Title NPC, Not-for-Profit Corporation

§ 1208. Penalty for concealing property from receiver.\n Any persons having possession of property belonging to the\ncorporation, who shall wrongfully withhold such property from the\nreceiver after the day specified in the notice given under section 1207\n(Duties of receiver upo…

§ 1209. Recovery of assets.\n (a) Whenever a receiver, by verified petition to the supreme court at\na special term held in the judicial district in which the receiver was\nappointed, shall show that he or she has good reason to believe that any\nperson has in his or her possessi…

§ 1210. Order of payment by receiver.\n (a) Laborers' wages shall be preferred claims and entitled to payment\nbefore any other creditors out of the assets of the corporation in\nexcess of valid prior liens or encumbrances.\n (b) The receiver shall subject to any prior liens or e…

§ 1211. Final distribution by receiver.\n (a) If there remains property of the corporation after the first\ndistribution, the receiver shall, within one year thereafter, make a\nfinal distribution among the creditors entitled thereto. Notice that\nsuch distribution will be the fi…

§ 1212. Disposition of moneys retained; surplus; unclaimed\n distributions.\n (a) When any action pending at the time of final distribution shall be\nterminated, the receiver shall apply the moneys retained by the receiver\nto the payment of the amount recovered, and the receiver…

§ 1213. Omission or default of receiver.\n Upon notice to the attorney-general and upon such notice to creditors\nor others interested as the court shall direct, the court may, in the\nfurtherance of justice, relieve a receiver from any omission or default,\non such conditions as…

§ 1214. Application by attorney-general for removal of receiver and to\n close receivership.\n (a) Whenever he or she deems it to be to the advantage of the members,\ncreditors or other persons interested in the assets of any corporation\nfor which a receiver has been appointed, …

§ 1215. Resignation by receiver; filling any vacancy.\n (a) A receiver may petition the appointing court for an order to show\ncause why he or she should not be permitted to resign.\n (b) The petition shall be accompanied by a verified account of all the\nassets of the corporatio…

§ 1216. Final accounting; notice; duty of attorney-general.\n (a) Within one year after qualifying, the receiver shall apply to the\ncourt for a final settlement of his accounts and for an order for\ndistribution, or, upon notice to the attorney-general and to any\ngovernmental b…

§ 1217. Commissions.\n (a) A receiver shall be entitled, in addition to his necessary\nexpenses, to such commissions upon the sums received and disbursed as\nmay be allowed by the court, as follows:\n (1) On the first twenty thousand dollars, not exceeding five percent;\n (2) On …

§ 1218. Special provisions relating to actions or special proceedings\n against foreign corporations.\n (a) In any action or special proceeding brought against a foreign\ncorporation under this article, the following provisions shall apply:\n (1) Service of the summons in such ac…

§ 1301. Authorization of foreign corporations.\n (a) A foreign corporation shall not conduct activities in this state\nuntil it has been authorized to do so as provided in this article. A\nforeign corporation may be authorized to conduct in this state any\nactivities which may be…

§ 1302. Application to existing authorized foreign corporations.\n Every foreign corporation which on the effective date of this chapter\nis authorized to conduct activities in this state under a certificate of\nauthority heretofore issued to it by the secretary of state shall\nc…

§ 1303. Violations.\n The attorney-general may bring an action to restrain a foreign\ncorporation from conducting in this state without authority any\nactivities for the conduct of which it is required to be authorized in\nthe state, or from conducting in this state any activitie…

§ 1304. Application for authority; contents.\n (a) A foreign corporation may apply for authority to conduct\nactivities in this state by filing an application entitled "Application\nfor authority of ........ (name of corporation) under section 1304 of\nthe Not-for-Profit Corporat…

§ 1305. Application for authority; effect.\n Upon filing by the department of state of the application for\nauthority the foreign corporation shall be authorized to conduct in this\nstate any activities set forth in the application. Such authority shall\ncontinue so long as the c…

§ 1306. Powers of authorized foreign corporations.\n An authorized foreign corporation shall have such powers as are\npermitted by the laws of the jurisdiction of its incorporation but no\ngreater powers than those of a domestic corporation formed for the\npurposes set forth in t…

