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§ 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.



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