Section 3234. Administration of the corporation

1. (a) The corporation
  shall be administered by seven directors,  one  of  whom  shall  be  the
  comptroller, one of whom shall be the director of the budget and five of
  whom  shall  be appointed by the governor. A director who is not a state
  official shall serve for a term expiring at the end of the term actually
  served by the officer making the appointment  and  may  be  removed  for
  cause by such officer after hearing on ten days notice.
    (b) The secretary to the senate finance committee and the secretary to
  the assembly ways and means committee shall be nonvoting representatives
  who  shall  receive  notice of and be entitled to attend all meetings of
  the directors and who shall also receive the same supporting  and  other
  documentation  related to each vote to be taken by the directors at each
  meeting as is provided to the directors, at  the  same  time  as  it  is
  provided to the directors. The comments of the nonvoting representatives
  shall be entered upon the record of the meeting.
    2.  The  governor shall designate a chairperson and a vice-chairperson
  from among  the  directors.  The  chairperson  shall  preside  over  all
  meetings  of  the  directors  and  shall  have  such other duties as the
  directors or the corporation  may  direct.  The  vice-chairperson  shall
  preside  over  all  meetings  of  the  directors  in  the absence of the
  chairperson and shall have such other duties as  the  directors  of  the
  corporation may prescribe.
    3.  The  directors  of the corporation shall serve without salary, but
  each director shall be reimbursed for actual necessary expenses incurred
  in the performance of such director's official duties as a  director  of
  the  corporation. The directors of the corporation may engage in private
  employment or in a profession or business if  not  otherwise  prohibited
  from so doing by virtue of any other public office.
    4.  Notwithstanding  any  inconsistent  provisions  of  law,  general,
  special or local, no officer or employee of the state of New  York,  any
  city,  county, town or village, any other political or civil division of
  the state, any  municipality,  any  governmental  entity  operating  any
  public school or college, any school district or any other public agency
  or  instrumentality  or  unit of government which exercises governmental
  powers under the laws of the state, shall forfeit office  or  employment
  by  reason  of acceptance of appointment as a director, officer or agent
  of the corporation nor shall service as such director, officer or  agent
  of  the  corporation  be  deemed  incompatible  or in conflict with such
  office or employment.
    5. A majority of the whole number of directors then  in  office  shall
  constitute  a quorum for the transaction of any business or the exercise
  of any power of the corporation. Except as otherwise specified  in  this
  title,  for the transaction of any business or the exercise of any power
  of the corporation, the  corporation  shall  have  power  to  act  by  a
  majority of the directors present at any meeting at which a quorum is in
  attendance;  provided  that  one  or more directors may participate in a
  meeting by means  of  conference  telephone  or  similar  communications
  equipment  allowing  all  directors participating in the meeting to hear
  each other at the same  time  and  participation  by  such  means  shall
  constitute  presence  in  person  at  a meeting. A unanimous vote of all
  directors shall be required for approval of a resolution authorizing the
  issuance of bonds or notes or any supplemental or amendatory resolution.
  The corporation may delegate  to  one  or  more  of  its  directors,  or
  officers,  agents and employees, such powers and duties as the directors
  may deem proper. Five days notice shall be given to  each  director  and
  nonvoting representative prior to any meeting of the corporation.
    6. On or before November fifteenth of each year, the corporation shall
  submit  a  financial  statement  and a report of its activities for such

  corporation's immediately preceding fiscal year  to  the  governor,  the
  temporary  president  of  the  senate,  the speaker of the assembly, the
  comptroller, the chair of the senate finance committee and the chair  of
  the assembly ways and means committee.