New york business corporation law section 402


The corporation is organized exclusively for the purpose of developing a housing project for persons of low income and is located in Bronx, New York. board of directors: means the governing board of a corporation, whether denominated the board of directors or otherwise, except that no person or group of persons is the board of directors because of powers delegated to that person or group pursuant to §. As a result, on February 9, 1972, Housing Action Corporation (HAC) was incorporated under Section 402 of the Not-For-Profit Corporation Law to address this need. v. Certificate of incorporation; contents. Adjourn: A motion to adjourn a legislative chamber or a committee, if passed, ends that day's session. You should read this page in conjunction with the general section on forming a nonprofit corporation, which has additional steps listed that are applicable to all states. 1027 or by email. ðvThe New York State Human Rights Law (Section 296). Y. Corporation Law (“NPCL”) and related changes to sections of the. We, the undersigned, for the purpose of forming a company pursuant to Article XI of the Private Housing Finance Law and the Not-for-profit Corporation Law, both of the State of New York, hereby certify: I Here are the steps to form a nonprofit corporation in New York. (2) The contract must have been made available for use by other governmental entities. Governing law. It shall set forth: A P. Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Corporations are separate entities from the people that start, own, and manage the business. 0 and above or Internet Explorer 6. Salcare Home Health Services, Inc. Here you will find information on choosing a legal structure in New York (such as a partnership, limited liability company, or corporation). Failure to include the bond with your application may result in a summons being issued with a minimum $250 fine. Under Section 402 of the Business Corporation Law . ny. The certificate of incorporation should clarify the purpose of the entity and whether licensed professionals may be employed to provide services that are restricted In New York State, a general business corporation or not-for-profit corporation may not provide professional services or employ licensed professionals unless authorized under law. section 708 (Action by the board), by unanimous vote of the disinterested Director's" Contracts-Section 713 of the New York Business Corporation Law and the Schneider, 29 N. During more than 40 years as a practicing lawyer, he has played a lead role in many of the country’s most recognizable bankruptcy proceedings. Non-NEICE states may mail ONE (1) original referral packet to the above address. Law § 1411(f) Question: May a subsidiary of a New York licensed insurance company that is a corporation ordinarily engaged in the business of extending consumer credit make first mortgage loans to the elected officers and directors of To be eligible for a disability benefits exemption using Form CE-200, an out-of-state employer must not have one or more individuals working on each of at least 30 days in a calendar year in New York. § 402. , Upstate New York’s largest certified WBE law firm. A business corporation may be formed by filing a Certificate of Incorporation pursuant to Section 402 of the Business Corporation Law. Draft the restatement according to New York Business. Dr. 109–280, § 822(a), which directed the amendment of section 402(c)(2)(A) by substituting “or to an annuity contract described in section 403(b) and such trust or contract provides for separate accounting” for “which is part of a plan which is a defined contribution plan and which agrees to separately account” and inserting “(and This guidance is designed to assist New York charitable not-for-profit corporations that have assets and are planning to dissolve. 10 of the criminal procedure law Required Documentation: Article 14, Section 1402 of the Not-for-Profit Corporation Law requires a volunteer fire corporation to include certain provisions in its Certificate of Incorporation. state. ðvThe Equal Pay Act of 1963. Section 102-08 Appendix A: Standard Clauses for All New York State Thruway Authority and New York State Canal Corporation Construction Contracts and Federally-Funded Procurement Contracts, Revisions were made to incorporate recent statutory and regulatory changes relative to Minority-owned or Women-owned Business Enterprise provisions. 2 of this There is no form provided by the New York Department of State for filing restated articles. NEW YORK STATE. Corp. (05/01 Plaintiff Princeton Health Care System (PHCS) is a nonprofit corporation that provides healthcare services. Terms Used In Tennessee Code 48-18-402. 2 Two Possible Responses for Law Firms to the New York City Unincorporated Business Tax: (A) Branch Offices and (B) Going Corporate Nothing in this Certificate of Incorporation shall authorize the corporation within the State of New York, to (1) provide hospital services or health related services, as such terms are defined in the New York State Public Health Law (PHL); (2) establish operate or maintain a hospital, a home care services agency, a hospice, a managed care General Business Law 36-A Home Improvement Disclaimer: The law below is presented as a quick reference tool. You may also draft your own form pursuant to Section 402 of the NYS Business Corporation Law or purchase a form from a legal stationery store in New York. (a) A certificate, entitled “Certificate of incorporation of . (name of corporation), under section 402 of the Not-for-Profit Corporation Law," shall be signed by each incorporator with his name and address included in such certificate and delivered to the department of state. OF. sections will pertain to the Business Corporation Law. ðvAmericans with Disabilities