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ficial duties.-At any time while the commissioner is in possession of the property and business of any such corporation, he may within six years after the cause of action has accrued institute and maintain in his name as bank commissioner against its directors, trustees, managers or officers, or any of them, any action or proceeding which is vested in such corporation or in the stockholders or creditors thereof. (Laws 1915, p. 125.)
Sec. 11725. Official acts of commissioner and details of department business to be made public.—The commissioner shall keep in his office, in a place accessible to the general public, a bulletin board upon which he shall cause to be posted at noon on Friday, of each week a detailed statement signed by him or, in case of his absence from the City of Jefferson or inability to act, by the deputy commissioner in charge, giving the following items of general information with regard to the work of the department since the preceding statement:
1. The name of every corporation whose articles of agreement have been filed for examination in the office of the commissioner, its location and the date of filing of such articles of agreement.
2. The name and location of every corporation authorized by the commissioner to commence or continue business, its capital, surplus and the date of authorization.
3. The name of every proposed corporation which a certificate of incorporation has been refused by the commissioner, and the date of notice of refusal.
4. The name and location of every private banker, and foreign corporation, whose authorization certificate or license has been revoked by the commissioner and the date of such revocation.
5. The name of every corporation that has applied to the commissioner for permission to open a branch office, the date of such application and the location of the proposed branch.
6. The name of every corporation that has been authorized by the commissioner to open a branch office, the date of approval and the location of such branch office.
7. The name and location of every corporation and private banker authorized by the commissioner to increase or reduce its capital stock or permanent capital, the date of such authorization and the amount of the increase or reduction.
8. The names and locations of all corporations that have merged pursuant to the provisions of this chapter and the dates of such mergers.
9. The name and residence of every person appointed by the commissioner as a deputy, examiner or employe in the banking department, the title of the office to which appointed, the compensation paid and the date of appointment.
10. The date on which a call for a quarterly report by banks, trust companies or private bankers was issued by the commissioner and the day designated as the day with reference to which such report should be made.
11. The name and location of every corporation and private banker of whose property and business the commissioner shall have taken possession and the date of taking possession, and the name and residence of every person appointed by the commissioner as a special deputy commissioner.
12. The name and location of every corporation and private banker which shall have been authorized by the commissioner to resume business, and the date of resumption.
13. The name and location of every corporation whose creditors or depositors have been paid in full by the commissioner and a meeting of whose stockholders shall have been called together with date of notice of meeting and date of meeting.
14. The name and location of every corporation subject to the provisions of this chapter whose affairs and business shall have been finally liquidated and the corporation dissolved.
15. The name and location of every private banker whose affairs have been liquidated and business discontinued. Every such statement, after having been so posted for one week, shall be placed on file and kept in the office of the commissioner. All such statements shall be public documents and at all reasonable times shall be open to public inspection. (Laws 1915, p. 125.)
Sec. 11726. Biennial report of commissioner.The comsioner shall report biennially to the Legislature as follows:
1. A summary of the state and condition of every corporation and private banker required to report to him and from which reports have been received during the preceding two years, at the several dates to which such reports refer, with an abstract of the whole amount of capital reported by them, the whole amount of their debts and liabilities and the total amount of their resources, specifying in the case of banks, trust companies and private bankers the amount of lawful money held by them at the time of their several reports, and such other information in relation to such corporations and bankers as, in his judgment, may be useful. Such corporations shall be divided into classes so as to correspond with the several articles in this chapter.
2. A statement of all corporations authorized by him to do business during the previous year with their names and locations and the dates on which their respective certificates of incorporation were issued, particularly designating such as have commenced business during the year.
3. A statement of the corporations and private bankers whose business has been closed either voluntarily or involunarily, during the year, with the amount of their resources and of their deposits and other liabilities as last reported by them and the amount of unclaimed and unpaid deposits, dividends and interest held by him on account of each.
4. A statement of the amount of interest earned upon all unclaimed deposits, dividends and interest held by him pursuant to the requirements of this chapter.
5. Any amendments to this chapter, which, in his judgment, may be desirable.
6. The names and compensation of the deputies, clerks, examiners, special agents and other employes employed by him, and the whole amount of the receipts and expenditures of the department during each of the last two preceding fiscal years.
7. All such reports shall be printed at the expense of the state and paid for as other public printing. (Laws 1915, p. 126.)
Sec. 11727. Who may be incorporated.
11746. Business shall be managed by board 11728. Articles of agreement shall state, what.
of directors-qualifications and dis11729. To be signed, recorded and filed in
qualifications of directors. office of bank commissioner.
11747. Oath of directors. 11730. Examination and certificate to 11748. Tenure of office of directors. character and capital.
11749. Vacancies in board of directors. 11731. Cash capital required.
11750. Change of number of directors. 11732. Capital stock to be divided into shares 11751. Annual meeting of directors-election -vendor and vendee liable, when.
of officers. 11733. Prohibition against receiving com- 11752. Monthly meetings of directorsmissions, etc., for organizing a bank
statement to directors. or securing subscriptions to stock. 11753. Examinations by directors into affairs 11734. Capital stock to be paid up, when
of banks--may employ assistants. how collected.
11754. Reports of directors' examinations 11735. National bank may become state
penalty for failure to make or file. bank-procedure and effect thereof. 11755. Communications from banking de11736. Branch offices.
partment must be submitted to 11737. Rights and powers.
directors and noted in minutes. 11738. May purchase stock in institution to 11756. Reports to commissioner-penalty develop and maintain market for for
for failure to make. eign and domestic exchange.
