THE BANKING LAW 
OF THE 
STATE OF GEORGIA 
Enacted by THE GENERAL ASSEMBLY 
Approved August 16th, 1919 EffeCtive January 1st, 1920 
 
Altuntu, Ga. T. R. BENNETT, Superilltennent of Banks 
PROPERTY OF THe: INSTITUTE F"OR ,.He: 
STUDY OF OEO'U~14 "ROSL.EMs U"I~RSlTY OF GEORS'" 
 
  . THE BANKING LAW 
OF 
THE STATE OF GEORGIA 
An Act to regulate banking in the State of Georgia; to create the Department of Banking of the State of Georgia; to provide for the incorporation of banks, and the amendment, renewal and surrender of charters; to provide penalties for the violations of laws with reference to banking and the banking business; and for other purposes. 
Be it enacted by the General Assembly of the State of Georgia and it is hereby enacted by authority of the same, as follows: 
ARTICLE 1. 
PRELIMINARY PROVISIONS. 
Section 1. Bank, Definition of.-The term "bank as used in this act means any monied corporation authorized by law to receive deposits of money and commercial paper, to make loans, to discount bills, notes, and other commercial paper, to buy and sell bills of exchange, and to issue bills, notf!s, acceptances or other evidences of debt, and shall include incotporated banks, savings banks, banking companies, trust companies and other corporations doing a banking busirtess in this State, but shall not include privatf! bankers, copartnership of voluntary associations doing a banking business, or national banking associations, or building and loan a!:\sociations or similar associations or corporations. The term "bank" shall include a branch bank urtless the conte:xt indicates that it does not. 
See. 2. Depositors.-The term "depositor" as used in this act means any person who shall deposit money or commercial pa.per in any bank, either on open account, 
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 subject to check, or to be withdrawn otherwise than by check, whether interest is allowed thereon or not, and shall include holders of demand and time certificates of deposit lawfully issued. 
Sec. 3. Branch Banks.-Banks whose capital has been fully paid in and is unimpaired may establish branches in the cities in which they are located or elsewhere, after having first obtained the written approval of the Superintendent of Banks, which approval may be given or withheld by the Superintendent in his discretion, and shall not be given until he shall have ascertained to his satisfaction that the public convenience and advantage will be promoted by the opening of such branch. 
Such branch banks shall be operated as branches and under the name of the parent bank, and under the control and direction of the Board of Directors and executive 0fficers of said parent bank. 
The Board of Directors of the parent bank shall elect a cashier, and such other officers as may be required to properly conduct the business of said branch, and a Board of Directors, or loan committee, who shall be responsible for the conduct and management of said branch but not of the parent bank, or of any other branch save that of which they are officers, directors, or committee. 
At the time of the establishment of any branch the Board of Directors of the parent bank shall set aside for the exclusive use of said branch such proportion of its capital as may be required by the Superintendent of Banks; in no event less than is required for the organization of a bank in the city, town or village in which the branch shall be located. Provided, that the parent bank shall not by such assignment of a portion of its capital reduce the capital to an amount less than is required for the organization of a bank in the city, town or village in which said parent bank is located. 
Branch banks shall be taxed on the capital set aside to their exclusive use in the counties, municipalities and districts in which they are located, and the parent bank shall be relieved of taxation to the extent of the capital set aside for the exclusive use of such branches. 
Sec. 4. Private Banks.-No private person, firm, or voluntary association engaged in the business of banking in this State not subject to the supervision of the Superintendent of Banks, and no private corporation except a bank duly chartered and organized under the laws of this State or under the Acts of Congress, shall make use of any 
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 office sign at the place where such business is transacted, having thereon any name importing a corporation, or the name of any city, town or county, or other words, indicating that such office or place of business is that of a regularly chartered bank; nor shall such person, firm, or corporation make use of or circulate any letter-heads, bill-heads, bank notes, blank receipts, certificates, circulars, or any written or printed paper whereon such name importing a corporation, or name wherein the name of any city, town, or county is used, or any other words, indicating that such business is the business of a regularly chartered bank; Provided that no private bank engaged in business at the time of the passage of this act shall be required to change the name adopted and in use by it. 
No person, firm, or voluntary association, or private corporation, other than a regularly chartered and organized bank, shall use the words "bank", "banker," "banking company," "banking house," or any other similar name indicating that the business done is that of a bank, either upon any office sign at its place of business or upon any of its letter-heads, bill-heads, blank notes, receipts, certificates, circulars, or any other written or printed paper, without also using therewith the words plainly written or printed, so that the same may be readily read, "Private Bank, Not Incorporated," and every person, firm, association, or private corporation other than a regularly chartered bank, advertising to receive, or receiving deposits, shall at the window or desk at which such deposits are received place a conspicuous sign with letters not less than one inch in height, upon which shall be printed the words, "Private Bank, Not Incorporated." Provided that any private banker or bankers, engaged in the banking business at the time of the passage of this act, may continue to use, without further qualification or restriction, the word "Banker" or "Bankers," where the use of their names conveys unmistakably that they are not incorporated. 
Sec. 5. Insolvency Defined.-A bank shall be deemed to be insolvent, first, when it can not meet its liabilities as they become due in the regular course of business; second, when the actual cash market value of its assets is insufficient to pay its liabilities to depositors and other creditors; third, when its reserve shall fall under the amount herein required and it shall fail to make good such reserve within thirty (30) days after being required to do so by the Superintendent of Banks. 
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11398~ 
 
