N.Y. Banking Law Section 398-C
Executive committee and other committees

1.

If the organization certificate or the by-laws so provide, the board of directors, by resolution adopted by a majority of the entire board, may designate from among its members an executive committee consisting of at least five directors and other committees each consisting of two or more directors, officers or other persons, not including alternate members, but not less than may otherwise be required by this chapter nor differing in composition from any requirement of this chapter, and each of which, shall have such authority as may be provided in the resolution or in the organization certificate or by-laws or under this chapter, except that no such committee shall have authority as to the following matters:

(a)

The submission to shareholders of any action that needs shareholders’ authorization under this chapter;

(b)

The filling of vacancies in the board of directors or in any such committee;

(c)

The fixing of compensation of the directors for serving on the board or on any committee;

(d)

The amendment or repeal of the by-laws, or the adoption of new by-laws;

(e)

The amendment or repeal of any resolution of the board which by its terms shall not be so amendable or repealable;

(f)

The taking of action which is expressly required by any provision of this chapter to be taken at a meeting of the board or by a specified proportion of the directors.

2.

Each such committee shall serve at the pleasure of the board. The designation or appointment of, or making of provision for, any such committee and the delegation thereto of authority shall not alone relieve any director of his duty to the association under any provision of this chapter.

3.

Minutes shall be kept of each meeting of each such committee and records shall be kept of all action taken in exercise of the authority or in performance of the function of each such committee. Such minutes and records shall be submitted to the board of directors and shall be filed with the records of the association.

Source: Section 398-C — Executive committee and other committees, https://www.­nysenate.­gov/legislation/laws/BNK/398-C (updated Sep. 22, 2014; accessed Apr. 13, 2024).

375
Incorporation 376
Proposed by-laws 377
When corporate existence begins 378
Power to issue shares 378–A
Time deposits 378–B
Club accounts 378–C
Excelsior linked deposit program 378–D
Preservation of books and records 378–E
Water pollution control linked deposit program 379
Power to invest in securities 379–B
Service corporation owned by associations 380
Power to make loans 380–A
Power to purchase mortgage, loan or investment 380–B
Power to purchase mortgages from mortgage holders 380–C
Power to participate in certain loans and mortgage investments 380–E
Effect of usury 380–F
Power to make advances of federal funds 380–G
Power to engage in line of credit financing of residential real estate 380–H
Trust powers 380–I
Personal loan departments 380–J
Authorization to acquire and lease personal property 380–K
Investment in promissory notes 380–L
Excelsior linked deposit program 380–M
Water pollution control linked deposit program 381
Power to take and hold real estate 382
Power to borrow 382–A
Power to act as trustee under self-employed retirement trust and of individual retirement account 382–B
Power to issue certain obligations 383
Other powers 383–A
Rental of safe deposit boxes 384
Entries in books 385
Surplus account 386
Profits 387
Credits to surplus account and undivided profits 388
Fines and penalties for failure to make payments on instalment shares 389
Matured shares 390
Withdrawal of unpledged shares 392
Retirement of shares 393
Repayment of mortgage loans 394
Joint shares 395
Alternative provisions relative to payment of interest to shareholders 396
Change of location 396–A
Electronic facilities 396–B
Acceptance of United States currency 397
Number, qualifications and disqualifications of directors 397–A
Report to directors 398
Filling of vacancies in board of directors 398–A
Forfeiture of office of director 398–B
Duties of directors and officers 398–C
Executive committee and other committees 399
Restrictions on directors and officers 399–A
Restrictions on holding of certain offices by executive officers of federal savings banks and federal savings associations 400
Pensions 401
Official communications to be submitted to directors and noted in minutes 402
Amendment of articles of association and by-laws 403
Examination by directors 404
Reports to the superintendent 404–A
Photographic reproduction of records 405
Annual report to shareholders 406
Charters conformed to this article 407
Exemptions 409
Conversion of a state savings and loan association into a federal savings and loan association 410
Conversion of a federal savings and loan association into a state savings and loan association 411
Conversion of a savings and loan association or federal savings and loan association into a savings bank 412
Conversion of federal savings institutions to state charter 413
Reciprocal interstate acquisitions
Green check means up to date. Up to date

Accessed:
Apr. 13, 2024

Last modified:
Sep. 22, 2014

§ 398-C’s source at nysenate​.gov

Link Style