ยง  226.  Shall  prepare  certificate  of  incorporation; proviso as to
  forfeiture. The commissioners shall prepare an  appropriate  certificate
  of  incorporation  for  the corporation in the last section mentioned in
  which shall be set forth and embodied, as component parts  thereof,  the
  several  conditions,  requirements and particulars by such commissioners
  determined pursuant to the provisions of this article, and  which  shall
  also  provide  for  the release and forfeiture to the supervisors of the
  county, or if the road is to be constructed wholly or  partly  within  a
  city,  to  such  city,  of  all  rights  and franchises acquired by such
  corporation in case such railroad or railroads shall  not  be  completed
  within  the  time  and  upon  the  conditions  therein provided; and the
  commissioners shall thereupon and within one  hundred  and  twenty  days
  after  their  organization  cause a suitable book of subscription to the
  capital stock of such corporation to be opened pursuant  to  due  public
  notice  at  a  banking  office  in such county or city. A failure by any
  corporation heretofore or hereafter  organized  under  this  article  to
  complete  its railroad within the time limited in and by its certificate
  of incorporation shall only work a forfeiture of the franchises of  such
  corporation  with  respect  to  that  portion  of  its  route which such
  corporation shall have failed to complete,  and  shall  not  affect  the
  rights  and franchises of such corporation to construct and operate such
  part of its railroad which it  shall  have  completed  within  the  term
  prescribed  by its certificate of incorporation, or as to which the time
  for completion shall not have expired, notwithstanding anything  to  the
  contrary in its certificate of incorporation.
Structure New York Laws
Article 6 - Rapid Transit Act of 1875
220 - Application for Railroad; Commissioners.
221 - Oath and Bond of Commissioners.
222 - First Meeting of Commissioners.
223 - Determination of Necessity of Railroad and Route.
224 - Adoption of Plans, and Terms Upon Which Road Shall Be Built.
225 - Appraisal of Damages and Deposit of Money as Security.
226 - Shall Prepare Certificate of Incorporation; Proviso as to Forfeiture.
228 - Commissioners to Deliver Certificate; Affidavit of Directors.
231 - Where Route Coincides With Another Route.
232 - Commissioners to Transfer Plans.
233 - Commissioners to File Report; Confirmation Thereof.
235 - Quorum; Term of Office; Removal; Vacancies in Board of Commissioners.
236 - Abandonment or Change of Route; New Commissioners; Their Powers and Proceedings.
237 - Abandonment of Portion of Route by Elevated Railroad.
238 - Increased Deposit, When and How Required.
239 - Trains to Come to Full Stop.
240 - Gates or Vestibule Doors.
241 - Penalty for Violation of Two Preceding Sections.
242 - Sections to Be Printed and Posted.
244 - Lighting Cars on Elevated Railroads in Cities of Over Twelve Hundred Thousand Inhabitants.