reglab/housing_qa huggingface dataset:
NY Bus Corp L § 1532 (2021)
2021 New York Laws BSC - Business Corporation Article 15-A - Foreign Professional Service Corporations 1532 - Regulation of Professions.

§ 1532. Regulation of professions.  (a) This article shall not repeal, modify or restrict any provision of the  education  law  or  the  judiciary  law or any rules or regulations adopted thereunder regulating the professions referred to therein except to the extent in conflict herewith.  (b) A foreign professional service corporation, other than  a  foreign professional  service  corporation  authorized to practice law, shall be under the supervision of the regents of the university of the  state  of New  York  and be subject to disciplinary proceedings and penalties, and its authority to do business shall be subject to suspension,  revocation or  annulment for cause, in the same manner and to the same extent as is provided with respect to individuals and their  licenses,  certificates, and  registrations  in  title eight of the education law relating to the applicable  profession.   Notwithstanding   the   provisions   of   this subdivision,  a  foreign  professional service corporation authorized to practice medicine shall be subject  to  the  prehearing  procedures  and hearing  procedures as is provided with respect to individual physicians and their licenses in Title II-A of article two  of  the  public  health law.  (c)  A foreign professional service corporation authorized to practice law shall be subject to the regulation and control of, and its authority to do business shall be subject to suspension, revocation  or  annulment for  cause by, the appellate division of the supreme court and the court of appeals in the same manner and to the same  extent  provided  in  the judiciary    law    with    respect    to   individual   attorneys   and counselors-at-law.  Such  corporation   need   not   qualify   for   any certification  under  section  four  hundred sixty-four of the judiciary law, take an oath of office under section four hundred sixty-six of such law or register under section four hundred sixty-seven of such law.
NY Bus Corp L § 1533 (2021)
2021 New York Laws BSC - Business Corporation Article 15-A - Foreign Professional Service Corporations 1533 - Licensing of Individuals.

§ 1533. Licensing of individuals.No   officer,   director,   shareholder   or  employee  of  a  foreign   professional service corporation shall practice his or her profession in   this state unless such individual is  duly  licensed  to  practice  such   profession in this state.
NY Bus Corp L § 1600 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1600 - Short Title.

§ 1600. Short title.This article shall be known as the security takeover disclosure act.
NY Bus Corp L § 1602 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1602 - Disclosure Requirement.

§ 1602. Disclosure requirement.  (a) No offeror shall make a takeover bid unless as soon as practicable on  the  date  of  commencement  of  the  takeover bid he files with the attorney general at his New York city office and delivers to the  target company  at  its  principal  executive  offices a registration statement containing the information required by section sixteen hundred three  of this article.  (b)  An offeror shall make full and fair disclosure to offerees of the material information set  forth  in  the  registration  statement  filed pursuant to subdivision (a) of this section.  (c)  No  solicitation  or  recommendation  to the offerees of a target company to accept or reject a takeover bid shall be made by or on behalf of an offeror or a target company unless at  the  time  copies  of  such solicitation  or  recommendation  are  first published, sent or given to such offerees, the person making such solicitation or recommendation has filed copies of the solicitation or  recommendation  with  the  attorney general at his New York city office.
NY Bus Corp L § 1604 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1604 - Enforcement.

§ 1604. Enforcement.  (a)  The  attorney  general may conduct such investigation as he deems necessary concerning any takeover bid for  the  purpose  of  determining compliance  with  the  requirements  of  this  article.  As part of such investigation  the  attorney  general  may  require  persons   to   file statements   in  writing  and  under  oath  with  his  office,  subpoena witnesses, compel their attendance, examine them under oath and  require the production of books, records, documents and papers.  (b)  In  the  event the attorney general determines that any person is violating or about to violate any provision  of  this  article,  or  any order,  rule  or  regulation  issued pursuant thereto, he may seek, in a court  of  competent  jurisdiction,   an   injunction   temporarily   or permanently  barring  that  person  from  making  or  taking  part in or continuing a takeover bid  or  from  taking  up  or  paying  for  shares tendered by offerees pursuant to a takeover bid, and the court may grant the relief applied for or so much thereof as it may deem proper.
NY Bus Corp L § 1605 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1605 - Violations; Penalties.

