A "benefit corporation" is a business corporation that has among its corporate purposes creating "general public benefit," meaning "a material positive impact on society and the environment, taken as a whole." The New York State Public Authorities Control Board was created in 1976 to provide oversight for some of the state's most powerful authorities. This page was last edited on 18 August 2020, at 22:36. The growing influence of public authorities over state and local financing, coupled with their ability to avoid regulations applicable to government agencies, has led to calls for reform. A public benefit corporation is a legal incorporation available only in certain states that allows organizations to identify a purpose beyond maximizing shareholder value. A public benefit corporation is a legal incorporation available only in certain states that allows organizations to identify a purpose beyond maximizing shareholder value. The focus is on both profit and mission alignment. The completed certificate of incorporation, together with the statutory filing fee, should be forwarded to the New York Department of State, Division of Corporations, One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231. The trust was established in 1968. As early as 1851, the legislature began to search for ways to evade the constitutional debt limit in order to finance public works projects. In 1846, a referendum requirement was added to the state constitution, prohibiting the state from contracting long term debt without approval by the voters. An example is the Empire State Development Corporation, which decided in 2007 to dissolve 13 subsidiaries and merge 25 others into a single holding company. Origins. 2. The New York City School Construction Authority’s mission is to design and construct public schools for children throughout New York City. A benefit corporation preserves a company's mission in the following ways: Introduces capital increases and management modifications This includes bus service serving the cities of Syracuse, Utica, Rome, Oswego and Auburn. . Article 17 of the Business Corporation Law (“BCL”) governs the incorporation and operation of benefit corporations. "This entity is a benefit corporation organized under Article Seventeen of the New York Business Corporation Law" (BCL 1709). The New York Court of Appeals provided a thorough history of state laws regarding public authorities in the 1994 case Schulz v. State, 84 N.Y.2d 231. The Capital District Transportation Authority (CDTA) is a public benefit organization which provides transportation services to the Capital District of New York State (Albany, Schenectady, and Rensselaer counties plus part of Saratoga). Provide Input: Take the Data and Privacy Consumer Survey on the New York Department of State website. The New York State Thruway Authority maintains the New York State Thruway, a system of limited-access highways within New York State. Some of the public benefit corporations outside of New York City's metropolitan area, or serving the entire state, are listed below. The 1938 constitutional amendments attempted to limit the proliferation of public authorities by specifying that they could be created only by special act of the state legislature. It was created in 1968. The certificate of incorporation must include all of the statements required by BCL Â§402 including the corporation’s business purpose. First Benefit Corporation Goes Public -- Laureate Education By B Lab 02.22.17. A 2004 audit of the fund found problems with its management. The Olympic Regional Development Authority was designed to administer and manage the Whiteface Mountain Ski Center and the other Winter Olympic venues used during the Lake Placid 1980 Winter Olympics. The Agriculture and New York State Horse Breeding Development Fund serves equine interests in New York State and provides education concerning certain agricultural development. إحداها، هي عثة الشمع الكبرى، التي يأمل العلماء أن تساهم في مكافحة التلوث بالبلاستيك. The Natural Heritage Trust supports natural resource conservation and historic preservation within New York State through the reception and administration of donations and grants. The annual report must include a white cover sheet (“backer”) that sets forth the document’s title (Annual Report of (name of the benefit corporation) under Business Corporation Law section 1708) and the name and address of the individual to whom the receipt for the filing should be mailed. Importantly, authority board members are now required to attend training sessions on ethics and governance issues.. 14. A shared tradition of English common law and Dutch law may explain their origins. The name of a benefit corporation must comply with the provisions of Â§301 of the Business Corporation Law.