2010 New York Code
BSC - Business Corporation
Article 5 - (501 - 520) CORPORATE FINANCE
516 - Reduction of stated capital in certain cases.

§ 516. Reduction of stated capital in certain cases.
    (a)  Except as otherwise provided in the certificate of incorporation,
  the board may at any time reduce the stated capital of a corporation  in
  any of the following ways:
    (1)  by  eliminating  from  stated  capital  any  portion  of  amounts
  previously transferred by the board from surplus to stated  capital  and
  not allocated to any designated class or series of shares;
    (2)   by   reducing  or  eliminating  any  amount  of  stated  capital
  represented by issued shares  having  a  par  value  which  exceeds  the
  aggregate par value of such shares;
    (3)  by  reducing  the  amount of stated capital represented by issued
  shares without par value; or
    (4) by applying  to  an  otherwise  authorized  purchase,  redemption,
  conversion  or  exchange of outstanding shares some or all of the stated
  capital represented by the shares being purchased,  redeemed,  converted
  or  exchanged,  or  some  or all of any stated capital that has not been
  allocated to any  particular  shares,  or  both.    Notwithstanding  the
  foregoing,  if  the  consideration  for  the issue of shares without par
  value was fixed by the shareholders under section 504 (Consideration and
  payment for shares), the board  shall  not  reduce  the  stated  capital
  represented  by such shares except to the extent, if any, that the board
  was authorized by the shareholders  to  allocate  any  portion  of  such
  consideration to surplus.
    (b) No  reduction  of  stated capital shall be made under this section
  unless after such reduction the stated  capital  exceeds  the  aggregate
  preferential  amounts  payable  upon  involuntary  liquidation  upon all
  issued shares having preferential rights in  the  assets  plus  the  par
  value of all other issued shares with par value.
    (c) When  a  reduction  of stated capital has been effected under this
  section, the amount of such reduction shall be  disclosed  in  the  next
  financial  statement covering the period in which such reduction is made
  that is furnished by the corporation to  all  its  shareholders  or,  if
  practicable,  in the first notice of dividend or share distribution that
  is furnished to the holders of  each  class  or  series  of  its  shares
  between  the  date  of  such  reduction  and  the  next  such  financial
  statement, and in any event to all its shareholders within six months of
  the date of such reduction.