S T A T E   O F   N E W   Y O R K
________________________________________________________________________

                                   14

                       Third Extraordinary Session

                          I N  A S S E M B L Y

                            November 30, 2010
                               ___________

Introduced by COMMITTEE ON RULES -- (at request of the Governor) -- read
  once and referred to the Committee on Ways and Means

AN  ACT  to  amend the public authorities law, in relation to the powers
  and duties of the dormitory authority of the state of New  York  rela-
  tive to the establishment of subsidiaries for certain purposes

  THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section 1. Section 1678 of the public authorities law  is  amended  by
adding a new subdivision 25 to read as follows:
  25. (A) TO FORM A SUBSIDIARY FOR THE PURPOSE OF LIMITING THE POTENTIAL
LIABILITY  OF  THE  AUTHORITY  WHEN  EXERCISING  THE  POWERS  AND DUTIES
CONFERRED UPON THE  AUTHORITY  BY  ARTICLE  EIGHT  OF  THIS  CHAPTER  IN
CONNECTION  WITH THE EXERCISE OF REMEDIES BY THE AUTHORITY AGAINST NORTH
GENERAL HOSPITAL, AN ELIGIBLE SECURED BORROWER (AS  DEFINED  IN  CHAPTER
FIVE  HUNDRED  NINETY  OF  THE  LAWS OF TWO THOUSAND TWO) LOCATED IN THE
BOROUGH OF MANHATTAN, NEW YORK THAT HAS  DEFAULTED  IN  ITS  OBLIGATIONS
UNDER ITS LOAN AGREEMENT OR MORTGAGE WITH THE AUTHORITY AND FOR WHICH AN
EVENT  OF  DEFAULT  HAS  BEEN DECLARED BY THE AUTHORITY. SUCH SUBSIDIARY
CREATED PURSUANT TO THIS SUBDIVISION MAY EXERCISE  AND  PERFORM  ONE  OR
MORE OF THE PURPOSES, POWERS, DUTIES, FUNCTIONS, RIGHTS AND RESPONSIBIL-
ITIES  OF  THE  AUTHORITY  OTHER  THAN  THE ISSUANCE OF INDEBTEDNESS, IN
CONNECTION WITH REAL AND PERSONAL PROPERTY WITH  RESPECT  TO  WHICH  THE
AUTHORITY  HOLDS  OR HELD A MORTGAGE, SECURITY INTEREST OR OTHER COLLAT-
ERAL INTEREST INCLUDING: (I)  BIDDING  FOR,  TAKING,  HOLDING,  SELLING,
CONVEYING, ASSIGNING OR TRANSFERRING TITLE TO SUCH PROPERTY; (II) ENTER-
ING  INTO  LEASES, SUBLEASES, OPERATING AGREEMENTS, SECURITY AGREEMENTS,
LOAN AGREEMENTS OR OTHER ENCUMBRANCES OR  ARRANGEMENTS  WITH  REGARD  TO
SUCH  PROPERTY  AND ACTING IN A MANNER CONSISTENT WITH THE RIGHTS, OBLI-
GATIONS OR RESPONSIBILITIES OF THE OWNER OF SUCH  PROPERTY  PURSUANT  TO
SUCH  AGREEMENTS  OR  ENCUMBRANCES;  (III)  ASSUMING ANY INDEBTEDNESS OR
OTHER LIABILITIES SECURED BY SUCH PROPERTY.   NOTWITHSTANDING ANY  OTHER

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD12326-03-0
              

A. 14                               2

PROVISION  OF  LAW  TO THE CONTRARY, BUT IN ALL INSTANCES SUBJECT TO THE
PROVISIONS OF ANY CONTRACT WITH BONDHOLDERS, THE TRANSFER  OF  TITLE  TO
SUCH  SUBSIDIARY  OR  ANY  OTHER  ACTIONS  TAKEN BY THE AUTHORITY OR THE
SUBSIDIARY TO ENFORCE THE AUTHORITY'S RIGHTS UNDER THE MORTGAGE, SECURI-
TY  INTEREST OR OTHER COLLATERAL INTEREST OR TO PROTECT, ACQUIRE, MANAGE
OR DISPOSE OF THE PROPERTY SHALL BE DEEMED TO BE A CORPORATE PURPOSE  OF
THE  AUTHORITY  AND SHALL NOT IMPAIR THE VALIDITY OF ANY BONDS, NOTES OR
OTHER OBLIGATIONS OF THE  AUTHORITY  TO  WHICH  THE  MORTGAGE,  SECURITY
INTEREST OR OTHER COLLATERAL INTEREST RELATES.
  (B)  SUCH  SUBSIDIARY  AUTHORIZED BY PARAGRAPH (A) OF THIS SUBDIVISION
SHALL BE ESTABLISHED IN THE FORM OF  A  PUBLIC  BENEFIT  CORPORATION  BY
EXECUTING AND FILING WITH THE SECRETARY OF STATE A CERTIFICATE OF INCOR-
PORATION  WHICH  SHALL  IDENTIFY  THE AUTHORITY AS THE ENTITY ORGANIZING
SUCH SUBSIDIARY AND SET FORTH THE NAME OF SUCH SUBSIDIARY PUBLIC BENEFIT
CORPORATION, ITS DURATION, THE LOCATION OF ITS PRINCIPAL OFFICE AND  ITS
CORPORATE PURPOSES AS PROVIDED IN THIS SUBDIVISION AND WHICH CERTIFICATE
MAY  BE  AMENDED  FROM  TIME TO TIME BY THE FILING OF AMENDMENTS THERETO
WITH THE SECRETARY OF STATE.  SUCH SUBSIDIARY SHALL BE  ORGANIZED  AS  A
PUBLIC  BENEFIT  CORPORATION, SHALL BE A BODY POLITIC AND CORPORATE, AND
SHALL HAVE ALL THE PRIVILEGES,  IMMUNITIES,  TAX  EXEMPTIONS  AND  OTHER
EXEMPTIONS OF THE AUTHORITY. THE MEMBERS OF SUCH SUBSIDIARY SHALL BE THE
SAME  AS  THE MEMBERS OF THE AUTHORITY AND THE PROVISIONS OF SUBDIVISION
TWO OF SECTION SIXTEEN HUNDRED NINETY-ONE OF THIS  TITLE  SHALL  IN  ALL
RESPECTS APPLY TO SUCH MEMBERS WHEN ACTING IN SUCH CAPACITY.
  (C)  NOTHING  IN  THIS  SUBDIVISION  SHALL  BE CONSTRUED TO IMPOSE ANY
LIABILITIES, OBLIGATIONS OR RESPONSIBILITIES OF   SUCH  SUBSIDIARY  UPON
THE  AUTHORITY AND THE AUTHORITY SHALL HAVE NO LIABILITY OR RESPONSIBIL-
ITY THEREFOR UNLESS THE AUTHORITY EXPRESSLY AGREES TO ASSUME THE SAME.
  (D) SUCH SUBSIDIARY CREATED PURSUANT  TO  THIS  SUBDIVISION  SHALL  BE
SUBJECT  TO  ANY  OTHER  PROVISION OF THIS CHAPTER PERTAINING TO SUBSID-
IARIES OF PUBLIC AUTHORITIES.
  S 2. This act shall take effect immediately.