New York’s General Assembly approved changes to the State’s Business Corporation Laws and Not-for-Profit Corporation Laws during the 2020 Session. Changes include:

  • Board of Directors composition: Business Corporations Law §408 was amended to require that a corporation’s filing statement include the number of directors constituting the board, and how many of those directors are women.
  • Participation in shareholder meetings: Business Corporations Law §602 was amended to allow corporations to provide shareholders not physically present at a shareholders’ meeting to attend and participate in the meeting while it’s in progress, and/or allow them to vote and grant proxies electronically for matters discussed at the meeting.
  • Notification of bylaws changes for residential properties: Business Corporations Code §708 was amended to require corporations that own or lease residential premises that are operated as co-ops to notify members, stockholders, and delegates of any changes to the by-laws within 10 days, in writing or electronically.  If the change has a direct effect on residents’ occupancy or on the rules of the building, the board of directors are required to post the adopted, amended, or repealed by-laws conspicuously to ensure that tenants are aware of the changes.

Not-for-Profit Corporation Law §602 was amended to include the same notification requirements for residential not-for-profit corporations making changes to their bylaws. Likewise, Not-for-Profit Corporation Law §624 was added to require that changes having a direct effect on the residents’ occupancy or the rules be posted conspicuously to ensure that tenants are aware of the changes.

Those changes, as well as more than 75 new case notes from State and federal courts are captured in the Spring 2020 edition of CSC’s New York Laws Governing Business Entities Annotated.

The Spring 2020 Edition is updated through Chapter 22 of the 2020 Session, and includes Blackline Amendment Notes that indicate exactly how each statute was amended. In addition to the more than 75 new case notes, the 202 Spring Edition also includes the full text of five new cases covering recent legal developments regarding alter ego doctrine, self-interested directors, LLC operating agreements, liability of LLC officers, and transfer of shares.

A comprehensive resource

New York Laws Governing Business Entities is published twice a year to ensure that readers are working with the most up-to-date legislation and latest case law.   

The book includes valuable features that make research faster and more efficient. The Table of Sections Affected provides an overview of legislative changes, while Blackline Amendment notes clearly indicate how the laws have changed. New case notes are captured in the Table of New Annotations, and gray bars in the body of the book indicate where new cases have been inserted.

More than 100 fillable New York forms for incorporation/formation, qualification, mergers, dissolution, and name reservation for all entity types are available on the LexisNexis online download center, and are also available on the companion CD Rom. A listing of the forms can be found in the book’s appendix. Up-to-date Publication and Fee Tables provide a snapshot of fees for different entities.

The Spring 2020 Edition of New York Laws Governing Business Entities is available as a two-volume softbound book or as an ebook, compatible with dedicated e-reader devices, computers, tablets and smartphones that use e-reader software or applications. It is also available on the LexisNexis Digital Library.

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To learn more about the Spring 2020 Edition of New York Laws Governing Business Entities, call 1.800.533.1637 or visit us online at www.lexisnexis.com/csc.

Important updates to NY business laws and caselaw