§ 1307. Tenure of real property.\n A foreign corporation may acquire and hold real property in this state\nin furtherance of its corporate purposes and may convey the same by deed\nor otherwise in the same manner as a domestic corporation.\n

§ 1308. Amendments or changes.\n (a) An authorized foreign corporation may amend or change its\napplication for authority from time to time in any and as many of the\nfollowing respects as may be desired if the amendments contain only such\nprovisions as might be lawfully contain…

§ 1309. Certificate of amendment; contents, effect.\n (a) To accomplish such amendment a certificate, entitled "Certificate\nof amendment of application for authority of ....... (name of\ncorporation) under section 1309 of the Not-for-Profit Corporation Law,"\nshall be signed and…

§ 1310. Certificate of change; contents.\n (a) In lieu of a certificate of amendment, an authorized foreign\ncorporation, upon compliance with this section, may make any or all of\nthe following changes in its application for authority:\n (1) To change the location of its office …

§ 1311. Surrender of authority.\n (a) An authorized foreign corporation desiring to surrender its\nauthority shall deliver to the department of state a certificate\nentitled "Certificate of surrender of authority of ......... (name of\ncorporation) under section 1311 of the Not-f…

§ 1312. Termination of existence.\n When an authorized foreign corporation is dissolved or its authority\nor existence is otherwise terminated or cancelled in the jurisdiction of\nits incorporation or when such foreign corporation is merged into or\nconsolidated with another fore…

§ 1313. Actions or special proceedings by unauthorized foreign\n corporations.\n (a) A foreign corporation conducting activities in this state without\nauthority shall not maintain any action or special proceeding in this\nstate unless and until such corporation has been authoriz…

§ 1314. Actions or special proceedings by foreign corporations.\n An action or special proceeding may be maintained by a foreign\ncorporation, in like manner and subject to the same limitations, as an\naction or special proceeding brought by a domestic corporation, except\nas oth…

§ 1315. Actions or special proceedings against foreign corporations.\n (a) An action or special proceeding against a foreign corporation may\nbe maintained by a resident of this state or by a domestic corporation\nof any kind for any cause of action.\n (b) Except as otherwise pro…

§ 1316. Record of members.\n (a) Any resident of this state who shall have been a member of record,\nfor at least six months immediately preceding his demand, of a foreign\ncorporation conducting activities in this state, or any resident of this\nstate authorized in writing by at…

§ 1317. Voting trust records.\n (a) A voting trustee, appointed under a voting trust agreement to\nvote the shares of a foreign corporation conducting activities in this\nstate, who either has an office in this state or has designated a\ntransfer agent within this state, shall pr…

§ 1318. Liabilities of directors and officers of foreign corporations.\n (a) Except as otherwise provided in this chapter, the directors and\nofficers of a foreign corporation conducting activities in this state\nare subject, to the same extent as directors and officers of a dome…

§ 1319. Liability of foreign corporations for failure to disclose\n required information.\n A foreign corporation conducting activities in this state shall, in\nthe same manner as a domestic corporation, disclose to its members of\nrecord who are residents of this state the infor…

§ 1320. Applicability of other provisions.\n (a) In additions to articles 1 (Short title; definitions;\napplication; certificates; miscellaneous) and 3 (Corporate name and\nservice of process) and the other sections of article 13, the following\nprovisions, to the extent provided…

§ 1321. Exemption from certain provisions.\n (a) Notwithstanding any other provision of this chapter, a foreign\ncorporation conducting activities in this state which is authorized\nunder this article, its directors, officers and members, shall be exempt\nfrom the provisions of p…

§ 1401. Private and family cemetery corporations.\n (a) Private cemetery corporation. Seven or more persons may become a\nprivate cemetery corporation by setting off for a private cemetery\nenclosed real property, to the extent of not more than three acres, and\nby electing at a …

§ 1402. Fire corporations.\n (a) Certificate of incorporation; additional contents.\n In addition to the requirements of section 402 (Certificate of\nincorporation; contents), the certificate of incorporation of a fire\ncorporation shall state the precise boundaries of the territ…

