NY State Assembly Bill 2019-A3514B

Assembly Bill A3514B

2019-2020 Legislative Session

Provides for expanded ownership in design professional corporations by employee stock ownership plans and non-licensed employees

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Archive: Last Bill Status - In Assembly Committee

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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Actions

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	Assembly Actions - Lowercase Senate Actions - UPPERCASE
Mar 12, 2020	print number 3514b
Mar 12, 2020	amend and recommit to higher education
Mar 03, 2020	print number 3514a
Mar 03, 2020	amend and recommit to higher education
Jan 08, 2020	referred to higher education
Jan 29, 2019	referred to higher education

Bill Amendments

Original

B (Active)

co-Sponsors

multi-Sponsors

2019-A3514 - Details

Current Committee:: Assembly Higher Education
Law Section:: Business Corporation Law
Laws Affected:: Amd §§1503, 1505, 1507 & 1514, BC L
Versions Introduced in Other Legislative Sessions:: 2017-2018: A3460
2021-2022: A1891

2019-A3514 - Summary

Provides for expanded ownership in design professional corporations by employee stock ownership plans and non-licensed employees.

2019-A3514 - Bill Text download pdf

                            
 
                     S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                   3514
 
                        2019-2020 Regular Sessions
 
                           I N  A S S E M B L Y
 
                             January 29, 2019
                                ___________
 
 Introduced  by  M. of A. LUPARDO, SCHIMMINGER, THIELE -- Multi-Sponsored
   by -- M. of A.  CROUCH, McDONOUGH, B. MILLER -- read once and referred
   to the Committee on Higher Education
 
 AN ACT to amend the business corporation law, in relation  to  providing
   for expanded ownership in design professional corporations by employee
   stock ownership plans and non-licensed employees
 
   THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section 1. Subparagraphs (i) and (ii) of paragraph  (b-1)  of  section
 1503  of  the  business  corporation law, as added by chapter 550 of the
 laws of 2011, are amended to read as follows:
   (i) greater than seventy-five percent of  the  outstanding  shares  of
 stock  of  the corporation are owned by design professionals AND AN ESOP
 (OR ESOPS) WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  VOTING
 TRUSTEES  AND  GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S COMMITTEE
 MEMBERS BEING DESIGN PROFESSIONALS,
   (ii) an ESOP, either in part or in its entirety, shall not  constitute
 part  of  the  greater than seventy-five percent owned by design profes-
 sionals UNLESS GREATER THAN SEVENTY-FIVE PERCENT OF  THE  PLAN'S  VOTING
 TRUSTEES  AND  GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S COMMITTEE
 MEMBERS ARE DESIGN PROFESSIONALS,
   § 2. Subparagraphs (i) and (ii) of paragraph (b) of  section  1507  of
 the  business  corporation  law,  as added by chapter 550 of the laws of
 2011, are amended to read as follows:
   (i) greater than seventy-five percent of  the  outstanding  shares  of
 stock  of  the corporation are owned by design professionals AND AN ESOP
 (OR ESOPS) WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  VOTING
 TRUSTEES  AND  GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S COMMITTEE
 MEMBERS BEING DESIGN PROFESSIONALS,
   (ii) an ESOP, either in part or in its entirety, shall not  constitute
 part  of  the  greater than seventy-five percent owned by design profes-
 
  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.

