New York Consolidated Laws

N.Y. Business Corporation Law § 1514 (2026)

Triennial statement

✓ current as of May 2026
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§ 1514. Triennial statement.
  (a) Each professional service corporation shall, at least once every
three years on or before the date prescribed by the licensing authority,
furnish a statement to the licensing authority listing the name and
residence address of each shareholder, director and officer of such
corporation and certifying that all such individuals are authorized by
law in this state to practice a profession which such corporation is
authorized to practice. The statement shall be signed by the president
or any vice-president of the corporation and attested to by the
secretary or any assistant secretary of the corporation.
  (b) Each design professional service corporation shall, at least once
every three years on or before the date prescribed by the licensing
authority, furnish a statement to the licensing authority listing the
names and residence addresses of each shareholder, director and officer
of such corporation and certify as the date of certification and at all
times over the entire three year period that:
  (i) greater than seventy-five percent of the outstanding shares of
stock of the corporation are and were owned by design professionals and
an ESOP (or ESOPs) with greater than seventy-five percent of the plan's
voting trustees or greater than seventy-five percent of the plan's
committee members being design professionals,
  (ii) greater than seventy-five percent of the directors are and were
design professionals,
  (iii) greater than seventy-five percent of the officers are and were
design professionals,
  (iv) the president, the chairperson of the board of directors and the
chief executive officer or officers are and were design professionals,
and
  (v) the single largest shareholder is and was either a design
professional or an ESOP with greater than seventy-five percent of the
plan's voting trustees being design professionals and greater than
seventy-five percent of the plan's committee members being design
professionals.
  The statement shall be signed by the president or any design
professional vice-president and attested to by the secretary or any
assistant secretary of the corporation.
  (c) Each firm established for the business purpose of incorporating as
a professional service corporation pursuant to paragraph (h) of section
fifteen hundred three of this article shall, at least once every three
years on or before the date prescribed by the licensing authority,
furnish a statement to the licensing authority listing the names and
residence addresses of each shareholder, director and officer of such
corporation and certify as the date of certification and at all times
over the entire three year period that:
  (i) at least a simple majority of the outstanding shares of stock of
the corporation are and were owned by certified public accountants,
  (ii) at least a simple majority of the directors are and were
certified public accountants,
  (iii) at least a simple majority of the officers are and were
certified public accountants,
  (iv) the president, the chairperson of the board of directors and the
chief executive officer or officers are and were certified public
accountants.
The statement shall be signed by the president or any certified public
accountant vice-president and attested to by the secretary or any
assistant secretary of the corporation.
Notes of Decisions
Cited in 3 cases, 1996–1997 · leading case: Heisler v. Gingras, 687 N.E.2d 1342 (N.Y. 1997).
Heisler v. Gingras, 687 N.E.2d 1342 (N.Y. 1997). “Since Finder never provided any consideration as prescribed by the professional corporation bylaws and Business Corporation Law § 504, he never attained or became entitled to a shareholder role.”
Heisler v. Gingras, 235 A.D.2d 900 (N.Y. App. Div. 1997). “Of all the evidence of petitioner’s shareholder status, perhaps the most telling are the Firm’s shareholder valuations as of June 30, 1995 and the Firm’s triennial statements filed with this Court in 1991 and 1994 pursuant to Business Corporation Law § 1514.”
Heisler v. Gingras, 169 Misc. 2d 403 (N.Y. Sup. Ct. 1996). “This court finds as a matter of law that when a law firm certifies (as it did here) to the Appellate Division of the Supreme Court, pursuant to Business Corporation Law § 1514, that an attorney is a shareholder of the corporation, those identified attorneys are shareholders with…”
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