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Page 8 TITLE 12—BANKS and BANKING § 23 Fourth. the Names § 23 TITLE 12—BANKS AND BANKING Page 8 Fourth. The names and places of residence of law, or until terminated by either a general or the shareholders and the number of shares held a special Act of Congress or until its affairs be by each of them. placed in the hands of a receiver and finally Fifth. The fact that the certificate is made to wound up by him. enable such persons to avail themselves of the Third. To make contracts. advantages of title 62 of the Revised Statutes. Fourth. To sue and be sued, complain and de- fend, in any court of law and equity, as fully as (R.S. § 5134; Pub. L. 86–230, § 25, Sept. 8, 1959, 73 natural persons. Stat. 466; Pub. L. 97–320, title IV, § 405(b), Oct. 15, Fifth. To elect or appoint directors, and by its 1982, 96 Stat. 1512.) board of directors to appoint a president, vice REFERENCES IN TEXT president, cashier, and other officers, define their duties, require bonds of them and fix the Title 62 of the Revised Statutes, referred to in par. penalty thereof, dismiss such officers or any of Fifth, was in the original ‘‘this Title’’ meaning title LXII of the Revised Statutes, consisting of R.S. §§ 5133 them at pleasure, and appoint others to fill their to 5244, which are classified to this section and sections places. 16, 21, 23 to 24a, 25a, 25b, 26, 27, 29, 35 to 37, 39, 43, 52, 53, Sixth. To prescribe, by its board of directors, 55 to 57, 59 to 62, 66, 71, 72 to 76, 81, 83 to 86, 90, 91, 93, bylaws not inconsistent with law, regulating the 93a, 94, 141 to 144, 161, 164, 181, 182, 192 to 194, 196, 215c, manner in which its stock shall be transferred, 481 to 485, 501, 541, 548, and 582 of this title. See, also, its directors elected or appointed, its officers ap- sections 8, 333, 334, 475, 656, 709, 1004, and 1005 of Title pointed, its property transferred, its general 18, Crimes and Criminal Procedure. For complete clas- business conducted, and the privileges granted sification of R.S. §§ 5133 to 5244 to the Code, see Tables. to it by law exercised and enjoyed. CODIFICATION Seventh. To exercise by its board of directors or duly authorized officers or agents, subject to R.S. § 5134 derived from act June 3, 1864, ch. 106, § 6, 13 law, all such incidental powers as shall be nec- Stat. 101, which was the National Bank Act. See sec- tion 38 of this title. essary to carry on the business of banking; by discounting and negotiating promissory notes, AMENDMENTS drafts, bills of exchange, and other evidences of 1982—Par. First. Pub. L. 97–320 struck out ‘‘and be debt; by receiving deposits; by buying and sell- subject to the approval of the Comptroller of the Cur- ing exchange, coin, and bullion; by loaning rency’’ after ‘‘national’’. money on personal security; and by obtaining, 1959—Par. First. Pub. L. 86–230 substituted ‘‘which issuing, and circulating notes according to the named shall include the word ‘national’ and be’’ for provisions of title 62 of the Revised Statutes. ‘‘which name shall be’’. The business of dealing in securities and stock by the association shall be limited to purchasing § 23. Acknowledgment and filing of certificate and selling such securities and stock without re- The organization certificate shall be acknowl- course, solely upon the order, and for the ac- edged before a judge of some court of record, or count of, customers, and in no case for its own notary public; and shall be, together with the account, and the association shall not under- acknowledgment thereof, authenticated by the write any issue of securities or stock; Provided, seal of such court, or notary, transmitted to the That the association may purchase for its own Comptroller of the Currency, who shall record account investment securities under such limi- and carefully preserve the same in his office. tations and restrictions as the Comptroller of (R.S. § 5135.) the Currency may by regulation prescribe. In no event shall the total amount of the investment CODIFICATION securities of any one obligor or maker, held by R.S. § 5135 derived from act June 3, 1864, ch. 106, § 6, 13 the association for its own account, exceed at Stat. 101, which was the National Bank Act. See sec- any time 10 per centum of its capital stock actu- tion 38 of this title. ally paid in and unimpaired and 10 per centum of its unimpaired surplus fund, except that this EXCEPTION AS TO TRANSFER OF FUNCTIONS limitation shall not require any association to Functions vested by any provision of law in Comp- dispose of any securities lawfully held by it on troller of the Currency, referred to in this section, not August 23, 1935. As used in this section the term included in transfer of functions to Secretary of the ‘‘investment securities’’ shall mean marketable Treasury, see note set out under section 1 of this title. obligations, evidencing indebtedness of any per- son, copartnership, association, or corporation § 24. Corporate powers of associations in the form of bonds, notes and/or debentures Upon duly making and filing articles of asso- commonly known as investment securities ciation and an organization certificate a na- under such further definition of the term ‘‘in- tional banking association shall become, as vestment securities’’ as may by regulation be from the date of the execution of its organiza- prescribed by the Comptroller of the Currency. tion certificate, a body corporate, and as such, Except as hereinafter provided or otherwise per- and in the name designated in the organization mitted by law, nothing herein contained shall certificate, it shall have power— authorize the purchase by the association for its First. To adopt and use a corporate seal. own account of any shares of stock of any cor- Second. To have succession from February 25, poration. The limitations and restrictions here- 1927, or from the date of its organization if orga- in contained as to dealing in, underwriting and nized after February 25, 1927, until such time as purchasing for its own account, investment se- it be dissolved by the act of its shareholders curities shall not apply to obligations of the owning two-thirds of its stock, or until its fran- United States, or general obligations of any chise becomes forfeited by reason of violation of State or of any political subdivision thereof, or Page 9 TITLE 12—BANKS AND BANKING § 24 obligations of the Washington Metropolitan the maximum period specified in such contract Area Transit Authority which are guaranteed by pursuant to said subsection 6(g) [42 U.S.C. the Secretary of Transportation under section 9 1437d(g)] shall not be less than the annual of the National Capital Transportation Act of amount and the period for payment which are 1969, or obligations issued under authority of the requisite to provide for the payment when due of Federal Farm Loan Act, as amended, or issued all installments of principal and interest on by the thirteen banks for cooperatives or any of such obligations, or (3) by a pledge of both an- them or the Federal Home Loan Banks, or obli- nual contributions under an annual contribu- gations which are insured by the Secretary of tions contract containing the covenant by the Housing and Urban Development under title XI Secretary which is authorized by section 6(g) of of the National Housing Act [12 U.S.C. 1749aaa et the United States Housing Act of 1937 [42 U.S.C. seq.] or obligations which are insured by the 1437d(g)], and a loan under an agreement be- Secretary of Housing and Urban Development tween the local public housing agency and the (hereinafter in this sentence referred to as the Secretary in which the public housing agency ‘‘Secretary’’) pursuant to section 207 of the Na- agrees to borrow from the Secretary, and the tional Housing Act [12 U.S.C. 1713], if the deben- Secretary agrees to lend to the public housing tures to be issued in payment of such insured ob- agency, prior to the maturity of the obligations ligations are guaranteed as to principal and in- involved, moneys in an amount which (together terest by the United States, or obligations, par- with any other moneys irrevocably committed ticipations, or other instruments of or issued by under the annual contributions contract to the the Federal National Mortgage Association, or payment of principal and interest on such obli- the Government National Mortgage Association, gations) will suffice to provide for the payment or mortgages, obligations or other securities when due of all installments of principal and in- which are or ever have been sold by the Federal terest on such obligations, which moneys under Home Loan Mortgage Corporation pursuant to the terms of the agreement are required to be section 305 or section 306 of the Federal Home used for the purpose of paying the principal and Loan Mortgage Corporation Act [12 U.S.C. 1454 interest on such obligations at their maturity: or 1455], or obligations of the Federal Financing Provided, That in carrying on the business com- Bank or obligations of the Environmental Fi- monly known as the safe-deposit business the nancing Authority, or obligations or other in- association shall not invest in the capital stock struments or securities of the Student Loan of a corporation organized under the law of any Marketing Association, or such obligations of State to conduct a safe-deposit business in an any local public agency (as defined in section amount in excess of 15 per centum of the capital 110(h) of the Housing Act of 1949 [42 U.S.C.
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