                                                            LBD03292-01-9

 A. 3514                             2
 
 sionals UNLESS GREATER THAN SEVENTY-FIVE PERCENT OF  THE  PLAN'S  VOTING
 TRUSTEES  AND  GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S COMMITTEE
 MEMBERS ARE DESIGN PROFESSIONALS,
   § 3. Subparagraph (i) of paragraph (b) of section 1514 of the business
 corporation law, as added by chapter 550 of the laws of 2011, is amended
 to read as follows:
   (i)  greater  than  seventy-five  percent of the outstanding shares of
 stock of the corporation are and were owned by design professionals  AND
 AN  ESOP (OR ESOPS) WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S
 VOTING TRUSTEES AND GREATER THAN  SEVENTY-FIVE  PERCENT  OF  THE  PLAN'S
 COMMITTEE MEMBERS BEING DESIGN PROFESSIONALS,
   § 4. This act shall take effect immediately.

co-Sponsors

View additional co-sponsors

multi-Sponsors

2019-A3514A - Details

Current Committee:: Assembly Higher Education
Law Section:: Business Corporation Law
Laws Affected:: Amd §§1503, 1505, 1507 & 1514, BC L
Versions Introduced in Other Legislative Sessions:: 2017-2018: A3460
2021-2022: A1891

2019-A3514A - Summary

Provides for expanded ownership in design professional corporations by employee stock ownership plans and non-licensed employees.

2019-A3514A - Bill Text download pdf

                            
 
                     S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                  3514--A
 
                        2019-2020 Regular Sessions
 
                           I N  A S S E M B L Y
 
                             January 29, 2019
                                ___________
 
 Introduced by M. of A. LUPARDO, SCHIMMINGER, THIELE, JOHNS, SANTABARBARA
   -- Multi-Sponsored by -- M. of A. CROUCH, McDONOUGH, B. MILLER -- read
   once  and referred to the Committee on Higher Education -- recommitted
   to the Committee on Higher Education in accordance with Assembly  Rule
   3,  sec. 2 -- committee discharged, bill amended, ordered reprinted as
   amended and recommitted to said committee
 
 AN ACT to amend the business corporation law, in relation  to  providing
   for expanded ownership in design professional corporations by employee
   stock ownership plans and non-licensed employees
 
   THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section 1. Subparagraphs (i) and (ii) of paragraph  (b-1)  of  section
 1503  of  the  business  corporation law, as added by chapter 550 of the
 laws of 2011, are amended to read as follows:
   (i) greater than seventy-five percent of  the  outstanding  shares  of
 stock  of  the corporation are owned by design professionals AND AN ESOP
 (OR ESOPS) WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  VOTING
 TRUSTEES  AND  GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S COMMITTEE
 MEMBERS BEING DESIGN PROFESSIONALS,
   (ii) an ESOP, either in part or in its entirety, shall not  constitute
 part  of  the  greater than seventy-five percent owned by design profes-
 sionals UNLESS GREATER THAN SEVENTY-FIVE PERCENT OF  THE  PLAN'S  VOTING
 TRUSTEES  AND  GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S COMMITTEE
 MEMBERS ARE DESIGN PROFESSIONALS,
   § 2. Subparagraphs (i) and (ii) of paragraph (b) of  section  1507  of
 the  business  corporation  law,  as added by chapter 550 of the laws of
 2011, are amended to read as follows:
   (i) greater than seventy-five percent of  the  outstanding  shares  of
 stock  of  the corporation are owned by design professionals AND AN ESOP
 (OR ESOPS) WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  VOTING
 
  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.
                                                            LBD03292-06-0

