senate Bill S5019A

2011-2012 Legislative Session

Terminates the Clifton-Fine Health Care Corporation and transfers any assets and powers and repeals title 5 of article 10-C of the public authorities law

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Archive: Last Bill Status - Passed Senate


  • Introduced
  • In Committee
  • On Floor Calendar
    • Passed Senate
    • Passed Assembly
  • Delivered to Governor
  • Signed/Vetoed by Governor

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Actions

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Assembly Actions - Lowercase
Senate Actions - UPPERCASE
Jun 20, 2012 referred to corporations, authorities and commissions
returned to assembly
repassed senate
Jun 12, 2012 amended on third reading 5019d
May 14, 2012 amended on third reading 5019c
vote reconsidered - restored to third reading
May 14, 2012 returned to senate
recalled from assembly
Jan 30, 2012 referred to corporations, authorities and commissions
delivered to assembly
passed senate
Jan 23, 2012 advanced to third reading
Jan 19, 2012 2nd report cal.
Jan 18, 2012 1st report cal.73
Jan 11, 2012 print number 5019b
amend and recommit to corporations, authorities and commissions
Jan 04, 2012 referred to corporations, authorities and commissions
returned to senate
died in assembly
Jun 13, 2011 referred to corporations, authorities and commissions
delivered to assembly
passed senate
May 24, 2011 advanced to third reading
May 23, 2011 2nd report cal.
May 18, 2011 1st report cal.771
May 09, 2011 print number 5019a
amend (t) and recommit to corporations, authorities and commissions
May 02, 2011 referred to corporations, authorities and commissions

Votes

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Jan 18, 2012 - Corporations, Authorities and Commissions committee Vote

S5019B
4
0
committee
4
Aye
0
Nay
1
Aye with Reservations
0
Absent
1
Excused
0
Abstained
show committee vote details

Committee Vote: Jan 18, 2012

aye wr (1)
excused (1)

May 18, 2011 - Corporations, Authorities and Commissions committee Vote

S5019A
5
0
committee
5
Aye
0
Nay
1
Aye with Reservations
0
Absent
0
Excused
0
Abstained
show Corporations, Authorities and Commissions committee vote details

Corporations, Authorities and Commissions Committee Vote: May 18, 2011

aye wr (1)

Bill Amendments

Original
A
B
C
D (Active)
Original
A
B
C
D (Active)

S5019 - Bill Details

See Assembly Version of this Bill:
A7434A
Current Committee:
Law Section:
Public Authorities Law
Laws Affected:
Add §3622, rpld Art 10-C Title 5, Pub Auth L

S5019 - Bill Texts

view summary

Terminates the Clifton-Fine Health Care Corporation, a public benefit corporation, and transfers any assets and powers to the Clifton-Fine Health Care Corporation, a not-for-profit corporation.

view sponsor memo
BILL NUMBER:S5019

TITLE OF BILL:
An act
to amend the public authorities law, in relation to the Clifton-Fine
Health Care Corporation and repealing title 5 of article 10-C of such
law relating thereto

PURPOSE:
To convert Clifton-Fine Health Care Corporation from a public benefit
corporation to a not-for-profit corporation.

SUMMARY OF PROVISIONS:
Section one amends the public authorities law by adding a new section
3622 to ensure the foregoing. Section two repeals Title 5 of article
10-C of the public authorities law.
Section three provides the effective date.

JUSTIFICATION:
The economic and procedural constraints of public benefit ownership,
including principally, but not limited to, the cost of participating
in the New York civil service retirement system, impair the
hospital's ability to function and could cause it to fail completely.

LEGISLATIVE HISTORY:
New.

FISCAL IMPLICATIONS:
None.

EFFECTIVE DATE:
December 31, 2011, except that section one of this act shan take
effect on the thirtieth day after it shall have become a law.

view full text
download pdf
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                  5019

                       2011-2012 Regular Sessions

                            I N  S E N A T E

                               May 2, 2011
                               ___________

Introduced  by  Sen.  GRIFFO -- read twice and ordered printed, and when
  printed to be committed to the Committee on Corporations,  Authorities
  and Commissions

AN  ACT to amend the public authorities law, in relation to the Clifton-
  Fine Health Care Corporation and repealing title 5 of article 10-C  of
  such law relating thereto

  THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section 1. The public authorities law  is  amended  by  adding  a  new
section 3622 to read as follows:
  S  3622.  TERMINATION OF THE CORPORATION. 1. NOTWITHSTANDING ANY OTHER
PROVISION OF LAW TO THE CONTRARY, THE BOARD SHALL WIND UP THE AFFAIRS OF
THE CORPORATION ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND ELEVEN,
ON WHICH DATE THE CORPORATION SHALL CEASE TO EXIST.
  2. ALL OF THE FUNCTIONS AND POWERS POSSESSED BY AND ALL OF  THE  OBLI-
GATIONS  AND DUTIES OF THE CORPORATION, INCLUDING THE FUNCTIONS, POWERS,
OBLIGATIONS AND DUTIES OF ITS BOARD, SHALL, ON OR BEFORE DECEMBER  THIR-
TY-FIRST,  TWO  THOUSAND ELEVEN, BE TRANSFERRED AND ASSIGNED TO, ASSUMED
BY AND DEVOLVED UPON THE CLIFTON-FINE HEALTH CARE CORPORATION, A  CORPO-
RATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  3. ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND ELEVEN, THE CORPO-
RATION  AND  ITS  BOARD  SHALL  DELIVER  TO THE CLIFTON-FINE HEALTH CARE
CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PRO-
FIT CORPORATION LAW, ALL OF THE CORPORATION'S BOOKS, PAPERS, RECORDS AND
PROPERTY.
  4. ANY BUSINESS OR OTHER MATTER UNDERTAKEN OR COMMENCED BY THE  CORPO-
RATION  OR  ITS  BOARD  PERTAINING  TO  OR CONNECTED WITH THE FUNCTIONS,
POWERS, OBLIGATIONS AND DUTIES HEREBY TRANSFERRED AND  ASSIGNED  TO  THE
CLIFTON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXIST-
ING  UNDER  THE  NOT-FOR-PROFIT CORPORATION LAW, AND PENDING ON DECEMBER
THIRTY-FIRST, TWO THOUSAND ELEVEN, MAY BE CONDUCTED AND COMPLETED BY THE