Act of 1990 (T itle I & Title V). The Not-for-Profit Corporation Law (“N-PCL”) sets forth the procedures for forming not-for-profit corporations in New York State. Martin Luther King Jr. us (This form must be printed or typed in black ink) CERTIFICATE OF INCORPORATION OF (Insert corporate name) Under Section 402 of the Business Corporation Law FIRST: The name of the corporation is: No redeemable common shares, other than (1) shares issued by an open end investment company registered under the United States Investment Company Act of 1940, (2) shares of a corporation which has a license or franchise from a governmental agency to conduct its business or is a member corporation of a national securities exchange registered (a) If a person acting, or purporting to act, as a representative signs an instrument by signing either the name of the represented person or the name of the signer, the represented person is bound by the signature to the same extent the represented person would be bound if the signature were on a simple contract. Title 1 Department of Agriculture and Markets; Title 2 Department of Audit and Control; Title 3 Banking; Title 4 Department of Civil Service; Title 5 Department of Economic Development; Title 6 Department of Environmental Conservation; Title 7 Department of Corrections and Community Supervision; Title 8 L. Cari is a member of the Association for the Bar in the City of New York's Matrimonial Law Committee. Under Section 402 of the Business Corporation Law. Whenever it shall appear to the attorney-general, either upon complaint or otherwise, that in the advertisement, investment advice, purchase or sale within this state of any commodity dealt in on any exchange within the United States of America or the delivery Under Section 402 of the Business Corporation Law Filed by: (Name) (Mailing Address) (City, State and Zip Code) Note: This form was prepared by the New York State Department of State for filing a certificate of incorporation for a business corporation. The agency must submit the contract to the New York State Department of Law and the New York State Office of the State Comptroller. Download Adobe Acrobat Reader to view the above file. Division of Corporations, State OF. This Corporation (Insert Corporation Name) Under Section 402 of the Not-for-Profit Corporation Law Filed by: (Name) (Mailing address) (City, State and Zip code) NOTE: This sample form is provided by the New York State Department of State Division of Corporations for filing a cert ificat e of inco rpo rat ion. was incorporated in 1999 pursuant to Section 402 of the Business Corporation Law in New York State. Conversion to a corporation governed by the Business Corporation Law. 408. (a) On or after January 1, 2010, if a domestic entity formed before January 1, 2006, or a foreign filing entity registered with the secretary of state to transact business in this state before January 1, 2006, has not taken the actions specified by Section 402. Claudia A. of the Corporation. Rincker Law, PLLC has offices in New York City and Champaign, Illinois. Certificate of incorporation is the basic charter of the corporation. Forming a Corporation. It does not contain all optional provisions under the law. The Workers' Compensation Law requires that employers obtain and continuously keep in effect workers' compensation coverage for all their employees. Minimum Wage poster. 3 (signed March 2, 2018). Permits for work within the state highway right of way. For the purposes of this subdivision, the term “ farm corporation ” shall mean any domestic corporation or foreign corporation authorized to do business in this state under this chapter engaged in the production of crops, livestock and livestock products on land used in agricultural (name of corporation) under section 402 of the Business Corporation Law”, shall be signed by each incorporator, with his name and address included in such certificate and delivered to the department of state. Laws 1332, 1333. P. of the Section of Corporation, Banking and Business Law of the Amer-ican Bar Association, only take credit for adoption of their Act in twenty states However, since it was first proposed in 1950,1 virtually every state has either enacted a new corporation law or substantially revised The goal of the Service-Disabled Veteran-Owned Business Act, signed into law by Governor Andrew M. Are there any specifics you can or can’t include with a New York Corporation amendment? Section 402: Exemptions Section 402. DERIVATION TABLE OF CHAPTER 414 FROM. A Certificate of Assumed name for a corporation, limited partnership or limited liability company complying with Section 130 of the General Business Law may be filed with the New York Department of State. Blattmachr, New York, New York Mitchell M. Section 402 of the not-for-profit corporation law of the State of New York, set forth the following: First The name of the Corporation is Chesapeake Bay Retriever Relief & Rescue, Incorporated. 2 Governing body. MODEL BUSINESS CORPORATION ACT (Under Section 402 of the Not-for-Profit Corporation Law)' FIRST: The name of the corporation is WATCHTOWER B[BLE AND TRACT SOCIETY OF NEW YORK, INC. (Insert Corporate Name). (a) A certificate, entitled “Certificate of incorporation of (name of corporation) under section 402 of the Business Corporation Law”, shall be signed by each incorporator, with his name and address included in such certificate and delivered to the department of state. dos. ALL courrrv BUILDING New York. C. (c) This section does not apply to any corporation (1) with outstanding securities listed on the New York Stock Exchange, the NYSE Amex, the NASDAQ Global Market, or the NASDAQ Capital Market, or (2) if all of its voting shares (other than directors’ qualifying shares) are owned directly or indirectly by a corporation or corporations not Terms Used In Tennessee Code 48-18-402. SIGNED, for the purpose of forming a corporation, pursuant to Section 402 of the Business Corporation Laws of the State of New York, do hereby make, signs. Since directors are chosen by vote at annual shareholder An entity defined as exempt from the licensing requirements under New York Law* or otherwise authorized to provide services that include licensed master social work. Business Corporation (BSC). 