N.Y. Penal Law § 20.20: Criminal liability of corporations

§ 20.20 Criminal liability of corporations.

1. As used in this section:

(a) "Agent" means any director, officer or employee of a corporation,

or any other person who is authorized to act in behalf of the

corporation.

(b) "High managerial agent" means an officer of a corporation or any

other agent in a position of comparable authority with respect to the

formulation of corporate policy or the supervision in a managerial

capacity of subordinate employees.

2. A corporation is guilty of an offense when:

(a) The conduct constituting the offense consists of an omission to

discharge a specific duty of affirmative performance imposed on

corporations by law; or

(b) The conduct constituting the offense is engaged in, authorized,

solicited, requested, commanded, or recklessly tolerated by the board of

directors or by a high managerial agent acting within the scope of his

employment and in behalf of the corporation; or

(c) The conduct constituting the offense is engaged in by an agent of

the corporation while acting within the scope of his employment and on

behalf of the corporation, and the offense is (i) a misdemeanor or a

violation, (ii) one defined by a statute which clearly indicates a

legislative intent to impose such criminal liability on a corporation,

(iii) any offense set forth in title twenty-seven of article seventy-one

of the environmental conservation law, or (iv) is in relation to a crime

involving the death or serious physical injury of an employee where the

corporation acted negligently, recklessly, intentionally, or knowingly.