2006 New York Code - Action By The Board.

 
    § 7008.  Action  by  the  board.  1.  Any reference in this chapter to
  corporate action to be taken  by  the  board,  other  than  the  written
  approval  required  by  subdivision  eight of section one hundred three,
  subdivision seven of section two hundred ninety-four, subdivision  three
  of  section  three  hundred  one or sections five hundred eleven or five
  hundred sixteen of this chapter, shall mean such action at a meeting  of
  the  board.  Except as otherwise provided in this chapter, the vote of a
  majority of the directors present at the time of the vote, if  a  quorum
  is present at such time, shall be the act of the board.
    2. When authorized by the organization certificate of incorporation or
  the  by-laws,  any  one  or  more  members of the board or any committee
  thereof may participate in a meeting of such board or committee by means
  of a conference telephone or similar communications  equipment  allowing
  all  persons participating in the meeting to hear each other at the same
  time. Participation by such means shall constitute presence in person at
  a meeting.
    3. The superintendent shall have the power to determine by  regulation
  the  circumstances  under  which  any action required or permitted to be
  taken at any meeting of the board of directors of a banking organization
  may be taken without a meeting if  all  members  of  the  board  consent
  thereto  in  writing and the resolution and written consents thereto are
  filed with the minutes of the proceedings of the board.