 Sec. 6. Surplus. and Undivided Profita Defined.-The term "surplus" as used in this act means the portion or portions of the "undivided profits" which have been formally set apart by resolution of the board of directors and carried to surplus account on the books of account of the bank, as well as such amount as may be paid in by stockholders for the purpose of creating a surplus. 
The term "undivided profits" as used in this act means the net profits as shown by the books of account of the bank, in addition to the "surplus," less such amount as may be held for the payment of current expenses, taxes, interest on savings deposits and dividends to stockholders. 
ARTICLE II. 
DEPARTMENT OF BANKING. 
Section 1. Department of Banking Created.-There is hereby created a Banking Department of the State of Georgia to be designated as the "Department of Banking," charged with the execution of all laws heretofore passed or which may hereafter be passed relating to banks as herein defined. 
Sec. 2. Superintendent of Banks.-The chief officer of the Department of Banking shall b~ known as the Superintendent of Banks. He shall be appointed by the Governor, by and with the advice and consent of the Senate. The first appointment hereunder shall be made at least ten days before this Act takes effect, and the appointee shall discharge the duties of the office pending confirmation by the Senate. 
The Superintendent of Banks shall hold office for the term of four years, and until his successor is appointed and qualified. 
Sec. 3. Vacancies, How Filled.-In the event there shall be a vacancy in the office when the Senate is not in session, caused by death, resignation, disability, suspension or removal of the Superintendent of Banks, the Assistant Superintendent shall act, holding the office until the Senate convenes and a successor to the Superintendent of Banks is appointed and qualified. When the Assistant Superintendent shall hold the office of Superintendent, as herein provided, he shall receive the same salary, and give the same bond as herein providd for the Superintendenl of Banks. 
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 Sec. 4. Qualifications of Superintendent.-The Super- 
intendent of Banks shall be a man of good character and shall have had at least five years active experience in the banking business. He shall not during his term of office be an officer or employee of any bank, or either directly or indirectly interested in any bank, and shall not carry on business as a private banker or be an employee of or inter sted directly or indirectly in the business of any pri ate banhr. He shall not be or become indebted dirtct y or indir ctly to any bank as herein defined. The Go 'emor shall immediately remove from office any Superintendent of Banks violating the provisions of this section. 
Sec. 5. Salary of Supel'intendent.-The Superintendent of Banks shaii receive a salary of Six Thousand ($6,000.00) Dollars per annull!. to be paid in the same manner as the other expenses Of the Department of Banking are paid. He shall receive no fees or perquisites for any official act, but the feef) presribed herein shall be collected b? him and deposited to the credit of the Department of Banking, as hereinafter provided. 
Sec. 6. Oath and Bond of Superintend~nt.-Beforeentering upon the duties of his office, the Superintendent of Banks shall take an oath before the Governor or one of the Justices of the Supreme Court to support the Constitution of the United States and the Constitution of the State of Georgia, and faithfully to execute the duties of his office, which oath shall be in writing and subscribed to by the Superintendent of Banks and filed of record in the Executive Office. He shall also give bond to the State of Georgia with security or securities approved by the Governor in the sum of Fifty Thousand ($50,000.00) Dollars, conditioned as follows: 
(1) That he will faithfully discharge, execute, and perform, all and singular, the duties required of him, and which may be required by the Constitution and Laws. 
(2) That he will faithfully account for all moneys that may be received by him from time to time by virtue of his office. 
(3) That he will safely deliver to his successor all books, moneys, vouchers, accounts, and effects whatever belonging to said office. 
The surety on the bond shall be a regular incorporated surety company or companies, qualified to do business in the tate of Georgia, and the premium on the bond shaH 
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 be paid as other expenses of the Department of Banking are paid. 
Sec. 7. Superintendent, How Removed.-The Superintendent of Banks may be suspended or removed by the Governor, whenever the Governor has trustworthy information, to be judged of by him, that the Superintendent is insane or has absconded or grossly neglects his duties or is guilty of conduct plainly violative of his duties.. 
Sec. 8. Superintendent's Office.-The Superintendent of Banks shaH be provided with suitable apartments at the State Capitol, furnished at the State's expense. He shall reside at the Capitol and shall keep his office open daily, Sundays and holidays excepted. He shall be furnished from time to time, necessary furniture, fuel, iight, and other proper conveniences for the transaction of the business of his offic~ the expense of which shall be paid by the State in the same manner as the expenses of other offices at the Capitol are paid. 
Sec. 9. See.! of Department of Banking.-The Secretary of State shall provide the Superintendent of Banks with all official seal. Any paper executed by him as such Superintendent of Banks in pursuance of any authority conferred on him by law and sealed with his seal of office shall be received in evidence with the same effect as a duly recorded deed. 
Sec. 10. Assistant Superintendent, Examiners, and Clerks.-The Superintendent of Banks shall appoint from time to time, with the right to discharge at will, an Assistant Superintendent who shall be ex-officio an Examiner, and such additional Examiners and office assistants as he may need to discharge in a proper manner the duties imposed upon him by law, provided that such appointments shall not extend beyond the term of office of the Superintendent of Banks making such appointments. 
No person so appointed shall during his term of office be an officer or employee of any bank, or either directly or indirectly interested in any bank. He shall not carryon business as a private banker or be an employee of or interested in the business of any private banker. He shall not be or become indebted directly or indirectly to any bank as herein defined. The Superintendent of Banks shall immediately remove from office any Assistant Superintendent, Examiner, or Office Assistant violating the provisions of this section. 
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 The Assistant Superintendent, Examiners and Clerks shall perform such duties as may be assigned to them, respectively, by the Superintendent of Banks. 
Sec. 11. Oath and Bond of Assistant Superintendent and Examiners.-The Assistant.Superintendent and each of the Examiners shall take the same oath as that herein prescribed for the Superintendent of Banks, and each shall give a bond to be approved by the Superintendent, with a regular incorporated surety company qualified to do business in the State of Georgia, as security, payable to the State of Georgia, in the penal sum of Ten Thousand ($10,000.00) Dollars, with the same conditions contained in the bond as those herein prescribed for the Superintendent of Banks, the premium on which said bonds shall be paid as other expenses of the Department of Banking are paid. 
Sec. 12. Salaries of Assistant Superintendents, Examiners and Clerks.-The Assistant Superintendent shall be paid a salary of Thirty-six Hundred ($3,600.00) Dollars per annum. 
Each of the Examiners shall be paid a salary of not exceeding Twenty-four Hundred ($2,400.00) Dollars per annum. 
The salaries of the Clerks and Office Assistants shaH not exceed in the aggregate the sum of Thirty-six Hundred ($3,600.00) Dollars per annum. 
Sec. 13. Traveling Expenses. The traveling expenses of the Superintendent of Banks, the Assistant Superintendent, and the Examiners, actually paid in the discharge of their duties, shall be audited and approved by the Superintendent of Banks, and paid monthly as other ~xpenses of the Department of Banking are paid. ItemIzed statements shall be kept by the Superintendent and Examiners, showing in detail their expenses and each and every item thereof, in such form and accompanied by .such vouchers as the Superintendent shall prescribe, WhICh statements shall be filed in the office of the Superintendent. 
~c. 14. Expenses of the Department of Banking, How Pald.-All the expenses incurred in and about the conduct of the business of the Department of Banking, including the sa~aries of the Superintendent of Banks, the Assistant Supermtendent, the Examiners, and Office Assistants, and the traveling expenses incurred in examining banks, ex- 
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 cept the office expenses provided for in Section 8 of this Article, shall be collected from the banks as hereinafter provided. All amounts so paid shall be deposited by the Superintendent of Banks in such bank or banks as he may see fit and subject to his check 'as such Superintendent, and shall be used for the expenses of the Department of Banking only. 
Sec. 15. Report of the Superintendent of Banks.-The Superintendent of Banks shall make an annual report to the Governor on or before the 31st day of December, which report shall be filed in his office, and by him laid before the General Assembly in connection with his first annual message thereafter. 
Sec. 16. Contents of the Report.-The Superintendent of Banks shall set forth in his annual report: 
1. A list of all the banks subject to his supervision, with the date when each began business. 
2. A summary of the condition of every bank, as shown by the last report received in response to call and such condition as shown by the last examination made, and such other information in relation to said bank as in his judgment may be useful. 
3. A statement of all applications for incorporation of new banks and of all applications for the amendment, renewal, and surrender of charters, together with his action thereon. 
4. A statement of all banks whose business has been closed during the year. 
5. A list of all banks taken possession of by him during the year, and of the dividends paid to creditors of all banks being liquidated, and of the unclaimed and unpaid deposits or dividends of each of such banks. 
6. Any suggestion for amendments to the laws relating to banking by which the system may be improved and the security to the depositors and other creditors increased. 
7. The names and compensation of his Assistant, Examiners, and Clerks, and the whole amount of the expenses of the banking department during the year. 
8. An itemized statement of the amounts collected from the banks from examinations, fines, and forfeitures during the year. 
Sec. 17. Copies of Report Furnished to Banks.-The annual report of the Superintendent of Banks shall be published in book form, and a copy thereof furnished to each bank by mail as soon as the same shall have been 
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 published and transmitted to the Governor. The expense of publishing and mailing such reports shall be paid as other expenses of the Department of Banking are paid. 
 