0 and above. Terms Used In New York Laws > Business Corporation > Article 6. section 102(b) of the DGCL, which allows corporations to include certain efficiency 3, § 402, 1997 N. (a) A certificate, entitled "Certificate of Incorporation of . 004 (Early Adoption of Code by Registered Foreign Filing Entity) to Sec. NEICE states, NY local districts, and NY voluntary agencies submit new referrals through NEICE. LS 605 - Deductions from Wages (Section 193 of the NYS Labor Law). The purposes for which the corporation was formed are as follows: To acquire, own, operate, and manage or otherwise deal in real property, residential and commercial; and Complying with the Law. The consent of the Board of Regents to the filing of a certificate of incorporation under Business Corporation Law §402 was granted on November 6, 1998. Facebook · Twitter · Email · Section 401 · Incorporators · Section 402 · Certificate of  2014 New York Laws Universal Citation: NY Bus Corp L § 720 (2014) of incorporation authorized pursuant to paragraph (b) of section 402, to compel the   The NYS Department of State files certificates of incorporation pursuant to Section 402 of the NYS Business Corporation Law. This certificate is filed with the NYS Department of State (NYSDOS). ”). § 67. Members of an LLC vote in proportion of their respective shares of current profits, unless otherwise provided in the LLC's operating agreement. "Licensee. is formed by filing a Certificate of Incorporation pursuant to Section 1503 of the Business Corporation Law. Bus. This includes, but is not limited to “a) Certificate of incorporation; additional contents. The undersigned, a natural person of the age of eighteen (18) or over, desiring to form a corporation pursuant to the provisions of the Not-for-Profit Corporation Law, does hereby certify: The fee for processing a license or renewal thereof for a qualified retired police officer as defined under subdivision thirty-four of section 1. 93 Civ. Hugh Ray is a principal in McKool Smith's Houston and New York offices as well as head of the firm’s national Bankruptcy Practice Group. Pursuant to section 402(b) of the Business Corporation Law of the State of New York, the liability of the Corporation's directors to the Corporation or its stockholders for damages for breach of duty as a director shall be eliminated to the fullest extent permitted by the Business Corporation Law of the State of New York, as it exists on the CORPORATION (THE SURVIVING CORPORATION) Pursuant to Section 907 of the Business Corporations Law . Except in connection with the construction, reconstruction, maintenance or improvement of a state highway, no person, firm, corporation, municipality, or state department or agency shall construct or improve, within the state highway right of way an entrance or connection to such highway, or REPORT NUMBER REPORT . Under Section 402 of the Not-For-Profit Corporation Law. Corporation Law Section 807. New York Business Corporation Law defines “Corporation” or “Domestic Corporation” as a corporation for profit other than a corporation which may be formed under the cooperative corporations’ law. 2101. region 4 - vehicle safety 5801 e taft road no syracuse, new york 13212-3293 (315) 458-6683 region 5 - vehicle safety 334 dingens street buffalo, new york 14206 (716) 826-3187 . Home organized under the Business Corporation Law, provided that it is not formed to engage in any act or The New York State Photo Credit Giulia Marchi for The New York Times What Big Business Is Saying About the Coronavirus Companies like Disney and Wynn Resorts have started to detail the impact of the virus outbreak Justia - Certificate Of Incorporation - New York - Not For Profit - Corporations And Business Entities - Secretary Of State - Free Legal Forms - Justia Forms (2) In case the corporation is a corporation subject to the Banking Law (Division 1. Certificate Of Incorporation. None of the limited partners reside in New York. 39 UH L. 1. Hereinafter, unless cited to the contrary, all footnoted. John's Law Review: Vol. We hope that if you want to start a business New York, form a New York LLC or incorporate a New York Nonprofit Corporation and you don't want to handle the process on your own, you'll consider using Clickandinc. Article 4 Formation of Corporations. Get up to speed with this week's New York Business Divorce. Under Section 402 of the New York Not-For-Profit Corporation Law The undersigned, desiring to form a corporation pursuant to the provisions ofthe New York Not-for-Profit Corporation Law, does hereby certify: FIRST: The name of the corporation is The Literary Freedom Project, Inc. Rev. 1 (commencing with Section 1000) of the Financial Code), the articles shall set forth a statement of purpose which is prescribed in the applicable provision of the Banking Law. Unless otherwise provided in the limited liability company agreement, a member or manager of a limited liability company has the power and authority to delegate to 1 or more other persons any or all of the member’s or manager’s, as the case may be, rights, powers and duties to manage and control the business and affairs of the limited Section 402 of the New York State Non-profit Cor-poration Law contains the incorporation certificate guidelines and all related requirements. If the contract is approved, the Bureau of State Expenditures will assign it a number. 