| Assembly Actions - Lowercase Senate Actions - UPPERCASE |
|
|---|---|
| Jun 19, 2018 | referred to rules delivered to senate passed assembly ordered to third reading rules cal.349 rules report cal.349 reported |
| Jun 13, 2018 | reported referred to rules |
| Jun 07, 2018 | print number 10304b |
| Jun 07, 2018 | amend and recommit to codes |
| Apr 24, 2018 | reported referred to codes |
| Apr 17, 2018 | print number 10304a |
| Apr 17, 2018 | amend (t) and recommit to corporations, authorities and commissions |
| Apr 10, 2018 | referred to corporations, authorities and commissions |
Archive: Last Bill Status - Passed Assembly
- Introduced
- In Committee
- On Floor Calendar
- Passed Senate
- Passed Assembly
- Delivered to Governor
- Signed/Vetoed by Governor
Your Voice
Actions
Bill Amendments
Co-Sponsors
Sandy Galef
Andrew Raia
A10304 - Details
A10304 - Bill Text download pdf
S T A T E O F N E W Y O R K
________________________________________________________________________
10304
I N A S S E M B L Y
April 10, 2018
___________
Introduced by M. of A. PAULIN, GALEF, RAIA -- read once and referred to
the Committee on Corporations, Authorities and Commissions
AN ACT to amend the not-for-profit corporation law, in relation to audit
committee membership and voting requirements of the board of certain
corporations
THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:
Section 1. Paragraph (d) of section 712-a of the not-for-profit corpo-
ration law, as added by chapter 549 of the laws of 2013, is amended to
read as follows:
(d) If a corporation controls a group of corporations, the board or
designated audit committee of the board of the controlling corporation
may perform the duties required by this section for one or more of the
controlled corporations AND, IF INDEPENDENT DIRECTORS, DIRECTORS FROM
ONE OR MORE OF THE CONTROLLED CORPORATIONS MAY SERVE ON ANY DESIGNATED
AUDIT COMMITTEE OF THE BOARD OF THE CONTROLLING CORPORATION AND PERFORM
THE DUTIES REQUIRED BY THIS SECTION FOR EACH CORPORATION AND ANY
CONTROLLED CORPORATIONS.
§ 2. The opening paragraph of paragraph (a) of section 902 of the
not-for-profit corporation law, is amended to read as follows:
The board of each corporation proposing to participate in a merger or
consolidation under section 901 (Power of merger or consolidation) shall
adopt, AT RESPECTIVE MEETINGS BY A VOTE OF TWO-THIRDS OF THE ENTIRE
BOARD OF EACH CORPORATION, OR OF SUCH GREATER PROPORTION OR PROPORTIONS
AS MAY BE PROVIDED SPECIFICALLY IN THE CERTIFICATE OF INCORPORATION OR
THE BY-LAWS OF EITHER, a plan of merger or consolidation, setting forth:
§ 3. Subparagraph 1 of paragraph (a) of section 1002 of the not-for-
profit corporation law, as amended by chapter 549 of the laws of 2013,
is amended to read as follows:
(1) In the case of a vote by the board of directors: (i) the number of
directors required under the certificate of incorporation, by-laws, this
chapter and any other applicable law; [or]
(ii) TWO-THIRDS OF THE ENTIRE BOARD OF THE CORPORATION; OR
EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
[ ] is old law to be omitted.