Sec. 18. Rules for the Department of Banking.The Superintendent of Banks shaH make such rules and regulations to carry out the provisions of this Act as he may consider of value to the Department of Banking. He may appoint special Examiners, when occasion requires, 
prescribe their duties, and limit their powers. He shall prescribe and provide forms, and supply the necessary blanks for examinations and reports. 
 
Sec. 19. Reports and Examinations.-The reports of all examinations and the reports made by banks in response to the calls made by the Superintendent of Banks 
shall be regularly filed and preserved by the Superintendent of Banks in his office for a period of five (5) years, after which time the Superintendent shall be authorized to burn the same. 
 
Sec. 20. Reports as Evidence.-Every official report made by the Superintendent of Banks and every sworn report, duly verified, of any regular or special Examiner duly appointed by the Superintendent of Banks, shall be prima facie evidence of the facts therein stated, in any action or proceeding wherein such bank is a party, pro- 
vided that the report of such examinations shall not be made public except when required in legal proceedings. 
 
Sec. 21. Liability for Non-Performance of Duty.The Superintendent of Banks, the Assistant Superintendent, and the Examiners shall be liable on their official bonds to any person, firm, or corporation injured on ac- 
count of the failure of the Superintendent, the Assistant Superintendent, or any Examiner, to faithfully discharge the duties of his office. Suit may be brought thereon in ~ny court of competent jurisdiction in the name of the State for the use of the injured party. 
 
Sec. 22. Solicitors-General to Represent Superintend- 
 
ent.-The Solicitors-General, in their several circuits, 
 
when requested by the Superintendent of Banks, shall, 
 
tdaeessn~a~rneptatoorft 
 
Bo~fntkhseiirn brmg, or 
 
official duties, represent the Superinany suit that the Superintendent may that may be brought against the Su- 
 
permtend,ent under the provisions of this Act, in regard 
 
to. banks m their respective circuits. The fees of the So- 
 
ICltors-General for services rendered under this section 
 
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 shall be fixed by the Superintendent subject to the approval of the judge of the Superior Courts of the circuit in which such suits are brought. Such fees and the costs of any suits or proceedings by or against the Superintendent of Banks shall be taxed by the judge of the Superior Court in which such suit is brought either against the opposite party to such suit, or against the bank concerning which the suit is brought, or against the Superintendent, in which latter event such costs and fees shall be paid as other expenses of the Department of Banking are paid. 
Sec. 23. Attorney-General and Solicitors-General to Advise Superintendent.-It shall be the duty of the Attorney-General to advise the Superintendent of Banks on any question of law submitted to him by the Superintendent, and it shall likewise be the duty of the Solicitors-General, in their several circuits, when requested by the Superintendent of Banks, to advise the Superintendent on any questions of law submitted to them by the Superintendent in regard to any existing or proposed banks in their respective circuits. 
ARTICLE III. 
EXAMINATIONS OF BANKS. 
Sec. 1. Semi-Annual Examinations.-The Superintendent of Banks shall either personally or by one of the Examiners visit and examine every bank subject to his supervision at least twice in each year. On every examination, inquiry shall be made as to the condition and resources of the bank, the mode of conducting and managing its affairs, the manner of keeping its accounts and the correctness thereof, the actions of its directors, the investment of its funds, the safety and prudence of its management, and whether the requirements of its charter and the law have been complied with iIi the administration of its affairs, and as to such other matters covered by this Act as the Superintendent of Banks may prescribe. 
Sec. 2. Special Examinations.--In addition to the regular semi-annual examinations the Superintendent of Banks shall have power and it shall be his duty in like manner to examine or cause to be examined any bank under his supervision whenever in the judgment of the 
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 Superintendent of Banks the manageme~t a~d con~ition of the bank is such as to render an exammatIOn of Its affairs necessary or expedient, or whenever in the opinion of the Superintendent of Banks the interests of the public demand an examination. 
Sec. 3. Examinations on Oath.-The Superintendent of Banks and the Examiners sh!l-ll have power and authority to administer oaths and to examine under oath any person whose testimony may be required on the examination of any bank, and shall have the authority and power to compel the appearance and attendance of any sucn person for the purpose of such examination. 
If any person, when required so to do by the Superintendent of Banks, or anyone of the Examiners, shall fail or refuse to appear or to testify under oath as herein provided, such failure or refusal may be reported in writing to the Judge of the Superior Court of the county in which such bank is located, who shall thereupon cause a subpoena to be issued by the clerk of said court requiring such person to so attend and testify, and for failure to obey such subpoena the person so failing shall be adjudged in contempt of court by the judge of said court and punished accordingly. 
Sec. 4. Written Report of Examination.-The Superintendent of Banks and the ~xaminer who shall make an examination of any bank shall reduce the result thereof to writing in such form as shall be prescribed by the Superintendent, which shall contain a full, true, and correct statement of the condition of such bank so examined, ~hich reports shall be filed in the Department of Bankmg. 
 
