N.Y. Racing, Pari-Mutuel Wagering and Breeding Law § 502: Establishment of regional off-track betting corporations

§ 502. Establishment of regional off-track betting corporations. 1.

a. A regional off-track betting corporation is hereby established for

each region, except the New York city region for which the New York city

off-track betting corporation established pursuant to and subject to

article six of this chapter shall constitute the regional corporation

and such article six shall govern such New York city off-track betting

corporation. Each regional corporation shall be a body corporate and

politic constituting a public benefit corporation. Each corporation

shall be administered by a board of directors consisting of two members

from each participating county containing a city of over one hundred

fifty thousand in population, according to the last federal census, and

one member from each other participating county. Notwithstanding any

other provision of law to the contrary, the members shall be appointed

by the county governing body, and may, at the discretion of such

governing body of counties which have a population of less than two

hundred thousand, include sitting members of such governing body. A

member of a governing body who is appointed a director after July first,

nineteen hundred ninety shall not be compensated by the regional

corporation; provided, however, that the mayor of a city of over one

hundred fifty thousand that has elected to participate in the management

of a corporation pursuant to subdivision two of this section shall, with

the approval of the city's legislative body, appoint one of the members

to which the county containing such city is entitled. In the case of the

corporation established for the Suffolk region and Nassau region, the

board of directors of each corporation shall consist of three members

appointed by the governing body of each county, not more than two of

whom shall be members of the same political party. Each director shall

serve at the pleasure of the governing body or mayor appointing such

director, as the case may be. A chair shall be elected by the members to

serve a term of one year.

b. No person who has served as a board member or officer of the

corporation shall within a period of five years after such person's

termination of such service, regardless of the reason for termination,

(i) be appointed, reappointed or qualified as a member of the

corporation; (ii) appear or practice before such corporation or receive

compensation for any services rendered by such former board member or

officer on behalf of any person, firm, corporation or association in

relation to any case, proceeding or application or other matter before

such corporation; or (iii) receive compensation for any services on

behalf of any person, firm, corporation or association to appear,

practice or directly communicate with the board of directors to promote

or oppose, directly or indirectly, the passage of resolutions by such

board of directors. No person who has served as a board member or

officer of the corporation shall after the termination of such service

appear, practice, communicate or otherwise render services before such

corporation, or the board of directors thereof, or receive compensation

for any such services rendered by such person on behalf of any person,

firm, corporation or other entity in relation to any case, proceeding,

application or transaction with respect to which such person was

directly concerned and in which such person personally participated

during the period of such service, or which was under their active

consideration.

c. No person who is appointed to be a member of the board of directors

may attend or participate in any board meetings, including executive

sessions, until that person's application for a license has been

approved by the commission.

2. A city with a population of more than one hundred fifty thousand,

according to the last federal census, may elect to participate in the

management and revenues of a regional corporation if the county in which

such city is located has elected to become a participating county. Such

election shall be by enabling legislation. Upon such election, such city

shall participate in the amount of any loans or contributions made or to

be made by the participating county containing the city to the

corporation, pursuant to section five hundred six of this article, in

the proportion that such city will participate in net revenues payable

to such county or such other equitable arrangement as shall be approved

by the commission.

3. Upon the passage of enabling legislation by the governing body of

not less than three counties within a region representing not less than

thirty percent of the population of such region, as determined by the

last federal census, or in the case of the Suffolk region, upon the

passage of enabling legislation by the governing body of Suffolk county,

or in the case of the Nassau region, upon the passage of enabling

legislation by the governing body of Nassau county, or in the case of

the Mid-Hudson region upon the passage of enabling legislation by the

governing body of the county of Westchester and of the governing body of

one other county in such region, and following the appointment of

members of the board of directors, such corporation shall file with the

secretary of state and with the commission a certificate setting forth:

a. The date of passage of the enabling legislation;

b. The name of the agency, which shall be the name of the region

followed by the words "regional off-track betting corporation"; and

c. The names of the members of the board of directors and the chair.

4. Each of the counties of the region that has not become a

participating county at the time of filing of the certificate required

by subdivision three of this section may do so by enacting enabling

legislation, a duly certified copy of which must be filed with the board

of directors, the commission, the secretary of state and the county

clerk of each participating county. In the event that a county elects to

participate after June first, nineteen hundred ninety, the effective

date of approval by the commission shall not be earlier than the date

that branch offices are established and operating. If, at the time of

such election, the commission has approved a plan of operation for the

corporation, a county may not become a participating county without

approval by the commission of a modified feasibility study and amended

plan of operation which shall be submitted by the corporation to the

commission pursuant to section five hundred twenty-one of this chapter.

If the participating counties in the region have contributed or loaned

funds or other consideration to the corporation, the board of directors

may require that any county subsequently electing to become a

participating county make such contributions in the same proportion, if

any, as may have governed such contributions or loans by participating

counties. Any dispute as to the value of consideration or as to a

contribution required by the board of directors shall be resolved by the

commission.

5. a. If the certificate required by subdivision three of this section

is not filed by December thirty-first, nineteen hundred seventy-five,

the corporate existence of a corporation shall terminate, but otherwise,

each corporation and its corporate existence shall continue until

terminated by law; provided, however, that no such law shall take effect

so long as the corporation shall have bonds, notes or other obligations

outstanding. Upon termination of the existence of the corporation all of

its rights, property, assets and funds shall thereupon vest in and be

possessed by the participating counties in the same proportion such

property, assets and funds may have been contributed by each county or

according to the manner in which the revenues of the corporation are

distributed pursuant to section five hundred sixteen of this article, or

any combination of both such methods, as the commission shall determine.

b. Notwithstanding the provisions of paragraph a of this subdivision,

those counties comprising the Central region prior to January first,

nineteen hundred seventy-four, even though such counties are included in

off-track betting regions other than the Central region, shall have

until December thirty-first, nineteen hundred eighty-two to file the

certificate required by subdivision three of this section.

6. Each director shall continue to serve until the appointment and

qualification of his successor.

7. The directors shall be removable for cause by the commission, upon

charges and after a hearing.

8. The powers of the corporation shall be vested in and exercised by

the board of directors at a meeting duly held at a time fixed by any

by-law adopted by the board, or at any duly adjourned meeting of such

meeting or at any meeting held upon reasonable notice to all of the

directors, or upon written waiver thereof, and a majority of the whole

number of directors shall constitute a quorum; provided that neither the

business nor the powers of the corporation shall be transacted or

exercised except pursuant to the favorable vote of at least a majority

of the directors present at a meeting at which a quorum is in

attendance.

9. The board of directors may delegate to one or more of the

directors, officers, agents or employees of the corporation such powers

and duties as it may deem proper.

10. a. The directors may receive a sum of two hundred fifty dollars

for each day or part thereof spent in attendance at meetings held in

accordance with subdivision eight of this section, but not to exceed

twenty-five hundred dollars during any one year.

b. The directors may receive a sum of one hundred dollars for each day

or part thereof at meetings other than those defined in subdivision

eight of this section or otherwise in the work of the corporation;

provided that such activities are approved by the board as a whole. Such

additional expenses shall not exceed fifteen hundred dollars in any

calendar year.

c. The chairman of the board elected in accordance with subdivision

one of this section shall receive additional compensation of one

thousand dollars per year to cover those expenses and activities

associated with such office.

d. In addition, the directors shall be reimbursed for their actual and

necessary expenses incurred in the performance of their official duties.

e. Any expenses incurred by a director in excess of those authorized

by paragraph d of this subdivision shall be the responsibility of the

appointing political subdivision, payable on vouchers certified or

approved by the chief fiscal officer of such political subdivision as is

provided by law.

11. The directors may engage in outside employment or in a profession

or business unless otherwise prohibited from doing so by virtue of

holding another public office subject to the provisions of article

eighteen of the general municipal law. For the purposes of such article

eighteen, the corporation shall be a "municipality" and a director shall

be a "municipal officer."

12. a. The board of directors shall hold an annual meeting and meet

not less than quarterly.

b. Each board member shall receive, not less than seven days in

advance of a meeting, documentation necessary to ensure knowledgeable

and engaged participation. Such documentation shall include material

relevant to each agenda item including background information of

discussion items, resolutions to be considered and associated documents,

a monthly financial statement which shall include an updated cash flow

statement and aged payable listing of industry payables, financial

statements, management reports, committee reports and compliance items.

c. Staff of the corporation shall annually submit to the board for

approval a financial plan accompanied by expenditure, revenue and cash

flow projections. The plan shall contain projection of revenues and

expenditures based on reasonable and appropriate assumptions and methods

of estimations, and shall provide that operations will be conducted

within the cash resources available. The financial plan shall also

include information regarding projected employment levels, collective

bargaining agreements and other actions relating to employee costs,

capital construction and such other matters as the board may direct.

d. Staff of the corporation shall prepare and submit to the board on a

quarterly basis a report of summarized budget data depicting overall

trends, by major category within funds, of actual revenues and budget

expenditures for the entire budget rather than individual line items, as

well as updated quarterly cash flow projections of receipts and

disbursements. Such reports shall compare revenue estimates and

appropriations as set forth in such budget and in the quarterly revenue

and expenditure projections submitted therewith, with the actual

revenues and expenditures made to date. Such reports shall also compare

actual receipts and disbursements with the estimates contained in the

cash flow projections, together with variances and their explanation.

All quarterly reports shall be accompanied by recommendations from the

president setting forth any remedial action necessary to resolve any

unfavorable budget variance including the overestimation of revenues and

the underestimation of appropriations. These reports shall be completed

within thirty days after the end of each quarter and shall be submitted

to the board by the corporation comptroller.

e. Revenue estimates and the financial plan shall be regularly

reexamined by the board and staff and shall provide a modified financial

plan in such detail and within such time periods as the board may

require. In the event of reductions in such revenue estimates, the board

shall consider and approve such adjustments in revenue estimates and

reductions in total expenditures as may be necessary to conform to such

revised revenue estimates or aggregate expenditure limitations.

13. The fiscal year of the corporation shall be the calendar year.

14. A general manager, who shall be the chief executive officer of the

corporation, shall be in charge of the administration of its affairs. He

shall perform his duties as chief executive officer, together with any

other duties assigned to him by the corporation, under its direct

supervision and control and shall give full time to such duties.

15. Any person prohibited by any law or rule from accepting

compensation described in subdivision ten of this section shall

nonetheless be permitted to serve as a director provided said person

waives his compensation.

16. Notwithstanding any inconsistent provision of this chapter or any

other law, any director, administrator, or other employee of a

corporation may be issued and hold any license issued by the commission.