senate Bill S4088

Signed By Governor
2019-2020 Legislative Session

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

download bill text pdf

Sponsored By

Current Bill Status Via A434 - Signed by Governor


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

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Actions

view actions (11)
Assembly Actions - Lowercase
Senate Actions - UPPERCASE
Oct 23, 2019 signed chap.384
Oct 11, 2019 delivered to governor
May 13, 2019 returned to assembly
passed senate
3rd reading cal.557
substituted for s4088
May 13, 2019 substituted by a434
May 08, 2019 advanced to third reading
May 07, 2019 2nd report cal.
May 06, 2019 1st report cal.557
Feb 27, 2019 referred to corporations, authorities and commissions

Votes

view votes

May 6, 2019 - Corporations, Authorities and Commissions committee Vote

S4088
6
0
committee
6
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 6, 2019

aye wr (1)

S4088 (ACTIVE) - Details

See Assembly Version of this Bill:
A434
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
2017-2018: A1012, A9745

S4088 (ACTIVE) - Summary

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

S4088 (ACTIVE) - Sponsor Memo

S4088 (ACTIVE) - Bill Text download pdf


                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                  4088

                       2019-2020 Regular Sessions

                            I N  S E N A T E

                            February 27, 2019
                               ___________

Introduced  by Sen. KAVANAGH -- read twice and ordered printed, and when
  printed to be committed 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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