Legislation
SECTION 2001
General corporate powers
Banking (BNK) CHAPTER 2, ARTICLE 15, TITLE 2
§ 2001. General corporate powers. 1. Every corporation shall have, in
addition to all other powers granted by this chapter or any other
statute of this state, the following powers:
(a) To sue and be sued in all courts and to participate in actions and
proceedings, whether judicial, administrative, arbitrative or otherwise,
in like cases as natural persons.
(b) To have a corporate seal, and to alter such seal at pleasure, and
to use it by causing it or a facsimile to be affixed or impressed or
reproduced in any other manner.
(c) To adopt, amend or repeal by-laws, including emergency by-laws
made pursuant to subdivision sixteen of section twelve of the state
emergency defense act, relating to the business of the corporation, the
conduct of its affairs, its rights or powers or the rights or powers of
its stockholders, directors or officers.
(d) To make donations, irrespective of corporate benefit, for the
public welfare or for community fund, hospital, charitable, educational,
scientific, civic or similar purposes, and in time of war or other
national emergency in aid thereof.
(e) To pay pensions, establish and carry out pension, profit-sharing,
savings, thrift and other retirement, incentive and benefit plans,
trusts and provisions for any or all of its directors, officers and
employees.
(f) To have perpetual existence.
2. Every corporation, subject to any limitations or other specific
provisions contained in this chapter or any other statute of this state
or its organization certificate, shall have such of the following powers
as shall be appropriate in conducting the business of the corporation:
(a) To purchase, receive, take by grant, gift, devise, bequest or
otherwise, lease, or otherwise acquire, own, hold, improve, employ, use
and otherwise deal in and with, real or personal property, or any
interest therein, wherever situated.
(b) To sell, convey, lease, exchange, transfer or otherwise dispose
of, all or any of its property or any interest therein, wherever
situated.
(c) To make contracts, give guarantees and incur liabilities.
(d) To do business, carry on its operations, and have offices and
exercise the powers granted by this chapter in any jurisdiction within
or without the United States.
(e) To elect or appoint officers, employees and other agents of the
corporation, define their duties, fix their compensation and the
compensation of directors, and to indemnify corporate personnel.
(f) To be a promoter, partner, member, associate or manager of other
business enterprises or ventures, or to the extent permitted in any
other jurisdiction to be an incorporator of other corporations of any
type or kind; provided, however, that nothing contained in this
paragraph shall authorize a banking organization to engage in any
activity not otherwise authorized by the laws of New York or by
regulations of the superintendent.
(g) To have and exercise all other powers necessary or appropriate in
conducting the business of the corporation.
addition to all other powers granted by this chapter or any other
statute of this state, the following powers:
(a) To sue and be sued in all courts and to participate in actions and
proceedings, whether judicial, administrative, arbitrative or otherwise,
in like cases as natural persons.
(b) To have a corporate seal, and to alter such seal at pleasure, and
to use it by causing it or a facsimile to be affixed or impressed or
reproduced in any other manner.
(c) To adopt, amend or repeal by-laws, including emergency by-laws
made pursuant to subdivision sixteen of section twelve of the state
emergency defense act, relating to the business of the corporation, the
conduct of its affairs, its rights or powers or the rights or powers of
its stockholders, directors or officers.
(d) To make donations, irrespective of corporate benefit, for the
public welfare or for community fund, hospital, charitable, educational,
scientific, civic or similar purposes, and in time of war or other
national emergency in aid thereof.
(e) To pay pensions, establish and carry out pension, profit-sharing,
savings, thrift and other retirement, incentive and benefit plans,
trusts and provisions for any or all of its directors, officers and
employees.
(f) To have perpetual existence.
2. Every corporation, subject to any limitations or other specific
provisions contained in this chapter or any other statute of this state
or its organization certificate, shall have such of the following powers
as shall be appropriate in conducting the business of the corporation:
(a) To purchase, receive, take by grant, gift, devise, bequest or
otherwise, lease, or otherwise acquire, own, hold, improve, employ, use
and otherwise deal in and with, real or personal property, or any
interest therein, wherever situated.
(b) To sell, convey, lease, exchange, transfer or otherwise dispose
of, all or any of its property or any interest therein, wherever
situated.
(c) To make contracts, give guarantees and incur liabilities.
(d) To do business, carry on its operations, and have offices and
exercise the powers granted by this chapter in any jurisdiction within
or without the United States.
(e) To elect or appoint officers, employees and other agents of the
corporation, define their duties, fix their compensation and the
compensation of directors, and to indemnify corporate personnel.
(f) To be a promoter, partner, member, associate or manager of other
business enterprises or ventures, or to the extent permitted in any
other jurisdiction to be an incorporator of other corporations of any
type or kind; provided, however, that nothing contained in this
paragraph shall authorize a banking organization to engage in any
activity not otherwise authorized by the laws of New York or by
regulations of the superintendent.
(g) To have and exercise all other powers necessary or appropriate in
conducting the business of the corporation.