Governor Cuomo has signed into law the Non-Profit Revitalization Act of 2013.  This law overhauls the state’s not-for-profit corporation laws.  The new law makes changes such as: 

  • Eliminating the distinction between various “types” of not-for-profit corporations;
  • Raising certain financial reporting thresholds, and authorizing the Attorney General to require reporting in cases where thresholds are not met;
  • Allowing the use of electronic communications for various corporate acts and facilitating e-filing with the Attorney General’s office;
  • Expediting approval of mergers and significant property transactions, simplifying the dissolution process, eliminating publication requirements and streamlining board approval of real estate transactions;
  • Creating a new definition of independent directors and requiring that only independent directors participate in certain oversight functions relating to financial audits, conflict of interest policies and whistleblower policies;
  • Adding additional governance requirements with respect to related party transactions, conflict of interest policies, whistleblower policies and executive compensation; and
  • Strengthening the Attorney General’s power to police fraud and abuse.

The new law will be effective July 1, 2014.