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD11171-01-1

S. 5019                             2

CLIFTON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXIST-
ING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, IN  THE  SAME  MANNER  AND
UNDER  THE  SAME  TERMS  AND  CONDITIONS  AND WITH THE SAME EFFECT AS IF
CONDUCTED AND COMPLETED BY THE CORPORATION OR ITS BOARD.
  5.  ALL  RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS OF THE
CORPORATION OR ITS BOARD PERTAINING TO THE FUNCTIONS HEREIN  TRANSFERRED
AND ASSIGNED, IN FORCE AT THE TIME OF SUCH TRANSFER, ASSIGNMENT, ASSUMP-
TION  OR  DEVOLUTION  SHALL CONTINUE IN FORCE AND EFFECT AS RULES, REGU-
LATIONS, ACTS, DETERMINATIONS AND DECISIONS OF THE  CLIFTON-FINE  HEALTH
CARE  CORPORATION,  A  CORPORATION  ORGANIZED  AND  EXISTING  UNDER  THE
NOT-FOR-PROFIT CORPORATION LAW, UNTIL DULY MODIFIED OR ABROGATED BY SUCH
CORPORATION.
  6. WHENEVER THE CORPORATION OR ITS BOARD ARE REFERRED TO OR DESIGNATED
IN ANY LAW, CONTRACT OR DOCUMENT PERTAINING TO  THE  FUNCTIONS,  POWERS,
OBLIGATIONS  AND  DUTIES HEREBY TRANSFERRED TO AND ASSIGNED TO THE CLIF-
TON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED  AND  EXISTING
UNDER  THE NOT-FOR-PROFIT CORPORATION LAW, SUCH REFERENCE OR DESIGNATION
SHALL BE DEEMED TO REFER TO THE CLIFTON-FINE HEALTH CARE CORPORATION,  A
CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION
LAW.
  7. NO EXISTING RIGHT  OR  REMEDY  OF  ANY  CHARACTER  SHALL  BE  LOST,
IMPAIRED OR AFFECTED BY REASON OF THIS SECTION.
  8.  NO  ACTION  PENDING  AT  ANY  TIME  ON  THE EFFECTIVE DATE OF THIS
SECTION, BROUGHT BY OR AGAINST THE CORPORATION OR  ITS  BOARD  SHALL  BE
AFFECTED  BY  ANY  PROVISION OF THIS SECTION, BUT THE SAME MAY BE PROSE-
CUTED OR DEFENDED IN THE NAME OF THE  CLIFTON-FINE  HEALTH  CARE  CORPO-
RATION,  A  CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, AND SUCH CORPORATION SHALL,  UPON  APPLICATION  TO  THE
COURT, BE SUBSTITUTED AS A PARTY.
  9. ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND ELEVEN, THE CORPO-
RATION  SHALL  REPAY  ALL  OF ITS OUTSTANDING LIABILITIES, INCLUDING ITS
NOTES AND BONDS, IF ANY, AND TRANSFER ALL OF ITS RIGHTS, PROPERTIES  AND
ASSETS, OF WHATEVER KIND, TO THE CLIFTON-FINE HEALTH CARE CORPORATION, A
CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION
LAW.
  S 2. Title 5  of  article  10-C  of  the  public  authorities  law  is
REPEALED.
  S 3. This act shall take effect December 31, 2011, except that section
one  of  this  act shall take effect on the thirtieth day after it shall
have become a law.

S5019A - Bill Details

See Assembly Version of this Bill:
A7434A
Current Committee:
Law Section:
Public Authorities Law
Laws Affected:
Add §3622, rpld Art 10-C Title 5, Pub Auth L

S5019A - Bill Texts

view summary

Terminates the Clifton-Fine Health Care Corporation, a public benefit corporation, and transfers any assets and powers to the Clifton-Fine Health Care Corporation, a not-for-profit corporation.

view sponsor memo
BILL NUMBER:S5019A

TITLE OF BILL:
An act
to amend the public authorities law, in relation to the Clifton-Fine
Health Care Corporation and to repeal title 5 of article 10-C of such
law relating thereto

PURPOSE:
To convert Clifton-Fine Health Care Corporation from a public benefit
corporation to a not-for-profit corporation.

SUMMARY OF PROVISIONS:
Section one amends the public authorities law by adding a new section
3622 to ensure the foregoing. Section two repeals Title 5 of article
10-C of the public authorities law.
Section three provides the effective date.

JUSTIFICATION:
The economic and procedural constraints of public benefit ownership,
including principally, but not limited to, the cost of participating
in the New York civil service retirement system, impair the
hospital's ability to function and could cause it to fail completely.

LEGISLATIVE HISTORY:
New.

FISCAL IMPLICATIONS:
None.

EFFECTIVE DATE:
December 31, 2012, except that section one of this act shall take
effect on the thirtieth day after it shall have become a law.

view full text
download pdf
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                 5019--A

                       2011-2012 Regular Sessions

                            I N  S E N A T E

                               May 2, 2011
                               ___________

Introduced  by  Sen.  GRIFFO -- read twice and ordered printed, and when
  printed to be committed to the Committee on Corporations,  Authorities
  and   Commissions  --  committee  discharged,  bill  amended,  ordered
  reprinted as amended and recommitted to said committee

AN ACT to amend the public authorities law, in relation to the  Clifton-
  Fine  Health Care Corporation and to repeal title 5 of article 10-C of
  such law relating thereto

  THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section  1.  The  public  authorities  law  is amended by adding a new
section 3622 to read as follows:
  S 3622. TERMINATION OF THE CORPORATION. 1. NOTWITHSTANDING  ANY  OTHER
PROVISION OF LAW TO THE CONTRARY, THE BOARD SHALL WIND UP THE AFFAIRS OF
THE CORPORATION ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND TWELVE,
ON WHICH DATE THE CORPORATION SHALL CEASE TO EXIST.
  2.  ALL  OF  THE  ASSETS,  FUNCTIONS,  POWERS,  RIGHTS  AND PRIVILEGES
POSSESSED BY AND ALL OF THE LIABILITIES, OBLIGATIONS AND DUTIES  OF  THE
CORPORATION,  INCLUDING THE FUNCTIONS, POWERS, OBLIGATIONS AND DUTIES OF
ITS BOARD, OTHER THAN THOSE APPLICABLE TO A PUBLIC  BENEFIT  CORPORATION
BUT NOT TO A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, SHALL, ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND
TWELVE, BE TRANSFERRED AND ASSIGNED TO, ASSUMED BY AND DEVOLVED UPON THE
CLIFTON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXIST-
ING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  3. ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND TWELVE, THE CORPO-
RATION  AND  ITS  BOARD  SHALL  DELIVER  TO THE CLIFTON-FINE HEALTH CARE
CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PRO-
FIT CORPORATION LAW, ALL OF THE CORPORATION'S BOOKS, PAPERS, RECORDS AND
PROPERTY.
  4. ANY BUSINESS OR OTHER MATTER UNDERTAKEN OR COMMENCED BY THE  CORPO-
RATION  OR  ITS  BOARD PERTAINING TO OR CONNECTED WITH THE ASSETS, FUNC-

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD11171-02-1

S. 5019--A                          2

TIONS, POWERS, RIGHTS, PRIVILEGES, LIABILITIES, OBLIGATIONS  AND  DUTIES
HEREBY  TRANSFERRED  AND ASSIGNED TO THE CLIFTON-FINE HEALTH CARE CORPO-
RATION, A CORPORATION ORGANIZED AND EXISTING  UNDER  THE  NOT-FOR-PROFIT
CORPORATION  LAW,  SHALL, FROM AND AFTER SUCH TRANSFER, BE CONDUCTED AND
COMPLETED BY THE CLIFTON-FINE HEALTH  CARE  CORPORATION,  A  CORPORATION
ORGANIZED  AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, IN THE
SAME MANNER AND UNDER THE SAME TERMS AND CONDITIONS AND  WITH  THE  SAME
EFFECT AS IF CONDUCTED AND COMPLETED BY THE CORPORATION OR ITS BOARD.
  5.  ALL  RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS OF THE
CORPORATION OR ITS BOARD PERTAINING TO THE ASSETS, LIABILITIES AND FUNC-
TIONS HEREIN TRANSFERRED AND ASSIGNED, IN FORCE  AT  THE  TIME  OF  SUCH
TRANSFER,  ASSIGNMENT,  ASSUMPTION OR DEVOLUTION SHALL CONTINUE IN FORCE
AND EFFECT AS RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS  OF
THE  CLIFTON-FINE  HEALTH  CARE CORPORATION, A CORPORATION ORGANIZED AND
EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, UNTIL  DULY  MODIFIED
OR ABROGATED BY SUCH CORPORATION.
  6. WHENEVER THE CORPORATION OR ITS BOARD ARE REFERRED TO OR DESIGNATED
IN  ANY  LAW,  CONTRACT OR DOCUMENT PERTAINING TO THE FUNCTIONS, POWERS,
OBLIGATIONS AND DUTIES HEREBY TRANSFERRED TO AND ASSIGNED TO  THE  CLIF-
TON-FINE  HEALTH  CARE CORPORATION, A CORPORATION ORGANIZED AND EXISTING
UNDER THE NOT-FOR-PROFIT CORPORATION LAW, SUCH REFERENCE OR  DESIGNATION
SHALL  BE DEEMED TO REFER TO THE CLIFTON-FINE HEALTH CARE CORPORATION, A
CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT  CORPORATION
LAW.
  7.  NO  EXISTING  RIGHT  OR  REMEDY  OF  ANY  CHARACTER SHALL BE LOST,
IMPAIRED OR AFFECTED BY REASON OF THIS SECTION OTHER THAN THOSE APPLICA-
BLE TO A PUBLIC BENEFIT CORPORATION AND NOT TO A  CORPORATION  ORGANIZED
AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  8.  NO  ACTION  PENDING  AT  ANY  TIME  ON  THE EFFECTIVE DATE OF THIS
SECTION, BROUGHT BY OR AGAINST THE CORPORATION OR  ITS  BOARD  SHALL  BE
AFFECTED  BY  ANY  PROVISION OF THIS SECTION, BUT THE SAME MAY BE PROSE-
CUTED OR DEFENDED IN THE NAME OF THE  CLIFTON-FINE  HEALTH  CARE  CORPO-
RATION,  A  CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, AND SUCH CORPORATION SHALL,  UPON  APPLICATION  TO  THE
COURT, BE SUBSTITUTED AS A PARTY.
  9. ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND TWELVE, THE CORPO-
RATION  SHALL REPAY ALL OF ITS OUTSTANDING TAX-EXEMPT BONDS OR NOTES, IF
ANY, INCLUDING ITS NOTES AND BONDS, IF ANY,  AND  TRANSFER  ALL  OF  ITS
RIGHTS,  PROPERTIES  AND  ASSETS,  OF WHATEVER KIND, TO THE CLIFTON-FINE
HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER  THE
NOT-FOR-PROFIT CORPORATION LAW.
  10.  NOTWITHSTANDING  ANY  OTHER  PROVISION  OF  APPLICABLE LAW TO THE
CONTRARY, THE TRANSFER PROVIDED FOR IN THIS  SECTION  SHALL  REQUIRE  NO
FURTHER  APPROVAL  OR  CONSENT  UNDER ANY PROVISION OF THE PUBLIC HEALTH
LAW, THE MENTAL HYGIENE LAW, THE SOCIAL SERVICES LAW OR ANY OTHER LAW OR
REGULATION OF THE STATE.
  S 2. Title 5  of  article  10-C  of  the  public  authorities  law  is
REPEALED.
  S 3. This act shall take effect December 31, 2012, except that section
one  of  this  act shall take effect on the thirtieth day after it shall
have become a law.

