2023 New York Laws › BSC - Business Corporation › Article 4 - Formation of Corporations › 408 - Statement; Filing.

§ 408. Statement; filing.
1.  Except  as  provided  in  paragraph  eight  of  this section, each
domestic corporation, and each  foreign  corporation  authorized  to  do
business  in  this  state, shall, during the applicable filing period as
determined by subdivision  three  of  this  section,  file  a  statement
setting forth:
(a) The name and business address of its chief executive officer.
(b) The street address of its principal executive office.
(c)  The post office address within or without this state to which the
secretary of state shall mail a copy of any process  against  it  served
upon  him  or  her. Such address shall supersede any previous address on
file with the department of state for this purpose.
(d) The number of  directors  constituting  the  board  and  how  many
directors of such board are women.
2.  Except  as  provided  in  paragraph  eight  of  this section, such
statement shall be made on forms prescribed by the secretary  of  state,
and  the  information therein contained shall be given as of the date of
the execution of  the  statement.  Such  statement  shall  only  request
reporting  of  information required under paragraph one of this section.
It shall be signed and delivered to the department of state.
3. Except as provided in paragraph eight  of  this  section,  for  the
purpose  of  this section the applicable filing period for a corporation
shall be the calendar month during which  its  original  certificate  of
incorporation  or  application for authority were filed or the effective
date thereof if stated. The applicable filing period shall  only  occur:
(a)  annually, during the period starting on April 1, 1992 and ending on
March 31, 1994; and (b) biennially, during a period starting on April  1
and ending on March 31 thereafter. Those corporations that filed between
April  1,  1992  and  June  30,  1994 shall not be required to file such
statements again until such time as they  would  have  filed,  had  this
subdivision not been amended.
4. The provisions of paragraph (g) of section one hundred four of this
chapter shall not be applicable to filings pursuant to this section.
5.  The  provisions  of  this  section and section 409 of this article
shall not apply  to  a  farm  corporation.  For  the  purposes  of  this
subdivision,  the  term  "farm  corporation"  shall  mean  any  domestic
corporation or foreign corporation authorized to  do  business  in  this
state  under  this chapter engaged in the production of crops, livestock
and livestock products on  land  used  in  agricultural  production,  as
defined in section 301 of the agriculture and markets law. However, this
exception   shall  not  apply  to  farm  corporations  that  have  filed
statements with the  department  of  state  which  have  been  submitted
through  the  department  of  taxation and finance pursuant to paragraph
eight of this section.
6. No such statement shall be accepted for filing when  a  certificate
of resignation for receipt of process has been filed under section three
hundred  six-A  of  this  chapter  unless  the  corporation has stated a
different address for process which does not include  the  name  of  the
party   previously  designated  in  the  address  for  process  in  such
certificate.
7. A  domestic  corporation  or  foreign  corporation  may  amend  its
statement  to  change  the information required by subparagraphs (a) and
(b) of paragraph one of this section. Such amendment shall  be  made  on
forms  prescribed  by  the  secretary  of  state. It shall be signed and
delivered to the department of state.
8. (a) The commissioner of taxation and finance and the  secretary  of
state may agree to allow corporations to provide the statement specified
in  paragraph  one  of  this  section  on  tax  reports  filed  with the

department of taxation and finance in lieu of biennial statements.  This
agreement  may  apply  to  tax  reports due for tax years starting on or
after January first, two thousand sixteen.
(b)  If  the agreement described in subparagraph (a) of this paragraph
is made, each corporation required to file the  statement  specified  in
paragraph  one of this section that is also subject to tax under article
nine or nine-A of the tax law shall include such statement  annually  on
its tax report filed with the department of taxation and finance in lieu
of  filing  a  statement under this section with the department of state
and in a manner prescribed by the commissioner of taxation and  finance.
However,  each  corporation  required  to  file  a  statement under this
section must continue to file the biennial statement  required  by  this
section  with  the department of state until the corporation in fact has
filed a tax report with the department  of  taxation  and  finance  that
includes  all  required  information.  After  that time, the corporation
shall continue to deliver annually the statement specified in  paragraph
one  of this section on its tax report in lieu of the biennial statement
required by this section.
(c) If the agreement described in subparagraph (a) of  this  paragraph
is  made,  the  department  of taxation and finance shall deliver to the
department of state for filing the statement specified in paragraph  one
of  this section for each corporation that files a tax report containing
such statement. The department of taxation  and  finance  must,  to  the
extent  feasible,  also  include  the  current  name of the corporation,
department of state identification  number  for  such  corporation,  the
name,  signature  and  capacity of the signer of the statement, name and
street address of the filer of the statement, and the email address,  if
any, of the filer of the statement.