§ 2534. Administration of the corporation. (1) The corporation shall
be administered by three directors, one of whom shall be the director of
management and budget. The remaining two directors shall be appointed by
the mayor, no more than one of whom may be a city official. Directors
who are not city officials 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 the mayor after hearing on ten days notice.

(2) The mayor shall designate a chairman and a vice-chairman from
among the directors. The chairman shall preside over all meetings of the
directors and shall have such other duties as the directors or the
corporation may direct. The vice-chairman shall preside over all
meetings of the directors in the absence of the chairman 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 and necessary expenses
incurred in the performance of his 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), subject to the
limitations contained in sections seventy-three and seventy-four of the
public officers law. The corporation shall, for the purpose of such
sections, be a "state agency" and the directors thereof shall be
"officers" of the agency for the purpose of said sections.

(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 his office or
employment by reason of his 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. 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.

(6) The corporation may appoint officers, employees and agents as it
may require and prescribe their duties and fix their compensation.

(7) On or before November fifteenth of each year, the corporation
shall submit a financial statement to the mayor, the state comptroller
and the city comptroller, the state director of the budget and the city
director of the budget, and to the city board of estimate and the city
council.