S5019B - Bill Details

See Assembly Version of this Bill:
A7434A
Current Committee:
Law Section:
Public Authorities Law
Laws Affected:
Add §3622, rpld Art 10-C Title 5, Pub Auth L

S5019B - Bill Texts

view summary

Terminates the Clifton-Fine Health Care Corporation, a public benefit corporation, and transfers any assets and powers to the Clifton-Fine Health Care Corporation, a not-for-profit corporation.

view sponsor memo
BILL NUMBER:S5019B

TITLE OF BILL:
An act
to amend the public authorities law, in relation to the Clifton-Fine
Health Care Corporation and to repeal title 5 of article 10-C of such
law relating thereto

PURPOSE:
To convert Clifton-Fine Health Care Corporation from a public benefit
corporation to a not-for-profit corporation.

SUMMARY OF PROVISIONS:
Section one amends the public authorities law by adding a new section
3622 to ensure the foregoing.
Section two repeals Title 5 of article 10-C of the public
authorities law.
Section three provides the effective date.

JUSTIFICATION:
The economic and procedural constraints of public benefit ownership,
including principally, but not limited to, the cost of participating
in the New York civil service retirement system, impair the
hospital's ability to function and could cause it to fail completely.

LEGISLATIVE HISTORY:
2011 Passed Senate; Held in Corporations, Authorities & Commissions
Committee in the Assembly.

FISCAL IMPLICATIONS:
None.

EFFECTIVE DATE:
December 31, 2013, except that section one of this act shall take
effect on the thirtieth day after it shall have become a law.

view full text
download pdf
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                 5019--B

                       2011-2012 Regular Sessions

                            I N  S E N A T E

                               May 2, 2011
                               ___________

Introduced  by  Sen.  GRIFFO -- read twice and ordered printed, and when
  printed to be committed to the Committee on Corporations,  Authorities
  and   Commissions  --  committee  discharged,  bill  amended,  ordered
  reprinted as amended and recommitted to said committee --  recommitted
  to  the  Committee  on  Corporations,  Authorities  and Commissions in
  accordance with Senate Rule 6, sec. 8 --  committee  discharged,  bill
  amended,  ordered reprinted as amended and recommitted to said commit-
  tee

AN ACT to amend the public authorities law, in relation to the  Clifton-
  Fine  Health Care Corporation and to repeal title 5 of article 10-C of
  such law relating thereto

  THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section  1.  The  public  authorities  law  is amended by adding a new
section 3622 to read as follows:
  S 3622. TERMINATION OF THE CORPORATION. 1. NOTWITHSTANDING  ANY  OTHER
PROVISION OF LAW TO THE CONTRARY, THE BOARD SHALL WIND UP THE AFFAIRS OF
THE  CORPORATION  ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND THIR-
TEEN, ON WHICH DATE THE CORPORATION SHALL CEASE TO EXIST.
  2. ALL  OF  THE  ASSETS,  FUNCTIONS,  POWERS,  RIGHTS  AND  PRIVILEGES
POSSESSED  BY  AND ALL OF THE LIABILITIES, OBLIGATIONS AND DUTIES OF THE
CORPORATION, INCLUDING THE FUNCTIONS, POWERS, OBLIGATIONS AND DUTIES  OF
ITS  BOARD,  OTHER THAN THOSE APPLICABLE TO A PUBLIC BENEFIT CORPORATION
BUT NOT TO A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, SHALL, ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND
THIRTEEN, BE TRANSFERRED AND ASSIGNED TO, ASSUMED BY AND  DEVOLVED  UPON
THE  CLIFTON-FINE  HEALTH  CARE CORPORATION, A CORPORATION ORGANIZED AND
EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  3. ON OR BEFORE DECEMBER  THIRTY-FIRST,  TWO  THOUSAND  THIRTEEN,  THE
CORPORATION  AND ITS BOARD SHALL DELIVER TO THE CLIFTON-FINE HEALTH CARE
CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PRO-