§ 1605. Violations; penalties.  (a)  Every person who willfully violates any provision of this article shall be guilty of a class E felony; every person who willfully violates any order, rule or regulation issued pursuant thereto, shall  be  guilty of a class A misdemeanor.  (b)  A  violation  of any provision of this article shall constitute a fraudulent practice within the meaning of article twenty-three-A of  the general business law.  (c)  Every  person who violates any provision of this article shall be subject to a civil penalty of one thousand dollars per  violation  if  a natural  person  or ten thousand dollars per violation if a corporation. When the violation is the failure to file a  registration  statement  as required  by  subdivision  (a)  of  section  sixteen hundred two of this article, the  failure  to  file  a  solicitation  or  recommendation  as required  by  subdivision  (c)  of  section  sixteen hundred two of this article, or the failure to amend such registration statement as required by subdivision (b) of section sixteen hundred  three  of  this  article, each   business   day   of   non-registration   or  failure  to  file  a recommendation  or  solicitation  or  failure  to  amend  constitutes  a separate  violation.  The  penalty  imposed  by  this  section  shall be cumulative and more than one penalty shall be recoverable  in  the  same action in any court of competent jurisdiction.
NY Bus Corp L § 1606 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1606 - Administration.

§ 1606. Administration.  (a) This  article  shall  be  administered by the attorney general and employees designated by him within the department of law.  The  attorney general  is hereby empowered to promulgate, alter, amend or revoke rules and regulations necessary to carry out the purposes of this article.  (b) The attorney general may establish fees  for  the  filing  of  any registration statement, not to exceed two thousand five hundred dollars, to  recover  the costs of administering this article. Such fees may vary according to the maximum consideration payable by the  offeror  for  the securities which are the subject of the takeover bid.
NY Bus Corp L § 1607 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1607 - Prosecutions and Immunity.

§ 1607. Prosecutions and immunity.  (a) The  attorney  general may prosecute every person charged with the commission of a criminal offense  arising  from  the  violation  of  any provision of this article. In all such proceedings, the attorney general may  appear in person or by his deputy before any court of record or any grand jury and exercise all the powers and perform  all  the  duties  in respect of such actions or proceedings which the district attorney would otherwise  be  authorized  or  required  to  exercise or perform; or the attorney general may in his  discretion  transmit  evidence,  proof  and information as to such offense to the district attorney of the county or counties in which the alleged violation has occurred, and every district attorney  to whom such evidence, proof and information is so transmitted shall  forthwith  proceed  to  prosecute   any   corporation,   company, association, or officer, manager or agent thereof, or any firm or person charged  with  such  violation.  In  any  such  proceeding,  wherein the attorney general has  appeared  either  in  person  or  by  deputy,  the district  attorney  shall  only  exercise  such  powers and perform such duties as are required of him by the  attorney  general  or  the  deputy attorney general so appearing.  (b) Upon  any  investigation before the attorney general or his deputy or other officer designated by him, or in any criminal proceeding before any court, magistrate or grand jury, pursuant to or for a  violation  of any  of the provisions of this article, the attorney general, his deputy or other officer designated by him, or the court,  magistrate  or  grand jury,  may  confer immunity in accordance with the provisions of section 50.20 of the criminal procedure law.
NY Bus Corp L § 1608 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1608 - Designation of Secretary of State for Service.

§ 1608. Designation of secretary of state for service.  (a) Every nonresident offeror, whether or not such offeror has filed a registration statement, except a foreign corporation which has appointed and  keeps  a  resident  agent  in  this  state, shall be deemed to have appointed the secretary of state as his agent upon whom  may  be  served any  lawful process, authorized by this article, with the same effect as though served upon the offeror personally.  (b) Service of process pursuant to this section shall be  accomplished by  leaving  a  copy  of  the  process in the office of the secretary of state, but it shall not be effective unless notice of the service and  a copy  of  the  process  is  sent  by certified or registered mail to the nonresident offeror served, at his last known address.
NY Bus Corp L § 1609 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1609 - Fraudulent, Deceptive or Manipulative Practices.

§ 1609. Fraudulent, deceptive or manipulative practices.  (a)  No  person  shall make any untrue statement of a material fact or omit to  state  any  material  fact  necessary  in  order  to  make  the statements  made, in the light of the circumstances under which they are made, not  misleading,  or  engage  in  any  fraudulent,  deceptive,  or manipulative  acts  or practices, in connection with any takeover bid or any solicitation of offerees in opposition to or in favor  of  any  such takeover bid.  (b) It shall constitute a violation of this article for any person who is  in  possession of material information relating to any takeover bid, which information he knows or has reason to know is nonpublic, which  he acquired  either  before  or after the commencement of the takeover bid, and which he knows or has reason to know has been acquired  directly  or indirectly  from an offeror, a target company, or any officer, director, partner or employee or any other person acting on behalf of the  offeror or target company, to purchase or sell or cause to be purchased or sold, within or from this state, any securities sought or to be sought by such takeover  bid  or any securities convertible into or exhangeable for any such securities or any option or right to obtain or to  dispose  of  any such securities.  (c)  Fraudulent,  deceptive  or manipulative acts or practices include without limitation those acts and  practices  proscribed  by  rules  and regulations  which  the  attorney  general is hereby empowered to adopt, promulgate,  amend  and  rescind  as  is  necessary  to  carry  out  the provisions of this section.
NY Bus Corp L § 1610 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1610 - Exclusions.

