Benefit Corporation Legislation in New York: What's the Benefit

Abstract

Formerly in New York State, businesses could operate as one of six different types: a business corporation, not-for-profit corporation, limited liability company, general partnership, limited partnership, or sole proprietorship. If Governor Cuomo signs the bill, businesses will be given a seventh option – the benefit corporation. A business corporation can incorporate under New York State law by filing a Certificate of Incorporation under Section 402 of the Business Corporation Law. Businesses must pay a filing fee of $125 as well as the additional tax on shares. Corporations may amend their Certificate of Incorporation under Section 805 of the Business Corporation Law by filing a Certificate of Amendment and paying a $60 filing fee. The Certificate of Amendment can amend any of the information found in the Certificate of Incorporation including name change and revision of the purpose clause.