§ 2799-cccc. Establishment of the corporation; organization of the
board. 1. To effectuate the purposes and provisions of this title, there
is hereby created the "Roosevelt Island operating corporation", which
shall be a body corporate and politic constituting a public benefit
corporation and a political subdivision of the state of New York.

2. The board of directors of the corporation shall be composed of nine
members. One member shall be the commissioner, who shall serve as the
chair; one member shall be the director of the budget; and seven public
members shall be appointed by the governor with the advice and consent
of the senate. Of the seven public members, two members, one of whom
shall be a resident of Roosevelt Island, shall be appointed upon the
recommendation of the mayor of the city; and four additional members
shall be residents of Roosevelt Island. Each member shall serve for a
term of four years and until his or her successor shall have been
appointed and shall have qualified, except that the commissioner and the
director of the budget shall serve so long as they continue to hold
their respective offices. Any action taken by the directors of the
corporation shall be taken by majority vote of the directors then in
office. The elected public officials who represent Roosevelt Island
shall be representatives to the board of directors of the corporation
entitled to receive notice of and attend all meetings of such board but
shall not be entitled to vote. Failure to give such notice shall not
affect the validity of any action taken at a meeting of such board.

3. The governor may fill any vacancy which occurs on the board of
directors of the corporation in a manner consistent with the original
appointment. Any member of the corporation may be removed by the
governor for cause, but not without an opportunity to be heard, in
person or by counsel, in his or her defense, upon not less than ten
days' written notice.

4. The commissioner and the director of the budget may each designate
an officer or employee of his or her respective division to represent
such member at meetings of the corporation. Such designation shall be by
written notice filed with the chair or the secretary of the corporation
by the member making the designation, and may be revoked at any time by
similar notice. Any representative so designated shall have the power to
attend and to vote at any meeting of the corporation from which the
member making the designation is absent with the same force and effect
as if the member making the designation were present and voting. No such
designation shall limit the right of the member making the designation
to attend and vote in person at any meeting of the corporation.

5. A member of the corporation who is not an officer or employee of
the state or the city shall not receive a salary or other compensation,
but shall be entitled to reimbursement for actual and necessary expenses
incurred in the performance of official duties as a member. A member of
the corporation who is not an officer or employee of the state or the
city may engage in private employment, or in a profession or business,
unless otherwise prohibited by law from doing so. Notwithstanding any
other provision of law, general, special, or local, no officer or
employee of the state or any civil division thereof shall be deemed to
have forfeited, or shall forfeit such office of employment because of
acceptance of membership in the corporation, or by virtue of being an
officer, employee or agent thereof.