§ 3011 — Administration of a municipal assistance corporation

§ 3011. Administration of a municipal assistance corporation. 1.\nUnless otherwise provided in a special law, a municipal assistance\ncorporation shall be administered by a board of directors appointed by\nthe governor with the advice and consent of the senate. The number and\nqualifications of such directors and their terms of office shall be set\nforth by a special law. The comptroller of the state of New York, or his\nrepresentative shall be entitled to attend and participate in the\nmeetings of the board of directors but shall have no vote.\n 2. The governor shall designate as chairman one of the directors\nappointed by him. The chairman shall preside over all meetings of the\nboard of directors and shall have such other duties as may be prescribed\nby the board of directors.\n 3. The directors of a municipal assistance corporation shall serve\nwithout salary or other compensation, but each director shall be\nentitled to reimbursement for actual and necessary expenses incurred in\nthe performance of his or her official duties as a director of the\ncorporation. The directors, except as otherwise provided by law, may\nengage in private employment, or in a profession or business. The\ndirectors of a municipal assistance corporation shall be deemed to be\nstate officers for the purposes of sections seventy-three and\nseventy-four of the public officers law. Notwithstanding such provisions\nof the public officers law or of any other law, a municipal assistance\ncorporation or any other state instrumentality (including any state\nagency, trust fund or public benefit corporation) may purchase from,\nsell to, borrow from, loan to, contract with or otherwise deal with any\ncorporation, trust, association, partnership or other entity in which\nany director of such municipal assistance corporation has a financial\ninterest, direct or indirect, and a municipal assistance corporation may\nengage in any such transaction with any other such state instrumentality\nwith which any director of such municipal assistance corporation is\naffiliated as a state officer or employee, provided that such interest\nor affiliation is disclosed to such other state instrumentality and to\nthe municipal assistance corporation, and, in the case of transactions\nwith the municipal assistance corporation, such interest or affiliation\nis disclosed in the minutes of the board of directors of the municipal\nassistance corporation, and provided further that no director having\nsuch a financial interest or affiliation shall participate in any\ndecision of the board of directors of the municipal assistance\ncorporation authorizing or affecting such transaction.\n 4. A special law may provide for the appointment of one or more\nrepresentatives to the board of directors. Such representative shall be\nentitled to receive notice of and to attend the meetings of the board of\ndirectors but shall not be entitled to vote. Such representative shall\nbe entitled to reimbursement for his actual and necessary expenses\nincurred in the performance of his official duties as a representative\nto the corporation but shall not be entitled to a per diem allowance,\nunless specifically provided in the special law.\n 5. Notwithstanding any inconsistent provisions of law, general,\nspecial or local, no officer or employee of the state, or political\ndivision of the state, any governmental entity operating any public\nschool or college or other public agency or instrumentality or unit of\ngovernment which exercises governmental powers under the laws of the\nstate, shall forfeit his office or employment by reason of his\nacceptance or appointment as a director, officer, employee or agent of a\nmunicipal assistance corporation nor shall service as such director,\nofficer, employee or agent of a municipal assistance corporation be\ndeemed incompatible or in conflict with such office or employment.\n 6. Except as otherwise provided by special law, a majority of the\nwhole number of authorized directors shall constitute a quorum for the\ntransaction of any business and shall be required for the taking of any\naction or for the exercise of any power by the board of directors of a\nmunicipal assistance corporation. No vote at such meeting shall be cast\nby proxy. A municipal assistance corporation may delegate to one or more\nof its directors, or officers, agents and employees, such powers and\nduties as the directors may deem proper.\n 7. A municipal assistance corporation may appoint such officers,\nemployees and agents as it may require, prescribe their duties and fix\ntheir compensation.\n