003 (Early Adoption of Code by Existing Domestic Entity) or 402. Women’s Therapy Centre Institute Training Program, New York City . He began his career in 1969 as an associate at a prominent Omaha business law firm. Certificate of Incorporation of. " A corporation, person or any other type of business entity required to be licensed by, registered with or partially exempt from being licensed by the Department of Banking and Securities under any law of this Commonwealth administered by the Department of Banking and Securities. The filing fee for a restated certificate is $60. com. A P. COMPANY NAME, INC. Section 402 of the Business Corporation Law. Organizations that do not have assets at the time of dissolution should consult “Voluntary Dissolution of Not-For-Profit Corporations with No PACIFIC COLLEGE OF ORIENTAL MEDICINE (NEW YORK), INC. Blvd. The publication includes statutory and case citations, and useful endnotes highlighting relevant cases, statutes and other related content. . During that time period, 1999 to and including 2004, The parcel enjoyed a tax exemption from the Town pursuant to RPTL §420-a. New York Codes, Rules and Regulations. XYZ Company, Inc. The Undersigned, for the purpose of forming a corporation pursuant to Section 402 of the Not-For-Profit Corporation Law State of New York, does hereby certify and set forth: Online Corporation Filing System. Defendant Netsmart New York (Netsmart) is engaged in the business of providing computer software products and services to healthcare facilities. Application for OCFS Approval of Certificate of Incorporation (OCFS-4722) (Please Type or Print) Preferred Format. below and select one of the following sections to navigate through this page. , St. does hereby certify and set forth PURSUANT TO ARTICLE XI OF THE PRIVATE HOUSING FINANCE LAW AND SECTION 402 OF THE NOT-FOR-PROFIT CORPORATION LAW. 5. yonkers, new york 10701 (914) 965-7766 region 3 - vehicle safety 175 sparrowbush road latham, new york 12110 (518) 783-7062 . 2d 431, 437. Application to surviving or new corporations. 1 May 2013 New York law with regard to business corporations, and of statute sections were prepared, further comment solicited in writing LAW § 402. We provide The Canaan Management Service Corporation is incorporated under Section 402 of the Business Corporation Law in the State of New York. provides nursing, home health aide and personal care aide services to the communities located in Manhattan, Bronx, Queens, Brooklyn, Staten Island and Nassau County. DEPARTMENT OF STATE . As updated with the amendments to the Not-for-Profit Corporation Law contained in this Supplement, the text of the Business Corporation Law, Limited Liability Company Law, Not-for-Profit Corporation Law, and Selected Statutes in New York Corporation Law 2018 Edition is current through Laws 2018, ch. The New York State Department of State is the agency that determines whether a Certificate of Incorporation is acceptable for filing. 402. A new corporation founded in New York State must file a Certificate of Incorporation. Manney, Adv. Merger This new resource includes annotated forms organized by section of New York Business Corporation Law (Sections 102‐1531). The limited liability company, or LLC, is a legal business structure that functions like a partnership but provides owners with the liability protection of a corporation. FIRST: The name of   1 N. THIRD: The office of the corporation is to be located in the City of Webster, County of Monroe, State of New York. NY business corporation law is the incorporation statute in the state of New York. The second article, which will follow in the May issue, -will present a critique of the procedural aspects of the new law from the viewpoint of the Honorable Abraham N. (1) one or more officers or employees of the corporation or of any other corporation of which at least fifty percentum of the outstanding shares of stock entitling the holders thereof to vote for the election of directors is owned directly or indirectly by the corporation, whom the director believes to be reliable and competent in the matters presented, New York accepts new referrals through the National Electronic Interstate Compact Enterprise (NEICE). Gayle distinguishes herself as a standout, nationally recognized trial lawyer. Its purposes include: The New York State Department of Health’s Clinical Laboratory Evaluation Program has been authorized under Section 579 of Article 5, Title V of the Public Health Law to provide oversight to facilities performing waived and/or provider-performed microscopy procedures in New York State. Box 94062 (900 North Third Street) Baton Rouge, Louisiana 70804-9062 How to Form a New Business Entity; Delaware Corporation and Business Entity Laws The Amendments will provide a break down on what section of the law was Students in this course will, among other things, have the chance to deepen their substantive legal knowledge in entrepreneurial law and business law more generally while at the same time developing critical professional skills through the direct representation of start-up businesses. It is hereby certified that: FIRST: The name of each constituent corporation is the 18 th Letter, Inc. Where one sues the other for judicial dissolution, and the ground for dissolution is “deadlock” and/or “internal dissention” under Section 1104 of the Business Corporation Law (the “BCL”), does the “resignation” of one director end the impasse capacity subject to certain exceptions, similar to those contained in Section 402 (b) of the New York Business Corporation Law (the BCL). 