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD11171-04-1

S. 5019--B                          2

FIT CORPORATION LAW, ALL OF THE CORPORATION'S BOOKS, PAPERS, RECORDS AND
PROPERTY.
  4.  ANY BUSINESS OR OTHER MATTER UNDERTAKEN OR COMMENCED BY THE CORPO-
RATION OR ITS BOARD PERTAINING TO OR CONNECTED WITH  THE  ASSETS,  FUNC-
TIONS,  POWERS,  RIGHTS, PRIVILEGES, LIABILITIES, OBLIGATIONS AND DUTIES
HEREBY TRANSFERRED AND ASSIGNED TO THE CLIFTON-FINE HEALTH  CARE  CORPO-
RATION,  A  CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, SHALL, FROM AND AFTER SUCH TRANSFER, BE  CONDUCTED  AND
COMPLETED  BY  THE  CLIFTON-FINE  HEALTH CARE CORPORATION, A CORPORATION
ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, IN  THE
SAME  MANNER  AND  UNDER THE SAME TERMS AND CONDITIONS AND WITH THE SAME
EFFECT AS IF CONDUCTED AND COMPLETED BY THE CORPORATION OR ITS BOARD.
  5. ALL RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS  OF  THE
CORPORATION OR ITS BOARD PERTAINING TO THE ASSETS, LIABILITIES AND FUNC-
TIONS  HEREIN  TRANSFERRED  AND  ASSIGNED,  IN FORCE AT THE TIME OF SUCH
TRANSFER, ASSIGNMENT, ASSUMPTION OR DEVOLUTION SHALL CONTINUE  IN  FORCE
AND  EFFECT AS RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS OF
THE CLIFTON-FINE HEALTH CARE CORPORATION, A  CORPORATION  ORGANIZED  AND
EXISTING  UNDER  THE NOT-FOR-PROFIT CORPORATION LAW, UNTIL DULY MODIFIED
OR ABROGATED BY SUCH CORPORATION.
  6. WHENEVER THE CORPORATION OR ITS BOARD ARE REFERRED TO OR DESIGNATED
IN ANY LAW, CONTRACT OR DOCUMENT PERTAINING TO  THE  FUNCTIONS,  POWERS,
OBLIGATIONS  AND  DUTIES HEREBY TRANSFERRED TO AND ASSIGNED TO THE CLIF-
TON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED  AND  EXISTING
UNDER  THE NOT-FOR-PROFIT CORPORATION LAW, SUCH REFERENCE OR DESIGNATION
SHALL BE DEEMED TO REFER TO THE CLIFTON-FINE HEALTH CARE CORPORATION,  A
CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION
LAW.
  7. NO EXISTING RIGHT  OR  REMEDY  OF  ANY  CHARACTER  SHALL  BE  LOST,
IMPAIRED OR AFFECTED BY REASON OF THIS SECTION OTHER THAN THOSE APPLICA-
BLE  TO  A PUBLIC BENEFIT CORPORATION AND NOT TO A CORPORATION ORGANIZED
AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  8. NO ACTION PENDING AT  ANY  TIME  ON  THE  EFFECTIVE  DATE  OF  THIS
SECTION,  BROUGHT  BY  OR  AGAINST THE CORPORATION OR ITS BOARD SHALL BE
AFFECTED BY ANY PROVISION OF THIS SECTION, BUT THE SAME  MAY  BE  PROSE-
CUTED  OR  DEFENDED  IN  THE NAME OF THE CLIFTON-FINE HEALTH CARE CORPO-
RATION, A CORPORATION ORGANIZED AND EXISTING  UNDER  THE  NOT-FOR-PROFIT
CORPORATION  LAW,  AND  SUCH  CORPORATION SHALL, UPON APPLICATION TO THE
COURT, BE SUBSTITUTED AS A PARTY.
  9. ON OR BEFORE DECEMBER  THIRTY-FIRST,  TWO  THOUSAND  THIRTEEN,  THE
CORPORATION  SHALL  REPAY  ALL  OF  ITS  OUTSTANDING TAX-EXEMPT BONDS OR
NOTES, IF ANY, INCLUDING ITS NOTES AND BONDS, IF ANY, AND  TRANSFER  ALL
OF  ITS RIGHTS, PROPERTIES AND ASSETS, OF WHATEVER KIND, TO THE CLIFTON-
FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER
THE NOT-FOR-PROFIT CORPORATION LAW.
  10. NOTWITHSTANDING ANY OTHER  PROVISION  OF  APPLICABLE  LAW  TO  THE
CONTRARY,  THE  TRANSFER  PROVIDED  FOR IN THIS SECTION SHALL REQUIRE NO
FURTHER APPROVAL OR CONSENT UNDER ANY PROVISION  OF  THE  PUBLIC  HEALTH
LAW, THE MENTAL HYGIENE LAW, THE SOCIAL SERVICES LAW OR ANY OTHER LAW OR
REGULATION OF THE STATE.
  S  2.  Title  5  of  article  10-C  of  the  public authorities law is
REPEALED.
  S 3. This act shall take effect December 31, 2013, except that section
one of this act shall take effect on the thirtieth day  after  it  shall
have become a law.

S5019C - Bill Details

See Assembly Version of this Bill:
A7434A
Current Committee:
Law Section:
Public Authorities Law
Laws Affected:
Add §3622, rpld Art 10-C Title 5, Pub Auth L

S5019C - Bill Texts

view summary

Terminates the Clifton-Fine Health Care Corporation, a public benefit corporation, and transfers any assets and powers to the Clifton-Fine Health Care Corporation, a not-for-profit corporation.

view sponsor memo
BILL NUMBER:S5019C

TITLE OF BILL:
An act
to amend the public authorities law, in relation to the Clifton-Fine
Health Care Corporation and to repeal title 5 of article 10-C of such
law relating thereto

PURPOSE:
To convert Clifton-Fine Health Care Corporation from a public benefit
corporation to a not-for-profit corporation.

SUMMARY OF PROVISIONS:
Section one amends the public authorities law by adding a new section
3622 to ensure the foregoing.
Section two repeals Title 5 of article 10-C of the public
authorities law.
Section three provides the effective date.

JUSTIFICATION:
The economic and procedural constraints of public benefit ownership,
including principally, but not limited to, the cost of participating
in the New York civil service retirement system, impair the
hospital's ability to function and could cause it to fail completely.

LEGISLATIVE HISTORY:
2011 Passed Senate; Held in Corporations, Authorities & Commissions
Committee in the Assembly.

FISCAL IMPLICATIONS:
None.

EFFECTIVE DATE:
December 31, 2013, except that section one of this act shall take
effect on the thirtieth day after it shall have become a law.

view full text
download pdf
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                 5019--C
    Cal. No. 73

                       2011-2012 Regular Sessions

                            I N  S E N A T E

                               May 2, 2011
                               ___________

Introduced  by  Sen.  GRIFFO -- read twice and ordered printed, and when
  printed to be committed to the Committee on Corporations,  Authorities
  and   Commissions  --  committee  discharged,  bill  amended,  ordered
  reprinted as amended and recommitted to said committee --  recommitted
  to  the  Committee  on  Corporations,  Authorities  and Commissions in
  accordance with Senate Rule 6, sec. 8 --  committee  discharged,  bill
  amended,  ordered reprinted as amended and recommitted to said commit-
  tee -- reported favorably from said committee, ordered  to  first  and
  second report, ordered to a third reading, passed by Senate and deliv-
  ered  to  the Assembly, recalled, vote reconsidered, restored to third
  reading, amended and ordered reprinted, retaining  its  place  in  the
  order of third reading

AN  ACT to amend the public authorities law, in relation to the Clifton-
  Fine Health Care Corporation and to repeal title 5 of article 10-C  of
  such law relating thereto

  THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section 1. The public authorities law  is  amended  by  adding  a  new
section 3622 to read as follows:
  S  3622.  TERMINATION OF THE CORPORATION. 1. NOTWITHSTANDING ANY OTHER
PROVISION OF LAW TO THE CONTRARY, THE BOARD SHALL WIND UP THE AFFAIRS OF
THE CORPORATION ON OR BEFORE DECEMBER THIRTY-FIRST, TWO  THOUSAND  THIR-
TEEN, ON WHICH DATE THE CORPORATION SHALL CEASE TO EXIST.
  2.  ALL  OF  THE  ASSETS,  FUNCTIONS,  POWERS,  RIGHTS  AND PRIVILEGES
POSSESSED BY AND ALL OF THE LIABILITIES, OBLIGATIONS AND DUTIES  OF  THE
CORPORATION,  INCLUDING THE FUNCTIONS, POWERS, OBLIGATIONS AND DUTIES OF
ITS BOARD, OTHER THAN THOSE APPLICABLE TO A PUBLIC  BENEFIT  CORPORATION
BUT NOT TO A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, SHALL, ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND
THIRTEEN,  BE  TRANSFERRED AND ASSIGNED TO, ASSUMED BY AND DEVOLVED UPON

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD11171-09-2

S. 5019--C                          2

THE CLIFTON-FINE HEALTH CARE CORPORATION, A  CORPORATION  ORGANIZED  AND
EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  3.  ON  OR  BEFORE  DECEMBER  THIRTY-FIRST, TWO THOUSAND THIRTEEN, THE
CORPORATION AND ITS BOARD SHALL DELIVER TO THE CLIFTON-FINE HEALTH  CARE
CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PRO-
FIT CORPORATION LAW, ALL OF THE CORPORATION'S BOOKS, PAPERS, RECORDS AND
PROPERTY.
  4.  ANY BUSINESS OR OTHER MATTER UNDERTAKEN OR COMMENCED BY THE CORPO-
RATION OR ITS BOARD PERTAINING TO OR CONNECTED WITH  THE  ASSETS,  FUNC-
TIONS,  POWERS,  RIGHTS, PRIVILEGES, LIABILITIES, OBLIGATIONS AND DUTIES
HEREBY TRANSFERRED AND ASSIGNED TO THE CLIFTON-FINE HEALTH  CARE  CORPO-
RATION,  A  CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, SHALL, FROM AND AFTER SUCH TRANSFER, BE  CONDUCTED  AND
COMPLETED  BY  THE  CLIFTON-FINE  HEALTH CARE CORPORATION, A CORPORATION
ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, IN  THE
SAME  MANNER  AND  UNDER THE SAME TERMS AND CONDITIONS AND WITH THE SAME
EFFECT AS IF CONDUCTED AND COMPLETED BY THE CORPORATION OR ITS BOARD.
  5. ALL RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS  OF  THE
CORPORATION OR ITS BOARD PERTAINING TO THE ASSETS, LIABILITIES AND FUNC-
TIONS  HEREIN  TRANSFERRED  AND  ASSIGNED,  IN FORCE AT THE TIME OF SUCH
TRANSFER, ASSIGNMENT, ASSUMPTION OR DEVOLUTION SHALL CONTINUE  IN  FORCE
AND  EFFECT AS RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS OF
THE CLIFTON-FINE HEALTH CARE CORPORATION, A  CORPORATION  ORGANIZED  AND
EXISTING  UNDER  THE NOT-FOR-PROFIT CORPORATION LAW, UNTIL DULY MODIFIED
OR ABROGATED BY SUCH CORPORATION.
  6. WHENEVER THE CORPORATION OR ITS BOARD ARE REFERRED TO OR DESIGNATED
IN ANY LAW, CONTRACT OR DOCUMENT PERTAINING TO  THE  FUNCTIONS,  POWERS,
OBLIGATIONS  AND  DUTIES HEREBY TRANSFERRED TO AND ASSIGNED TO THE CLIF-
TON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED  AND  EXISTING
UNDER  THE NOT-FOR-PROFIT CORPORATION LAW, SUCH REFERENCE OR DESIGNATION
SHALL BE DEEMED TO REFER TO THE CLIFTON-FINE HEALTH CARE CORPORATION,  A
CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION
LAW.
  7. NO EXISTING RIGHT  OR  REMEDY  OF  ANY  CHARACTER  SHALL  BE  LOST,
IMPAIRED OR AFFECTED BY REASON OF THIS SECTION OTHER THAN THOSE APPLICA-
BLE  TO  A PUBLIC BENEFIT CORPORATION AND NOT TO A CORPORATION ORGANIZED
AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  8. NO ACTION PENDING AT  ANY  TIME  ON  THE  EFFECTIVE  DATE  OF  THIS
SECTION,  BROUGHT  BY  OR  AGAINST THE CORPORATION OR ITS BOARD SHALL BE
AFFECTED BY ANY PROVISION OF THIS SECTION, BUT THE SAME  MAY  BE  PROSE-
CUTED  OR  DEFENDED  IN  THE NAME OF THE CLIFTON-FINE HEALTH CARE CORPO-
RATION, A CORPORATION ORGANIZED AND EXISTING  UNDER  THE  NOT-FOR-PROFIT
CORPORATION  LAW,  AND  SUCH  CORPORATION SHALL, UPON APPLICATION TO THE
COURT, BE SUBSTITUTED AS A PARTY.
  9. ON OR BEFORE DECEMBER  THIRTY-FIRST,  TWO  THOUSAND  THIRTEEN,  THE
CORPORATION  SHALL  REPAY  ALL  OF  ITS  OUTSTANDING TAX-EXEMPT BONDS OR
NOTES, IF ANY, INCLUDING ITS NOTES AND BONDS, IF ANY, AND  TRANSFER  ALL
OF  ITS RIGHTS, PROPERTIES AND ASSETS, OF WHATEVER KIND, TO THE CLIFTON-
FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER
THE NOT-FOR-PROFIT CORPORATION LAW.
  10. NOTWITHSTANDING ANY OTHER  PROVISION  OF  APPLICABLE  LAW  TO  THE
CONTRARY,  THE  TRANSFER  PROVIDED  FOR IN THIS SECTION SHALL REQUIRE NO
FURTHER APPROVAL OR CONSENT UNDER ANY PROVISION  OF  THE  PUBLIC  HEALTH
LAW, THE MENTAL HYGIENE LAW, THE SOCIAL SERVICES LAW OR ANY OTHER LAW OR
REGULATION OF THE STATE.

