Bill Text: NY A08261 | 2017-2018 | General Assembly | Amended
Bill Title: Requires condominium and cooperative housing corporations to submit an annual report to the members of the governing board regarding information about contracts entered into that were subject to certain transactions.
Spectrum: Partisan Bill (Democrat 3-0)
Status: (Passed) 2017-09-13 - approval memo.6 [A08261 Detail]
Download: New_York-2017-A08261-Amended.html
STATE OF NEW YORK ________________________________________________________________________ 8261--A R. R. 269 2017-2018 Regular Sessions IN ASSEMBLY June 2, 2017 ___________ Introduced by M. of A. CYMBROWITZ, BARRON -- read once and referred to the Committee on Housing -- reported and referred to the Committee on Rules -- ordered to a third reading, passed by Assembly and delivered to the Senate, recalled from the Senate, vote reconsidered, bill amended, ordered reprinted, retaining its place on the special order of third reading AN ACT to amend the not-for-profit corporation law and the business corporation law, in relation to conflicts of interests for condominium and cooperative housing The People of the State of New York, represented in Senate and Assem- bly, do enact as follows: 1 Section 1. The not-for-profit corporation law is amended by adding a 2 new section 519-a to read as follows: 3 § 519-a. Annual reports for certain transactions required. 4 (a) Every condominium or cooperative housing corporation, incorporated 5 pursuant to this chapter, shall, at least once each year: 6 (1) require that each director, as defined in paragraph six of subdi- 7 vision (a) of section one hundred two of this chapter, receive a copy of 8 section seven hundred fifteen of this chapter; and 9 (2) provide an annual report to the members or to the governing board, 10 if there are no members, which shall be signed by each such director, 11 containing information on any contracts made, entered into, or otherwise 12 voted on by the board of directors that were considered a related party 13 transaction pursuant to section seven hundred fifteen of this chapter. 14 (b) The annual report required by subdivision (a) of this section 15 shall include, but not be limited to, the following: 16 (1) a list of all contracts voted on by the board of directors, 17 including information on the contract recipient, contract amount, and 18 the purpose of entering into the contract; EXPLANATION--Matter in italics (underscored) is new; matter in brackets [] is old law to be omitted. LBD13036-04-7A. 8261--A 2 1 (2) the record of each meeting including director attendance, voting 2 records for contracts, and how each director voted on such contracts; 3 and 4 (3) the date of each vote on each contract, and the date the contract 5 would be and remain valid. 6 (c) If the annual report required by paragraph two of subdivision (a) 7 of this section would, notwithstanding the requirements of this section, 8 contain no information because of the absence of any actions taken by 9 the board that would otherwise qualify for inclusion in such annual 10 report, then the board shall instead submit to the members or to the 11 governing board, if there are no members, a document, signed by each 12 director, indicating: "No actions taken by the board were subject to the 13 annual report required pursuant to section 519-a of the Not-for-Profit 14 Corporation Law". 15 § 2. The business corporation law is amended by adding a new section 16 727 to read as follows: 17 § 727. Annual reports for certain transactions required. 18 (a) Every condominium or cooperative housing corporation, incorporated 19 pursuant to this chapter, shall, at least once each year: 20 (1) require that each director, as defined in paragraph five of subdi- 21 vision (a) of section one hundred two of this chapter, receive a copy of 22 section seven hundred thirteen of this chapter; and 23 (2) submit an annual report to the shareholders, which shall be signed 24 by each such director, containing information on any contracts made, 25 entered into, or otherwise voted on by the board of directors where one 26 or more of the directors was an interested director, pursuant to section 27 seven hundred thirteen of this chapter. 28 (b) The annual report required by subdivision (a) of this section 29 shall include, but not be limited to, the following: 30 (1) a list of all contracts voted on by the board of directors, 31 including information on the contract recipient, contract amount, and 32 the purpose of entering into the contract; 33 (2) the record of each meeting including director attendance, voting 34 records for contracts, and how each director voted on such contracts; 35 and 36 (3) the date of each vote on each contract, and the date the contract 37 would be and remain valid. 38 (c) If the annual report required by subdivision (a) of this section 39 would, notwithstanding the requirements of this section, contain no 40 information because of the absence of any actions taken by the board 41 that would otherwise qualify for inclusion in such annual report, then 42 the board shall instead submit to the shareholders a document, signed by 43 each director, indicating: "No actions taken by the board were subject 44 to the annual report required pursuant to section 727 of the Business 45 Corporation Law". 46 § 3. This act shall take effect on the first of January next succeed- 47 ing the date on which it shall have become a law.