Bill Text: NY S05848 | 2015-2016 | General Assembly | Introduced

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Bill Title: Allows certain entities to convert their status of filing as a not-for-profit organization to a for-profit entity.

Spectrum: Bipartisan Bill

Status: (Engrossed - Dead) 2016-03-29 - RECOMMIT, ENACTING CLAUSE STRICKEN [S05848 Detail]

Download: New_York-2015-S05848-Introduced.html

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                           S T A T E   O F   N E W   Y O R K
       ________________________________________________________________________
                                         5848
                              2015-2016 Regular Sessions
                                   I N  S E N A T E
                                     June 8, 2015
                                      ___________
       Introduced  by  Sens.  COMRIE, GOLDEN -- read twice and ordered printed,
         and when printed to be committed to the Committee on Rules
       AN ACT to amend the  not-for-profit  corporation  law,  in  relation  to
         allowing  certain entities to convert their status of filing as a not-
         for-profit organization to a for-profit entity
         THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
       BLY, DO ENACT AS FOLLOWS:
    1    Section  1.  Section  104  of  the  not-for-profit  corporation law is
    2  amended by adding a new paragraph (h) to read as follows:
    3    (H) A BUSINESS INADVERTENTLY INCORPORATED, AS A NOT-FOR-PROFIT  CORPO-
    4  RATION UNDER SECTION FOUR HUNDRED TWO OF THIS CHAPTER SHALL BE PERMITTED
    5  TO  CONVERT  ITS  STATUS  OF FILING AS A NOT-FOR-PROFIT CORPORATION TO A
    6  FOR-PROFIT CORPORATION UNDER SECTION FOUR HUNDRED TWO  OF  THE  BUSINESS
    7  CORPORATION LAW IF THE INCORPORATOR OR INCORPORATORS SUBMIT SWORN STATE-
    8  MENTS UNDER THE PENALTIES OF PERJURY CERTIFYING THE FOLLOWING:
    9    (1)  THE  INADVERTENT  FILING WAS DUE TO IGNORANCE OF THE LAW AND THAT
   10  LEGAL ADVICE HAD NOT BEEN SOUGHT  OR  RECEIVED  AS  TO  THE  APPROPRIATE
   11  COURSE OF ACTION THAT WOULD HAVE RESULTED IN CORRECT REGISTRATION ALLOW-
   12  ING FOR THE INTENDED FOR-PROFIT OPERATION OF THE ENTITY;
   13    (2)  THE  ENTITY AT NO TIME RECEIVED THE BENEFITS AND/OR PRIVILEGES OF
   14  BEING RECOGNIZED AS A NOT-FOR-PROFIT CORPORATION, SUCH AS  BEING  EXEMPT
   15  FROM INCURRING ANY LOCAL, STATE, OR FEDERAL TAXES;
   16    (3) THE ENTITY THROUGHOUT ITS OPERATION REGISTERED AS A NOT-FOR-PROFIT
   17  CORPORATION  DID  NOT  AT  ANY  TIME  SOLICIT AND/OR RECEIVE ANY PRIVATE
   18  AND/OR PUBLIC GRANTS OR CHARITABLE DONATIONS; AND
   19    (4) THE OFFICE OF THE ATTORNEY GENERAL HAS NOT FILED AN  OBJECTION  TO
   20  THE CONVERSION.
   21    S  2.  This  act shall take effect on the thirtieth day after it shall
   22  have become a law.
        EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                             [ ] is old law to be omitted.
                                                                  LBD11296-04-5