§ 3407 — Bonds or notes of the corporation

New York § 3407

• Jurisdiction: New York
• Law PBA: Public Authorities
• Title 2: Nassau Health Care Corporation
• Art. 10-C: New York Health Care Corporations

Text

§ 3407. Bonds or notes of the corporation. 1. The corporation shall\nhave the power and is hereby authorized from time to time to issue\nbonds, notes or other obligations to pay the cost of any project or for\nany other corporate purpose, including the establishment of reserves to\nsecure the bonds, the payment of principal of, premium, if any, and\ninterest on the bonds and the payment of incidental expenses in\nconnection therewith. The corporation shall have the power and is\nhereby authorized to enter into such agreements and perform such acts as\nmay be required under any applicable federal legislation to secure a\nfederal guarantee or other subsidy with respect to any bonds.\n 2. The corporation shall have the power from time to time to renew\nbonds or to issue renewal bonds for such purpose, to issue bonds to pay\nbonds, and, whenever it deems refunding expedient, to refund any bond by\nthe issuance of new bonds, whether the bonds to be refunded have or have\nnot matured, and may issue bonds, partly to refund bonds then\noutstanding and partly for any other corporate purpose of the\ncorporation. Bonds issued for refunding purposes shall be sold and the\nproceeds applied to the purchase, redemption or payment of the bonds or\nnotes to be refunded.\n 3. Bonds issued by the corporation may be general obligations secured\nby the faith and credit of the corporation or may be special obligations\npayable solely out of particular revenues or other monies as may be\ndesignated in the proceedings of the corporation under which the bonds\nshall be authorized to be issued, subject as to priority only to any\nagreements with the holders of outstanding bonds pledging any particular\nproperty, revenues or monies. The corporation may also enter into loan\nagreements, lines of credit and other security agreements and obtain for\nor on its behalf letters of credit, insurance, guarantees or other\ncredit enhancements to the extent now or hereafter available, in each\ncase for the purpose of securing its bonds or notes or to provide direct\npayment of any amounts which the corporation is authorized to pay.\n 4. Bonds shall be authorized by resolution of the corporation, and may\nbe in such denominations and bear such date or dates and mature at such\ntime or times as such resolution may provide, except that bonds and any\nrenewals thereof shall mature within forty years from the date of\noriginal issuance of any such bonds. Obligations with a maturity of\nfive years or less from the date of their original issuance may be\ndesignated as notes. Bonds shall be subject to such terms of redemption,\nbear interest at such rate or rates per annum payable at such times, be\nin such form, carry such registration privileges, be executed in such\nmanner, be payable in such medium of payment at such place or places,\nand be subject to such terms and conditions as such resolution may\nprovide. Bonds may be sold at public or private sale for such price or\nprices as the corporation shall determine, provided that no bonds of the\ncorporation, other than obligations designated as notes, may be sold by\nthe corporation at private sale unless such sale in the terms thereof\nhave been approved in writing by the comptroller, where such sale is not\nto be to such comptroller, or by the state director of the division of\nthe budget, where such sale is to be to the comptroller. The corporation\nmay pay all expenses, premiums and commissions which it may deem\nnecessary or advantageous in connection with the issuance and sale of\nbonds.\n 5. Any resolution or resolutions authorizing bonds or any issue of\nbonds by the corporation may contain provisions which may be a part of\nthe contract with the holders of the bonds thereby authorized as to:\n (a) pledging all or part of the revenues, together with any other\nmonies or property of the corporation to secure the payment of the\nbonds, or any costs of issuance thereof, including but not limited to,\nany contracts, earnings or proceeds of any grant to the corporation\nreceived from any private or public source subject to such agreements\nwith bondholders as may then exist;\n (b) the setting aside of reserves and the creation of sinking funds\nand the regulation and disposition thereof;\n (c) limitations on the purpose to which the proceeds from the sale of\nbonds may be applied;\n (d) the rates, rents, fees and other charges to be fixed and collected\nby the corporation and the amount to be raised in each year thereby and\nthe use and disposition of revenues;\n (e) limitations on the right of the corporation to restrict and\nregulate the use of the project or part thereof in connection with which\nbonds are issued;\n (f) limitations on the issuance of additional bonds, the terms upon\nwhich additional bonds may be issued and secured and the refunding of\noutstanding or other bonds;\n (g) the procedure, if any, by which the terms of any contract with\nbondholders may be amended or abrogated, including the proportion of\nbondholders which must consent thereto, and the manner in which such\nconsent may be given;\n (h) the creation of special funds into which any revenues