S. 5019--C                          3

  11.  IMMEDIATELY  UPON  THE TRANSFER PROVIDED FOR IN THIS SECTION, THE
CLIFTON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXIST-
ING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, SHALL ESTABLISH AND IMPLE-
MENT A RETIREMENT PLAN PURSUANT TO SECTION 403(B) OF THE FEDERAL  INTER-
NAL  REVENUE CODE, INCLUDING AN EMPLOYER MATCH, FOR THE BENEFIT OF THOSE
ELIGIBLE EMPLOYEES EMPLOYED BY THE  CORPORATION  ON  THE  DATE  OF  SUCH
TRANSFER.  NO  CORPORATION  EMPLOYEES  SHALL  BE  TERMINATED AS A DIRECT
RESULT OF THE TRANSFER PROVIDED FOR IN THIS  SECTION,  EXCEPT  FOR  JUST
CAUSE.
  S  2.  Title  5  of  article  10-C  of  the  public authorities law is
REPEALED.
  S 3. This act shall take effect December 31, 2013, except that section
one of this act shall take effect on the thirtieth day  after  it  shall
have become a law.

S5019D (ACTIVE) - Bill Details

See Assembly Version of this Bill:
A7434A
Current Committee:
Law Section:
Public Authorities Law
Laws Affected:
Add §3622, rpld Art 10-C Title 5, Pub Auth L

S5019D (ACTIVE) - Bill Texts

view summary

Terminates the Clifton-Fine Health Care Corporation, a public benefit corporation, and transfers any assets and powers to the Clifton-Fine Health Care Corporation, a not-for-profit corporation.

view sponsor memo
BILL NUMBER:S5019D

TITLE OF BILL:
An act
to amend the public authorities law, in relation to the Clifton-Fine
Health Care Corporation and to repeal title 5 of article 10-C of such
law relating thereto

PURPOSE:
To convert Clifton-Fine Health Care Corporation from a public benefit
corporation to a not-for-profit corporation.

SUMMARY OF PROVISIONS:
Section one amends the public authorities law by adding a new section
3622 to ensure the foregoing.

Section two repeals Title 5 of article 10-C of the public authorities
law.

Section three provides the effective date.

JUSTIFICATION:
The economic and procedural constraints of public benefit ownership,
including principally, but not limited to, the cost of participating
in the New York civil service retirement system, impair the
hospital's ability to function and could cause it to fail completely.

LEGISLATIVE HISTORY:
2011 Passed Senate; Held in Corporations, Authorities & Commissions
Committee in the Assembly.

FISCAL IMPLICATIONS:
None.

EFFECTIVE DATE:
December 31, 2013, except that section one of this act shall take
effect on the thirtieth day after it shall have become a law.

view full text
download pdf
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                 5019--D
    Cal. No. 73

                       2011-2012 Regular Sessions

                            I N  S E N A T E

                               May 2, 2011
                               ___________

Introduced  by  Sen.  GRIFFO -- read twice and ordered printed, and when
  printed to be committed to the Committee on Corporations,  Authorities
  and   Commissions  --  committee  discharged,  bill  amended,  ordered
  reprinted as amended and recommitted to said committee --  recommitted
  to  the  Committee  on  Corporations,  Authorities  and Commissions in
  accordance with Senate Rule 6, sec. 8 --  committee  discharged,  bill
  amended,  ordered reprinted as amended and recommitted to said commit-
  tee -- reported favorably from said committee, ordered  to  first  and
  second report, ordered to a third reading, passed by Senate and deliv-
  ered  to  the Assembly, recalled, vote reconsidered, restored to third
  reading, amended and ordered reprinted, retaining  its  place  in  the
  order of third reading -- again amended and ordered reprinted, retain-
  ing its place in the order of third reading

AN  ACT to amend the public authorities law, in relation to the Clifton-
  Fine Health Care Corporation and to repeal title 5 of article 10-C  of
  such law relating thereto

  THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section 1. The public authorities law  is  amended  by  adding  a  new
section 3622 to read as follows:
  S  3622.  TERMINATION OF THE CORPORATION. 1. NOTWITHSTANDING ANY OTHER
PROVISION OF LAW TO THE CONTRARY, THE BOARD SHALL WIND UP THE AFFAIRS OF
THE CORPORATION ON OR BEFORE DECEMBER THIRTY-FIRST, TWO  THOUSAND  THIR-
TEEN, ON WHICH DATE THE CORPORATION SHALL CEASE TO EXIST.
  2.  ALL  OF  THE  ASSETS,  FUNCTIONS,  POWERS,  RIGHTS  AND PRIVILEGES
POSSESSED BY AND ALL OF THE LIABILITIES, OBLIGATIONS AND DUTIES  OF  THE
CORPORATION,  INCLUDING THE FUNCTIONS, POWERS, OBLIGATIONS AND DUTIES OF
ITS BOARD, OTHER THAN THOSE APPLICABLE TO A PUBLIC  BENEFIT  CORPORATION
BUT NOT TO A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, SHALL, ON OR BEFORE DECEMBER THIRTY-FIRST, TWO THOUSAND
THIRTEEN,  BE  TRANSFERRED AND ASSIGNED TO, ASSUMED BY AND DEVOLVED UPON

