Assembly Bill A1012

2017-2018 Legislative Session

Authorizes shareholders to attend meetings via remote communication and to be deemed present for voting purposes

download bill text pdf

Sponsored By

Archive: Last Bill Status - In Senate Committee Codes Committee


  • Introduced
    • In Committee Assembly
    • In Committee Senate
    • On Floor Calendar Assembly
    • On Floor Calendar Senate
    • Passed Assembly
    • Passed Senate
  • Delivered to Governor
  • Signed By Governor

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2017-A1012 (ACTIVE) - Details

See other versions of this Bill:
S7073 ,
S6068 ,
Current Committee:
Senate Codes
Law Section:
Business Corporation Law
Laws Affected:
Amd §§602 & 605, BC L
Versions Introduced in Other Legislative Sessions:
2009-2010: A1567
2011-2012: A4485, A1710
2013-2014: A4946
2015-2016: A5781
2019-2020: A434

2017-A1012 (ACTIVE) - Summary

Requires certain corporations to permit shareholders to attend meetings via remote communication and to be deemed present for voting purposes.

2017-A1012 (ACTIVE) - Bill Text download pdf

                            
 
                     S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                   1012
 
                        2017-2018 Regular Sessions
 
                           I N  A S S E M B L Y
 
                             January 10, 2017
                                ___________
 
 Introduced  by M. of A. KAVANAGH, ROSENTHAL, ABINANTI -- Multi-Sponsored
   by -- M. of A.  GOTTFRIED, SIMOTAS -- read once and  referred  to  the
   Committee on Corporations, Authorities and Commissions
 
 AN  ACT to amend the business corporation law, in relation to attendance
   of a meeting of shareholders by remote communication

   THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section  1. Paragraphs (b), (c) and (d) of section 602 of the business
 corporation law are relettered paragraphs (c), (d) and  (e)  and  a  new
 paragraph (b) is added to read as follows:
   (B)  (I)  A  CORPORATION MAY, IF AUTHORIZED BY THE BOARD OF DIRECTORS:
 (1) IMPLEMENT REASONABLE MEASURES TO PROVIDE SHAREHOLDERS NOT PHYSICALLY
 PRESENT AT A SHAREHOLDERS' MEETING A REASONABLE OPPORTUNITY  TO  PARTIC-
 IPATE  IN THE PROCEEDINGS OF THE MEETING SUBSTANTIALLY CONCURRENTLY WITH
 SUCH PROCEEDINGS; AND/OR  (2)  PROVIDE  REASONABLE  MEASURES  TO  ENABLE
 SHAREHOLDERS  TO VOTE OR GRANT PROXIES WITH RESPECT TO MATTERS SUBMITTED
 TO THE SHAREHOLDERS AT A SHAREHOLDERS' MEETING BY  MEANS  OF  ELECTRONIC
 COMMUNICATION;  PROVIDED  THAT THE CORPORATION SHALL, IF APPLICABLE, (A)
 IMPLEMENT REASONABLE MEASURES TO VERIFY THAT EACH PERSON DEEMED  PRESENT
 AND  PERMITTED  TO  VOTE  AT THE MEETING BY MEANS OF ELECTRONIC COMMUNI-
 CATION IS A SHAREHOLDER OF RECORD AND (B) KEEP A RECORD OF ANY  VOTE  OR
 OTHER ACTION TAKEN BY A SHAREHOLDER PARTICIPATING AND VOTING BY MEANS OF
 ELECTRONIC  COMMUNICATIONS  AT  A  SHAREHOLDERS'  MEETING. A SHAREHOLDER
 PARTICIPATING IN A SHAREHOLDERS' MEETING BY THIS MEANS IS DEEMED  TO  BE
 PRESENT IN PERSON AT THE MEETING.
   (II)  NOTHING  REQUIRED  IN  SUBPARAGRAPH  (I) OF THIS PARAGRAPH SHALL
 LIMIT, RESTRICT OR SUPERSEDE OTHER FORMS OF VOTING AND PARTICIPATION.
   (III) FOR PURPOSES  OF  THIS  PARAGRAPH,  "REASONABLE  MEASURES"  WITH
 RESPECT TO PARTICIPATING IN PROCEEDINGS SHALL INCLUDE, BUT NOT BE LIMIT-
 ED  TO,  AUDIO  WEBCAST OR OTHER BROADCAST OF THE MEETING AND FOR VOTING
 SHALL INCLUDE BUT NOT BE LIMITED TO TELEPHONIC AND INTERNET VOTING.
 
  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.
              

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