§ 1610. Exclusions.   This article shall not apply when:  (a)  The offeror or the target company is a public utility or a public utility holding company as defined in section two of the "Public Utility Holding Company Act of 1935," (49 Stat.803, 15 U.S.C. 79),  as  amended, and  the  takeover bid is subject to approval by the appropriate federal agency as provided in such act;  (b) The offeror or the target company is a  bank  or  a  bank  holding company  as subject to the "Bank Holding Company Act of 1956," (70 Stat. 133, 12 U.S.C.   1841),  and  subsequent  amendments  thereto,  and  the takeover bid is subject to approval by the appropriate federal agency as provided in such act;  (c)  The  offeror  or the target company is a savings and loan holding company as defined in section two  of  the  "Savings  and  Loan  Holding Company  Amendments of 1967," (82 Stat. 5, 12 U.S.C. 1730A), as amended, and the takeover bid is subject to approval by the  appropriate  federal agency as provided in such act;  (d) The offeror and the target company are banks and the offer is part of  a  merger  transaction subject to approval by appropriate federal or state supervisory authorities.
NY Bus Corp L § 1611 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1611 - Validity; Saving Clause.

§ 1611. Validity; saving clause.In  the  event  any  provision or application of this article shall be   held illegal or invalid for any reason, such holding  shall  not  affect   the legality or validity of any other provision or application thereof.
NY Bus Corp L § 1613 (2021)
2021 New York Laws BSC - Business Corporation Article 16 - Security Takeover Disclosure Act 1613 - Private Right of Action.

§ 1613. Private right of action.Any  offeree whose equity securities are the subject of a takeover bid   and who has been injured by any violation of this article may  bring  an   action  in  his  or her own name to enjoin such unlawful act or practice   and to recover actual damages together with reasonable attorney fees  in   the event the offeree is successful.
NY Bus Corp L § 1701 (2021)
2021 New York Laws BSC - Business Corporation Article 17 - Benefit Corporations 1701 - Application and Effect of Article.

§ 1701. Application and effect of article.  (a) This article shall be applicable to all benefit corporations.  (b)  The  existence of a provision of this article shall not of itself create any implication that a contrary or different rule of  law  is  or would  be  applicable  to  a  business corporation that is not a benefit corporation. This article shall not affect any statute or  rule  of  law that  is  or would be applicable to a business corporation that is not a benefit corporation.  (c) Except as otherwise provided in this article, this  chapter  shall be  applicable  to  all benefit corporations. The specific provisions of this article shall control over the general provisions of this chapter.  (d) A provision of the certificate of incorporation  or  bylaws  of  a benefit corporation may not relax, be inconsistent with or supersede any provision of this article.
NY Bus Corp L § 1703 (2021)
2021 New York Laws BSC - Business Corporation Article 17 - Benefit Corporations 1703 - Formation of Benefit Corporations.

§ 1703. Formation of benefit corporations.A  benefit corporation shall be formed in accordance with this chapter   except that its certificate of incorporation shall also state that it is   a benefit corporation.
NY Bus Corp L § 1704 (2021)
2021 New York Laws BSC - Business Corporation Article 17 - Benefit Corporations 1704 - Election of an Existing Business Corporation to Become a Benefit Corporation.

§ 1704. Election of an existing business corporation to become a benefit corporation.  (a) A business corporation may become a benefit corporation under this article by amending its certificate of incorporation so that it contains a statement that the corporation is a benefit corporation. The amendment shall  not  be  effective  unless  it is adopted by at least the minimum status vote.  (b) Any corporation that is not a benefit corporation that is a  party to  a  merger  or  consolidation  in which the surviving or consolidated corporation will be a benefit  corporation  must  approve  the  plan  of merger  or consolidation by at least the minimum status vote in addition to  any  other  vote  required  by  this  chapter,  the  certificate  of incorporation or the bylaws.  (c) Any corporation that is not a benefit corporation that is party to a  merger  or consolidation in which shares of stock of such corporation will be converted into a right to receive shares of stock of  a  benefit corporation must approve the plan of merger or consolidation by at least the  minimum  status vote in addition to any other vote required by this chapter, the certificate of incorporation or the bylaws.
NY Bus Corp L § 1705 (2021)
2021 New York Laws BSC - Business Corporation Article 17 - Benefit Corporations 1705 - Termination of Benefit Corporation Status.

