2023 New York Laws › NPC - Not-For-Profit Corporation › Article 14 - Special Not-for-Profit Corporations › 1404 - Christian Associations.

§ 1404. Christian associations.
(a) Certificate of incorporation; additional contents.
In  addition  to  the  requirements of section 402, the certificate of
incorporation of a Young Men's or a Young Women's Christian  Association
shall  state  the  qualifications of active membership; and may name, in
addition to the directors, six trustees and shall divide  such  trustees
into  three  classes  to  hold  office  for  one,  two  and  three years
respectively, or until their successors are  elected  by  the  board  of
directors.
(b) Type of corporation.
A  christian  association  is  a  charitable  corporation  under  this
chapter.
(c) Directors and trustees.
(1) The trustees of a corporation organized  for  the  purposes  of  a
young   men's   christian  association  or  a  young  women's  christian
association, with the president of the corporation shall be a  board  of
trustees  thereof,  and  hold  and  control  the  real  property  of the
corporation and all gifts and bequests of money to  be  held  in  trust.
They  or  the  directors  if there is no board of trustees shall pay the
income of such property to the treasurer of the corporation so  long  as
the  income  shall be expended by the directors thereof for the purposes
for which the corporation was formed. Such association may, by amendment
to its certificate of incorporation, in  the  manner  provided  by  law,
eliminate its board of trustees, in which case the real property, gifts,
bequests  and  other  grants  held  in  trust  by  such trustee shall be
transferred to its board of directors which shall hold and  control  the
real  property of the corporation and all gifts and bequests of money to
be held in trust.
(2) The real property of such corporation shall not be liable for  any
debt  or  obligation  contracted  without  the  approval of the board of
trustees.
(3) In all proceedings for the purchase, sale, mortgage and  lease  of
real property, the board of trustees of such a corporation shall perform
the functions of the board of directors.
(4)  The  board  of directors shall have the management and control of
the property and affairs of the corporation, except as  such  management
and control is vested by law in the board of trustees.
(5) A young men's christian association incorporated prior to eighteen
hundred  and  eighty-seven may create a board of trustees possessing the
qualifications and divided into classes, and such board shall  have  the
powers set forth in this paragraph.
(6) A young men's christian association incorporated prior to nineteen
hundred and eight may divide its trustees into classes.
(d)  Dissolution.  Whenever  any  young  men's  christian  association
subject to this section shall cease to carry out the objects  set  forth
in  its certificate of incorporation, according to the general rules and
regulations of the national board of young men's christian associations,
or shall abandon or discontinue for one year  the  use  of  any  of  its
property for such objects, then upon the verified petition of a majority
of  the  directors of such association upon fourteen days' notice to the
national board by service thereof upon its chairman and secretary or  in
the  event  of  the  failure of such directors to act, upon the verified
petition of the national board of young  men's  christian  associations,
upon  fourteen  days' notice to such association by service thereof upon
its president or any director thereof, and  upon  one  of  the  trustees
thereof,  and  upon  notice  to the attorney general, the supreme court,
upon satisfactory proof by affidavit or otherwise  of  such  failure  or
abandonment,  must  make a final order dissolving such corporation. Upon

the entry of  such  order,  the  corporation  shall  be  dissolved,  and
thereupon  the  national board of young men's christian associations may
take possession of the property of the corporation and manage the  same,
or  if authorized by the concurring vote of two-thirds of the members of
the national board may sell or lease the same  and  apply  the  proceeds
thereof  after  the  payment  of  the  debts, if any, of the corporation
solely  to  such  purposes  as  those  for  which  the  corporation  was
organized.
(e) Incorporation of county committees.
(1)  Five  or more men resident in any county of this state, appointed
by the national board of Young Men's Christian Associations, to  act  as
the  county  committee  of  Young  Men's Christian Associations for such
county, may form a corporation under  the  provisions  of  this  chapter
under  the  name  of  "The County Committee of the Young Men's Christian
Association of ..................... County,"  (the  blank  space  being
filled by the name of the county in which the incorporators reside.)
(2)  The  management  and  control of the property and affairs of such
corporation shall be vested in  its  members  and  their  successors  in
office,  except that the powers and duties of the trustees thereof shall
be those specified in paragraph (a); and the successors of such  members
shall  be  elected  annually  at  a meeting of the Young Men's Christian
Associations of the county for which such committee has been  appointed,
at which meeting each association may be represented by one delegate for
each  ten  active  members  of such association. A plurality vote of the
delegates present, and voting at such meeting, shall  be  sufficient  to
elect.  If any vacancy in the membership of such corporation shall occur
during the interim between the regular elections, it may  be  filled  by
the remaining members.
(3)  The  officers  of  the  corporation  shall consist of a chairman,
treasurer and secretary, and such other  officers  as  the  members  may
decide;  and  shall  be  elected annually by such members from their own
number.