty dollars plus an additional fee of ten dollars for each lot to be offered in excess of seventy-five lots. §339-a. Rules and regulations. The department of state shall have the power to adopt from time to time or amend such rules and regulations as it may deem necessary to carry out the provisions of this article. §339-b. Powers of department. The department of state may also require such other data and information as it may deem relevant and may make such special and independent investigations as it may deem necessary in connection with the administration of this article. The department of state by its examiner or other officer designated by it is empowered to subpoena witnesses, compel their attendance, examine them under oath before him or a magistrate, a court of record or a judge or justice thereof and require the production of any books or papers which he deems relevant or material to the inquiry. Such power of subpoena and examination shall not abate or terminate by reason of any action or proceeding brought by the department of state under this article. The provisions for payment of witness fee and/or mileage do not apply to any officer, director or person in the employ of any person, partnership, corporation, company, trust or association whose conduct or practices are being investigated. A subpoena issued under this section shall be regulated by the civil practice law and rules and, in addition, if a person subpoenaed to attend such inquiry fails to obey the command of a subpoena without reasonable cause, or if a person in attendance upon such inquiry shall without reasonable cause refuse to be sworn or to be examined or to answer a question or to produce a book or paper when ordered so to do by the officer conducting such inquiry, or if a person, partnership, corporation, company, trust or association fails to perform any act required hereunder to be performed, he shall be guilty of a misdemeanor. It shall be the duty of all public officers, their deputies, assistants, subordinates, clerks or employees and all other persons to render and furnish to the department of state, its examiner or other designated officer when requested all information and assistance in their possession or within their power. Any officer participating in such inquiry who shall disclose to any person other than the secretary of state the name of any witness examined or any other information obtained upon such inquiry except as directed by the secretary of state shall be guilty of a misdemeanor. §339-c. Action by department of state. 1. Whenever the department of state shall believe from evidence satisfactory to it that a subdivider has engaged in, is engaged or is about to engage in any of the practices or transactions heretofore referred to as fraudulent practices, it may have an action brought in the manner hereinafter provided in the name and on behalf of the people of the state of New York against such subdivider and any other person or persons theretofore concerned in or in any way participating in or about to participate in such fraudulent practices, to enjoin such subdivider and such other person or persons from continuing such fraudulent practices or engaging therein or doing any act or acts in furtherance thereof or, if the department of state should believe from such evidence that such subdivider has or is engaged in any such fraudulent practice, it may have included in such action an application to enjoin permanently such subdivider and such other person or persons as may have been or may be concerned with or in any way participating in such fraudulent practice, from selling or offering for sale to the public within this state, as principal, owner, subdivider, broker or agent or otherwise, any vacant land or lands. In said action an order or a judgment may be entered awarding the relief applied for or so much thereof as the court may deem proper. Upon a showing by the department of state in the application brought in its behalf for a preliminary injunction hereunder that the defendant named in the action or an officer thereof has refused to be sworn or to be examined or to answer a material question or to produce a book or paper relevant to the inquiry when duly ordered so to do by the officer or judge duly conducting an inquiry into the subject matter forming the basis of the application for such preliminary injunction, such refusal shall be prima facie proof that such defendant is or has been engaged in fraudulent practices as set forth in such application and a preliminary injunction may issue from the supreme court without any further showing by the department of state. 2. If the vacant land or lands of a foreign corporation, company, association or non-resident individual are offered or advertised for sale within the state of New York and such corporation, company, association or non-resident individual has not filed pursuant to laws heretofore or hereafter existing the designation of a person upon whom process against him or it may be served or the designation of the secretary of state as such person pursuant to section two hundred ten of the general corporation law or other laws heretofore or hereafter existing or in lieu thereof, an instrument in writing duly acknowledged and filed in the office of the secretary of state designating the secretary of state as the person upon whom may be served any subpoena, subpoena duces tecum or other process directed to such foreign corporation, company, association or non-resident individual and issued in any investigation, examination or proceeding pending or about to be instituted under and pursuant to the provisions of this article, a notice may be served upon such foreign corporation, company or association, or upon any non-resident officer thereof, or upon a non-resident individual, by mailing the same in a securely sealed postpaid wrapper addressed to such foreign corporation, company or association, or officer thereof, or non-resident individual, at its or his last known place of business or residence, and may in such notice require that such foreign corporation, company or association, or such officer thereof, or non-resident individual, furnish a written statement, verified as required in said notice, giving the information therein specified relating to the vacant land or lands offered or to be offered in the state of New York by such foreign corporation, company, association or non-resident individual or, in the alternative, that such foreign corporation, company or association, by its proper officer or officers, or such non-resident individual, shall appear within a reasonable time from the date of mailing such notice at a designated place within this state for examination and shall produce at the time and place of such examination such books and persons of such foreign corporation, company, association or non-resident individual, as may be designated in such notice. If such foreign corporation, company, association, or such officer thereof, or non-resident individual, shall fail to furnish the statement called for by such notice, or shall fail to appear pursuant thereto or to produce the books and papers required thereby to be produced, or refuse to submit to examination or to answer any proper question, the proof of such failure or refusal shall constitute prima facie evidence that the sale or offering for sale or advertisement of vacant land or lands of such foreign corporation, company, association or non-resident individual constitutes a fraudulent practice within the meaning of this act and may in the discretion of the court be treated as a sufficient basis for a permanent injunction against the continuance of such fraudulent practice. 