Â Consent of the New York State Department of Financial Services is required if the benefit corporation’s name includes the word “benefit.”.  Sections 50 and 51 of the Public Authorities Law currently require 11 authorities to receive approval from the PACB prior to entering into contracts for project-related financing. X, sec. Non-Profit Corporation vs Public Benefit Corporation By Rick Bell Tuesday, June 30, 2020 The chief difference between a non-profit corporation and a benefit corporation—sometimes called a B Corporation—is the ownership factor.. See Plumbing, Heating, Piping & Air Conditioning Contr. The Registered Agent on file for this company is Mpower Financing, Public Benefit Corporation and is located at 1875 Connecticut Ave, Nw, 10th 10th Floor, Washington, DC 20009. This allows public authorities to make potentially risky capital and infrastructure investments without directly putting the credit of New York State or its municipalities on the line. … The public authority model allowed Moses to bypass many of the legal restrictions placed on state agencies, allowing him to expedite development but also allowing him to hide project financing, contracting and operational information from public scrutiny. Fund, 44 N.Y.2d 84 (1978). New York State Department of Labor (DOL), The Office of the State of Comptroller (OSC), and State agencies and public benefit corporations.  Because of this, the Court of Appeals has repeatedly affirmed that public authorities are distinct from the state and that the state carries no moral obligation to repay their debts. Although the Constitution prohibits the state from lending its credit to public authorities, it does allow the state to make gifts of money to authorities. The EFC has issued more than $13 billion in both tax-exempt and taxable revenue bonds. The Dormitory Authority of the State of New York (DASNY) provides construction, financing, and allied services that serve the public good, to benefit specifically universities, health care facilities, and court facilities. A "benefit corporation" is a business corporation that has among its corporate purposes creating "general public benefit," meaning "a material positive impact on society and the environment, taken as a whole." In 2017, the EFC had operating expenses of $442.35 million, an outstanding debt of $5.917 billion, and a staffing level of 115 people. In 1921, the legislature chartered the first state public authority, the Port of New York Authority, as a new vehicle for financing public projects while insulating the state from long term debt obligations. Public authorities share characteristics with government agencies, but they are exempt from many state and local regulations.  The EFC's 2009-2010 budget was in excess of $500 million.  See also Wein v. State, 39 N.Y.2d 136 (1976); Wein v. Levitt, 42 N.Y.2d 300 (1977). The New York State Canal Corporation is a subsidiary of the New York Power Authority (it was a subsidiary of the Thruway Authority before 2017). New York State’s traditional business corporation law is expanded to include a cause of action if shareholders or directors believe that the corporation: a. fails to pursue the general public benefit purpose of a benefit corporation or any specific public In February 2012, the New York Benefit Corporation Law went into effect. Moses, through his control of these authorities, was able to build some of New York's most important public works projects, including the Cross Bronx Expressway, the Brooklyn-Queens Expressway, and various bridges and parkways. New York has a plan to fix its broken public housing — it just needs to convince Congress. Termination of benefit corporation status, An existing benefit corporation may terminate its status as a benefit corporation by amending its certificate of incorporation to delete the statement that “The corporation is a benefit corporation under Article 17 of Business Corporation Law.”Â The certificate of amendment must be authorized by the “minimum status vote” of the shareholders (BCL Â§Â§1702(d) and 1704). Additionally, many public authorities have the power to create subsidiary authorities without additional legislative authorization. Because of this, he has been criticized for wasteful spending, patronage, and refusing to consider public opposition to his projects. First Mutual Transportation Assurance Company, Staten Island Rapid Transit Operating Authority, Capital District Transit System, Number 1, Capital District Transit System, Number 2, Call-A-Bus Paratransit Services (operates demand-responsive paratransit service in Onondaga County), Centro Parking (operates two state-owned parking garages and various surface lots in the city of Syracuse), ITC, Inc. (operates the William F. Walsh Regional Transportation Center in Syracuse). , Public