New York Laws
Article 20 - Parties to Offenses and Liability Through Accessorial Conduct
20.20 - Criminal Liability of Corporations.

(a) "Agent" means any director, officer or employee of a corporation,
or any other person who is authorized to act in behalf of the
corporation.
(b) "High managerial agent" means an officer of a corporation or any
other agent in a position of comparable authority with respect to the
formulation of corporate policy or the supervision in a managerial
capacity of subordinate employees.
2. A corporation is guilty of an offense when:
(a) The conduct constituting the offense consists of an omission to
discharge a specific duty of affirmative performance imposed on
corporations by law; or
(b) The conduct constituting the offense is engaged in, authorized,
solicited, requested, commanded, or recklessly tolerated by the board of
directors or by a high managerial agent acting within the scope of his
employment and in behalf of the corporation; or
(c) The conduct constituting the offense is engaged in by an agent of
the corporation while acting within the scope of his employment and on
behalf of the corporation, and the offense is (i) a misdemeanor or a
violation, (ii) one defined by a statute which clearly indicates a
legislative intent to impose such criminal liability on a corporation,
(iii) any offense set forth in title twenty-seven of article seventy-one
of the environmental conservation law, or (iv) is in relation to a crime
involving the death or serious physical injury of an employee where the
corporation acted negligently, recklessly, intentionally, or knowingly.

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