72 : No. To assist first time incorporators, the New York Department of State has prepared instructions for forming a corporation. For details, see Division of Corporations' FAQs. Certificate Of Incorporation Form. Ins. (a) A certificate, entitled "Certificate of incorporation of . Please call the Bureau of Compliance at (518) 486-6307 with any general questions regarding Section 220 Subd. D. New York General Business Law Article 23-A §352 Investigation by attorney-general 1. Lo, New York, New York* Editor's Synopsis: This article explores under what circumstances a person who did not actually contribute property to a trust can be considered its (a) As used in this section and in § 18-204 of this title, “non-United States entity” means a foreign limited liability company (other than 1 formed under the laws of a state) or a corporation, a statutory trust, a business trust, an association, a real estate investment trust, a common-law trust or any other incorporated or unincorporated (1) If the Department of Revenue determines that there is a substantial understatement of net tax for any tax year under any law imposing a tax on or measured by net income, there shall be added to the amount of tax required to be shown on the return a penalty equal to 20 percent of the amount of any underpayment of tax attributable to the understatement. 2d 396, 402, 278 N. ðvThe Age Discrimination Act of 1975. 24. The Act is effective July 1, 2014 and amends the Aug 28, 2013 · Imke Ratschko is a New York Attorney helping small businesses, business owners and entrepreneurs with all things "Small Business Law," such as litigation, contracts, business owner disputes, shareholder and operating agreements, sale or purchase of a business, investors, and starting a business. You have the ability to add any provisions that you wish in your Certificate as long as they don't violate state law or are contradictory to the rules of Section 402. Jan 20, 2010 · Thus, mortgage brokers must be registered before doing business as a mortgage broker in New York, unless such person or entity qualifies as an exempt organization. (hereinafter referred to as the "Corporation"). Applicants are encouraged to file online. Are these members subject to section 611E of the not for profit law limiting them to only one vote even though their dues is based upon the number of parcels they own. 2. Plaintiff Princeton Health Care System (PHCS) is a nonprofit corporation that provides healthcare services. (a) Any foreign corporation (other than a foreign association) not transacting intrastate business may register its corporate name with the Secretary of State, provided its corporate name would be available pursuant to Section 201 to a new corporation organized under this division at the time of such registration. The name of the corporation is XYZ Company, Inc. New York State Department of Labor, Division of Labor Standards. Except as provided in paragraph eight of this section, each domestic corporation, and each foreign corporation authorized to do business in this state, shall, during the applicable filing period as determined by subdivision three of this section, file a statement setting forth: Justia US Law US Codes and Statutes New York Consolidated Laws 2012 New York Consolidated Laws BSC - Business Corporation Article 4 - (401 - 409) FORMATION OF CORPORATIONS 402 - Certificate of incorporation; contents. 2 Mar 2012 Amendments to the New York Business Corporation Law?," St. PREPARED IN 1972 . PLEASE READ IMPORTANT INFORMATION ABOUT CHOOSING A CORPORATION NAME PRIOR TO FILING YOUR DOCUMENT There are countless New York corporations in which the owners are equal 50 / 50 shareholders and co-members of a two-member board. powers granted under the Business Corporation Law of the State of New York, Pursuant to section 402(b) of the Business Corporation Law of the State of New York, the  24 Aug 2016 2016 New York Laws made many changes in the Not-for-Profit. If you experience any technical difficulties navigating this website, click here to contact the webmaster. Some of the steps you need to follow to form a business corporation in the State of New York include: Selecting a Corporate Name 1. The Corporation is defined in subparagraph (a)(5) of Section 102 of the Not-For-Profit Corporation law and a local development Corporation pursuant to Section 1411 of said law. Safety & Health* New York State Labor Law: Job Safety & Health Protection View Ronald David Greenberg’s profile on LinkedIn, the world's largest professional community. Not-for-profit corporations in New York are subject to the rules of the Internal Revenue Service and New York state law. CERTIFICATE OF INCORPORATION. L. In 1970, he accepted an opportunity to enter corporate practice, first with Fairmont Foods Company, then a New York Stock Exchange listed Company and later with the Foods Division of The Coca Cola Company. 34 UH L. Ryan has established a reputation of success as a trial attorney and concentrates her legal practice in the areas of insurance defense, including premises liability and products liability; defense of 34 enacting state’s business corporation law] shall be generally applicable to all benefit 35 corporations. New York City, New York County . (3) In case the corporation is a corporation subject to the Insurance Code as an If your contract is with New York State, the personnel office of the agency involved will process the contract. (name of corporation) under section 402 of the Business Corporation Law", shall be signed by each incorporator, with his name and address included in such certificate and delivered to the department of state. Law and Section 402 of the Business Corporation Law. 6. In conjunction with this  www. 8 of the Disability Benefits Law. In New York, an Amateur Radio club can be for-profit firm regularly in the business of operating day camps. ðvThe Veterans Readjustment Act of 1974 (Section 402). 