Sec. 5. Fees of Examination.-Each bank shall pay for each semi-annual examination to the Superintendent of Banks, to be deposited by him to the credit of the Depa~ent of Banking, as hereinbefore provided, in proport~on to the capital, surplus, and undivided profits, exClUSIve of branches, not exceeding the following amounts: 
 
$ 2 W5 , 0h0e0r.e0 0t hoer 
 
capital, surplus less, $20.00. 
 
and 
 
undivided 
 
profits 
 
is 
 
Where the capital, surplus, and undivided profits is $1t~o:han $25,000.00 and not exceeding $50,000.00, 
 
Where the capital, surplus, and undivided profits is 11 
 
 more tha.n $50,000.00 and not exceeding $75,000.00, $40.00. 
Where the capital, surplus, and undivided profits is more than $75,000.00 and not exceeding $100,000.00, $50.00. 
Where the capital, surplus, and undivided profits is more than $100,000.00 and not exceeding $125,000.00, $60.00. 
Where the capital, surplus, and undivided profits is more than $125,000.00 and not exceeding $150,000.00, 
~70.00. 
Where the capital, surplus, and undivided profits is mOi'e than :;;150,000.00 and not exceeding $175,000.00, $80.00. 
Where the capital, surplus, and undivided profits is more than $175,000.00 and not exceeding $200,000.00, $90.00. 
Where the capital, surplus, and undivided profits is more than $200,000.00 and not exceeding $225,000.00, $100.00. 
Where the capital, surplus, and undivided profits is more than $225,000.00 and not exceeding $250,000.00, $110.00. 
Where the capital, surplus, and undivided profits is more than $250,000.00 and not exceeding $275,000.00, $120.00. 
Where the capital, surplus, and undivided profits is more than $275,000.00 and not exceeding $300,000.00, $130.00. 
Where the capital, surplus, and undivided profits is more than $300,000.00 and not exceeding $500,000.00, $150.00. 
Where the capital, surplus, and undivided profits is more than $500,000.00 and not exceeding $750,000.00, ::;200.00. 
Where the capital, surplus, and undivided profits is more than $750,000.00, $250.00. 
In addition to the fees hereinabove fixed, each bank operating branch offices or banks shall pay for each branch so operated for each semi-annual examination, at the above rates based on the capital, surplus, and undivided profits employed in such branch. 
For any examination herein provide"d to be made before permit to begin business is issued, or on any amendment to a charter, or on any consolidation or merger, or on any voluntary liquidation, and in all other cases of 
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 like character, other than regular semi-annual examinations, a fee of $25.00 shall be p~id for each examination. 
Sec. 6. Fees, How Collected.-In the event any bank should fail or refuse to pay on demand the amount herein fixed as fees for examinations, the Superintendent of Banks shall forthwith issue an execution in the name of the State against such bank for the amount of such fees, which shall be enforced in like manner as executions issued by the Superior Courts in the State upon judgments rendered by them. 
Sec. 7. Record of Fees.-It shall be the duty of the Superintendent of Banks to keep a record of all fees collected by him, together with a record of expenses incurred in making examinations of all banks, which record shall be embodied in his anual report to the Governor. 
Sec. 8. Examinations Not at Stated Time5.-The Superintendent of Banks shall not visit any bank or cause same to be visited by an Examiner for the purpose of examination at stated or regular times, nor shall the Superintendent or any Exammer permit anyone to know when or at what time he will visit any bank or cause same to be visited, for examination. 
Sec. 9. Information Kept Secret.-The information which shall be obtained by the Superintendent of Banks or any Examiner in making examinations into the affairs of any bank shall be for the purpose of ascertaining the true condition of said bank, and shall not be disclosed by the person making the examination, unless called u.pon to testify concerning the same in a court of justIce, except that reports shall be made of the condition of the affairs of the bank ascertained from such examination to the officers and directors of the bank examined and to the Superintendent of Banks, and a summary thereof published in the Superintendent's annual r~port, and except that the Superintendent may take .acb.on as the result of such examination, as herein proVIded. Provided, however, that upon the request of the Fed~ral Reserve Bank the Superintendent shall be authorized to furnish to said bank a copy of the report and 
other information concerning the condition and affairs 
of any bank which shall be a member of the Federal Reserve System. 
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 Sec. 10. Reports as Evipence.-In the event the Superintendent of Banks takes charge of the business and affairs of any bank as herein authorized, or in the event proceedings are instituted to forfeit the charter of any banj{, duly authenticated copies of the reports of the examination of such bank on file in the office of Superintendent of Banks may be used in any court as evidence. and as an aid in arriving at the true condition of the bank. Such reports shall be received in any court as prima facie evidence of the truth of their contents. 
ARTICLE IV. 
REPORTS OF BANKS. 
Sec. 1. Stated Reports.-Every bank shall make at least four (4) reports each year, and oftener if called upon by the Superintendent of Banks, according to the form which may be prescribed by him, verified as true and correct by the oath or affirmation of the president or cashier, and accompanied by the certificate of at least two (2) of the directors of such bank to the effect that they have carefully read said report a:nd that the same is true and correct according to the best of their information, knowledge and belief, and that the signature of the president or cashier, is the true and genuine signature of such officer. Such report shall exhibit in detail and under appropriate heads the resources and liabilities of such bank at the close of business on any past date specified by the Superintendent of Banks, and shall be transmitted to the Superintendent of Banks within ten (10) days after receipt of a request therefor from him, and shall be published in such form as the Superintendent of Banks may prescribe, within ten (10) days after the same is called for, in a newspaper published in the city or town where such bank is located, or if no newspaper is published in such city or town, then in the county in which such bank is located, and if no newspaper is published in the county, then in some newspaper having a general circulation in the county, such publication to be at the expense of the bank, and proof that such publication has been made, in such form as may be required by the Superintendent of Banks, shall be furnished to him within five (5.) days after such publication is made. 
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 Sec. 2. Special Reports.-The Superintendent of Banks shall have power to call for special reports from any bank, whenever in his judgment the same are necessary in order to obtain a full and complete knowledge of its condition. Such reports shall be made on forms furnished by the Superintendent of Banks. and shall be verified and certified as herein provided in the case of stated reports. 
Sec. 3. Call for Reports Mailed to Banks.-A copy of each call made by the Superintendent of Banks for a report from the banks under the supervision of said Superintendent shall be mailed to each bank, and such mailing shall be deemed legal notice of such call. 
Sec. 4. Dividends to be Reported.-In addition to the reports required in the preceding sections, each ba'"'iik shall report to the Superintendent of Banks within ten (10) days after declaring, and at least ten (10) days before paying, any dividend, the amount of such dividend and the amount of the surplus and undivided profits in excess of such dividend. Such report shall be verified and certified in the same manner as is provided herein in the case of stated reports to the Superintendent of Banks. 
Sec. 5. Penalty for Failing to Report.-Any bank which fails to make and transmit or to publish any report as required by this Act shall be subject to a penalty of $10.00 for each day after the periods, respectively, herein mentioned that it delays to make and transmit its report or proof of publication. 
When any bank delays or refus.es to pay the penalty herein imposed for the failure to make and transmit or to publish its report, the Superintendent of Banks is hereby authorized to issue an execution against such bank for the amount of such penalty, which shall be enforced in like manner as executions issued by the Superior Courts of this State upon judgments. 
All penalties collected shall be held by the Superintendent of Banks as other funds collected and deposited to the credit of the Department of Banking. 
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 ARTICLE V. 
COMMUNICATIONS FROM DEPARTMENT OF 
BANKING. 
Sec. J,. Notice of Violation of Law.-If it should appear to the Superintendent of Banks that any bank has violated its charter or any law of the State or any order or regulation of the Department of Banking, he may, by an order under his hand and official seal, addressed to such bank, direct the discontinuance of such violation, or if it should appear to the Superintendent that any such bank s conducting business in an unsafe or unauthorized manner, he may in like manner direct the discontinuance of such unsafe and unauthorized practices. Such order shall be read at a meeting of the directors called for the purpose, and a copy thereof shall be entered upon the minutes of said board, and a majority of the board of directors, over their own signature, indorsed on said original order, shall acknowledge that the same has been read at a meeting of the board and entered upon the minutes and said original order shall be forthwith returned to the Superintendent of Banks. 
Sec. 2. COlIll1lunications to be Read and Entered on Minutes.-Each official commlinication directed by the Superintendent of Banks to a bank, pertaining to an investigation or examination conducted by the department, or to the affairs of such bank, or containing orders, suggestions, or recommendatons as to the conduct of the business thereof, shall be submitted, by the officer receiving it, to the board of directors of such bank, at the next meeting of such board, and entered on the minutes, and written acknowledgment thereof made to the Superintendent of Banks. 
Sec. 3. Removal of Officer or Employee.-The Superintendent of Banks shall have the right to require the immediate removal from office of any officer or employee of any bank who shall be found by him to be dishonest, incompetent or reckless in the management of the affairs of the bank, or who persistently violates the laws of the State or the lawful orders of the Superintendent. 
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 ARTICLE VI. 
IMPAIRMENT OF CAPITAL. 
Sec. 1. Transfer of Surplus.-Whenever the Superintendent of Banks shall find that the capital stock of any bank has become impaired or reduced as much as ten per cent of its par value from losses or any other causes, the Superintendent of Banks shall notify and require such bank to make good its capital stock so impaired or reduced, by a transfer, from the surplus or undivided profits thereof to the capital stock, of a sum sufficient to make good such impairment or reduction, and upon receipt of such notice such bank so notified shall immediately make the transfer so required, by proper corporate action and proper entries upon its books. 
Sec. 2. Assessment of StockhoIders.-1f the surplus and undivided profits of such bank are insufficient to make good such impairment, the Superin~ndent of Banks shall notify such bank to make good the impairment within sixty (60) days, by an assessment upon the stockholders thereof, and it shall be the duty of the officers and directors of the bank receiving such notice to immediately call a special meeting of the stockholders for the purpose of makmg an assessment upon its stockholders sufficient to cover the impairment of the capital, payable in cash, at which meeting such assessment shall be made, Provided, that such bank may reduce its capital to the extent of the impairment if such reduction will not place its capital below the amount required by this Act. 
Sec. 3. Assessment, How En-forced.-If any stockholders should refuse or neglect to pay any assessment which may be levied by the special stockholders' meetmg for the purpose of making good any impairment or reduction of capital, within thirty (30) days after such assessment shall have been levied, the directors of such bank shall have the right to sell to the highest bidder, at public outcry, for cash, a sufficient amount of the stock of such stockholder to cover the assessment after giving previous notice of such sale, once a week, for two (2) ~eeks, in the newspaper in which the sheriff's advertIsements of the county in whiCh the bank is located are 
published. But such stock shall in no evtnt be sold for 
less than the amount of the assessment upon the same 
and the necessary costs of sale. Out of the proceeds of 
17 
 
