ยง 398. Filling of vacancies in board of directors; change in number of
directors. 1. Vacancies in the board of directors of any savings and
loan association not exceeding one-third of the whole number of the
board may be filled by vote of a majority of the remaining directors,
and the directors so elected may hold office until such vacancies are
filled by the members at a special or annual election. When the number
of directors fixed by the by-laws of any savings and loan association is
nine or more, two vacancies may, with the consent of the superintendent,
be left unfilled until the next annual election. All vacancies not
otherwise provided for in this section shall be filled by election by
the members.
2. The number of directors may be changed within the limits provided
in subdivision one of section three hundred ninety-seven of this article
by amendment of the by-laws, except where the by-laws provide that the
number of directors shall be not less than seven nor more than fifteen
and also provide the manner in which the number of directors shall be
fixed within the minimum and maximum limits.
3. Each vacancy in the office of director and each reduction in the
number of directors shall be reported to the superintendent within ten
days after such vacancy occurs or such reduction is effected. Each
election of a director shall be likewise reported together with the
name, address and occupation of the person so elected.
Structure New York Laws
Article 10 - Savings and Loan Associations
375 - Incorporation; Organization Certificate.
377 - When Corporate Existence Begins.
378 - Power to Issue Shares; Dues Thereon.
378-C - Excelsior Linked Deposit Program.
378-D - Preservation of Books and Records.
378-E - Water Pollution Control Linked Deposit Program.
379 - Power to Invest in Securities.
380-A - Power to Purchase Mortgage, Loan or Investment.
380-B - Power to Purchase Mortgages From Mortgage Holders.
380-C - Power to Participate in Certain Loans and Mortgage Investments.
380-F - Power to Make Advances of Federal Funds.
380-G - Power to Engage in Line of Credit Financing of Residential Real Estate.
380-I - Personal Loan Departments.
380-J - Authorization to Acquire and Lease Personal Property.
380-K - Investment in Promissory Notes.
380-L - Excelsior Linked Deposit Program.
380-M - Water Pollution Control Linked Deposit Program.
381 - Power to Take and Hold Real Estate; Restrictions.
382-B - Power to Issue Certain Obligations.
383-A - Rental of Safe Deposit Boxes.
384 - Entries in Books; Restrictions; Amortization of Securities.
386 - Profits; How and When to Be Computed.
387 - Credits to Surplus Account and Undivided Profits; Dividends to Shareholders.
388 - Fines and Penalties for Failure to Make Payments on Instalment Shares.
389 - Matured Shares; Conversion Into Shares of Another Class Upon Notice.
390 - Withdrawal of Unpledged Shares; Provisions for Dividends.
392 - Retirement of Shares; Suspension; Transfer.
393 - Repayment of Mortgage Loans; Application of Pledged Shares.
394 - Joint Shares; Shares of Minors; Shares in Trust.
395 - Alternative Provisions Relative to Payment of Interest to Shareholders.
396 - Change of Location; Change of Designation of Principal Office; Maintenance of Branch Office.
396-A - Electronic Facilities.
396-B - Acceptance of United States Currency.
397 - Number, Qualifications and Disqualifications of Directors; Oath; Quorum; Meeting of Directors.
398 - Filling of Vacancies in Board of Directors; Change in Number of Directors.
398-A - Forfeiture of Office of Director.
398-B - Duties of Directors and Officers.
398-C - Executive Committee and Other Committees.
399 - Restrictions on Directors and Officers.
401 - Official Communications to Be Submitted to Directors and Noted in Minutes.
403 - Examination by Directors.
404 - Reports to the Superintendent; Penalty for Failure to Make.
404-A - Photographic Reproduction of Records.
405 - Annual Report to Shareholders; Delivery and Publication.
412 - Conversion of Federal Savings Institutions to State Charter.