§ 1403. Corporations for the prevention of cruelty.\n (a) Prohibition of new corporations in certain counties.\n (1) A corporation for the prevention of cruelty to animals shall not\nhereafter be incorporated for the purpose of conducting its operations\nin the counties of New Yo…

§ 1404. Christian associations.\n (a) Certificate of incorporation; additional contents.\n In addition to the requirements of section 402, the certificate of\nincorporation of a Young Men's or a Young Women's Christian Association\nshall state the qualifications of active members…

§ 1405. Soldiers' monument corporations.\n (a) Property; erection of monuments.\n A corporation formed for the purpose of erecting and maintaining a\nmonument or memorial, including a memorial hall or building to\nperpetuate the memory of persons who served in the armed forces of…

§ 1406. Medical societies.\n (a) Medical societies heretofore formed.\n Any medical society now existing in any of the counties of the state\nset apart prior to or since the passage of the act entitled "An act to\nincorporate medical societies for the purpose of regulating the pr…

§ 1407. Alumni corporations.\n (a) Alumni may be incorporated.\n The alumni of any college or university, or of one or more colleges or\nschools of any university, may be incorporated by executing and filing a\ncertificate pursuant to article 4 of this chapter.\n (b) Type of corp…

§ 1408. Historical societies.\n (a) Historical societies may hold property.\n Any incorporated historical society of this state is hereby authorized\nto have and hold for the purposes of inclosure, preservation and the\nerection of monuments, but not for business purposes, the si…

§ 1409. Agricultural and horticultural corporations.\n (a) Definition.\n An agricultural or horticultural corporation or society is a\ncorporation formed under or by a general or special law for promoting\nagriculture, horticulture and the mechanic arts.\n (b) Type of corporation…

§ 1410. Boards of trade and chambers of commerce.\n (a) Definitions.\n (1) A board of trade is a corporation formed for the purpose of\nfostering trade and commerce, or the interests of those having a common\ntrade, business, financial or professional interest, to reform abuses\n…

§ 1411. Local development corporations.\n (a) Purposes.\n This section shall provide an additional and alternate method of\nincorporation or reincorporation of not-for-profit corporations for any\nof the purposes set forth in this paragraph and shall not be deemed to\nalter, impa…

§ 1412. University faculty practice corporations.\n (a) Organization. Notwithstanding any other provision of law, one or\nmore individuals who are duly authorized by law to render the same\nprofessional service, which shall be the practice of medicine, the\npractice of dentistry,…

§ 1501. Declaration of policy.\n The people of this state have a vital interest in the establishment,\nmaintenance and preservation of public burial grounds and the proper\noperation of the corporations which own and manage the same. This\narticle is determined an exercise of the…

§ 1502. Definitions. As used in this article:\n (a) The term "cemetery corporation" means any corporation formed under\na general or special law for the disposal or burial of deceased human\nbeings, by cremation, natural organic reduction or in a grave,\nmausoleum, vault, columba…

§ 1503. Application.\n (a) Except as otherwise provided in paragraph (b) of this section,\nsection fifteen hundred five-b, paragraph (c) of section fifteen hundred\nseven, paragraph (m) of section fifteen hundred ten, and section fifteen\nhundred eighteen of this article does not…

§ 1504. Cemetery board and general administration.\n (a) A cemetery board is hereby created within the division of\ncemeteries in the department of state, subject to the following\nrequirements: (1) The members of such board shall be the secretary of\nstate, the attorney general …

§ 1505. Special requirements of incorporation.\n (a) Certificate of incorporation; additional contents. In addition to\nthe requirements of section four hundred two (Certificate of\nincorporation; contents), the certificate of incorporation of a cemetery\ncorporation shall be fil…

§ 1505-a. Additional requirements for incorporation of crematories.\n (a) Approval. A cemetery corporation seeking the approval to operate a\ncrematory must submit for approval by the cemetery board the following:\n(1) a list of the directors, employees, and certificate holders o…