 the sale of said stock, the directors shall pay the necessary costs of sale and the amount of the assessment called for thereon, and the balance, if any, shall be paid to the person or persons whose stock has been sold, or to the holder of the certificate therefor upon the surrender of such certificate. A sale of the stock as herein provided shall effect an absolute cancellation of the outstanding certificate or certificates evidencing the stock so sold, and shall make the same null and void, and the rights of any and all holders thereof shall terminate and a new certificate, or certificates, shall be issued to the purchaser or purchasers of such stock, free from all liens or claims whatsoever. The bank shall also have the right to sue a stockholder failing to pay any assessment so levied. 
When any stockholder shall have pledged or hypothecated any of his stock and shall not pay any assessment levied on the stock so pledged, for any reason, it shall be his duty to give the pledgee notice, by registered mail, at least five (5) days before the expiration of the time within which such assessment may be paid, of the levy of such assessment and the amount thereof and of the fact that he does not expect or intend to pay the same, giving to the pledgee the privilege of paying the amount of the assessment should he desire to do so for his own protection. 
ARTICLE VII. 
TAKING POSSESSION OF BANK BY SUPER- 
INTENDENT. 
Section 1. Possession May be Taken, When.-Whenever it shall appear to the Superintendent of Banks that any bank has violated its charter or any law of the State, or any law or regulation of the Department of Banking, or is conducting business in an unsafe or unauthorized manner; or that its capital is impaired more than ten per cent below its par value and has not been made good under the requirement of the Superintendent; or when any bank shall refuse to submit its papers, books, and concerns to the inspection of the Superintendent, or any Examiner; or when any officer thereof shall refuse to be examined on oath touching the affairs, business, or concerns of any such bank; or when any bank shall suspend payment 9f its obligations or shall fail to pay any final 
18 
 
 judgment from which no further appellate proceedings will lie within ten (10) days after the rendition thereof; or any other judgment wthin ten days after the expira- 
tion of the time for entering appellate proceedings; or when from any examination made by the Superintendent, or any Examiner, the Superintendent shall hav~a son to conclude that any bank is in an unsafe orltMOund condition to transact the business for which)t was organized, or that it is unsafe for it to conti,RUe business; or when any bank shall neglect or refuse~to observe any lawful order of the Superintendent directing or requiring the doing of any particular matter or thing re- 
quired to be done by law, the Superintendent himself, or by a duly authorized agent, shall fort4with take possession of all the assets and business of such bank and retain possession thereof until such bank shall be authorized by him to resume business, or its affairs be liquidated as herein provided. 
 
