Not-for-profit corporations incorporated under New York law will soon be subject to new governance and oversight rules, the highlights of which are summarized in this alert. Subject to certain exceptions, most of the provisions will become effective on July 1, 2014. As discussed in more detail below, New York not-for-profit corporations should review and prepare to modify, if necessary, their governance structure, oversight functions, policies, and day-to-day operations to ensure compliance with the upcoming changes to New York law. Most of the provisions of the new law summarized below apply to not-for-profit corporations incorporated under New York law (regardless of whether they are tax-exempt under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the Code)); however, provisions described in the “Independent Audit Oversight” paragraph below relating to financial audits and reporting also apply to not-for-profit organizations incorporated elsewhere but registered in New York for charitable solicitation purposes. Certain provisions of the new law also apply to charitable trusts that are subject to the New York Estates, Powers and Trusts Law.