N.Y. Private Housing Finance Law § 305: Board of directors

§ 305. Board of directors. 1. All the corporate powers of such

corporation shall be exercised by a board of directors consisting of

thirteen persons, all of whom shall be of full age, citizens of the

United States and at least seven of whom shall be residents of the

state.

2. At the first annual meeting of such corporation and at each annual

meeting thereafter the members shall elect ten directors whose term of

office shall be one year.

Each of the members entitled to vote for directors pursuant to this

subdivision two of section three hundred five of this article shall be

entitled to one vote for each twenty-five thousand dollars, or major

fraction thereof, it is subject to be called upon to advance to the

corporation pursuant to the provisions of section three hundred seven of

this article.

3. At such first and succeeding annual meetings the stockholders of

such corporation shall elect three additional directors for terms of one

year each.

4. If any director shall lose his citizenship, or shall cease to be a

resident of the state, thereby creating a vacancy, or if a vacancy

occurs in the membership of the board of directors through death,

resignation or otherwise, the remaining directors shall elect a person

to fill such vacancy for the unexpired term.

5. The board of directors shall elect one of its members as chairman

of such board, shall adopt by-laws for such corporation, and may appoint

such officers and employees as it deems advisable.

6. In addition to other matters, the by-laws of such corporation may

contain specific standards and criteria by which mortgage applications

will be judged and loans made in so far as such specific standards and

criteria are not inconsistent with any of the provisions of this

article.