Sec. 2. Directors May Surrender Possession.-Any bank may place its assets and business under the control of the Superintendent of Banks by posting a notice on the. front door of such bank indicating that the bank is 
in the hands of the Superintendent of Banks, which notice shall be signed in their own handwrting by a majority of the directors of such bank. 
 
Sec. 3. Effect of Notice or Possession.-The posting of such notice by the directors, or the taking possession of any bank by the Superintendent of Banks, shall be sufficient to place all assets and property of such bank, of whatever nature, in possession of the Superintendent 
of Banks, and shall operate as a bar to any attachment or any other legal proceedings against such bank or its ~ssets; and no lien shall be acquired in any maJmer bindmg ?r affecting any of the assets of such bank after the postmg of such notice or taking possession of any bank 
by the Superintendent, and every transfer or assignment by.such bank or its authoi:ity, of the whole or any part ~f Its assets, after the posting of such notice or the takmg possession of such bank, shall be nuH and void. 
 
baSnekc.sh4~.ll 
 
No be 
 
Assignment for Creditors Permitted.--N0 authorized or permitted to make any gen- 
 
eral aSSIgnment for the benefit of its creditors, save and Sxcep~ by surrendering possession of its assets to the 
 
upermtendent of Banks as herein provided. 
 
19 
 
 Sec. S. Notice of Taking Possession.-On taking possession of the assets and business of any bank, as in this Act authorized, the Superintendent of Banks shall forthwith give notice of such action to all banks and other persons or corporations holding or in possession of any assets of such bank. No bank or other person or corporation shall have a lien or charge for any payment, advance, or clearance thereafter made, or liability thereafter incurred, against any of the assets of the bank, of whose assets and business the Superintendent shall have taken possession as aforesaid. 
Sec. 6. Business Resumed, How.-After the Superintendent of Banks has so taken possession of any bank, the Superintendent may permit such bank to resume business upon such conditions as may be approved by him. 
Sec. 7. Collections and Sales, How Made.-Upon taking possession of the assets and business of any bank, the Superintendent is authorized to collect all moneys due to such bank. and to do such other acts as are necessary to conserve its assets and business, and shall proceed to liquidate the affairs thereof, as hereinafter pro-" vided. The Superintendent shall collect all debts due and claims belonging to such bank, and by making app]ication to the Superior Court of the county in which such bank is located, or to the judge thereof, if said Superior Court be not then in session, may procure an order to sell, compromise or compound any bad or doubtful debt or claim, and on like order the Superintendent may sell the real and personal property of such bank on such terms as the court, or the judge thereof, shall direct, but on any such court proceedings the bank shall be made a party by a proper notice issued from the court, and the hearing of any such application or petition by the Superintendent may be had at any time, either in term or vacation, after the bank has had five (5) days notice of such application. 
Sec. 8. Superintendent, How Enjoined.-Whenever any bank of whose assets and business the Superintendent has taken possession, as aforesaid, shall deem itself aggrieved thereby, it may at any time within ten (10) days after its assets and business shall have been taken pOGsesson of, apply to the Superior Court of the county in which its offices shall be located, or to the judge of such court, if the court be not then in session, to enjoin further proceedings by the Superintendent; and the said 
20 
 
 cou ent 
 
rtt~ 
 
or the show 
 
judge cause 
 
thereof, after citing the Superintendwhy further proceedings should not 
 
be enjoined, and after hearing the allegations and proof 
 
of the parties and determining the acts may dismiss such 
 
application or enjoin the Superintendent from further 
 
proceeding and direct the said Sup.erintendent to sur- 
 
render such business and assets to said bank. Such ap- 
 
plication for injunction may be heard at any time after 
 
three (3) days notice from the time of service on. the 
 
Superintendent, in the discretion of the court, with the 
 
right to either party by bill of exception, as in other cases 
 
of applications for temporary injunction, to carry said 
 
case to the Supreme Court for review. 
 
Sec. 9. Superintendent May Appoint Agent.-The Superintendent may, under his hand and official seal, appoint an agent to assist him in taking possession of, liqui 
dating and distributing the assets of any bank under the provisions hereof, the certificate of appointment to be filed in the office of the Superintendent, and a certified copy thereof delivered to such agent. Such agent shall receive a salary, to be fixed as hereinafter provided for the time he is actually engaged in assisting in liquidat~ ing the affairs of the bank. The Superintendent may 
authorize such agent to perform such duties connected with such liquidation and distribution as the Superintendent himself could in person do and perform. 
 
Sec. 10. Attorneys, Accountants, and Assistants.The Superintendent may employ such attorneys and procure such expert accountants and other experts, assista.nts and employees as may be necessary in the liquidation .and distribution of the assets of such bank, and may retam such of the officers or employees of such bank as he may deem necessary. 
 
, Sec: 11. Bonds of Agent and Other Assistants.-The Supermtendent shall require from the agent appointed 
by hIm, and from such of the assistants as will have 
charge. of any of the asset"s of the bank, such security for the faIthful discharge of their duties as he may deem proper. 
 