or monies\nmay be deposited;\n (i) the terms and provisions of any trust, mortgage, deed or indenture\nsecuring the bonds under which the bonds may be issued;\n (j) vesting in a trustee or trustees such properties, rights, powers\nand duties in trust as the corporation may determine which may include\nany or all of the rights, powers and duties of the trustees appointed by\nthe bondholders pursuant to section thirty-four hundred eight of this\ntitle and limiting the rights of the bondholders to appoint a trustee\nunder such section or limiting the rights, duties and powers of such\ntrustee;\n (k) defining the acts or omissions to act which may constitute a\ndefault in the obligations and duties of the corporation to the\nbondholders and providing for the rights and remedies of the bondholders\nin the event of such default, including as a matter of right appointment\nof a receiver, provided, however, that such rights and remedies shall\nnot be inconsistent with the general laws of the state and other\nprovisions of this title;\n (l) limitations on the power of the corporation to sell or otherwise\ndispose of any project or any part thereof or other property;\n (m) limitations on the amount of revenues and other monies to be\nexpended or operating, administrative or other expenses of the\ncorporation;\n (n) the payment of the proceeds of bonds, revenues and other monies to\na trustee or other depository, and for the method of disbursement\nthereof with such safeguards and restrictions as the corporation may\ndetermine; and\n (o) any other matters of like or different character which in any way\naffect the security or protection of the bonds or the rights and\nremedies of the bondholders.\n 6. In addition to the powers herein conferred upon the corporation to\nsecure its bonds, the corporation shall have the power in connection\nwith the issuance of bonds to adopt resolutions and enter into such\ntrust indentures, agreements or other instruments as the corporation may\ndeem necessary, convenient or desirable concerning the use or\ndisposition of its revenues or other monies or property, including the\nmortgaging of any property and the entrusting, pledging or creation of\nany other security interest in any such revenues, monies or property and\nthe doing of any act, including refraining from doing any act which the\ncorporation would have the right to do in the absence of such\nresolutions, trust indentures, agreements or other instruments. The\ncorporation shall have power to enter into amendments of any such\nresolutions, trust indentures, agreements or other instruments within\nthe powers granted to the corporation by this title and to perform such\nresolutions, trust indentures, agreements or other instruments. The\nprovisions of any such resolutions, trust indentures, agreements or\nother instruments may be made a part of the contract with the holders of\nbonds of the corporation.\n 7. Any provision of the uniform commercial code to the contrary\nnotwithstanding, any pledge of or other security interest in revenues,\nmonies, accounts, contract rights, general intangibles or other personal\nproperty made or created by the corporation shall be valid, binding and\nperfected from the time when such pledge is made or other security\ninterest attaches without any physical delivery of the collateral or\nfurther act, and the lien of any such pledge or other security interest\nshall be valid, binding and perfected against all parties having claims\nof any kind in tort, contract or otherwise against the corporation\nirrespective of whether or not such parties have notice thereof. No\ninstrument by which such a pledge or security interest is created nor\nany financing statement need be recorded or filed.\n 8. Whether or not the bonds of the corporation are of such form and\ncharacter as to be negotiable instruments under the terms of the uniform\ncommercial code, the bonds are hereby made negotiable instruments within\nthe meaning of and for all the purposes of the uniform commercial code,\nsubject only to the provisions of the bonds for registration.\n 9. Neither the directors nor the non-voting representatives nor the\nofficers of the corporation nor any person executing its bonds shall be\nliable personally on its bonds or be subject to any personal liability\nor accountability by reason of the issuance thereof.\n 10. Subject to such agreements with bondholders as may then exist, the\ncorporation shall have power out of any funds available therefor to\npurchase bonds of the corporation, in lieu of redemption, at a price not\nexceeding, if the bonds are then redeemable, the redemption price then\napplicable plus accrued interest to the next interest payment date, or,\nif the bonds are not then redeemable, the redemption price applicable on\nthe first date after such purchase upon which the bonds become subject\nto redemption plus accrued interest to the next interest payment date.\nBonds so purchased shall thereupon be canceled.\n 11. The corporation shall have power and is hereby authorized to issue\nnegotiable bond anticipation notes in conformity with applicable\nprovisions of the uniform commercial code and may renew the same from\ntime to time but the maximum maturity of any such note, including\nrenewals thereof, shall not exceed five years from the date of issue of\nsuch original note.\n