§ 1705. Termination of benefit corporation status.  (a)  A  benefit corporation may terminate its status as such and cease to  be  subject  to  this  article  by  amending  its   certificate   of incorporation  to delete the statement that the corporation is a benefit corporation.  The amendment shall not be effective unless it is  adopted by at least the minimum status vote.  (b)  If  a benefit corporation is a party to a merger or consolidation in which the  surviving  or  new  corporation  will  not  be  a  benefit corporation,  the plan of merger or consolidation shall not be effective unless it is adopted by at least the minimum status vote in addition  to any   other   vote   required   by  this  chapter,  the  certificate  of incorporation or the bylaws.  (c) Any benefit corporation that is party to a merger or consolidation in which shares of stock of such benefit corporation will  be  converted into  a  right to receive shares of stock of a corporation that is not a benefit corporation must approve the plan of merger or consolidation  by at  least the minimum status vote in addition to any other vote required by this chapter, the certificate of incorporation or the bylaws.  (d)  A  sale,  lease,  conveyance,  exchange,   transfer,   or   other disposition  of  all  or  substantially  all  of the assets of a benefit corporation, unless the transaction is in the usual and  regular  course of  business  of  the benefit corporation, shall not be effective unless the transaction is approved by at  least  the  minimum  status  vote  in addition  to any other vote required by this chapter, the certificate of incorporation or the bylaws.
NY Bus Corp L § 1706 (2021)
2021 New York Laws BSC - Business Corporation Article 17 - Benefit Corporations 1706 - Corporate Purposes.

§ 1706. Corporate purposes.  (a) Every benefit corporation shall have a purpose of creating general public  benefit.  This  purpose  is  in  addition  to its purposes under section two hundred one of this chapter and  any  specific  purpose  set forth  in  its  certificate of incorporation under paragraph (b) of this section. The purpose  to  create  general  public  benefit  shall  be  a limitation  on  the other purposes of the benefit corporation, and shall control over any inconsistent purpose of the benefit corporation.  (b) The certificate of incorporation  of  a  benefit  corporation  may identify  one or more specific public benefits that it is the purpose of the benefit corporation to create in  addition  to  its  purposes  under section  two  hundred  one  of  this  chapter  and paragraph (a) of this section. The identification of a  specific  public  benefit  under  this paragraph  does  not  limit  the  obligation of a benefit corporation to create general public benefit.  (c) The creation of general and specific public benefits  as  provided in  paragraphs  (a)  and (b) of this section is in the best interests of the benefit corporation.  (d) A benefit corporation may amend its certificate  of  incorporation to  add, amend or delete the identification of a specific public benefit that it is the  purpose  of  the  benefit  corporation  to  create.  The amendment  shall  not  be effective unless it is adopted by at least the minimum status vote.
NY Bus Corp L § 1707 (2021)
2021 New York Laws BSC - Business Corporation Article 17 - Benefit Corporations 1707 - Standard of Conduct for Directors and Officers.

§ 1707. Standard of conduct for directors and officers.  (a) In discharging the duties of their respective positions, the board of  directors,  committees  of  the  board  and individual directors and officers of a benefit corporation:  (1) shall consider the effects of any action upon:  (A) the ability for the benefit corporation to accomplish its  general and any specific public benefit purpose;  (B) the shareholders of the benefit corporation;  (C)  the  employees  and  workforce of the benefit corporation and its subsidiaries and suppliers;  (D) the interests of customers as  beneficiaries  of  the  general  or specific public benefit purposes of the benefit corporation;  (E)  community  and  societal  considerations,  including those of any community in which offices or facilities of the benefit  corporation  or its subsidiaries or suppliers are located;  (F) the local and global environment; and  (G) the short-term and long-term interests of the benefit corporation, including  benefits  that may accrue to the benefit corporation from its long-term plans and the possibility that these  interests  may  be  best served by the continued independence of the benefit corporation;  (2) may consider:  (A)  the resources, intent and conduct (past, stated and potential) of any person seeking to acquire control of the corporation; and  (B) any other pertinent factors or the interests of  any  other  group that they deem appropriate; and  (3)  shall  not  be  required to give priority to the interests of any particular person or group referred to in subparagraphs one and  two  of this  paragraph  over  the interests of any other person or group unless the benefit corporation has stated its intention  to  give  priority  to interests related to a specific public benefit purpose identified in its certificate of incorporation.  (b)  The consideration of interests and factors in the manner required by paragraph (a) of this section:  (1) shall not constitute a violation of  the  provisions  of  sections seven hundred fifteen or seven hundred seventeen of this chapter; and  (2)  is  in addition to the ability of directors to consider interests and factors as provided in  section  seven  hundred  seventeen  of  this chapter.  (c)  A  director  does not have a fiduciary duty to a person that is a beneficiary of the general or specific  public  benefit  purposes  of  a benefit  corporation  arising  from  the  status  of  the  person  as  a beneficiary, unless otherwise stated in the certificate of incorporation or the bylaws of the benefit corporation.