Sc:c. 12. Inventory to Be Filed.-Upon taking posses~lOn of the assets and business of any bank, the Supennten.dent. s~all make an inventory of the assets thereof In trIplIcate, one copy to be filed in the office of the Superintendent and one copy to be filed, but not re- 
21 
 
 corded, in the office of the Clerk of the Superior Court of the county in which the bank is located, and one copy to be kept of file in the bank. Such inventories shall be open to inspection during regular office hours of such offices, respectively. 
~ec. 13. Notice to Creditors and Proof of Claims.The Superintendent shall cause notic~ to be given by advertisement in the newspaper in which the sheriff's advertisements of the county in which the bank is located are published, and in any other newspaper which in the opinion of the Superintendent may be necessary or advisable, once a week for four weeks, calling on all persons who may have claims against the bank to present the same to the Superintendent and make sworn proof thereof, filing the same with said Superintendent at the office of the bank, and within any time to be specified in the notice, not less than ninety (90) days from the date of the first publication of the notice. A copy of this notice shall be mailed to all persons whose names appear as creditors upon the books of the bank. 
Sec. 14. Pass-Books Called In.-The Superintendent shall also in like manner notify all depositors to bring in their pass books to be balanced and compared with the book~ of the bank. Deposits appearing on the books of the bank which agree with deposits as shown by the pass-books shall be held to be prima facie proven claims against the bank. 
Sec. 15. Superintendent May Reject Claims.-If the Superintendent doubts the justice and validity of any claim or deposit, he may reject the same, and serve notice of such rejection upon the claimant or depositor, either personally or by registered mail, and an affidavit of the service of such notice, which shall be prima facie evidence thereof, shall be filed in the office of the Superintendent. Any action or suit upon such claim so rejected must be brought by the claimant against the bank in the proper Court of the county in which the bank is located within ninety (90) days after such service, or the same shall be barred. 
Sec. ]6. Objections to Claims.-Objections to any claim or deposit not rejected by the Superintendent may be made by any party interested by filing a copy of such objections with the Superintendent, and the Superintendent, after investigation, shall either allow such objections 
22 
 
 and reject the claim or deposit, or present such objections to the Superior Court of the county in which the bank is located, which court shall cause an issue to be made up and tried at the first term thereafter as to whether or not such claim or deposit should be allowed. 
Sec. 17. List of Claim", Made Up and Filed.-Upon the expiration of the time fixed for the presentation of claims, the Superintendent shall make in triplicate a full and complete list of the claims presented and of the deposits as shown by the books of the bank, including and specifying any claims or deposits which have been rejected by him, one copy to be filed in the office of the Clerk of the Superior Court of the county in which the bank is located, and one copy to be kept of file in the bank. Such inventories and list of claims shall be open to inspection during regular office hours of such offices, respectvely. 
Sec. 18. Claims Presented After Time Fixed.Claims presented to the Superintendent after the expiration of the time fixed in the notice to creditors, as herein provided, shall be entitled after they have been allowed by the Superintendent to share in the distribution of the assets of the bank only to the extent of the assets undistributed and in the hands of the Superinendent at the time such claims are filed. 
Sec. 19. Order of Paying Debts.-The order of paying off the debts of an insolvent bank shall be as foHows: 
1. Debts due the State of Georgia. 
2. Debts due any county, district or municipality of the State, including unpaid taxes. 
3. Debts due the United States. ~. The expenses of liquidation, including the COmpensation of agents and attorneys. 
5. Debts due by the bank as trustee or other fiduciary and other claims of like character. 
6. JUdgments and debts secured by lien to the extent of the value of such lien, not void or voidable under the 
provisions of this act or the law of Georgia; judgments 
and liens to have the force, rank and dignity prescribed by law. 
7. Debts due to depositors and other contractual liabilities pro rata. 
8. Unliquidated claims for damages and the like. 
23 
 
 Sec. 20. Assessment of Stockholders.-Within ninety (90) days after the SuperiJ!tendent of Banks has taken possession of the assets and business of any bank, as in this act authorized, he shall make a careful estimate of the value of the cash assets of said bank which can probably be converted into cash within one year after so taking possession of the assets and business of said bank, and of the amount of such cash assets which will be available to pay depositors; and he shall immediately thereupon make an assessment upon the stockholders of said bank sufficient, when added to the cash assets so available for depositors, to pay the said depositors in full; provided that such assessment shall not exceed the liability of stockholders upon their said stock. Notice of such assessment shall be given by mail to each of the stockholders of said bank, and if any stockholder so notified shall refuse or neglect to pay any such assessment within thirty (30) days after the levy of such assessment and notice thereof, the Superintendent of Banks shall issue an execution against such stockholder for the amount of such assessment, which shall be enforced in like manner as executions issued by the Superior Courts of this State upon judgments regularly rendered by said courts; provided, however, that any stockholder shall have the right by affidavit of illegality, as in cases of affidavits of illegality to other executions, to contest his nability for such assessment, but not the correctness of the estimate made by such Superintendent or the amount of such assessment, which estimate and the amount of suen assessment shall be final and conclusive upon the stockholders. If at any time prior to the final payment of an the indebtedness of such bank, it shall appear to the Superintendent that the assessment made by him is insufficient in amount to pay such depositors in full, said Superintendent may from time to time make other assessments not in excess of the liability of the stockholders upon their stock which shall be enforced and collected in like manner. 
After all the indebtedness of such bank is paid in full, the remaining assets of such bank shall be applied first to reimbursing the stockholders who have paid such assessment or assessments, and thereafter pro rata to all the stockholders. 
Sec. 21. Dividends, When Paid.-At any time after the expiration of the date fixed by the Superintendent for the presentation of claims against the bank, and from 
24 
 
 time to time thereafter, the Superintendent may, out of the funds remaining in his hands after the payment of expenses and priorities, d~clare and pay dividends to !h.e depositors and other creditors of such bank, and a diVIdend shall be declared when and as often as the funds on hand subject to the payment of dividends shall be suf- 
ficient to pay ten (10) per cent. of all claims entitled to 
share in such dividends. In calculating dividends, all disputed claims and de- 
posits shall be taken into account, and the amount of dividends upon such disputed claims or deposits shall be held by the Superintendent until the justice and validity of such claims or deposits shall have been finally deter- 
mined. 
 
Sec. 22. Funds to Be Deposited.-All funds collected by the Superintendent shall be from time to time deposited in such bank or banks as may be selected by him, subject to the check of the Superintendent of Banks. 
 
Sec. 23. Compensation of Agents, Attorneys, and Others, How Fixed.-The compensation of the agents appointed by the Superintendent and of attorneys, expert accountants, and other assistants, and all expenses of liquidation and distribution of a bank whose assets and business shall be taken possession of by the Superintendent, .shall be fixed by the Superintendent, but subject to be approved by the Judge of the Superior Court of the county in which the bank is located, on notice to such bank. Except in cases of emergency, the compensation to be paid to attorneys and expert accountants shall be fixed and approved before services are rendered. When the compensation shall have been so fixed and ap~roved and the services rendered, the same shall be paid out of the funds of such bank in the hands o.f the Superintendent, and shall be a proper charge and hen on the assets of such bank. 
 