401 shall execute the certificate of termination on behalf of the cooperative association. O. Petitioner is likewise a religious corporation incorporated in August 2004 under §402 of the Not-For-Profit Corporation Law. You can reach her at 212. Before an amendment becomes part of the Read 2 Answers from lawyers to Do Certificate of Incorporation Under Section 402 of the Not-for-Profit Corporation Law have to be updated periodically? - New York Business Law Questions & Answers - Justia Ask a Lawyer Certificate of Incorporation Under Section 402 of the Business Corporation Law. The defining features of a not-for-profit corporation include federal and state tax exemption as well as the absence of profits distributed to private individuals. It is necessary to determine whether a Nevada ILC and its wholly owned subsidiary qualify as an "exempt organization" as it is defined in Section 590(1)(e) of the Banking Law. The bill permits articles Exhibit A-5 . The corporation inadvertently dissolved on August 23, 2004. . ðvThe Workforce Investment Act of 1998 (S ection 188). 1 Report on Proposed Regulations Prescribing New Reporting Requirements for Qualified and Nonqualified Deferred Compensation Plans. The certificate of incorporation should clarify the purpose of the entity and whether licensed professionals may be employed to provide services that are restricted The corporation, in furtherance of its corporate purposes above set forth, shall have all of the powers enumerated in Section 202 of the Business Corporation law, subject to any limitations provided in the Business Corporation Law or any other statute of the State of New York. “Profession,” as defined in Section 1501(b) of the Business Corporation Law, includes the occupations regulated by Title VIII of the Education Law plus any practice as an attorney and counselor-at-law, or as a licensed physician. conferred upon corporations organized under the Business Corporation Law subject to any limitations thereof contained in this certificate of incorporation or in the laws of the State of New York. The provisions of this section and section 409 of this article shall not apply to a farm corporation. New York Business Corporation Law BSC NY BUS CORP Section 402. This is a New York form and can be use in Corporations And Business Entities Secretary Of State. A benefit corporation may be subject simultaneously to this [chapter] and 1 For a detailed discussion of the issues to be considered when preparing legislation for introduction in a state Law Journals and Reviews The "Aloha Corporation:" Infusing the Culture of Hawai`i to Broaden the Perspective of Business and Return to Community. Davis, Executive Deputy New York Business Corporation Law defines “Corporation” or “Domestic Corporation” as a corporation for profit other than a corporation which may be formed under the cooperative corporations’ law. 20 of the criminal procedure law, or a qualified retired sheriff, undersheriff, or deputy sheriff of the city of New York as defined under subdivision two of section 2. Share. Harrison/Erickson, Incorporated also does business in this District. This information is best viewed with Netscape Navigator 7. Selected as a “New Leader in the Law” by the Connecticut Law Tribune, 2015; Selected for inclusion in New England Super Lawyers® – Rising Stars in the area of Business/Corporate, 2014, 2016-17 New York Highway Law Article 52 § 52. She specializes in representing hedge funds, private equity firms, public companies and universities, primarily in the areas of antitrust, commercial and securities litigation. All income and earnings of the corporation shall be used exclusively for corporate purposes and no part of the net income, net New York Business Laws Welcome to FindLaw's New York Business Law section, which covers everything from obtaining financing and hiring employees, to choosing the right insurance policies and filing taxes. --For purposes of this paragraph, the term "financial institution" means a broker or dealer, a depository institution, a futures commission merchant, or any other institution, as determined by the Corporation by regulation to be a financial institution, and the term "clearing organization" has the same meaning as in section 402 The mission of the Environmental Facilities Corporation is to assist communities throughout New York State to undertake critical water quality infrastructure projects by providing access to low-cost capital, grants, and expert technical assistance. Section 301 of the Business Corporate Law offers guidance on the allowed descriptors for your corporation in the State of New York. The Kingston Local Development Corporation (KLDC) is under Sections 402 and 1411 of the Not-For-Profit Corporation Law. The Laws of New York; Consolidated Laws; Business Corporation; Article 4 Formation of Corporations . The New York Certificate of Incorporation – Business Corporation | Form DOS a corporation under Section 402 of the Business Corporation Law of the State of   This The New York LLC Act at Twenty is brought to you for free and open access by Digital York Business Corporation Law (“BCL”) or the New York Partner-. Official Filing Receipt-Certificate of Incorporation All corporations are required by §402 of the Business Corporation Law to file a Certificate of Incorporation with the New York State Department of State (NYSDS). June 4, 1996) (New York law), the court dismissed a corporate opportunity claim because the corporation had "necessarily consented" to diversion of its assets through the acts of its sole owners and officers, who were accused of usurping opportunity. region 6 - vehicle safety More information about these loans may be obtained by calling the Environmental Facilities Corporation at (518) 402-6924. MEMORANDUM AMENDMENTS TO NYS NOT-FOR-PROFIT CORPORATION LAW The New York State Not-for-Profit Corporation Law (“NPCL”) was amended on 12/18/2013 by The Non-Profit Revitalization Act of 2013 (the “Act”). Business Corporation (BSC) Share. 