N.Y. Private Housing Finance Law § 17

§ 17. Powers. 1. Subject to the limitations of this article, a company\nheretofore or hereafter organized under this chapter shall have the\npowers and be subject to the limitations contained in the business\ncorporation law or the not-for-profit corporation law, as the case may\nbe, and shall have the following additional specific powers:\n (a) To make and execute contracts and other instruments necessary or\nconvenient in the exercise of its powers;\n (b) To acquire or contract to acquire from any person, firm,\ncorporation, municipality, federal or state agency, by grant, purchase,\ncondemnation or otherwise, leaseholds, real, personal or mixed property\nor any interest therein, and to sell, assign, exchange, transfer,\nmortgage or encumber the same;\n (c) To own, hold, clear and improve, leasehold, real, personal or\nmixed property or any interest therein;\n (d) To construct, reconstruct, rehabilitate, improve, alter or repair\nor provide for the construction, reconstruction, improvement, alteration\nor repair of any project;\n (e) To lease or rent any of the housing or other accommodations or any\nof the lands, buildings, structures or facilities embraced in any\nproject and establish and revise the rents or charges therefor; or to\npurchase or lease a project or a part thereof from an authority,\npursuant to the provisions of section fifty-eight or article twelve-b of\nthis chapter.\n (f) To arrange or contract with a municipality for the planning,\nreplanning, opening, grading or closing of streets, roads, roadways,\nalleys or other places or for the furnishing of facilities or for the\nacquisition by a municipality of property or property rights or for the\nfurnishing of property or services in connection with a project;\n (g) To insure or provide for the insurance of its property or\noperations as required by law and also against such other risks as it\nmay deem advisable;\n (h) To limit by contract the exercise of any of its powers;\n (i) To invest any funds held in reserves or sinking funds, or any\nfunds not required for immediate disbursement in property or securities\nin which savings banks may legally invest funds subject to their\ncontrol;\n (j) To sue and be sued;\n (k) To have a seal and alter the same at pleasure;\n (l) To make and from time to time amend and repeal by-laws, rules and\nregulations not inconsistent with the provisions of this article;\n (m) To sell, lease, or otherwise convey all or any part of a project\nto an authority upon such terms and conditions as shall have the prior\napproval of the commissioner or the supervising agency, as the case may\nbe;\n (n) A non-profit company incorporated pursuant to the not-for-profit\ncorporation law and this article for the purpose of providing housing\nand auxiliary facilities for staff members, employees or students of any\ncollege, university, hospital, child care institution and their\nimmediate families; for aged or handicapped persons of low income or for\nany one of the above purposes, may, with the prior written consent of\nthe commissioner or the supervising agency, as the case may be, lease\nits project or any part thereof to any colleges, universities,\nhospitals, child care institutions or not-for-profit corporations. A\nlessee of a project may sublease all or any part of the project to\ninstitutions and not-for-profit corporations which would be an eligible\nsponsor pursuant to the provisions of this chapter and to staff members,\nemployees, and students of any college, university, hospital, child care\ninstitution, and to aged and handicapped persons of low income. Any\nproperty so leased or subleased shall remain subject to the provisions\nof this article and to the rules and regulations of the commissioner, or\nsupervising agency, as the case may be. A lease or sublease of the\nentire project may provide for the assumption by the lessee or sublessee\nof the management and control of the project, and all of the obligations\nthereof, as well as the right to collect all revenues accruing thereto.\nIn any event, the lessee shall pay rental in an amount at least equal to\nthe interest and amortization due upon the mortgage of the property so\nleased.\n (o) To lease to any authority, or to a municipality in connection with\nany federally-aided program to provide dwelling accommodations for\npersons of low income, one or more dwelling units in a project upon such\nterms and conditions as shall have the prior written approval of the\ncommissioner or the supervising agency, as the case may be.\n (p) To lease, with or without an option to purchase, all or any part\nof a project to any person, firm, partnership, trust or corporation,\nsubject to the prior written consent of the commissioner or the\nsupervising agency, as the case may be. Any property so leased shall\nremain subject to the provisions of this article and to the rules and\nregulations of the commissioner or the supervising agency, as the case\nmay be. Such lease may provide for the assumption by the lessee of the\nmanagement and control of the project, as well as the right of the\nlessee to collect all revenues accruing thereto.\n To do all other things necessary or convenient to carry out its\npowers.\n 2. A company shall file with the commissioner or the supervising\nagency, as the case may be, a copy of any by-laws, rules, regulations\nand amendments thereto adopted by it from time to time, which shall\nbecome effective upon approval by the commissioner or by the supervising\nagency; provided, however, that if the commissioner or the supervising\nagency shall fail to approve or disapprove such proposed by-laws within\nthree months after such filing, such by-laws shall become effective upon\nthe expiration of such three month period. These by-laws, rules,\nregulations and amendments shall contain such provisions relating to the\nmanagement of its business, the regulation of its affairs, the calling\nof meetings, the manner of selection of officers and trustees and such\nother provisions as may be reasonable and necessary.\n 3. Notwithstanding the provisions of any law, general or special, a\nmutual company may, with the approval of the commissioner or the\nsupervising agency, as the case may be, require a standard form and\nprocedure for the casting of proxies or absentee ballots in any matter\nrequiring a shareholder vote.\n * 4. Notwithstanding the provisions of any law, general or special, a\nboard of directors of a company created pursuant to the provisions of\nthis article shall:\n (a) Hold at least six meetings of its members annually. Such meetings\nshall be open to the shareholders and residents, except that they may\ninclude executive sessions open only to directors for the sole purpose\nof discussing confidential personnel issues, legal advice and counsel\nfrom an attorney to whom the housing company is a client, or\nconfidential issues affecting individual shareholders or residents, or\ncontract negotiation.\n (b) File with the commissioner or the supervising agency, as the case\nmay be, a record of any vote on a resolution of such board, including\nspecification of how each director voted. Such record shall be a matter\nof public record.\n (c) Promptly give notice of and make available to all shareholders any\ncommunication to the housing company from the commissioner or the\nsupervising agency, as the case may be, or the office of the attorney\ngeneral, regarding regulations, changes in regulations, taxation,\nfinances, refinancing, or, in the event of a proposed dissolution and\nreincorporation, the review of any version of an offering plan.\n (d) Investigate any substantive allegation that a tenant is not\noccupying his or her dwelling unit as his or her primary residence.\n * NB Effective March 22, 2022\n * 5. (a) No housing company shall interfere with the right of a\nshareholder or tenant to form, join or participate in the lawful\nactivities of any group, committee or other organization formed to\nprotect the rights of shareholders and tenants; nor shall any housing\ncompany harass, punish, penalize, diminish, or withhold any right,\nbenefit or privilege of a shareholder or tenant under their proprietary\nlease or tenancy for exercising such right.\n (b) Shareholder and/or tenants' groups, committees or other\nshareholder and/or tenants' organizations shall have the right to meet\nwithout being required to pay a fee in any location on the premises\nincluding a community or social room where use is normally subject to a\nfee which is devoted to the common use of all shareholders and/or\ntenants in a peaceful manner, at reasonable hours and without\nobstructing access to the premises or facilities. No housing company\nshall deny such right.\n (c) The board of directors shall take all necessary and appropriate\nactions to ensure that a manager or agent of the housing company\ncomplies with the requirements in this subdivision.\n * NB Effective March 22, 2022\n