N.Y. Not-for-Profit Corporation Law § 202: General and special powers

§ 202. General and special powers.

(a) Each corporation, subject to any limitations provided in this

chapter or any other statute of this state or its certificate of

incorporation, shall have power in furtherance of its corporate

purposes:

(1) To have perpetual duration.

(2) 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.

(3) 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.

(4) 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.

(5) To sell, convey, lease, exchange, transfer or otherwise dispose

of, or mortgage or pledge, or create a security interest in, all or any

of its property, or any interest therein, wherever situated.

(6) To purchase, take, receive, subscribe for, or otherwise acquire,

own, hold, vote, employ, sell, lend, lease, exchange, transfer, or

otherwise dispose of, mortgage, pledge, use and otherwise deal in and

with, bonds and other obligations, shares, or other securities or

interests issued by others, whether engaged in similar or different

business, governmental, or other activities.

(7) To make capital contributions or subventions to other

not-for-profit corporations.

(8) To accept subventions from other persons or any unit of

government.

(9) To make contracts, give guarantees and incur liabilities, borrow

money at such rates of interest as the corporation may determine, issue

its notes, bonds and other obligations, and secure any of its

obligations by mortgage or pledge of all or any of its property or any

interest therein, wherever situated.

(10) To lend money, invest and reinvest its funds, and take and hold

real and personal property as security for the payment of funds so

loaned or invested.

(11) To conduct the activities of the corporation and have offices and

exercise the powers granted by this chapter in any jurisdiction within

or without the United States.

(12) To elect or appoint officers, employees and other agents of the

corporation, define their duties, fix their reasonable compensation and

the reasonable compensation of directors, and to indemnify corporate

personnel. Such compensation shall be commensurate with services

performed.

(13) To adopt, amend or repeal by-laws, including emergency by-laws

made pursuant to subdivision seventeen of section twelve of the state

defense emergency act, relating to the activities of the corporation,

the conduct of its affairs, its rights or powers or the rights or powers

of its members, directors or officers.

(14) 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.

(15) To be a member, associate or manager of other non-profit

activities or to the extent permitted in any other jurisdiction to be an

incorporator of other corporations, and to be a partner in a

redevelopment company formed under the private housing finance law.

(16) To have and exercise all powers necessary to effect any or all of

the purposes for which the corporation is formed.

(b) If any general or special law heretofore passed, or any

certificate of incorporation, shall limit the amount of property a

corporation may take or hold, or the yearly income from the corporate

assets or any part thereof, such corporation may take and hold property

of the value of fifty million dollars or less, or the yearly income

derived from which shall be six million dollars or less, or may receive

yearly income from such corporate assets of six million dollars or less,

notwithstanding any such limitations. In computing the value of such

property, no increase in value arising otherwise than from improvements

made thereon shall be taken into account.

(c) When any corporation shall have sold or conveyed any part of its

real property, the supreme court, notwithstanding a restriction in any

general or special law, may authorize it to purchase and hold from time

to time other real property, upon satisfactory proof that the value of

the property so purchased does not exceed the value of the property so

sold and conveyed within the three years next preceding the application.

(d) A corporation formed under general or special law to provide

parks, playgrounds or cemeteries, or buildings and grounds for camp or

grove meetings. Sunday school assemblies, cemetery purposes, temperance,

missionary, educational, scientific, musical and other meetings, subject

to the ordinances and police regulations of the county, city, town, or

village in which such parks, playgrounds, cemeteries, buildings and

grounds are situated, may appoint from time to time one or more special

police officers, with power to remove the same at pleasure. Such special

police officers shall preserve order in and about such parks,

playgrounds, cemeteries, buildings and grounds, and the approaches

thereto, and to protect the same from injury, and shall enforce the

established rules and regulations of the corporation. Every police

officer so appointed shall within fifteen days after his or her

appointment and before entering upon the duties of his or her office,

take and subscribe the oath of office prescribed in the thirteenth

article of the constitution of the state of New York, which oath shall

be filed in the office of the county clerk of the county where such

grounds are situated. A police officer appointed under this section when

on duty shall wear conspicuously a metallic shield with the name of the

corporation which appointed him or her inscribed thereon. The

compensation of police officers appointed under this section shall be

paid by the corporation by which they are appointed.

(e) Any wilful trespass in or upon any of the parks, playgrounds,

buildings or grounds provided for the purposes mentioned in the

preceding paragraph, or upon the approaches thereto, and any wilful

injury to any of the said parks, playgrounds, buildings or grounds, or

to any trees, shrubbery, fences, fixtures or other property thereon or

pertaining thereto, and any wilful disturbance of the peace thereon by

intentional breach of the rules and regulations of the corporation, is a

misdemeanor.

(f) No corporation shall conduct activities in New York state under

any name, other than that appearing in its certificate of incorporation,

without compliance with the filing provisions of section one hundred

thirty of the general business law governing the conduct of business

under an assumed name.

(g) Every corporation receiving any kind of state funding shall ensure

the provision on any form required to be completed at application or

recertification for the purpose of obtaining financial assistance

pursuant to this chapter, that the application form shall contain a

check-off question asking whether the applicant or recipient or a member

of his or her family served in the United States military, and an option

to answer in the affirmative. Where the applicant or recipient answers

in the affirmative to such question, the not-for-profit corporation

shall ensure that contact information for the state department of

veterans' services is provided to such applicant or recipient in

addition to any other materials provided.