US Laws, Codes, Statutes & Cases

 
  § 404. Approvals and consents.
    (a)  Every  certificate  of  incorporation  which  includes  among its
  purposes the formation of a trade or  business  association  shall  have
  endorsed thereon or annexed thereto the consent of the attorney-general.
    (b)  (1)  Every  certificate of incorporation which includes among its
  purposes the care of  destitute,  delinquent,  abandoned,  neglected  or
  dependent  children;  the  establishment  or operation of any adult care
  facility, or the establishment or operation of a residential program for
  victims of domestic violence as defined in subdivision four  of  section
  four hundred fifty-nine-a of the social services law, or the placing-out
  or  boarding-out of children or a home or shelter for unmarried mothers,
  excepting the establishment or maintenance of  a  hospital  or  facility
  providing  health-related services as those terms are defined in article
  twenty-eight of the public health  law  and  a  facility  for  which  an
  operating   certificate  is  required  by  articles  sixteen,  nineteen,
  twenty-two and thirty-one of the mental hygiene law; or the solicitation
  of contributions for any such purpose or purposes, shall  have  endorsed
  thereon  or  annexed  thereto  the  approval  of the commissioner of the
  office of children and family services or with respect to any adult care
  facility, the commissioner of health.
    (2) A corporation whose statement of  purposes  specifically  includes
  the  establishment or operation of a child day care center, as that term
  is defined in section three hundred ninety of the social  services  law,
  shall provide a certified copy of the certificate of incorporation, each
  amendment  thereto,  and  any  certificate  of  merger, consolidation or
  dissolution involving such corporation to the  office  of  children  and
  family services within thirty days after the filing of such certificate,
  amendment,  merger,  consolidation or dissolution with the department of
  state. This requirement shall also  apply  to  any  foreign  corporation
  filing  an application for authority under section thirteen hundred four
  of this chapter, any amendments thereto, and any surrender of  authority
  or termination of authority in this state of such corporation.
    (c)  Every  certificate  of  incorporation  which  includes  among the
  purposes  of  the  corporation,  the  establishment,   maintenance   and
  operation of a hospital service or a health service or a medical expense
  indemnity  plan  or  a  dental  expense  indemnity  plan as permitted in
  article forty-three of the insurance law, shall have endorsed thereon or
  annexed thereto the approval of the superintendent of insurance and  the
  commissioner of health.
    (d)  Every  certificate  of incorporation which includes a purpose for
  which a corporation might be chartered by the regents of the  university
  of  the State of New York shall have endorsed thereon or annexed thereto
  the consent of the commissioner of education.
    (e) Every certificate of  incorporation  of  a  cemetery  corporation,
  except   those  within  the  exclusionary  provisions  of  section  1503
  (Cemetery corporations) shall have endorsed thereon or  annexed  thereto
  the approval of the cemetery board.
    (f)  Every  certificate  of  incorporation of a fire corporation shall
  have endorsed thereon  or  annexed  thereto  the  approval,  signed  and
  acknowledged,  of  the  authorities  of each city, village, town or fire
  district in which the corporation  proposes  to  act.  Such  authorities
  shall  be:  in  a  city,  the  mayor;  in  a  village, a majority of the
  trustees; in a town, a majority of the members of the town board;  in  a
  fire  district, a majority of the fire commissioners. The members of the
  town board of a town, or the trustees of a village, shall not consent to
  the formation of a fire corporation as hereinbefore provided, until such
  board shall have held a public hearing on the question  of  whether  the
  fire  company  should  be incorporated. The notice shall be published at
  least once in each  week  for  two  successive  weeks  in  the  official
  newspaper published in the county in which such fire corporation intends
  to  locate, prior to the regular meeting of such board designated by the
  chairman  of the board to consider the matter. Such notice shall contain
  the name of the proposed company, the names of the persons  signing  the
  certificate of incorporation, a brief description of the territory to be
  protected  by  the fire company and that all persons interested shall be
  heard. If no newspaper is published in the county the publication of the
  notice shall be in a newspaper in an adjoining county  selected  by  the
  chairman of such board. All expenses in connection with such publication
  shall be borne by the parties making the application and paid before the
  hearing.
    (g) Every certificate of incorporation of a corporation for prevention
  of cruelty to animals shall have endorsed thereon or annexed thereto the
  approval  of  the  American  Society  for  the  Prevention of Cruelty to
  Animals, or, if such approval be withheld thirty days after  application
  therefor, a certified copy of an order of a justice of the supreme court
  of the judicial district in which the office of the corporation is to be
  located,  dispensing with such approval, granted upon eight days' notice
  to such society.
    (h) Every certificate of incorporation  of  a  Young  Men's  Christian
  Association  shall have endorsed thereon or annexed thereto the approval
  of  the  chairman  of  the  national  board  of  Young  Men's  Christian
  Associations.
    (i)  Every  certificate  of  incorporation  which  indicates  that the
  proposed corporation is to solicit funds for or  otherwise  benefit  the
  armed  forces  of  the United States or of any foreign country, or their
  auxiliaries, or of this or any other state or any territory, shall  have
  endorsed thereon or annexed thereto the approval of the chief of staff.
    (j)  Every  certificate  of  incorporation  which  includes  among its
  purposes the organization of wage-earners for their  mutual  betterment,
  protection  and  advancement;  the regulation of hours of labor, working
  conditions, or wages; or the performance, rendition or sale of  services
  as  labor  consultant, labor-management advisor, negotiator, arbitrator,
  or specialist; and every certificate of incorporation in which the  name
  of  the  proposed  corporation  includes  "union", "labor", "council" or
  "industrial organization", or any abbreviation or derivative thereof  in
  a  context  that indicates or implies that the corporation is formed for
  any of the above  purposes,  shall  have  endorsed  thereon  or  annexed
  thereto the approval of the industrial board of appeals. The board shall
  make  such  inquiry  into the purposes of the proposed corporation as it
  shall deem advisable and shall order a hearing if necessary to determine
  whether or not such purposes are in all respects consistent with  public
  policy  and the labor law. Notice of the time and place of hearing shall
  be given to the applicants and such  other  persons  as  the  board  may
  determine.