authorities are currently responsible for more than 90% of the state's debt and 80% of the state's infrastructure, leading some to refer to them as the "shadow government. Some of the most well known major public benefit corporations in New York State include the Port Authority of New York and New Jersey (actually a bi-state authority created by interstate compact), the Metropolitan Transportation Authority, and the Empire State Development Corporation. Office Closures: Out of an abundance of caution and in line with recent guidance issued by the Center for Disease Control and New York State, the Division of Corporations, State Records and Uniform Commercial Code Customer Service Counter in Albany New York will only be handling service of process, as described below, due to COVID-19. The Central New York Regional Transportation Authority manages most public transportation in four Central New York counties - Onondaga, Oneida, Oswego and Cayuga. The LMDC is a joint State-City corporation governed by a 16-member Board of Directors, half appointed by the Governor of New York and half by the Mayor of New York City. It remains to be seen if this new corporate hybrid will gain traction in New York. Careers. Their business is recorded as FOREIGN BUSINESS CORPORATION.The Company's current operating status is Active Battery Park … Background and Statutory References: DOL uses the Fund to enforce the State's Labor Law as it relates to contracts for construction, reconstruction, maintenance and repair, as defined in subdivision two of Class B — according to the Comptroller's office, these "[e]ntities affiliated [are] with a State agency, or entities created by the State that have limited jurisdiction but a majority of Board appointments made by the Governor or other State officials; entities that would not exist but for their relationship with the State… Benefit corporations are required to file an annual report pursuant to Business Corporation Law Â§1708 within 120 days following the end of its fiscal year with the Department of State. It allows for a new form of corporation that operates for profit while also providing a public benefit. The UNDC is permitted to develop and operate real estate only within a prescribed area in the vicinity of U.N. headquarters in Manhattan. Ass'n v. N.Y.S. It was founded by Governor George Pataki and then-Mayor Rudolph Giuliani. Deposits of Public Authorities, Public Benefit Corporations and Other Corporations 20 Special Population Census: Population Data 21 Cancellation of Unpaid Checks or Drafts 22 Claims Against Fire Insurance Proceeds; Procedure 23 Flexible Benefits Program 24 Corporation for the Benefit of the City of New York The certificate of incorporation for a benefit corporation may include a statement of one or more “specific public benefit” purposes.Â "Specific public benefit" purposes include, but are not limited to: “(1) providing low-income or underserved individuals or communities with beneficial products or services; (2) promoting economic opportunity for individuals or communities beyond the creation of jobs in the normal course of business; (3) preserving the environment; (4) improving human health; (5) promoting the arts, sciences or advancement of knowledge; (6) increasing the flow of capital to entities with a public benefit purpose; and (7) the accomplishment of any other particular benefit for society or the environment” (BCL Â§1702(e)). By 2004, the Office of the State Comptroller had identified at least 640 state and local authorities. V. State Of New York, Et Al", "Office of the New York State Comptroller - Thomas P. DiNapoli - Home", "New York's 'shadow government' debt rises to $140 billion", "Agriculture and New York State Horse Breeding Development Fund - Internal Controls Over Financial Operations [Issued 2/15/05] [NY]", "N.Y. POWER AUTHORITY TO ASSUME OWNERSHIP OF CANAL CORPORATION ON NEW YEAR'S DAY", "Office of the New York State Comptroller - Thomas P. DiNapoli - Public Authorities", NYS Office of the State Comptroller list of Public Authorities, NYS Authorities Budget Office list of Public Authorities, Board on Electric Generation Siting and the Environment, New York state public-benefit corporations, Agriculture & New York State Horse Breeding Development Fund, Homeless Housing & Assistance Corporation, New York Local Government Assistance Corporation, New York State Affordable Housing Corporation, New York State Archives Partnership Trust, New York State Energy Research & Development Authority, New York State Foundation for Science, Technology and Innovation, New York State Housing Trust Fund Corporation, New York State Thoroughbred Breeding and Development Fund Corporation, New York State Urban Development Corporation, State of New York Municipal Bond Bank Agency, New York