2304 (CSH), 1996 WL 297086, at *10 (S. This corporation is formed to engage in any lawful act or activity for which a corporation may be organized under the Business Corporation Law CERTIFICATE OF INCORPORATION OF [Name of District Management Association (DMA)] (Under Section 402 of the New York Not-For-Profit Corporation Law) The undersigned, all of whom are citizens of the United States , and natural persons at least eighteen years of age, desiring to form a corporation pursuant to the Not -For-Profit New York State Department of State Division of Corporations, State Records and Uniform Commercial Code Albany, NY 12231 www. E. Ryan is a founding partner and President of Towne, Ryan & Partners, P. S. (a) The following securities are exempted from sections 301, 306 and 403: (1) any security, including a revenue obligation, issued or guaranteed by the United States, any state, including this commonwealth, any political subdivision of a state, or any agency or corporate or other instrumentality of 1 or more of the foregoing or any certificate of deposit All monies received for the annual service charge pursuant to this section shall be deposited to the credit of the marine and coastal district of New York conservation, education, and research fund established pursuant to section ninety-five-c of the state finance law and shall be used for conservation, education, and research projects approved Dec 08, 2008 · Last month the Appellate Division, Second Department issued an important decision concerning the application of the LLC Law's default rules where the operating agreement is silent on a disputed issue. Facebook Section 402 Jun 06, 2016 · A business corporation may be formed in the State of New York by filing a Certificate of Incorporation pursuant to Section 402 of the Business Corporation Law (“B. LS 204 Tip Appropriation (Section 196-d of the NYS Labor Law). Certificates  Under Section 402 of the Business Corporation Law formed under the Business. One or more natural persons of the age of eighteen years or over may act as incorporators of a corporation. (a) A certificate, entitled “Certificate of incorporation of ․․․․․․ (name of corporation) under section 402 of the Business Corporation Law ”, shall be signed by each incorporator, with his name and address included in such certificate and delivered to the department of state. bidding exception for certain purchases through contracts of New York State counties (County Law § 408-a; GML § 103 [3]), local governments also may purchase through qualifying contracts let by other New York State political subdivisions under this exception. Cari is a general practitioner with concentrations in food/agriculture law, family/matrimonial law, civil litigation, estate planning and mediation. Second The Corporation is a corporation as defined in subparagraph (a)(5) of Section 102 of the not-for-profit Corporation Law. A Beneficiary as Trust Owner: Decoding Section 678 by Jonathan G. Paul, MN 55155 Jan 09, 2014 · INTRODUCTION This publication has been prepared to provide a compilation of standard requirements, called Specifications, used by the New York State Department of Transportation for construction cluded. You are not required to use this form. 2 § 305(a). Minnesota Office of the Revisor of Statutes, 700 State Office Building, 100 Rev. Distinctions. The Corporation and Business Entity Database includes business and not for profit corporations, limited partnerships, limited liability companies and limited liability partnerships, as well as other miscellaneous businesses. Any corporation heretofore 9 incorporated under article fifteen of the business corporation law and 10 operated in compliance with the requirements of section 501(c)(3) of the 11 United States internal revenue code may amend its certificate of incor- 12 poration and be reincorporated as a university faculty practice corpo- 13 ration organized (D) DEFINITIONS. OF . SECOND. VOLUNTARY AGENCY LICENSING. This guidance summarizes the steps to follow to incorporate. 405. Harrison/Erickson, Incorporated is a New York corporation, having its principal place of business at 62 Pierrepont Street, Brooklyn, New York, 11201. N. Not-for-Profit Corporation Law that were enacted when the Legislature passed the Nonprofit foreign corporation seeking authority to do business in New York, one of these words or its A statement that the corporation is a corporation as defined in section 102(a)(5) of the N-PCL §§ 402 (a)(8) & 1401 - 1412. EXTENTION OF CHARTER . *This article is the first of two articles on the newly enacted New York Business Corporation Law. IT IS HEREBY CERTIFIED THAT: FIRST. 402 Execution of Certificate of Termination An officer of a cooperative association or one or more of the persons designated as a liquidating trustee under Section 251. Laws vary from state to state, but there should be similar laws governing the incorporation proc-ess in your state. In New York State, a general business corporation or not-for-profit corporation may not provide professional services or employ licensed professionals unless authorized under law. OCFS-4722 (11/2008) PAGE 5. (iv) information necessary to determine that the character and competence of the proposed managing authority, and its pricipals, officers and directors, is satisfactory, including evidence that all facilities it has managed in New York State have provided a substantially consistent high level of care in accordance with section 600. Businesses meet this requirement of the law by: Obtaining and maintaining a workers' compensation insurance policy; or Section 417 of New York State’s Limited Liability Company law requires the adoption of a written operating agreement. 3 Evidence at hearings in support of applications for approval of certificates of incorporation or authority to do business in this State. 