S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                   3363
 
                        2019-2020 Regular Sessions
 
                           I N  A S S E M B L Y
 
                             January 29, 2019
                                ___________
 
 Introduced  by  M.  of  A.  COLTON, MOSLEY, COOK, D'URSO, ARROYO, ENGLE-
   BRIGHT, BLAKE, WRIGHT -- Multi-Sponsored by -- M. of A. DE LA ROSA  --
   read once and referred to the Committee on Election Law
 
 AN  ACT  to amend the business corporation law, in relation to requiring
   shareholders to approve corporate political expenditures

   THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section  1.  The  business  corporation law is amended by adding a new
 section 631 to read as follows:
 § 631. SHAREHOLDER APPROVAL OF POLITICAL EXPENDITURES.
   (A) "POLITICAL EXPENDITURE" SHALL MEAN A CONTRIBUTION, GIFT, TRANSFER,
 DISBURSEMENT, OR PROMISE OF MONEY OR A THING  OF  VALUE  TO  PROMOTE  OR
 ASSIST  IN  THE PROMOTION OF THE SUCCESS OR DEFEAT OF A CANDIDATE, POLI-
 TICAL PARTY, OR QUESTION IN ANY STATE OR FEDERAL ELECTION.
   (B) A CORPORATION MAY NOT USE ANY  MONEY  OR  OTHER  PROPERTY  OF  THE
 CORPORATION IN CONNECTION WITH A POLITICAL EXPENDITURE UNLESS THE SHARE-
 HOLDERS OF THE CORPORATION, BY THE AFFIRMATIVE VOTE OF A MAJORITY OF ALL
 VOTES ENTITLED TO BE CAST, HAVE:
   (1)  AUTHORIZED  IN ADVANCE THE TOTAL AMOUNT OF MONEY OR PROPERTY THAT
 MAY BE USED FOR ALL POLITICAL EXPENDITURES DURING A SPECIFIC FISCAL YEAR
 OF THE CORPORATION; AND
   (2) DIRECTED THAT THE MONEY OR PROPERTY CAN BE USED FOR:
   A. A SPECIFIED CANDIDATE OR CANDIDATES;
   B. CANDIDATES OF A SPECIFIED POLITICAL PARTY OR PARTIES;
   C. A SPECIFIED POLITICAL PARTY OR PARTIES;
   D. A SPECIFIED POLITICAL COMMITTEE OR COMMITTEES;
   E. A SPECIFIED ENTITY OR ENTITIES EXEMPT FROM TAXATION  UNDER  SECTION
 501(C)(4) OR (6) OF THE INTERNAL REVENUE CODE; OR
   F. A SPECIFIED QUESTION OR QUESTIONS.
   (C) SHAREHOLDER CONSIDERATION OF POLITICAL EXPENDITURES SHALL OCCUR AT
 AN ANNUAL OR SPECIAL MEETING OF THE SHAREHOLDERS.
 
  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.
              

                                                            LBD04637-01-9

 A. 3363                             2
 
   (D) WITHIN FORTY-EIGHT HOURS AFTER MAKING A POLITICAL EXPENDITURE, THE
 CORPORATION SHALL:
   (1)  GIVE  NOTICE  OF  THE  POLITICAL EXPENDITURE BY ELECTRONIC TRANS-
 MISSION TO EACH SHAREHOLDER THAT HAS REQUESTED NOTICE; AND
   (2) IF THE CORPORATION MAINTAINS A WEBSITE, POST NOTICE OF  THE  POLI-
 TICAL EXPENDITURE ON THE WEBSITE.
   (3)  WHEN  PROVIDING  NOTICE  PURSUANT TO SUBPARAGRAPHS ONE AND TWO OF
 THIS PARAGRAPH, THE NOTICE SHALL STATE THE AMOUNT, RECIPIENT, DATE,  AND
 PURPOSE OF THE POLITICAL EXPENDITURE.
   (E)  THE  ANNUAL REPORT OF THE CORPORATION SHALL CONTAIN A LIST OF ALL
 POLITICAL EXPENDITURES MADE BY  THE  CORPORATION  DURING  THE  REPORTING
 PERIOD, INCLUDING THE AMOUNT, RECIPIENT, DATE, AND PURPOSE OF EACH POLI-
 TICAL EXPENDITURE.
   (F) IF A SHAREHOLDER DISAGREES WITH A POLITICAL EXPENDITURE MADE UNDER
 THIS  SECTION, HE OR SHE MAY RECEIVE FROM THE CORPORATION UPON REQUEST A
 PRO RATA REBATE IN AN AMOUNT OF THE PERCENTAGE OF THE POLITICAL EXPENDI-
 TURE EQUAL TO THE PERCENTAGE OF OWNERSHIP THE  SHAREHOLDER  HAS  IN  THE
 CORPORATION.
   (G)  IF  A  MAJORITY  OF A CORPORATION'S SHARES ARE OWNED BY THOSE WHO
 CANNOT TAKE POLITICAL POSITIONS, INCLUDING BUT NOT LIMITED TO STATE  AND
 LOCAL  PENSION  FUNDS,  MUTUAL  FUNDS, INSURANCE COMPANIES, FOUNDATIONS,
 CHURCHES AND UNIVERSITIES, THEN THE CORPORATION SHALL NOT MAKE POLITICAL
 EXPENDITURES.
   § 2. This act shall take effect on the ninetieth day  after  it  shall
 have become a law.