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD11171-10-2

S. 5019--D                          2

THE CLIFTON-FINE HEALTH CARE CORPORATION, A  CORPORATION  ORGANIZED  AND
EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  3.  ON  OR  BEFORE  DECEMBER  THIRTY-FIRST, TWO THOUSAND THIRTEEN, THE
CORPORATION AND ITS BOARD SHALL DELIVER TO THE CLIFTON-FINE HEALTH  CARE
CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER THE NOT-FOR-PRO-
FIT CORPORATION LAW, ALL OF THE CORPORATION'S BOOKS, PAPERS, RECORDS AND
PROPERTY.
  4.  ANY BUSINESS OR OTHER MATTER UNDERTAKEN OR COMMENCED BY THE CORPO-
RATION OR ITS BOARD PERTAINING TO OR CONNECTED WITH  THE  ASSETS,  FUNC-
TIONS,  POWERS,  RIGHTS, PRIVILEGES, LIABILITIES, OBLIGATIONS AND DUTIES
HEREBY TRANSFERRED AND ASSIGNED TO THE CLIFTON-FINE HEALTH  CARE  CORPO-
RATION,  A  CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT
CORPORATION LAW, SHALL, FROM AND AFTER SUCH TRANSFER, BE  CONDUCTED  AND
COMPLETED  BY  THE  CLIFTON-FINE  HEALTH CARE CORPORATION, A CORPORATION
ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, IN  THE
SAME  MANNER  AND  UNDER THE SAME TERMS AND CONDITIONS AND WITH THE SAME
EFFECT AS IF CONDUCTED AND COMPLETED BY THE CORPORATION OR ITS BOARD.
  5. ALL RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS  OF  THE
CORPORATION OR ITS BOARD PERTAINING TO THE ASSETS, LIABILITIES AND FUNC-
TIONS  HEREIN  TRANSFERRED  AND  ASSIGNED,  IN FORCE AT THE TIME OF SUCH
TRANSFER, ASSIGNMENT, ASSUMPTION OR DEVOLUTION SHALL CONTINUE  IN  FORCE
AND  EFFECT AS RULES, REGULATIONS, ACTS, DETERMINATIONS AND DECISIONS OF
THE CLIFTON-FINE HEALTH CARE CORPORATION, A  CORPORATION  ORGANIZED  AND
EXISTING  UNDER  THE NOT-FOR-PROFIT CORPORATION LAW, UNTIL DULY MODIFIED
OR ABROGATED BY SUCH CORPORATION.
  6. WHENEVER THE CORPORATION OR ITS BOARD ARE REFERRED TO OR DESIGNATED
IN ANY LAW, CONTRACT OR DOCUMENT PERTAINING TO  THE  FUNCTIONS,  POWERS,
OBLIGATIONS  AND  DUTIES HEREBY TRANSFERRED TO AND ASSIGNED TO THE CLIF-
TON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED  AND  EXISTING
UNDER  THE NOT-FOR-PROFIT CORPORATION LAW, SUCH REFERENCE OR DESIGNATION
SHALL BE DEEMED TO REFER TO THE CLIFTON-FINE HEALTH CARE CORPORATION,  A
CORPORATION  ORGANIZED AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION
LAW.
  7. NO EXISTING RIGHT  OR  REMEDY  OF  ANY  CHARACTER  SHALL  BE  LOST,
IMPAIRED OR AFFECTED BY REASON OF THIS SECTION OTHER THAN THOSE APPLICA-
BLE  TO  A PUBLIC BENEFIT CORPORATION AND NOT TO A CORPORATION ORGANIZED
AND EXISTING UNDER THE NOT-FOR-PROFIT CORPORATION LAW.
  8. NO ACTION PENDING AT  ANY  TIME  ON  THE  EFFECTIVE  DATE  OF  THIS
SECTION,  BROUGHT  BY  OR  AGAINST THE CORPORATION OR ITS BOARD SHALL BE
AFFECTED BY ANY PROVISION OF THIS SECTION, BUT THE SAME  MAY  BE  PROSE-
CUTED  OR  DEFENDED  IN  THE NAME OF THE CLIFTON-FINE HEALTH CARE CORPO-
RATION, A CORPORATION ORGANIZED AND EXISTING  UNDER  THE  NOT-FOR-PROFIT
CORPORATION  LAW,  AND  SUCH  CORPORATION SHALL, UPON APPLICATION TO THE
COURT, BE SUBSTITUTED AS A PARTY.
  9. ON OR BEFORE DECEMBER  THIRTY-FIRST,  TWO  THOUSAND  THIRTEEN,  THE
CORPORATION  SHALL  REPAY  ALL  OF  ITS  OUTSTANDING TAX-EXEMPT BONDS OR
NOTES, IF ANY, INCLUDING ITS NOTES AND BONDS, IF ANY, AND  TRANSFER  ALL
OF  ITS RIGHTS, PROPERTIES AND ASSETS, OF WHATEVER KIND, TO THE CLIFTON-
FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXISTING UNDER
THE NOT-FOR-PROFIT CORPORATION LAW.
  10. NOTWITHSTANDING ANY OTHER  PROVISION  OF  APPLICABLE  LAW  TO  THE
CONTRARY,  THE  TRANSFER  PROVIDED  FOR IN THIS SECTION SHALL REQUIRE NO
FURTHER APPROVAL OR CONSENT UNDER ARTICLE  TWENTY-EIGHT  OF  THE  PUBLIC
HEALTH LAW.
  11.  IMMEDIATELY  UPON  THE TRANSFER PROVIDED FOR IN THIS SECTION, THE
CLIFTON-FINE HEALTH CARE CORPORATION, A CORPORATION ORGANIZED AND EXIST-

S. 5019--D                          3

ING UNDER THE NOT-FOR-PROFIT CORPORATION LAW, SHALL ESTABLISH AND IMPLE-
MENT A RETIREMENT PLAN PURSUANT TO SECTION 403(B) OF THE FEDERAL  INTER-
NAL  REVENUE CODE, INCLUDING AN EMPLOYER MATCH, FOR THE BENEFIT OF THOSE
ELIGIBLE  EMPLOYEES  EMPLOYED  BY  THE  CORPORATION  ON THE DATE OF SUCH
TRANSFER. NO CORPORATION EMPLOYEES  SHALL  BE  TERMINATED  AS  A  DIRECT
RESULT  OF  THE  TRANSFER  PROVIDED FOR IN THIS SECTION, EXCEPT FOR JUST
CAUSE.
  S 2. Title 5  of  article  10-C  of  the  public  authorities  law  is
REPEALED.
  S 3. This act shall take effect December 31, 2013, except that section
one  of  this  act shall take effect on the thirtieth day after it shall
have become a law.

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