11757. Calculation of earnings for dividend 11739. Restrictions on taking and holding
period. real estate.
11758. Surplus fund-of what composed, and 11740. Restrictions on loans, purchases of
for what purposes used. securities and total liabilities to bank 11759. How net earnings credited for diviof any one person.
dend purposes-credits to surplus 11741. Money not to be employed in irade
fund and to undivided profits-divior commerce.
dends to stockholders. 11742. Restrictions as to entries in books—11760. May reduce capital stock, when. amortization of securities.
11761. May increase capital stock, when. 11743. Reserves against demand deposits. 11762. Cashier, how appointed-to give bond 11744. Reserve depositaries—designation and
- limitation authority. approval.
11763. Penalties for receiving deposits when 11745. Restoring a depleted cash reserve.
Sec. 11764. Liability under last preceding sec- 11777. Rights and privileges of foreign banktion-evidence of knowledge.
ing corporation under license effect 11765. Application of this article.
of revocation. 11766. Interpleader in certain actions-costs. 11778. Reports of foreign banking corpora11767. Rate of interest-effect of usury.
tions--penalties. 11768. Report of unclaimed deposits, divi- | 11779. Deposits of minors and trust deposits dends and interest-publication
and deposits in the names of more penalty for non-compliance.
than one person. 11769. Liability of bank for assessments by 11780. Special remedies applicable to banks commissioner.
doing a safe deposit business. 11770. Preservation of books and records of 11781. Private bankers defined. bank,
11782. Requirements for private banker. 11771. Change from state to national bank. 11783. Private bank not to make loan on per11772. Change from state bank to trust com
sonal security of owner in excess of pany.
ten per cent of paid-up capital. 11773. Prohibitions against encroachments | 11784. Funds of private bank not to be used upon certain powers of banks.
in other business-twenty per cent 11774. Use of sign or words indicating bank
of net profits to be placed to surplus. by unauthorized persons prohibited. | 11785. Application of and penalty for viola11775. Conditions to be complied with by
tion of provisions of this article. foreign banking corporations apply- 11786. Private banker not required to pay ing for license.
a Iditional tax or license. 11776. When foreign banking corporation 11787. Moneys forfeited-to whom paid.
may transact business in this state. 11788. Definitions of terms used in chapter.
Sec. 11727. Who may be incorporated.—When authorized by the bank commissioner as provided in section 11730, any five or more persons, who shall have associated themselves by articles of agreement, in writing, as provided by law, for the purpose establishing a bank may be incorporated under any name or title designating such business. (Laws 1915, p. 128.)
Sec. 11728. Articles of agreement shall state, what.—The articles of agreement mentioned in this article shall set out:
1. The corporate name of the proposed corporation, which shall not be the name of any corporation heretofore incorporated in this state for similar purposes, or an imitation of such name.
2. The name of the city or town and county in this state in which the corporation is to be located.
3. The amount of the capital stock of the corporation, the number of shares into which it is divided, and the par value thereof; that the same has been subscribed in good faith and all thereof actually paid up in lawful money of the United States and is in the custody of the persons named as the first board of directors or managers: Provided, that if the subscribed capital is only $10,000, then less than the full amount thereof may be paid in at the time of filing the articles of agreement, as provided in section 11731.
4. The names and places of residence of the several shareholders and the number of shares subscribed by each.
5. The number of directors or managers, and the names of those agreed upon for the first year.
The articles of agreement may designate the number of directors necessary to constitute a quorum, and may provide for the
number of years the corporation is to continue, which shall not exceed fifty years, or may provide that the existence of the corporation shall continue until the corporation shall be dissolved by consent of the stockholders or by proceedings instituted by the state under any statute now in force or hereafter enacted. (Laws 1915, p. 128.)
A banking corporation cannot, by its articles of incorporation, limit the number of shares which one person may own. O'Brien v. Cummings, 13 A. 197.
Sec. 11729. To be signed, recorded and filed in office of bank commissioner.—The articles of agreement shall be signed and acknowledged by the parties thereto, and recorded in the office of the recorder of deeds of the county or city in which the corporation is to be located; and a certified copy of such recorded instrument shall be filed in the office of the bank commissioner. (Laws 1915, p. 129.)
Sec. 11730. Examination and certificate as to character and capital.—When any bank shall have filed with the bank commissioner a certified copy of its articles of agreement and shall have paid all incorporation and other fees in full, as required by law, and shall have provided the cash required by law, the commissioner shall, before such bank shall complete its incorporation, examine or cause an examination to be made, in order to ascertain whether the requisite capital of such bank has been subscribed in good faith and paid in actual cash and is ready for use in the transaction of business of the proposed bank, and whether the character, responsibility and general fitness of the persons named in such articles of agreement are such as to command confidence and warrant belief that the business of the proposed corporation will be honestly and efficiently conducted in accordance with the intent and purpose of this chapter. In case the commissioner shall find all the provisions of the law have been complied with and shall have satisfied himself by such investigation as to the facts as above provided, he shall grant a certificate setting forth that such corporation has been duly organized and the amount of its capital subscribed and paid up in full. Such certificate shall be recorded in the office of the recorder of deeds of the county or city in which the corporation is to be located, and such certificate, so recorded, or certified copies thereof, shall be taken in all the courts of this state as evidence of such incorporation; and the existence of such incorporation shall continue for the period limited in its articles of agreement, if there fixed, and if not there fixed, then until the corporation is dissolved by consent of its stockholders or until its corporate existence ends pursuant to the laws of this state. In case the commissioner shall not be satisfied, as the result of such examination, that the character, responsibility and general fitness of the persons named in such articles of