In New York State, education corporations are created by the Board of Regents of
The University of the State of New York. As the senior educational authority in New
York State, the Board of Regents oversees the State's educational system. Nonprofit
organizations and institutions with educational purposes, such as schools and cultural
agencies, seeking to incorporate, must do so under Education Law § 216, subject to
the authority of the Regents. New York State is unique in the United States because it not
only considers its cultural agencies to be an integral part of its educational system, it
incorporates such agencies under Education Law instead of under Corporation Law.
While every other state views cultural agencies as nonprofit businesses, New York treats them as educational organizations. This is a significant difference because the underlying assumption of Education Law, as implemented by the Rules of the Regents, is that the Board of Regents will evaluate the quality of an organization or institution that seeks to be incorporated. This is the same judgment applied by the Board of Regents when it considers the chartering of schools and institutions of higher learning. In fact, the charter is the instrument used to incorporate schools and colleges, as well as most cultural agencies. Because of the judgment implied in its granting, considerable prestige is associated with a Regents Charter.
A museum or historical society that wishes to organize as a nonprofit education corporation must do so by petitioning the Board of Regents for the issuance of a charter. A charter is granted by the Board of Regents as an instrument of incorporation to museums and historical societies that satisfy Regents standards of organizational and educational quality. These standards are consistent with professionally accepted principles and practices as adopted by the American Association of Museums and the American Association for State and Local History. To achieve them usually takes a period of development. For that reason chartering is a two-step process, from provisional to absolute.Provisional Charter
A provisional charter is a form of incorporation granted for a probationary period of three to five years to museums and historical societies that have reasonable prospects of meeting Regents standards.
The purpose of the provisional charter is to incorporate new museums and historical societies for a period of five years and to encourage them to develop, using Regents standards as a guideline. At the end of the period covered by the provisional charter, the museum or historical society may petition either to have its charter extended for an additional term or to have it made absolute.Absolute Charter
An absolute charter is granted to museums and historical societies that meet the organizational and educational standards established by the Regents and thereby achieve what is termed registration. The progress made by a museum or historical society during the term of its provisional charter is measured by applying the criteria set forth as standards in the Rules of the Regents. If an organization has a record of financial stability, programmatic accomplishment, and a well-founded reputation for excellence, it is usually successful in meeting the requirements of registration. The result of a successful review forms the basis of the recommendation that the Regents grant an absolute charter. If the Regents concur in that recommendation, the museum or historical society is registered and an absolute charter is granted.
Organizations that do not receive approval for an absolute charter may have their provisional charters extended for an additional term. The renewal of the provisional charter continues the museum or historical society's status as an education corporation, and provides time for the organization to develop and meet Regents standards. A museum or historical society that continues to demonstrate progress toward achieving Regents standards is eligible for additional extensions of its provisional charter.Annual Report
Museums and historical societies chartered by the Board of Regents are required to submit annual reports in a form prescribed by the Regents. These reports provide up-to- date information to the Regents on the activities of each agency, including organizational and programmatic accomplishments.Certificate of Incorporation
With the exception of libraries, if a cultural agency does not qualify as a museum or historical society, it is not eligible for a charter. If the organization is nonprofit as well as educational and wishes to incorporate, it may petition for the issuance of a Regents certificate of incorporation. This instrument constitutes official recognition that the organization's purposes are of educational or cultural value. It is a permanent form of incorporation.
If the organization has educational purposes which are incidental to its primary mission, it may incorporate under the not-for-profit corporation law, with the prior consent of the Commissioner of Education, by filing a certificate of incorporation with the Department of State. For more information about Commisioner's Consent please visit the consent section of the Office of Counsel's website.
Although the process of incorporating cultural agencies in New York State is a regulatory function, the posture of the Board of Regents and the staff of the State Education Department and the State Museum is developmental. Fostering the evolution of excellent cultural agencies in New York State is the primary objective of the policies governing incorporation. New York's wide range of excellent cultural agencies is recognized by the Board of Regents as one of our State's most important educational resources.
Office of Counsel
For additional information and sample forms please visit the Office of Counsel's website
For Information Contact:
New York State Education Department
Room 10A33, Cultural Education Center
Albany NY 12230
Phone: (518) 474-5976