 A. 3514--A                          2
 
 TRUSTEES  AND  GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S COMMITTEE
 MEMBERS BEING DESIGN PROFESSIONALS,
   (ii)  an ESOP, either in part or in its entirety, shall not constitute
 part of the greater than seventy-five percent owned  by  design  profes-
 sionals  UNLESS  GREATER  THAN SEVENTY-FIVE PERCENT OF THE PLAN'S VOTING
 TRUSTEES AND GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  COMMITTEE
 MEMBERS ARE DESIGN PROFESSIONALS,
   § 3. Subparagraph (i) of paragraph (b) of section 1514 of the business
 corporation law, as added by chapter 550 of the laws of 2011, is amended
 to read as follows:
   (i)  greater  than  seventy-five  percent of the outstanding shares of
 stock of the corporation are and were owned by design professionals  AND
 AN  ESOP (OR ESOPS) WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S
 VOTING TRUSTEES AND GREATER THAN  SEVENTY-FIVE  PERCENT  OF  THE  PLAN'S
 COMMITTEE MEMBERS BEING DESIGN PROFESSIONALS,
   § 4. Paragraph (a) of section 1505 of the business corporation law, as
 amended  by  chapter  550  of  the  laws  of 2011, is amended to read as
 follows:
   (a) (I) Each shareholder, employee or agent of a professional  service
 corporation  and  a  design  professional  service  corporation shall be
 personally and fully liable and accountable for any negligent or  wrong-
 ful act or misconduct committed by him or by any person under his direct
 supervision  and control while rendering professional services on behalf
 of such corporation.
   (II) AN EMPLOYEE STOCK OWNERSHIP PLAN OWNING GREATER THAN  TWENTY-FIVE
 PERCENT  OF  THE  OUTSTANDING  SHARES  OF  A DESIGN PROFESSIONAL SERVICE
 CORPORATION ORGANIZED UNDER PARAGRAPH (B-1) OF SECTION  FIFTEEN  HUNDRED
 THREE  OF  THIS ARTICLE 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 HOLD SHARES OF SUCH
 CORPORATION 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  REGISTRA-
 TIONS  IN  TITLE  EIGHT  OF THE EDUCATION LAW RELATING TO THE APPLICABLE
 PROFESSION.
   § 5. Subparagraphs (v) and (vi) of paragraph (b-1) of section 1503  of
 the  business  corporation  law,  as added by chapter 550 of the laws of
 2011, are amended and a new subparagraph  (vii)  is  added  to  read  as
 follows:
   (v)  the  president, the chairperson of the board of directors and the
 chief executive officer or officers are design professionals, [and]
   (vi) the single largest shareholder is either a design professional or
 an ESOP with greater than seventy-five  percent  of  the  plan's  voting
 trustees  being  design  professionals  and  greater  than  seventy-five
 percent of the plan's committee members being  design  professionals[.],
 AND
   (VII)  NOTWITHSTANDING  ANY OTHER PROVISION OF LAW, NOT LESS THAN FIVE
 PERCENT OF THE OUTSTANDING SHARES  OF STOCK OF THE CORPORATION  ARE  AND
 WERE OWNED BY DESIGN PROFESSIONALS.
   § 6. This act shall take effect immediately.

co-Sponsors

View additional co-sponsors

multi-Sponsors

2019-A3514B (ACTIVE) - Details

Current Committee:: Assembly Higher Education
Law Section:: Business Corporation Law
Laws Affected:: Amd §§1503, 1505, 1507 & 1514, BC L
Versions Introduced in Other Legislative Sessions:: 2017-2018: A3460
2021-2022: A1891

2019-A3514B (ACTIVE) - Summary

Provides for expanded ownership in design professional corporations by employee stock ownership plans and non-licensed employees.

2019-A3514B (ACTIVE) - Bill Text download pdf

                            
 
                     S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                  3514--B
 
                        2019-2020 Regular Sessions
 
                           I N  A S S E M B L Y
 
                             January 29, 2019
                                ___________
 
 Introduced  by  M.  of A. LUPARDO, SCHIMMINGER, THIELE, JOHNS, SANTABAR-
   BARA, MANKTELOW -- Multi-Sponsored by -- M. of A.  CROUCH,  McDONOUGH,
   B. MILLER  -- read once and referred to the Committee on Higher Educa-
   tion -- recommitted to the Committee on Higher Education in accordance
   with Assembly Rule 3, sec. 2 -- committee  discharged,  bill  amended,
   ordered  reprinted  as  amended  and  recommitted to said committee --
   again reported from said committee with amendments, ordered  reprinted
   as amended and recommitted to said committee
 
 AN  ACT  to amend the business corporation law, in relation to providing
   for expanded ownership in design professional corporations by employee
   stock ownership plans and non-licensed employees
 
   THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND  ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section  1.  Subparagraphs  (i) and (ii) of paragraph (b-1) of section
 1503 of the business corporation law, as added by  chapter  550  of  the
 laws of 2011, are amended to read as follows:
   (i)  greater  than  seventy-five  percent of the outstanding shares of
 stock of the corporation are owned by design professionals AND  AN  ESOP
 (OR  ESOPS)  WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S VOTING
 TRUSTEES AND GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  COMMITTEE
 MEMBERS BEING DESIGN PROFESSIONALS,
   (ii)  an ESOP, either in part or in its entirety, shall not constitute
 part of the greater than seventy-five percent owned  by  design  profes-
 sionals  UNLESS  GREATER  THAN SEVENTY-FIVE PERCENT OF THE PLAN'S VOTING
 TRUSTEES AND GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  COMMITTEE
 MEMBERS ARE DESIGN PROFESSIONALS,
   §  2.  Subparagraphs  (i) and (ii) of paragraph (b) of section 1507 of
 the business corporation law, as added by chapter 550  of  the  laws  of
 2011, are amended to read as follows:
   (i)  greater  than  seventy-five  percent of the outstanding shares of
 stock of the corporation are owned by design professionals AND  AN  ESOP
 
  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.

                                                            LBD03292-12-0

 A. 3514--B                          2
 
 (OR  ESOPS)  WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S VOTING
 TRUSTEES AND GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  COMMITTEE
 MEMBERS BEING DESIGN PROFESSIONALS,
   (ii)  an ESOP, either in part or in its entirety, shall not constitute
 part of the greater than seventy-five percent owned  by  design  profes-
 sionals  UNLESS  GREATER  THAN SEVENTY-FIVE PERCENT OF THE PLAN'S VOTING
 TRUSTEES AND GREATER THAN SEVENTY-FIVE PERCENT OF THE  PLAN'S  COMMITTEE
 MEMBERS ARE DESIGN PROFESSIONALS,
   § 3. Subparagraph (i) of paragraph (b) of section 1514 of the business
 corporation law, as added by chapter 550 of the laws of 2011, is amended
 to read as follows:
   (i)  greater  than  seventy-five  percent of the outstanding shares of
 stock of the corporation are and were owned by design professionals  AND
 AN  ESOP (OR ESOPS) WITH GREATER THAN SEVENTY-FIVE PERCENT OF THE PLAN'S
 VOTING TRUSTEES AND GREATER THAN  SEVENTY-FIVE  PERCENT  OF  THE  PLAN'S
 COMMITTEE MEMBERS BEING DESIGN PROFESSIONALS,
   § 4. Paragraph (a) of section 1505 of the business corporation law, as
 amended  by  chapter  550  of  the  laws  of 2011, is amended to read as
 follows:
   (a) (I) Each shareholder, employee or agent of a professional  service
 corporation  and  a  design  professional  service  corporation shall be
 personally and fully liable and accountable for any negligent or  wrong-
 ful act or misconduct committed by him or by any person under his direct
 supervision  and control while rendering professional services on behalf
 of such corporation.
   (II) AN EMPLOYEE STOCK OWNERSHIP PLAN OWNING GREATER THAN  TWENTY-FIVE
 PERCENT  OF  THE  OUTSTANDING  SHARES  OF  A DESIGN PROFESSIONAL SERVICE
 CORPORATION ORGANIZED UNDER PARAGRAPH (B-1) OF SECTION  FIFTEEN  HUNDRED
 THREE  OF  THIS ARTICLE 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 HOLD SHARES OF SUCH
 CORPORATION 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  REGISTRA-
 TIONS  IN  TITLE  EIGHT  OF THE EDUCATION LAW RELATING TO THE APPLICABLE
 PROFESSION.
   § 5. Subparagraphs (v) and (vi) of paragraph (b-1) of section 1503  of
 the  business  corporation  law,  as added by chapter 550 of the laws of
 2011, are amended and a new subparagraph  (vii)  is  added  to  read  as
 follows:
   (v)  the  president, the chairperson of the board of directors and the
 chief executive officer or officers are design professionals, [and]
   (vi) the single largest shareholder is either a design professional or
 an ESOP with greater than seventy-five  percent  of  the  plan's  voting
 trustees  being  design  professionals  and  greater  than  seventy-five
 percent of the plan's committee members being  design  professionals[.],
 AND
   (VII)  NOTWITHSTANDING  ANY OTHER PROVISION OF LAW, NOT LESS THAN FIVE
 PERCENT OF THE OUTSTANDING SHARES  OF STOCK OF THE CORPORATION SHALL  BE
 OWNED BY DESIGN PROFESSIONALS.
   §  6.  Subparagraphs  (v) and (vi) of paragraph (b) of section 1507 of
 the business corporation law, as added by chapter 550  of  the  laws  of
 2011,  are  amended  and  a  new  subparagraph (vii) is added to read as
 follows:
   (v) the president, the chairperson of the board of directors  and  the
 chief executive officer or officers are design professionals, [and]

