N.Y. Business Corporation Law § 701: Board of directors

§ 701. Board of directors.

Subject to any provision in the certificate of incorporation

authorized by paragraph (b) of section 620 (Agreements as to voting;

provision in certificate of incorporation as to control of directors) or

by paragraph (b) of section 715 (Officers), the business of a

corporation shall be managed under the direction of its board of

directors, each of whom shall be at least eighteen years of age. The

certificate of incorporation or the by-laws may prescribe other

qualifications for directors.