221 (2012). There are 45 members some of which own more than one parcel of property. Read the code on FindLaw. BUSINESS CORPORATION  New York State Department of State. gov. Gayle Klein is a Principal in McKool Smith’s New York office. Law § 402 (a). Name of Corporation Under Section 402 of the Not-for-Profit Corporation Law 1. Estates, Powers & Trust Law accountability,19 at the same time aiming for “a more business- with NPCL section 402(a)(2-a), a box on the Secretary of State's not- for-profit . 253. SECOND: The corporation is a corporation as defined in Section 102(a)(5) of the Not-for- Profit Corporation Law and is a Type B corporation as defined in Section 201 of the Not-for- Profit Is it an Offense in New York to Use a Driver's License Frame of section 402. 2d 642, 646, 328 N. , a New York Corporation and the name of the Subsidiary which is hereinafter referred to as the surviving entity is The 18 th Letter, Inc. The "Director Preference" in Stockholder Litigation. Statement; filing. The undersigned, for the purpose of forming a pursuant to Section 401 of the Business Corporation Law of th 3“ The name “of the corporation i. 23. Businesses should consult an attorney to learn about legal structures. Once the corporation has received the consent from the Tax Department, it should send the following to the New York Department of State: The Consent to Dissolution of a Corporation received from the Tax Department; A Certificate of Dissolution completed pursuant to section 1003 of the New York Not-for-Profit Corporation Law CERTIFICATE OF INCORPORATION . N. What funds are available to local governments for hazardous materials emergency response? New York State DEC does not provide direct assistance to local government agencies for hazardous material response. It is possible under the New York Business Corporation Law, as it was under the old law, to give UNDER SECTION 402 OF THE. Completed applications, with a fee, must be sent to the NYSDOS. of. STATE OF NEW YORK . As a practicing attorney for nearly 36 years, Ms. The NYS Department of State, Division of Corporations has prepared a sample Certificate of Incorporation form that you can download from their website. Harrison Erickson is a New York partnership, comprised of partners Wayde WIMC World Institute for Management and Communications, New York City . Attorney at a leading New York City law firm having as one of its major clients, Uniroyal, a The Irrevocable Proxy and Voting Control of Small Business Corporations Voting control of business corporations is prized because, through selection of a majority of directors, it is the power to determine the use of group assets. Corporation Law of the State of New York, does hereby certify as follows:. I hereby certify that the annexed copy has been compared with the original document in the custody of the Secretary of State and that the same is a true copy of said original. titan-313090n4" ' CERTIFICATE or inconronATion ' ALL COUNTY BUIEDING SUPPLY Ii MA. It shall set forth: (1) The name of the corporation. Gans, Hempstead, New York, and Alvina H. *Note: The exemption is defined in Section 8 of Part Y of Chapter 57 of the Laws of 2018 . If you just want free sample New York articles of incorporation or related documents, feel free to grab them from this page. Download Free Print-Only PDF OR Purchase Interactive PDF Version of this Form. (name of corporation) under section 402 of the Business Corporation Law”, shall be signed by each incorporator, with his name and address included in such certificate and delivered to the department of state. If the incorporation is of an existing unincorporated group or association, the applicant must also file or attach to the document the affidavit required by section 402(b), Not-for-Profit Corporation Law. OFFICE OF CHILDREN AND FAMILY SERVICES. A name change was made on January 23, 1987 from Housing Action Corporation to Allegany County Community Opportunities and Rural Development (ACCORD), Inc. APPLICATION FOR REGENTS CONSENT TO AMEND A CERTIFICATE OF INCORPORATION UNDER THE BUSINESS CORPORATION LAW AND FOR DEGREE-GRANTING AUTHORITY . 1 of the NYS VAT law for having a plastic license plate cover over his back license Aug 31, 2011 · Likewise, in Mediators, Inc. While it is believed to be accurate, it is not a certified copy of the law and therefore should not be relied upon for legal interpretation. Sep 01, 2012 · Our association was incorporated under section 402 of the not for profit corporation law in New York State. (a) The established operator shall be legally responsible for the quality of patient care services, for the conduct and obligations of the hospital as an institution and for ensuring compliance with all Federal, State and local law. Cuomo on May 12, 2014, allows eligible Veteran business owners to get certified as a New York State Service-Disabled Veteran-Owned Business (SDVOB). A corporation can be formed to complete lawful business purposes. The Office of General Counsel issued the following opinion on January 3, 2003, representing the position of the New York State Insurance Department. ELEVEN: Pursuant to Section 402(b) of the Business Corporation Law of the State of New York, the liability of the Corporation’s directors to the Corporation or its stockholders for damages for breach of duty as a director shall be eliminated For profit health and human services agencies must have a Certificate of Incorporation pursuant to Section 402 of the NYS Business Corporation Law; Certificate of Incorporation pursuant to Section 1503 of the NYS Business Corporation Law; Articles of Organization pursuant to Section 203 of the NYS Limited Liability Company Law; Articles of CERTIFICATE OF INCORPORATION OF SOFTWARE IN THE PUBLIC INTEREST, INC. 75 (2016). § 251. new york business corporation law section 402