(i) the prospects for potential growth, development, productivity and
profitability of the corporation;
(ii) the corporation's current employees;
(iii) the corporation's retired employees and other beneficiaries
receiving or entitled to receive retirement, welfare or similar benefits
from or pursuant to any plan sponsored, or agreement entered into, by
the corporation;
(iv) the corporation's customers and creditors; and
(v) the ability of the corporation to provide, as a going concern,
goods, services, employment opportunities and employment benefits and
otherwise to contribute to the communities in which it does business.
Nothing in this subdivision shall create any duties owed by any
director to any person or entity to consider or afford any particular
weight to any of the foregoing or abrogate any duty of the directors,
either statutory or recognized by common law or court decisions. For
purposes of this subdivision, "control" shall mean the possession,
directly or indirectly, of the power to direct or cause the direction of
the management and policies of a banking institution whether through the
ownership of voting stock of such banking institution, the ownership of
voting stock of any company which possesses such power or otherwise.
3. Each director of a bank or trust company, stock-form savings bank,
or stock-form savings and loan association, when appointed or elected,
shall take an oath that he will, so far as the duty devolves on him,
diligently and honestly administer the affairs of such corporation, and
will not knowingly violate, or willingly permit to be violated, any of
the provisions of law applicable to such corporation. Such oath shall be
subscribed by the director making it, and certified by an officer
authorized by law to administer oaths, and immediately transmitted to
the superintendent.
4. Each director of a safe deposit company, when appointed or elected,
shall take an oath that he will, so far as the duty devolves on him,
diligently and honestly administer the affairs of such corporation, and
will not knowingly violate, or willingly permit to be violated, any of
the provisions of law applicable thereto. Such oath shall be subscribed
by the director making it, and certified by an officer authorized by law
to administer oaths, and immediately transmitted to the superintendent.
Structure New York Laws
Title 7 - Directors and Officers
7001 - Board of Directors; Qualifications and Disqualifications.
7002 - Number of Directors; Definition of "Entire Board".
7003 - Election and Tenure of Directors.
7004 - Classification of Directors.
7005 - Vacancies and Newly Created Directorships.
7009 - Greater Requirement as to Quorum and Vote of Directors.
7010 - Place and Time of Meetings of the Board.
7011 - Notice of Board Meetings; Waiver; Adjournment.
7012 - Executive Committee and Other Committees.
7015 - Duty of Directors and Officers; Oath of Directors.
7016 - Liability of Directors in Certain Cases.
7017 - Actions Against Directors and Officers for Misconduct.
7018 - Nonexclusivity of Statutory Provisions for Indemnification of Directors and Officers.
7019 - Authorization for Indemnification of Directors and Officers.
7020 - Payment of Indemnification Other Than by Court Award.
7021 - Indemnification of Directors and Officers by a Court.
7022 - Other Provisions Affecting Indemnification of Directors and Officers.
7023 - Insurance for Idemnification of Directors and Officers.