N.Y. BNK Law § 7001

§ 7001. Board of directors; qualifications and disqualifications. 1.\nThe affairs of every corporation shall be managed by a board of\ndirectors, each of whom shall be at least eighteen years of age.\n 2. (a) At least one-half of the directors of a bank or trust company,\nstock-form savings bank, or stock-form savings and loan association must\nbe citizens of the United States at the time of their election and\nduring their continuance in office.\n (b) At least one-third of the directors of a safe deposit company must\nbe citizens of the United States and domiciliaries of this state at the\ntime of their election and during their continuance in office.\n (c) At least one of the directors of an investment company shall be a\ncitizen of the United States and a resident of this state.\n 3. Each director of an investment company shall be a stockholder of\nsuch company unless otherwise provided in the organization certificate,\nor in a by-law adopted by a stockholders' meeting.\n 4. No more than one-third of the directors of any bank or trust\ncompany, stock-form savings bank, or stock-form savings and loan\nassociation with capital stock, surplus fund and undivided profits in an\namount in excess of that determined by regulation of the superintendent\npursuant to this subdivision shall be active officers or employees of\nthe corporation. Each person lawfully serving as director of such a\ncorporation at the time such regulation takes effect, or any amount as\ndetermined therein is modified, and who is then an active officer or\nemployee of the corporation, may continue to serve as a director until\nthe expiration of the term for which such person was elected,\nnotwithstanding the fact that by reason thereof more than one-third of\nthe directors of the corporation are active officers or employees\nthereof.\n 5. Every person lawfully serving as a director of a bank or trust\ncompany, stock-form savings bank, or stock-form savings and loan\nassociation at the time this act takes effect, who is not a citizen of\nthe United States, may continue to serve as a director until the\nexpiration of the term for which he was elected notwithstanding such\nlack of citizenship, and if otherwise qualified shall be eligible for\nre-election as a director of the bank or trust company, stock-form\nsavings bank, or stock-form savings and loan association of which he is\na director at the time this act takes effect.\n 6. The organization certificate or the by-laws of a corporation may\nprescribe other qualifications for directors.\n