    (k)  Every certificate of incorporation for a corporation which has as
  its exclusive purpose the promotion of the  interests  of  savings  bank
  life insurance or the promotion of the interests of member banks may, if
  the  approval  of  the  superintendent  of  banks is endorsed thereon or
  annexed thereto, use as a part of the corporate name any of the words or
  phrases, or  any  abbreviation  or  derivative  thereof,  set  forth  in
  subparagraph  (5)  of  paragraph  (a)  of  section  301 (Corporate name;
  general).
    (l) Every certificate of incorporation for a corporation which has  as
  its  exclusive  purpose  the  creation  of  an  association  of licensed
  insurance agents, licensed  insurance  brokers,  or  licensed  insurance
  underwriters   and   every   application  for  authority  of  a  foreign
  corporation which is an independent laboratory engaged  in  testing  for
  public safety, or which has as its purpose the advancement of corporate,
  governmental,  and institutional risk and insurance management, or which
  has as its exclusive purpose the creation of an association of insurers,
  each  of which is duly licensed in this state or, if it does no business
  or is not licensed in this state, is duly licensed in another  state  or
  foreign  jurisdiction  may,  if  the  approval  of the superintendent of
  insurance is endorsed thereon or annexed thereto, use as a part  of  the
  corporate  name  any  of  the  words  or phrases, or any abbreviation or
  derivative thereof, set forth in subparagraph (5) of  paragraph  (a)  of
  section 301 (Corporate name; general).
    (m)  Every  certificate  of  incorporation  in  which  the name of the
  proposed corporation includes the name of a political party  shall  have
  endorsed  thereon  or annexed thereto the consent of the chairman of the
  county committee of such political party of  the  county  in  which  the
  office  of  the  corporation is to be located, except in cases where the
  supreme court finds that the withholding of such consent of  the  county
  chairman is unreasonable.
    (n)  Every  certificate  of  incorporation  in  which  the name of the
  proposed corporation includes the words "American  Legion,"  shall  have
  endorsed  thereon  or  annexed thereto the approval of the Department of
  New York, the American Legion, duly acknowledged  by  its  commander  or
  adjutant.
    (o)  Every  certificate  of  incorporation  which  includes  among its
  corporate purposes or powers the establishment  or  maintenance  of  any
  hospital,  as  defined in article twenty-eight of the public health law,
  or the solicitation of contributions for any such purpose, or  purposes,
  shall  have  endorsed  thereon  or  annexed  thereto the approval of the
  public health council.
    (p) Every certificate of incorporation of  a  medical  corporation  as
  defined  in  article  forty-four  of the public health law and organized
  pursuant thereto and pursuant  to  this  chapter,  shall  have  endorsed
  thereon or annexed thereto the consent of the commissioner of health and
  the approval of the public health council.
    (q)  Every  certificate  of  incorporation  which  includes  among its
  corporate purposes or  powers  the  establishment,  or  operation  of  a
  facility  for  which  an  operating certificate from the commissioner of
  mental health or mental retardation and  developmental  disabilities  is
  required  by article thirty-one or sixteen of the mental hygiene law, or
  the solicitation of contributions  for  any  such  purpose,  shall  have
  endorsed  thereon or annexed thereto the approval of the commissioner of
  mental health or mental retardation and developmental disabilities.
    (r)  Every  certificate  of  incorporation  of  a  health  maintenance
  organization  as  defined in article forty-four of the public health law
  and organized pursuant thereto and pursuant to this chapter, shall  have
  endorsed  thereon  or annexed thereto the consent of the commissioner of
  health.
    (t) Every  certificate  of  incorporation  which  includes  among  its
  purposes  and  powers  the establishment or maintenance of a hospital or
  facility providing health related services, as those terms  are  defined
  in article twenty-eight of the public health law, or the solicitation of
  contributions  for  any  such  purpose  or two or more of such purposes,
  shall have endorsed thereon the approval of the public health council.
    (u) Every  certificate  of  incorporation  which  includes  among  the
  purposes  of  the  corporation,  the  establishment  or  operation  of a
  substance abuse, substance dependence,  alcohol  abuse,  alcoholism,  or
  chemical   abuse   or   dependence   program,  or  the  solicitation  of
  contributions for any such  purpose,  shall  have  endorsed  thereon  or
  annexed  thereto  the  consent  of  the  commissioner  of  the office of
  alcoholism and substance abuse services to its filing by the  department
  of state.
    (v)  Every  certificate  of  incorporation  which  includes  among the
  purposes  of  the  corporation,  the  establishment,   maintenance   and
  operation  of  a nonprofit property/casualty insurance company, pursuant
  to article sixty-seven of the insurance law, shall have endorsed thereon
  or annexed thereto the approval of the superintendent of insurance.
    (w) Every certificate of  incorporation  in  which  the  name  of  the
  proposed   corporation   includes   the  terms:  "school,"  "education,"
  "elementary,"    "secondary,"     "kindergarten,"     "prekindergarten,"
  "preschool,"   "nursery   school,"  "museum,"  "history,"  "historical,"
  "historical society," "arboretum," "library," "college," "university" or
  other  term  restricted  by  section  two  hundred  twenty-four  of  the
  education   law;  "conservatory,"  "academy,"  or  "institute,"  or  any
  abbreviation or derivative of such terms, shall have endorsed thereon or
  annexed thereto the consent of the commissioner of education.