What's happening
This bill requires condominium and cooperative housing boards to provide annual reports on related party transactions and board votes for transparency.
Why it matters
Increases accountability of board members. by requiring that every director annually acknowledges their awareness of conflict-of-interest rules and personally signs off on reports detailing related party transactions.
Provides residents and shareholders with detailed insight. into board decision-making, including which directors attended meetings, how each director voted on contracts involving possible conflicts, and the specific reasons for approving those contracts.
Creates a permanent, signed record. of all board decisions involving potential conflicts of interest, making it more difficult for self-dealing or secretive transactions to go unnoticed.
Ensures transparency even when no conflicts occur. by mandating a signed statement from the board when there are no reportable transactions, thereby preventing boards from simply ignoring the reporting requirement.
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Who cares
Headline styles
Disclose Coop Board Conflicts
Plain English, a few words. Used as the page title.
Sponsors
No co-sponsors yet.
History
- Substituted by A8261A
- Ordered to third reading cal.2180
- Print number 6652a
- Amend (t) and recommit to rules
- Referred to rules
Companion bill
The same bill in the other chamber. A bill becomes law when one version passes both houses and the governor signs it, so either number can carry it.
Disclose Co-op Board Conflicts
Signed by Governor · Sponsor Steven Cymbrowitz
Full text
2 pagesUnderlined is new[Struck] is removedOfficial text on nysenate.gov ↗
STATE OF NEW YORK
6652--A
2017-2018 Regular Sessions
IN SENATE
June 9, 2017
Introduced by Sen. GOLDEN -- read twice and ordered printed, and when printed to be committed to the Committee on Rules -- committee discharged, bill amended, ordered reprinted as amended and recommitted to said committee
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 Assembly, do enact as follows:
Section 1. The not-for-profit corporation law is amended by adding a new section 519-a to read as follows: § 519-a. Annual reports for certain transactions required.
(a) Every condominium or cooperative housing corporation, incorporated pursuant to this chapter, shall, at least once each year:
(1) require that each director, as defined in paragraph six of subdivision (a) of section one hundred two of this chapter, receive a copy of section seven hundred fifteen of this chapter; and
(2) provide an annual report to the members or to the governing board, if there are no members, which shall be signed by each such director, containing information on any contracts made, entered into, or otherwise voted on by the board of directors that were considered a related party transaction pursuant to section seven hundred fifteen of this chapter.
(b) The annual report required by subdivision (a) of this section shall include, but not be limited to, the following:
(1) a list of all contracts voted on by the board of directors, including information on the contract recipient, contract amount, and the purpose of entering into the contract;
(2) the record of each meeting including director attendance, voting records for contracts, and how each director voted on such contracts; and
EXPLANATION--Matter in italics (underscored) is new; matter in brackets
[ ] is old law to be omitted.
LBD13036-05-7
S. 6652--A 2
(3) the date of each vote on each contract, and the date the contract would be and remain valid.
(c) If the annual report required by paragraph two of subdivision (a) of this section would, notwithstanding the requirements of this section, contain no information because of the absence of any actions taken by the board that would otherwise qualify for inclusion in such annual report, then the board shall instead submit to the members or to the governing board, if there are no members, a document, signed by each director, indicating: "No actions taken by the board were subject to the annual report required pursuant to section 519-a of the Not-for-Profit Corporation Law".
§ 2. The business corporation law is amended by adding a new section 727 to read as follows: § 727. Annual reports for certain transactions required.
(a) Every condominium or cooperative housing corporation, incorporated pursuant to this chapter, shall, at least once each year:
(1) require that each director, as defined in paragraph five of subdivision (a) of section one hundred two of this chapter, receive a copy of section seven hundred thirteen of this chapter; and
(2) submit an annual report to the shareholders, which shall be signed by each such director, containing information on any contracts made, entered into, or otherwise voted on by the board of directors where one or more of the directors was an interested director, pursuant to section seven hundred thirteen of this chapter.
(b) The annual report required by subdivision (a) of this section shall include, but not be limited to, the following:
(1) a list of all contracts voted on by the board of directors, including information on the contract recipient, contract amount, and the purpose of entering into the contract;
(2) the record of each meeting including director attendance, voting records for contracts, and how each director voted on such contracts; and
(3) the date of each vote on each contract, and the date the contract would be and remain valid.
(c) If the annual report required by subdivision (a) of this section would, notwithstanding the requirements of this section, contain no information because of the absence of any actions taken by the board that would otherwise qualify for inclusion in such annual report, then the board shall instead submit to the shareholders a document, signed by each director, indicating: "No actions taken by the board were subject to the annual report required pursuant to section 727 of the Business Corporation Law".
§ 3. This act shall take effect on the first of January next succeeding the date on which it shall have become a law.
Reflowed for reading: line numbers and page breaks removed. Cite the official text.
Sponsor's memo
Title of bill
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
Purpose or general idea of bill
The purpose of this bill is to ensure that cooperative and condominium housing boards of directors are aware of certain laws relating to conflicts of interest.
Summary of provisions
Section one of the bill adds a new section to the Not-For-Profit Corporation Law requiring annual reports for cooperative and condominium housing incorporated under such laws to be submitted to the members or the governing board (if there are no members) identifying any votes on contracts that were subject to laws relating to related party transactions.
Section two of the bill adds a new section to the Business Corporation Law requiring annual reports for cooperative and condominium housing incorporated under such laws to be submitted to shareholders identifying any votes on contracts that were subject to laws relating to related party transactions.
Section three of the bill establishes the effective date.
Justification
The original version of this bill related only to cooperative housing and it also required the annual report to be submitted to the Attorney General. The amended version is now applicable to condominiums (as well as cooperative housing), requires the annual report to be submitted to the members or shareholders, whichever the case may be, and also makes specific reference to the laws governing related party transactions or interested parties. In addition, the amended version adds a new section containing the bill's provisions within the Not-For-Profit Corporation Law and the Business Corporation Law instead of adding a section to the Real Property Law.
Prior legislative history
New bill.
Fiscal implications
None.
Effective date
This act shall take effect on January 1St following enactment.
Summaries, headlines and scores are AI-generated from the official bill text. How we score bills. Source: NYS Open Legislation.