N.Y. RCO Law § 15-A — New York Code / Act RCO / Article 2 / Section 15-A
Consolidation of incorporated presbyteries
Status: in_force

§ 15-a. Consolidation of incorporated presbyteries. 1. Two or more\nincorporated presbyteries may enter into an agreement for the\nconsolidation or merger of such corporations and such corporations may\nbe consolidated or merged so as to form a single corporation which may\nbe either a new corporation or one of the constituent corporations. Said\nagreement shall set forth the name of the proposed new corporation or\nthe name of the existing corporation if it is to become the consolidated\nor merged corporation, the method of choosing trustees, the names of the\npersons to be the first trustees of the new corporation if the\nconsolidated or merged corporation is to be a new corporation and the\ndate of the first annual corporate meeting.\n  2. Such agreement must be authorized and approved by a majority vote\nof the members of each contracting presbytery taken at a meeting at\nwhich a quorum is present duly called in accordance with the form of\ngovernment of the Presbyterian Church (U.S.A.) and the notice of such\nmeeting shall state the purpose of the meeting.\n  3. Before such agreement is approved as aforesaid, such consolidation\nor merger must be directed and approved by the Synod of the Northeast\nand the General Assembly of the Presbyterian Church (U.S.A.).\n  4. Each presbytery shall thereafter join in a petition to the supreme\ncourt for an order consolidating or merging the corporation, setting\nforth the agreement of the contracting presbyteries, the direction and\napproval of the bodies as set forth in subdivision three of this\nsection, a statement of all the property and liabilities and the sources\nof the annual income of each presbytery and a description of any\nproperty held by such presbyteries in trust for specific purposes. In\nits discretion the court may direct that notice of the hearing of such\npetition be given to the parties interested therein in such manner as it\nmay prescribe.\n  5. After hearing all the parties interested, present and desiring to\nbe heard, the court may make an order for the consolidation or merger of\nthe presbyteries on the terms of such agreement and such other terms and\nconditions as it may prescribe, specifying the name of the new\ncorporation or the name the continuing corporation will have if one of\nthe constituent corporations is to become the consolidated or merged\ncorporation, the first trustees thereof if a new corporation is to be\ncreated and the method by which their successors shall be chosen and the\ndate of the first annual corporate meeting if a new corporation is to be\ncreated.\n  6. When such order is made and duly entered, the persons constituting\nsuch corporate presbyteries shall become one incorporated consolidated\nor merged presbytery by, and said petitioning presbyteries shall become\nconsolidated or merged under, the name designated in the order, and the\ntrustees therein named, if it is a new corporation, shall be the first\ntrustees thereof, and if it is a new corporation the trustees thereof\nshall be chosen by the method therein designated, and all the estate,\nrights, powers and property of whatsoever nature, belonging to either\ncorporation shall without further act or deed be vested in and/or\ntransferred to the new corporation as effectually as they were vested in\nor belonging to the former corporations, and the new or continuing\ncorporations shall be liable for all the debts and liabilities of the\nformer corporations in the same manner and as effectually as if said\ndebts or liabilities had been contracted or incurred by the new\ncorporation.\n  7. The order or a certified copy thereof shall be recorded in the book\nfor recording certificates of incorporation in each county clerk's\noffice in which the certificate of incorporation of each constituent\npresbytery was recorded.\n  8. Such consolidated or merged presbytery shall have all the powers\nand responsibilities conferred upon presbyteries by the constitution and\nform of government of the Presbyterian Church (U.S.A.).\n