N.Y. Banking Law § 6004: Fixing record date

§ 6004. Fixing record date. 1. For the purpose of determining the

stockholders entitled to notice of or to vote at any meeting of

stockholders or any adjournment thereof, or to express consent to or

dissent from any proposal without a meeting, or for the purpose of

determining stockholders entitled to receive payment of any dividend or

the allotment of any rights, or for the purpose of any other action, the

by-laws may provide for fixing or, in the absence of such provision, the

board may fix, in advance, a date as the record date for any such

determination of stockholders. Such date shall not be more than fifty

nor less than ten days before the date of such meeting, nor more than

fifty days prior to any other action.

2. If no record date is fixed:

(a) The record date for the determination of stockholders entitled to

notice of or to vote at a meeting of stockholders shall be at the close

of business on the day next preceding the day on which notice is given,

or, if no notice is given, the day on which the meeting is held.

(b) The record date for determining stockholders for any purpose other

than that specified in paragraph (a) shall be at the close of business

on the day on which the resolution of the board relating thereto is

adopted.

3. When a determination of stockholders of record entitled to notice

of or to vote at any meeting of stockholders has been made as provided

in this section, such determination shall apply to any adjournment

thereof, unless the board fixes a new record date under this section for

the adjourned meeting.