New York A 9012: Enacts the Empowering People in Rights Enforcement (EMPIRE) Worker Protection Act

Bill Text

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A09012 Summary:

BILL NOA09012 

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SAME ASSAME AS S08442

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SPONSORKelles

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COSPNSR

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MLTSPNSR

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Add §§1406-a & 1406-b, N-PC L; add §§1517 & 1518, amd §1508, BC L; amd §§2801 & 2801-a, Pub Health L

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Prohibits non-physician organizations or their representatives to hold majority shares in or serve as directors of professional corporations organized to practice medicine.

Go to top A09012 Actions:

BILL NOA09012 

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08/13/2025referred to corporations, authorities and commissions

01/07/2026referred to corporations, authorities and commissions

Go to topA09012 Committee&nbspVotes:

Go to topA09012 Floor&nbspVotes:

There are no Assembly votes for this bill in this legislative session.

Go to topA09012 Text:

 STATE OF NEW YORK
 ________________________________________________________________________

 9012

 2025-2026 Regular Sessions

 IN ASSEMBLY

 August 13, 2025
 ___________

 Introduced by M. of A. KELLES -- read once and referred to the Committee
 on Corporations, Authorities and Commissions

 AN ACT to amend the not-for-profit corporation law, the business corpo-
 ration law and the public health law, in relation to prohibiting non-
 physician management services organizations or their representatives
 to hold majority shares in or serve as directors of professional
 corporations organized to practice medicine

 The People of the State of New York, represented in Senate and Assem-
 bly, do enact as follows:

 1 Section 1. The not-for-profit corporation law is amended by adding two
 2 new sections 1406-a and 1406-b to read as follows:
 3 § 1406-a. Professional corporations; medicine.
 4 (a) As used in this section, the following terms shall have the
 5 following meanings:
 6 (1) "Professional corporation" means a professional corporation organ-
 7 ized for the purpose of practicing medicine.
 8 (2) "Practice of medicine", "practicing medicine" or any variation of
 9 such term shall have the same meaning as the term "practice of medicine"
 10 is defined by section sixty-five hundred twenty-two of the education
 11 law.
 12 (b) (1) In a professional corporation: (i) physicians who are licensed
 13 in this state to practice medicine shall hold the majority of each class
 14 of shares which are entitled to vote;
 15 (ii) physicians who are licensed in this state to practice medicine
 16 shall be a majority of the directors; and
 17 (iii) all officers, except the secretary and treasurer, if any, shall
 18 be physicians who are licensed in this state to practice medicine. The
 19 same person may hold any two or more offices.
 20 (2) Except as otherwise provided by law, the department of health may
 21 require that physicians who are licensed in this state to practice medi-

 EXPLANATION--Matter in italics (underscored) is new; matter in brackets
 [ ] is old law to be omitted.
 LBD13396-02-5

 A. 9012 2

 1 cine hold more than a majority of each class of shares that is entitled
 2 to vote.
 3 (3) Except as otherwise provided by law, the department of health may
 4 require that physicians who are licensed in this state to practice medi-
 5 cine be more than a majority of the directors.
 6 (c) A corporation which is not organized for the purpose of practicing
 7 medicine may be a shareholder of a professional corporation solely for
 8 the purpose of effecting a reorganization as defined by 26 USC 368.
 9 (d)(1) Except as provided in subparagraph (2) of this paragraph, a
 10 professional corporation shall not provide in such professional corpo-
 11 ration's articles of incorporation or bylaws, or by means of a contract
 12 or other agreement or arrangement, for removing a director, appointed in
 13 accordance with subparagraph (1) of paragraph (b) of this section, from
 14 such professional corporation's board of directors, or an officer,
 15 appointed in accordance with subparagraph (1) of paragraph (b) of this
 16 section, from such person's position in such professional corporation,
 17 except by a majority vote of the shareholders or, as appropriate, a
 18 majority vote of the directors.
 19 (2) A professional corporation may remove a director or officer by
 20 means other than a majority vote of the shareholders or a majority vote
 21 of the directors if such director or officer that is subject to