Section 9013. When notice or lapse of time unnecessary; notices dispensed with when delivery is prohibited

1. Whenever, under articles six,  ten,  ten-B  and  eleven,  the  organization  certificate  and  by-laws of any
  corporation  or  by  the  terms  of  any  agreement  or  instrument,   a
  corporation  or the board or any committee thereof is authorized to take
  any action after notice to any person or persons or after the lapse of a
  prescribed period of time, such action may be taken without  notice  and
  without the lapse of such period of time, if at any time before or after
  such  action  is completed the person or persons entitled to such notice
  or entitled to participate in the action to be taken or, in the case  of
  a shareholder, by his attorney-in-fact, submit a signed waiver of notice
  of such requirements.
    2. Whenever any notice or communication is required to be given to any
  person   or  persons  by  articles  six,  ten,  ten-B  and  eleven,  the
  organization certificate and by-laws, or by the terms of  any  agreement
  or  instrument,  or  as  a  condition  precedent to taking any corporate
  action and communication with such person or persons  is  then  unlawful
  under  any  statute  of  this  state  or  of  the  United  States or any
  regulation, proclamation or order issued under such statutes,  then  the
  giving  of  such notice or communication to such person or persons shall
  not be required and there shall be no duty to apply  for  a  license  or
  other   permission  to  do  so.  Any  affidavit,  certificate  or  other
  instrument which is required to be made or filed as proof of  giving  of
  any  notice or communication required under articles six, ten and eleven
  shall, if such notice or communication to any person is  dispensed  with
  under  this  subdivision,  include  a  statement  that  such  notice  or
  communication was not given to any person  with  whom  communication  is
  unlawful.  Such  affidavit,  certificate or other instrument shall be as
  effective for all purposes as though such notice  or  communication  had
  been personally given to such person.