STATE OF NEW YORK
________________________________________________________________________
5806
2023-2024 Regular Sessions
IN SENATE
March 16, 2023
___________
Introduced by Sen. COMRIE -- read twice and ordered printed, and when
printed to be committed to the Committee on Corporations, Authorities
and Commissions
AN ACT to amend the not-for-profit corporation law, in relation to
authorizing non-membership not-for-profit corporations to classify
board of directors in the by-laws
The People of the State of New York, represented in Senate and Assem-bly, do enact as follows:
1 Section 1. Paragraph (a) of section 704 of the not-for-profit corpo-
2 ration law, as amended by chapter 847 of the laws of 1970, is amended to
3 read as follows:
4 (a) The certificate of incorporation or a by-law [adopted by the
5 members] may provide that directors elected or appointed at large shall
6 be divided into either two, three, four or five classes for the purpose
7 of staggering their terms of office and that all or some of the direc-
8 tors elected or appointed otherwise than at large shall be divided into
9 the same or a different number of classes, not exceeding five, for the
10 same purpose. All classes of each type shall be as nearly equal in
11 number as possible and, if provision has been made for cumulative voting
12 under section 617 (Cumulative voting), no class shall include less than
13 three directors.
14 § 2. This act shall take effect immediately.
EXPLANATION--Matter in italics (underscored) is new; matter in brackets
[] is old law to be omitted.
LBD10109-01-3