3. In any action brought in behalf of the department of state as provided in this article, the court at any stage of the proceedings may appoint a receiver of any and all property derived by the defendant or defendants or any of them by means of such fraudulent practices, including also all property with which such property has been mingled if such property can not be identified in kind because of such commingling, together with any or all books of account and papers relating to the same. The judgment entered in such action may provide that such receiver shall take title to any or all such property and books of account and papers relating to the same and liquidate such property or any part thereof for the benefit of all persons intervening in the said action and establishing an interest in such property. The judgment may also provide that all such property, the title to or interest in which has not been established in such action by intervenors or otherwise by due process to be in a person or persons other than defendant or defendants, shall be returned to the defendant or defendants as their interest may appear. Such receiver shall be subject to all the duties of receivers appointed in civil actions as far as practicable except that such provisions relating to commissions or compensation of receivers shall not be applicable to receivers appointed pursuant to this section, but such commissions or compensation shall be fixed by the court in any amount which it may determine to be just and equitable. In any action brought in behalf of the department of state as provided in this article the court may grant such other and further relief as may be proper. 4. Whenever the department of state has determined to commence an action under this article, it may have the attorney-general present to any justice of the supreme court, before beginning such action, an application in writing for an order directing the person or persons mentioned in the application to appear before the justice of the supreme court or referee designated in such order and answer such questions as may be put to them or to any of them, or to produce such papers, documents and books concerning the alleged fraudulent practices to which the action which the department of state has determined to bring relates, and it shall be the duty of the justice of the supreme court to whom such application for the order is made to grant such application. The application for such order may simply show upon information and belief that the testimony of such person or persons is material and necessary. The provisions of the civil practice law and rules, relating to an application for an order for the examination of witnesses before the commencement of an action and the method of proceeding on such examination shall not apply except as herein prescribed. The order shall be granted by the justice of the supreme court to whom the application has been made with such preliminary injunction or stay as may appear to such justice to be proper and expedient and shall specify the time when and place where the witnesses are required to appear. The justice or referee may adjourn such examination from time to time and witnesses must attend accordingly. The testimony of each witness must be subscribed by him and all must be filed in the office of the clerk of the county in which such order for examination is filed. 5. The order for such examination must be signed by the justice making it and service of a copy thereof with an endorsement by the department of state or the attorney-general, to the effect that the person named therein is required to appear and be examined at the time and place and before the justice and referee specified in such endorsement, shall be sufficient notice for the attendance of witnesses, such endorsement may contain a clause requiring such person to produce at such examination all books, papers and documents in his possession or under his control relating to the subject of such examination. The order shall be served upon the person named in the endorsement aforesaid by showing him the original order and delivering to and leaving with him at the same time a copy thereof, endorsed as above provided, and by paying or tendering to him the fee allowed by law to witnesses subpoenaed to attend trials of civil actions in any court of record in this state. 6. The referee appointed as provided in this article possesses all the powers and is subject to all the duties of a referee appointed in a civil action, so far as practicable, and may punish for contempt a witness duly served with the papers as prescribed in this article for non-attendance or refusal to be sworn or to testify or to produce books, papers and documents according to the direction of the endorsement aforesaid, in the same manner and to the same extent as a referee to hear, try and determine an issue of fact or of law. 7. The provisions of the civil practice law and rules shall apply to all actions brought under this article except as herein otherwise provided. 8. If any person shall ask to be excused from testifying or producing any book, paper or other document before the department of state or the attorney-general or his deputy, or other officer designated by it or him or before any court, or magistrate, or referee, upon any trial, investigation or proceeding initiated by the department of state, the attorney-general, district attorney, grand jury or court pursuant to the provisions of this article upon the ground or for the reason that the testimony or evidence, documentary or otherwise, required of him may tend to incriminate him or convict him of crime or to subject him to a penalty or forfeiture, and shall notwithstanding be directed by the court, referee, magistrate or officer conducting the inquiry to testify or to produce such book, paper or document, he must none the less comply with such direction but in such event he shall not thereafter be prosecuted or subjected to any penalty or forfeiture for or on account of any transaction, matter or thing concerning which he was ordered to testify or produce evidence, documentary or otherwise, pursuant thereto and no testimony so given or produced shall be received against him upon any criminal action, suit or proceeding, investigation, inquisition or inquiry. Provided, however, no person so testifying shall be exempt from prosecution or punishment for any perjury committed by him in his testimony given as herein provided for, nor shall immunity apply to corporations or to the officers as such.