NYSentencing

§ 20.20  Criminal liability of corporations.
  1.  As used in this section:
  (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  in
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,
or (iii)  any  offense  set  forth  in  title  twenty-seven  of  article
seventy-one of the environmental conservation law.