N.Y. Banking Law § 5015

§ 5015. Capital notes and debentures. No corporation shall issue\ncapital notes or debentures except for money or other property, tangible\nor intangible, or labor or services actually received by or performed\nfor the corporation or for its benefit or in its formation or\nreorganization, or a combination thereof. In the absence of fraud in\nthe transaction, the judgment of the board as to the value of the\nconsideration received shall be conclusive.\n