N.Y. BNK Law § 1007

§ 1007. When notice or lapse of time unnecessary; notices dispensed\nwith when delivery is prohibited. 1. Whenever, under this article or the\norganization certificate or by-laws of any corporation or by the terms\nof any agreement or instrument, a corporation or the board or any\ncommittee thereof is authorized to take any action after notice to any\nperson or persons or after the lapse of a prescribed period of time,\nsuch action may be taken without notice and without the lapse of such\nperiod of time. If at any time before or after such action is completed\nthe person or persons entitled to such notice or entitled to participate\nin the action to be taken or, in the case of a stockholder, by his\nattorney-in-fact, submit a signed waiver of notice of such requirements.\n 2. Whenever any notice or communication is required to be given to any\nperson by this article, the organization certificate or by-laws, or by\nthe terms of any agreement or instrument, or as a condition precedent to\ntaking any corporate action and communication with such person is then\nunlawful under any statute of this state or of the United States or any\nregulation, proclamation or order issued under said statutes, then the\ngiving of such notice or communication to such person shall not be\nrequired and there shall be no duty to apply for a license or other\npermission to do so. Any affidavit, certificate or other instrument\nwhich is required to be made or filed as proof of the giving of any\nnotice or communication required under this article shall, if such\nnotice or communication to any person is dispensed with under this\nsection, include a statement that such notice or communication was not\ngiven to any person with whom communication is unlawful. Such affidavit,\ncertificate or other instrument shall be as effective for all purposes\nas though such notice or communication had been personally given to such\nperson.\n