Co-Sponsors
Sandy Galef
Andrew Raia
Thomas Abinanti
David Buchwald
A10304A - Details
A10304A - Bill Text download pdf
S T A T E O F N E W Y O R K
________________________________________________________________________
10304--A
I N A S S E M B L Y
April 10, 2018
___________
Introduced by M. of A. PAULIN, GALEF, RAIA -- read once and referred to
the Committee on Corporations, Authorities and Commissions -- commit-
tee discharged, bill amended, ordered reprinted as amended and recom-
mitted to said committee
AN ACT to amend the not-for-profit corporation law, in relation to
voting requirements of the board of certain corporations
THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:
Section 1. The opening paragraph of paragraph (a) of section 902 of
the not-for-profit corporation law is amended to read as follows:
The board of each corporation proposing to participate in a merger or
consolidation under section 901 (Power of merger or consolidation) shall
adopt, BY A VOTE OF TWO-THIRDS OF THE ENTIRE BOARD OF EACH CORPORATION,
OR BY A VOTE OF THE NUMBER OF DIRECTORS REQUIRED UNDER THE CERTIFICATE
OF INCORPORATION, BY-LAWS, THIS CHAPTER AND ANY OTHER APPLICABLE LAW, a
plan of merger or consolidation, setting forth:
§ 2. Subparagraph 1 of paragraph (a) of section 1002 of the not-for-
profit corporation law, as amended by chapter 549 of the laws of 2013,
is amended to read as follows:
(1) In the case of a vote by the board of directors: (i) the number of
directors required under the certificate of incorporation, by-laws, this
chapter and any other applicable law; [or]
(ii) TWO-THIRDS OF THE ENTIRE BOARD OF THE CORPORATION; OR
(III) if the number of directors actually holding office as such at
the time of the vote to adopt the plan is less than the number required
to constitute a quorum of directors under the certificate of incorpo-
ration, the by-laws, this chapter or any other applicable law, the
remaining directors unanimously;
§ 3. This act shall take effect on the ninetieth day after it shall
have become a law.
EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
[ ] is old law to be omitted.
LBD15253-03-8
Co-Sponsors
Sandy Galef
Andrew Raia
Thomas Abinanti
David Buchwald
A10304B (ACTIVE) - Details
A10304B (ACTIVE) - Bill Text download pdf
S T A T E O F N E W Y O R K
________________________________________________________________________
10304--B
I N A S S E M B L Y
April 10, 2018
___________
Introduced by M. of A. PAULIN, GALEF, RAIA, ABINANTI, BUCHWALD -- read
once and referred to the Committee on Corporations, Authorities and
Commissions -- committee discharged, bill amended, ordered reprinted
as amended and recommitted to said committee -- reported and referred
to the Committee on Codes -- committee discharged, bill amended,
ordered reprinted as amended and recommitted to said committee
AN ACT to amend the not-for-profit corporation law, in relation to
voting requirements of the board of certain corporations
THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:
Section 1. The opening paragraph of paragraph (a) of section 902 of
the not-for-profit corporation law is amended to read as follows:
The board of each corporation proposing to participate in a merger or
consolidation under section 901 (Power of merger or consolidation) shall
adopt, BY A VOTE OF TWO-THIRDS OF THE DIRECTORS PRESENT AT THE TIME OF
THE VOTE, IF A QUORUM IS PRESENT AT THAT TIME, OR BY A VOTE OF THE
NUMBER OF DIRECTORS REQUIRED UNDER THE CERTIFICATE OF INCORPORATION,
BY-LAWS, THIS CHAPTER AND ANY OTHER APPLICABLE LAW, a plan of merger or
consolidation, setting forth:
§ 2. Subparagraph 1 of paragraph (a) of section 1002 of the not-for-
profit corporation law, as amended by chapter 549 of the laws of 2013,
is amended to read as follows:
(1) In the case of a vote by the board of directors: (i) the number of
directors required under the certificate of incorporation, by-laws, this
chapter and any other applicable law; [or]
(ii) TWO-THIRDS OF THE DIRECTORS PRESENT AT THE TIME OF THE VOTE, IF A
QUORUM IS PRESENT AT THAT TIME; OR
(III) if the number of directors actually holding office as such at
the time of the vote to adopt the plan is less than the number required
to constitute a quorum of directors under the certificate of incorpo-
ration, the by-laws, this chapter or any other applicable law, the
remaining directors unanimously;
§ 3. This act shall take effect on the ninetieth day after it shall
have become a law.
EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets