N.Y. Business Corporation Law § 1704: Election of an existing business corporation to become a benefit corporation

§ 1704. Election of an existing business corporation to become a benefit

corporation.

(a) A business corporation may become a benefit corporation under this

article by amending its certificate of incorporation so that it contains

a statement that the corporation is a benefit corporation. The amendment

shall not be effective unless it is adopted by at least the minimum

status vote.

(b) Any corporation that is not a benefit corporation that is a party

to a merger or consolidation in which the surviving or consolidated

corporation will be a benefit corporation must approve the plan of

merger or consolidation by at least the minimum status vote in addition

to any other vote required by this chapter, the certificate of

incorporation or the bylaws.

(c) Any corporation that is not a benefit corporation that is party to

a merger or consolidation in which shares of stock of such corporation

will be converted into a right to receive shares of stock of a benefit

corporation must approve the plan of merger or consolidation by at least

the minimum status vote in addition to any other vote required by this

chapter, the certificate of incorporation or the bylaws.