N.Y. Bus. Corp. Law § 610

§ 610. Selection of inspectors at shareholders' meetings.\n (a) The board of directors shall appoint one or more inspectors to act\nat the meeting or any adjournment thereof and make a written report\nthereof. The board of directors may designate one or more persons as\nalternate inspectors to replace any inspector who fails to act. If no\ninspector or alternate has been appointed, or if such persons are unable\nto act at a meeting of shareholders, the person presiding at the meeting\nshall appoint one or more inspectors to act at the meeting. Each\ninspector, before entering upon the discharge of his duties, shall take\nand sign an oath faithfully to execute the duties of inspector at such\nmeeting with strict impartiality and according to the best of his\nability.\n (b) Unless otherwise provided in the certificate of incorporation or\nby-laws, paragraph (a) of this section shall not apply to a corporation\nthat does not have a class of voting stock that is listed on a national\nsecurities exchange or authorized for quotation on an interdealer\nquotation system of a registered national securities association.\nNotwithstanding the foregoing, any corporation may take the actions set\nforth in paragraph (a) of this section.\n