 A. 3514--B                          3
 
   (vi) the single largest shareholder is either a design professional or
 an  ESOP  with  greater  than  seventy-five percent of the plan's voting
 trustees  being  design  professionals  and  greater  than  seventy-five
 percent  of  the plan's committee members being design professionals[.],
 AND
   (VII)  NOTWITHSTANDING  ANY OTHER PROVISION OF LAW, NOT LESS THAN FIVE
 PERCENT OF THE OUTSTANDING SHARES OF STOCK OF THE CORPORATION  SHALL  BE
 OWNED BY DESIGN PROFESSIONALS.
   §  7.  Subparagraphs  (iv) and (v) of paragraph (b) of section 1514 of
 the business corporation law, as added by chapter 550  of  the  laws  of
 2011,  are  amended  and  a  new  subparagraph  (vi) is added to read as
 follows:
   (iv) the president, the chairperson of the board of directors and  the
 chief  executive  officer or officers are and were design professionals,
 [and]
   (v) the single largest shareholder is and was either a design  profes-
 sional  or  an ESOP with greater than seventy-five percent of the plan's
 voting trustees being design professionals and greater than seventy-five
 percent of the plan's committee members being  design  professionals[.],
 AND
   (VI)  NOTWITHSTANDING  ANY  OTHER PROVISION OF LAW, NOT LESS THAN FIVE
 PERCENT OF THE OUTSTANDING SHARES OF STOCK OF THE  CORPORATION  ARE  AND
 WERE OWNED BY DESIGN PROFESSIONALS.
   § 8. This act shall take effect immediately.

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Assembly Bill A3514B

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Sponsored By

LUPARDO

Archive: Last Bill Status - In Assembly Committee

Bill Amendments

co-Sponsors

Robin Schimminger

Fred Thiele

Mark C. Johns

Angelo Santabarbara

multi-Sponsors

Clifford Crouch

David McDonough

Brian D. Miller

2019-A3514 - Details

2019-A3514 - Summary

2019-A3514 - Bill Text download pdf

co-Sponsors

Robin Schimminger

Fred Thiele

Mark C. Johns

Angelo Santabarbara

multi-Sponsors

Clifford Crouch

David McDonough

Brian D. Miller

2019-A3514A - Details

2019-A3514A - Summary

2019-A3514A - Bill Text download pdf

co-Sponsors

Robin Schimminger

Fred Thiele

Mark C. Johns

Angelo Santabarbara

multi-Sponsors

Clifford Crouch

David McDonough

Brian D. Miller

2019-A3514B (ACTIVE) - Details

2019-A3514B (ACTIVE) - Summary

2019-A3514B (ACTIVE) - Bill Text download pdf

Comments