§ 202 — General and special powers

New York § 202

• Jurisdiction: New York
• Law NPC: Not-for-Profit Corporation
• Art. 2: Corporate Purposes and Powers

Text

§ 202. General and special powers.\n (a) Each corporation, subject to any limitations provided in this\nchapter or any other statute of this state or its certificate of\nincorporation, shall have power in furtherance of its corporate\npurposes:\n (1) To have perpetual duration.\n (2) To sue and be sued in all courts and to participate in actions and\nproceedings, whether judicial, administrative, arbitrative or otherwise,\nin like cases as natural persons.\n (3) To have a corporate seal, and to alter such seal at pleasure, and\nto use it by causing it or a facsimile to be affixed or impressed or\nreproduced in any other manner.\n (4) To purchase, receive, take by grant, gift, devise, bequest or\notherwise, lease, or otherwise acquire, own, hold, improve, employ, use\nand otherwise deal in and with, real or personal property, or any\ninterest therein, wherever situated.\n (5) To sell, convey, lease, exchange, transfer or otherwise dispose\nof, or mortgage or pledge, or create a security interest in, all or any\nof its property, or any interest therein, wherever situated.\n (6) To purchase, take, receive, subscribe for, or otherwise acquire,\nown, hold, vote, employ, sell, lend, lease, exchange, transfer, or\notherwise dispose of, mortgage, pledge, use and otherwise deal in and\nwith, bonds and other obligations, shares, or other securities or\ninterests issued by others, whether engaged in similar or different\nbusiness, governmental, or other activities.\n (7) To make capital contributions or subventions to other\nnot-for-profit corporations.\n (8) To accept subventions from other persons or any unit of\ngovernment.\n (9) To make contracts, give guarantees and incur liabilities, borrow\nmoney at such rates of interest as the corporation may determine, issue\nits notes, bonds and other obligations, and secure any of its\nobligations by mortgage or pledge of all or any of its property or any\ninterest therein, wherever situated.\n (10) To lend money, invest and reinvest its funds, and take and hold\nreal and personal property as security for the payment of funds so\nloaned or invested.\n (11) To conduct the activities of the corporation and have offices and\nexercise the powers granted by this chapter in any jurisdiction within\nor without the United States.\n (12) To elect or appoint officers, employees and other agents of the\ncorporation, define their duties, fix their reasonable compensation and\nthe reasonable compensation of directors, and to indemnify corporate\npersonnel. Such compensation shall be commensurate with services\nperformed.\n (13) To adopt, amend or repeal by-laws, including emergency by-laws\nmade pursuant to subdivision seventeen of section twelve of the state\ndefense emergency act, relating to the activities of the corporation,\nthe conduct of its affairs, its rights or powers or the rights or powers\nof its members, directors or officers.\n (14) To make donations, irrespective of corporate benefit, for the\npublic welfare or for community fund, hospital, charitable, educational,\nscientific, civic or similar purposes, and in time of war or other\nnational emergency in aid thereof.\n (15) To be a member, associate or manager of other non-profit\nactivities or to the extent permitted in any other jurisdiction to be an\nincorporator of other corporations, and to be a partner in a\nredevelopment company formed under the private housing finance law.\n (16) To have and exercise all powers necessary to effect any or all of\nthe purposes for which the corporation is formed.\n (b) If any general or special law heretofore passed, or any\ncertificate of incorporation, shall limit the amount of property a\ncorporation may take or hold, or the yearly income from the corporate\nassets or any part thereof, such corporation may take and hold property\nof the value of fifty million dollars or less, or the yearly income\nderived from which shall be six million dollars or less, or may receive\nyearly income from such corporate assets of six million dollars or less,\nnotwithstanding any such limitations. In computing the value of such\nproperty, no increase in value arising otherwise than from improvements\nmade thereon shall be taken into account.\n (c) When any corporation shall have sold or conveyed any part of its\nreal property, the supreme court, notwithstanding a restriction in any\ngeneral or special law, may authorize it to purchase and hold from time\nto time other real property, upon satisfactory proof that the value of\nthe property so purchased does not exceed the value of the property so\nsold and conveyed within the three years next preceding the application.\n (d) A corporation formed under general or special law to provide\nparks, playgrounds or cemeteries, or buildings and grounds for camp or\ngrove meetings. Sunday school assemblies, cemetery purposes, temperance,\nmissionary, educational, scientific, musical and other meetings, subject\nto the ordinances and police regulations of the county, city, town, or\nvillage in which such parks, playgrounds, cemeteries, buildings and\ngrounds are situated, may appoint from time to time one or more special\npolice officers, with power to remove the same at pleasure. Such special\npolice officers shall preserve order in and about such parks,\nplaygrounds, cemeteries, buildings and grounds, and the approaches\nthereto, and to protect the same from injury, and shall enforce the\nestablished rules and regulations of the corporation. Every police\nofficer so appointed shall within fifteen days after his or her\nappointment and before entering upon the duties of his or her office,\ntake and subscribe the oath of office prescribed in the thirteenth\narticle of the constitution of the state of New York, which oath shall\nbe filed in the office of the county clerk of the county where such\ngrounds are situated. A police officer appointed under this section when\non duty shall wear conspicuously a metallic shield with the name of the\ncorporation which appointed him or her inscribed thereon. The\ncompensation of police officers appointed under this section shall be\npaid by the corporation by which they are appointed.\n (e) Any wilful trespass in or upon any of the parks, playgrounds,\nbuildings or grounds provided for the purposes mentioned in the\npreceding paragraph, or upon the approaches thereto, and any wilful\ninjury to any of the said parks, playgrounds, buildings or grounds, or\nto any trees, shrubbery, fences, fixtures or other property thereon or\npertaining thereto, and any wilful disturbance of the peace thereon by\nintentional breach of the rules and regulations of the corporation, is a\nmisdemeanor.\n (f) No corporation shall conduct activities in New York state under\nany name, other than that appearing in its certificate of incorporation,\nwithout compliance with the filing provisions of section one hundred\nthirty of the general business law governing the conduct of business\nunder an assumed name.\n (g) Every corporation receiving any kind of state funding shall ensure\nthe provision on any form required to be completed at application or\nrecertification for the purpose of obtaining financial assistance\npursuant to this chapter, that the application form shall contain a\ncheck-off question asking whether the applicant or recipient or a member\nof his or her family served in the United States military, and an option\nto answer in the affirmative. Where the applicant or recipient answers\nin the affirmative to such question, the not-for-profit corporation\nshall ensure that contact information for the state department of\nveterans' services is provided to such applicant or recipient in\naddition to any other materials provided.\n