|Assembly Actions - Lowercase
Senate Actions - UPPERCASE
|Jan 08, 2020||referred to corporations, authorities and commissions|
|Feb 20, 2019||referred to corporations, authorities and commissions|
senate Bill S3894
Current Bill Status - In Senate Committee Corporations, Authorities And Commissions Committee
- In Committee
- On Floor Calendar
- Passed Senate
- Passed Assembly
- Delivered to Governor
- Signed/Vetoed by Governor
S3894 (ACTIVE) - Details
S3894 (ACTIVE) - Sponsor Memo
BILL NUMBER: S3894 SPONSOR: RANZENHOFER TITLE OF BILL: An act to amend the business corporation law, in relation to shareholder meetings PURPOSE OR GENERAL IDEA OF BILL: This bill will modernize New York Business Corporation Law (NYBCL) provisions regarding shareholder meetings to permit participation by remote communication technology, including the ability to hold meetings solely by remote communication technology. SUMMARY OF SPECIFIC PROVISIONS: Section 1: This bill amends § 602 paragraphs (a) through (e) of the NYBCL to permit at the determination of the board of directors that participation at shareholder meetings may be conducted by remote commu- nication. Section 2: This bill amends § 605 paragraphs (a) and (b) of the NYBCL to
S3894 (ACTIVE) - Bill Text download pdf
S T A T E O F N E W Y O R K ________________________________________________________________________ 3894 2019-2020 Regular Sessions I N S E N A T E February 20, 2019 ___________ Introduced by Sen. RANZENHOFER -- read twice and ordered printed, and when printed to be committed to the Committee on Corporations, Author- ities and Commissions AN ACT to amend the business corporation law, in relation to shareholder meetings THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM- BLY, DO ENACT AS FOLLOWS: Section 1. Section 602 of the business corporation law, paragraph (c) as amended by chapter 803 of the laws of 1965 and paragraph (d) as added by chapter 449 of the laws of 1997, is amended to read as follows: § 602. Meetings of shareholders. (a) Meetings of shareholders may be held at such place, within or without this state, as may be fixed by or under the by-laws, or if not so fixed, [at the office of the corporation in this state] AS DETERMINED BY THE BOARD OF DIRECTORS. IF, PURSUANT TO THIS PARAGRAPH OR THE BY-LAWS OF THE CORPORATION, THE BOARD OF DIRECTORS IS AUTHORIZED TO DETERMINE THE PLACE OF A MEETING OF SHAREHOLDERS, THE BOARD OF DIRECTORS MAY, IN ITS SOLE DISCRETION, DETERMINE THAT THE MEETING SHALL NOT BE HELD AT ANY PLACE, BUT MAY INSTEAD BE HELD SOLELY BY MEANS OF REMOTE COMMUNICATION AS AUTHORIZED BY PARAGRAPH (B) OF THIS SECTION. (b) IF AUTHORIZED BY THE BOARD OF DIRECTORS IN ITS SOLE DISCRETION, AND SUBJECT TO SUCH GUIDELINES AND PROCEDURES AS THE BOARD OF DIRECTORS MAY ADOPT, SHAREHOLDERS AND PROXYHOLDERS NOT PHYSICALLY PRESENT AT A MEETING OF SHAREHOLDERS MAY, BY MEANS OF REMOTE COMMUNICATION: (I) PARTICIPATE IN A MEETING OF SHAREHOLDERS; AND (II) BE DEEMED PRESENT IN PERSON AND VOTE AT A MEETING OF SHAREHOLD- ERS, WHETHER SUCH MEETING IS TO BE HELD AT A DESIGNATED PLACE OR SOLELY BY MEANS OF REMOTE COMMUNICATION, PROVIDED THAT: (1) THE CORPORATION SHALL IMPLEMENT REASONABLE MEASURES TO VERIFY THAT EACH PERSON DEEMED PRESENT AND PERMITTED TO VOTE AT THE MEETING BY MEANS OF REMOTE COMMUNI- CATION IS A SHAREHOLDER OR PROXYHOLDER; (2) THE CORPORATION SHALL IMPLE- EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets [ ] is old law to be omitted.
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