State Theatre Institute Corporation, Development Authority of the North Country, Hudson River-Black River Regulating District, Municipal Assistance Corporation for the City of NY, Municipal Assistance Corporation for the City of Troy, Nelson A. Rockefeller Empire State Plaza Performing Arts Organizational tax; taxes on changes of capital, List of Public Corporations that have filed a Certificate of Designation for Service of Notice of Claim, Not-for-Profit Corporations Benefiting the Armed Forces of the United States and Foreign Countries, Certificate of Designation for Service of Notice of Claim, Article 17 of the Business Corporation Law. (b) The fee for filing the certificate of incorporation is $125. First, the organization should form a Delaware Non-Stock company. For example, a non-profit can pledge to benefit one specific group of people; fund research for a particular disease; build a public dog park; or support a religious, charitable, scientific, public safety, ar… As the Court of Appeals stated in Schulz v. State, 84 N.Y.2d 231 (1994), if "modern ingenuity, even gimmickry, have in fact stretched the words of the Constitution beyond the point of prudence, that plea for reform in State borrowing practices and policy is appropriately directed to the public arena". Consent of the New York State Department of Financial Services is required if the benefit corporation’s name includes the word “benefit.” The fee for filing the certificate of incorporation is $125. Bus. 4-a. § 3303 Westchester County Health Care Corporation 1. The legislation will become effective in February, 2012. The name of a benefit corporation must comply with the provisions of §301 of the Business Corporation Law. Board members have fixed terms and are, at least in theory, considered to be more independent of political influence than elected politicians and appointed agency heads. The New York statute goes even further, providing that a B corporation’s purpose of creating general public benefit “shall be a limitation on the other purposes of the benefit corporation, and shall control over any inconsistent purpose of the benefit corporation.” N.Y. The New York State Comptroller's Office lists four types of public benefit corporations and authorities: For a more complete list, see a list of New York State public-benefit corporations. The Overcoat Development Corporation was founded in the 1980s to lure a men's outerwear company to New York City. New York Local Government Assistance Corporation (A Public Benefit Corporation of the State of New York) Series 2012A Subordinate Lien Refunding Bonds Due (April 1) Principal Amount Interest Rate Yield CUSIP Number* 2013 $4,265,000 2.00% 0.19% 649876 Y29 2014 $5,205,000 5.00% 0.38% 649876 Y37 2015 $5,465,000 5.00% 0.54% 649876 Y45 Deposits of public authorities, public benefit corporations and other corporations. Canal certificates, which would be repaid through canal revenues, and which by their terms were not state obligations, were nevertheless held to be unconstitutional in Newell v. People, 7 N.Y. 9 (1852). Search by Keyword or Citation; ... For purposes of this subdivision, the term “ authority ” shall mean a public authority or public benefit corporation created by … Much of Moses' power base resulted from his tight control of the Triborough Bridge Authority, which allowed him to earmark revenues from tolls on the bridge for other projects in New York City and around the state. A New Kind of Corporation to Harness the Power of Private Enterprise for Public Benefit 07/22/2013 02:06 pm ET Updated Sep 21, 2013 On July 17, I signed into law a bill enabling the formation of a new type of corporation that is hard wired to compete to be the best in … Class A — these authorities and public benefit corporations have regional or statewide significance 2. A shared tradition of English common law and Dutch law may explain their origins. By 1956, 53 public authorities had been created. . The function of CDTA is to operate public transportation as well as to operate the Amtrak stations in the service area (Albany-Rennselaer, Schenectady, and Saratoga Springs). The correct name of the entity the Times was speaking of is the Overcoat Development Corporation, which was designed to lure a clothing manufacturer to New York from Indiana in the 1980s. The New York State Environmental Facilities Corporation (EFC) provides low-cost capital, grants, and expert technical assistance for environmental projects in New York State. We care deeply about building a diverse team. Many restrictions placed on state agencies do not apply to public authorities, including, for example, general public bidding requirements (some public bidding requirements do apply under the Public Authorities Law). 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