§ 614. — Organization certificate; acknowledgment; forwarding to, filing, and approval by Board of Governors of the Federal Reserve System; permit to do business; body corporate; name; seal; corporate succession; contracts; suits; directors, officers, and employees; bylaws.
[Laws in effect as of January 24, 2002]
[Document not affected by Public Laws enacted between
January 24, 2002 and December 19, 2002]
[CITE: 12USC614]
TITLE 12--BANKS AND BANKING
CHAPTER 6--FOREIGN BANKING
SUBCHAPTER II--ORGANIZATION OF CORPORATIONS TO DO FOREIGN BANKING
Sec. 614. Organization certificate; acknowledgment; forwarding
to, filing, and approval by Board of Governors of the Federal
Reserve System; permit to do business; body corporate; name;
seal; corporate succession; contracts; suits; directors,
officers, and employees; bylaws
The persons signing the organization certificate shall duly
acknowledge the execution thereof before a judge of some court of record
or notary public, who shall certify thereto under the seal of such court
or notary, and thereafter the certificate shall be forwarded to the
Board of Governors of the Federal Reserve System to be filed and
preserved in its office. Upon duly making and filing articles of
association and an organization certificate, and after the Board of
Governors of the Federal Reserve System has approved the same and issued
a permit to begin business, the association shall become and be a body
corporate, and as such and in the name designated therein shall have
power to adopt and use a corporate seal, which may be changed at the
pleasure of its board of directors; to have succession for a period of
twenty years unless sooner dissolved by the act of the shareholders
owning two-thirds of the stock or by an act of Congress or unless its
franchises become forfeited by some violation of law; to make contracts;
to sue and be sued, complain, and defend in any court of law or equity;
to elect or appoint directors; and, by its board of directors, to
appoint such officers and employees as may be deemed proper, define
their authority and duties, require bonds of them, and fix the penalty
thereof, dismiss such officers or employees, or any thereof, at pleasure
and appoint others to fill their places; to prescribe, by its board of
directors, bylaws not inconsistent with law or with the regulations of
the Board of Governors of the Federal Reserve System regulating the
manner in which its stock shall be transferred, its directors elected or
appointed, its officers and employees appointed, its property
transferred, and the privileges granted to it by law exercised and
enjoyed.
(Dec. 23, 1913, ch. 6, Sec. 25A (par.), formerly Sec. 25(a), as added
Dec. 24, 1919, ch. 18, 41 Stat. 378; amended Aug. 23, 1935, ch. 614,
title II, Sec. 203(a), 49 Stat. 704; Pub. L. 95-369, Sec. 3(c), Sept.
17, 1978, 92 Stat. 609; renumbered Sec. 25A, Pub. L. 102-242, title I,
Sec. 142(e)(2), Dec. 19, 1991, 105 Stat. 2281.)
Codification
Section is comprised of a part of section 25A, formerly section
25(a), which was added to act Dec. 23, 1913, ch. 6, by act Dec. 24,
1919.
Amendments
1978--Pub. L. 95-369 struck out ``, all of whom shall be citizens of
the United States'' after ``to elect or appoint directors''.
Change of Name
Section 203(a) of act Aug. 23, 1935, changed name of Federal Reserve
Board to Board of Governors of the Federal Reserve System.
Section Referred to in Other Sections
This section is referred to in section 615 of this title.