Assembly Bill A4946

2013-2014 Legislative Session

Authorizes shareholders to attend meetings via remote communication and to be deemed present for voting purposes

download bill text pdf

Sponsored By

Archive: Last Bill Status - On Floor Calendar


  • Introduced
    • In Committee Assembly
    • In Committee Senate
    • On Floor Calendar Assembly
    • On Floor Calendar Senate
    • Passed Assembly
    • Passed Senate
  • Delivered to Governor
  • Signed By Governor

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2013-A4946 (ACTIVE) - Details

See Senate Version of this Bill:
S5744
Law Section:
Business Corporation Law
Laws Affected:
Amd ยงยง602 & 605, BC L
Versions Introduced in Other Legislative Sessions:
2009-2010: A1567
2011-2012: A4485, A1710
2015-2016: A5781
2017-2018: A1012, A9745
2019-2020: A434

2013-A4946 (ACTIVE) - Summary

Requires certain corporations to permit shareholders to attend meetings via remote communication and to be deemed present for voting purposes.

2013-A4946 (ACTIVE) - Bill Text download pdf

                            
                    S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                  4946

                       2013-2014 Regular Sessions

                          I N  A S S E M B L Y

                            February 13, 2013
                               ___________

Introduced  by  M. of A. KAVANAGH, ROSENTHAL -- Multi-Sponsored by -- M.
  of A. BRENNAN, GOTTFRIED, SIMOTAS -- read once  and  referred  to  the
  Committee on Corporations, Authorities and Commissions

AN  ACT to amend the business corporation law, in relation to attendance
  of a meeting of shareholders by remote communication

  THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section  1. Paragraphs (b), (c) and (d) of section 602 of the business
corporation law are relettered paragraphs (c), (d) and  (e)  and  a  new
paragraph (b) is added to read as follows:
  (B)  (I)  A  CORPORATION MAY, IF AUTHORIZED BY THE BOARD OF DIRECTORS:
(1) IMPLEMENT REASONABLE MEASURES TO PROVIDE SHAREHOLDERS NOT PHYSICALLY
PRESENT AT A SHAREHOLDERS' MEETING A REASONABLE OPPORTUNITY  TO  PARTIC-
IPATE  IN THE PROCEEDINGS OF THE MEETING SUBSTANTIALLY CONCURRENTLY WITH
SUCH PROCEEDINGS; AND/OR  (2)  PROVIDE  REASONABLE  MEASURES  TO  ENABLE
SHAREHOLDERS  TO VOTE OR GRANT PROXIES WITH RESPECT TO MATTERS SUBMITTED
TO THE SHAREHOLDERS AT A SHAREHOLDERS' MEETING BY  MEANS  OF  ELECTRONIC
COMMUNICATION;  PROVIDED  THAT THE CORPORATION SHALL, IF APPLICABLE, (A)
IMPLEMENT REASONABLE MEASURES TO VERIFY THAT EACH PERSON DEEMED  PRESENT
AND  PERMITTED  TO  VOTE  AT THE MEETING BY MEANS OF ELECTRONIC COMMUNI-
CATION IS A SHAREHOLDER OF RECORD AND (B) KEEP A RECORD OF ANY  VOTE  OR
OTHER ACTION TAKEN BY A SHAREHOLDER PARTICIPATING AND VOTING BY MEANS OF
ELECTRONIC  COMMUNICATIONS  AT  A  SHAREHOLDERS'  MEETING. A SHAREHOLDER
PARTICIPATING IN A SHAREHOLDERS' MEETING BY THIS MEANS IS DEEMED  TO  BE
PRESENT IN PERSON AT THE MEETING.
  (II)  NOTHING  REQUIRED  IN  SUBPARAGRAPH  (I) OF THIS PARAGRAPH SHALL
LIMIT, RESTRICT OR SUPERSEDE OTHER FORMS OF VOTING AND PARTICIPATION.
  (III) FOR PURPOSES  OF  THIS  PARAGRAPH,  "REASONABLE  MEASURES"  WITH
RESPECT TO PARTICIPATING IN PROCEEDINGS SHALL INCLUDE, BUT NOT BE LIMIT-
ED  TO,  AUDIO  WEBCAST OR OTHER BROADCAST OF THE MEETING AND FOR VOTING
SHALL INCLUDE BUT NOT BE LIMITED TO TELEPHONIC AND INTERNET VOTING.

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD08804-01-3
              

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