Sec. 24. Unclaimed Dividends and Deposits.-Divi- 
 
dends and unclaip1.ed deposits remaining unpaid in the 
 
hands of the Superintendent for six (6) months after the 
 
?rder for final distribution, shall be by him deposited 
 
htm~iSrae~sutbcaocnbekstas, oitnrosabbilene,soteoflfeitcchete,edicnrbetydriuhtsiotmff,toharet 
 
the best rate of inSuperintendent and 
the several deposit- 
 
ors .m, and creditors of, the liquidated bank, and the Su- 
 
permtendent may pay over the money so held by him to 
 
the persons, respectively, entitled thereto, as and when 
 
25 
 
 satisfactory evidence of their right to the same is furnished. In case of doubtful or conflicting claims, the Superntendent may require an order from the Superior Court of the county in which the bank is located authorizing and directing the paYment thereof. The interest earned on the moneys so held by him shaH be applied toward defraying the expenses incurred in the payment and distribution of such unclaimed deposits or dividends to the depositors and creditors entitled to receive the same. The balance of interest, if any, shall be deposited and held as other funds to the credit of the Department of Banking.. 
Sec. 25. Stockholders' Meeting to Be Called.Whenever the Superintendent shall have paid to each and every depositor and creditor of such bank whose claim shall have been duly proven and allowed, the full amount of such claim, and shall have made proper provision for unclaimed and unpaid deposits and disputed claims and deposts, and shall have paid all the expenses of liquidation, the Superintendent shall call a meeting of the stockholders of such bank by giving notice thereof by publication once a week for four weeks in the newspaper in which the Sheriff's advertisements of the county in which the bank is located are published, and by mailing copy of such notice to each stockholder addressed to him at his address as the same shall appear upon the books of the bank; and at such meeting the stockholders shall determine whether the Superintendent shall continue as liquidator and shall wind up the affairs of such bank, or whether an agent or agents shall be elected for that purpose, and in so determining, the stockholders shall vote by ballot in person or by duly executed proxy, each share of stock entitling the holder to one vote, and a majority vote of the stock shall be necessary to a determination. In case it is determined to continue the liquidation under the Superintendent, he shall complete the liquidation of the affairs of such bank, and, after paying the expenses thereof, and reimbursing the stockl;lOlders who have paid any assessments upon their. stock the amounts paid by them, respectively, he shall distribute the proceeds among the stockholders in proportion t9 their several holdings of stock. 
Sec. 26. Stockholders' Agent, Election, Powers, and Duties of.-In case it is determined to appoint an agent 
or agents to liquidate, the stockholders shall thereupon 
26 
 
 elect such agent or agents by ballot, each share being entitled to one vote, the majority of the stock present and voting being necessary to a choice. Such agent or agents shall execute and file with the Superintendent a bond in such amount, with such security and in such form as shall be approved by the Superintendent, conditioned for the faithful performance of all the duties of his or their trust, and so conditioned that. any party aggrieved may bring or cause to be brought suits on said bond, and thereupon the Superintendent shall transfer and deliver to such agent or agents all the undivided and uncollected or other assets of said bank then remaining in his hands, and upon such transfer and delivery the said Superintendent shall be discharged from any and all further liability to such bank and its creditors. Such agent or agents shall convert the assets coming into his or ttteir hands into cash, and shall act for and make distribution of the property of said bank, as is herein provided in case of distribution by the Superintendent, the expenses of such liquidation being subject to the control and approval of the Judge of the Superior Court of the county in which the bank is located. 
Sec. 27. Successor of Agent, How Chosen.-In case of the death, removal, or refusal to act of any agent or agents elected by the stockholders, the stockholders, upon notice given by the Superintendent, as is herein provided in case of the original electtion, upon proof of such death, removal, or refusal to act being filed with said Superintendent, and by the same vote as hereinbefore provided for, shall elect a successor, who shall have the same powers and be subject to the same liabilities and duties as the agent or agents originally elected. 
Sec. 28. Superintendent to Report Banks Liquidated. -The Superintendent shall file as a part of his annual report to the Governor a list of the names of the banks so ta~en possession of and liquidated, and the sum of unclaImed and unpaid deposits or dividends with respect to ~ach of them respectively, and where such unpaid dePOSIts or dividends are deposited. 
ARTICLE VnI. 
INCORPORATION OF BANKS. 
Sec. 1. Application for Charter-Any number of perBons Dot less than five (5) may form a corporation for the 
27 
 
 purpose of carrying on the business of banking', by filing in the office of the Secretary of State an application in writing, signed by each of them, in which they shall state: 
1. The name by which such bank is to be known. 2. The particular city, town, or village, where its office is to be located. 3. The amount of its capital stock which shall not be less than Fifteen Thousand Dollars ($15,000.00) in any town or village incorporated or unincorporated, whose population does not exceed one thousand 0,000) according to the last preceding census of the United States, and not less than Twenty-five Thousand Dollars ($25,000.00) in any city, town, or village, whose population exceeds one thousand (1,000) and is less than ten thousand (10,000), and not less than Fifty Thousand Dollars ($50,000.00) in any city or town whose population exceeds ten thousand (10,000). 4. The number of shares into which such capital stock shall be divided, provided the par value of each share of stock shall be One Hundred Dollars ($100.00). 5. The purpose and nature of the business proposed to be conducted, with any other matters which they may deem it desirable to state. 
6. The number of directors of the bank, which shall not be less than three (3) nor more than twenty-five (25) . 
Said application shall be filed in triplicate, and a fee of Fifty Dollars ($50.00) shall be paid to the Secretary of State to be covered by him into the Treasury of the State, on filing the application, and the Secretary of State shall not receive said application until said fee shall be paid. 
Sec. 2. Application to Be Published.-When the application is filed, the Secretary of State shall certify one of the copies thereof and deliver the same to the applicants, and the same shall be published by the applicants in the newspaper in which the sheriff's advertisements of the county, in which the bank is to be located, are published, once a week for four weeks. 
Sec. 3. Application Referred to Superintendent of Banks.-!mmediately upon the filing of the applicatio.n, the Secretary of State shall transmit one copy thereof to the Superintendent of Banks for investigation by him. 
28 
 
 Sec. 4. Information to Be Furnished Superintendent 
 
by Applicants.-When such application has been re- 
 
ferred to the Superintendent of Banks he shall call upon 
 
the applicants for a statement, showing: 
 
1. The names and places of residence of the subscrib- 
 
ers to the stock of such bank and the number of shares 
 
to be held by each. 
 
2. The names of the stockholders who shall be direct- 
 
ors for the first year of the incorporation of said bank. 
 
3. How and when it is proposed that the capital stock 
 
shall be paid in. 
 
' 
 
4. When it IS proposed that such bank shall com- 
 
mence business. 
 
5. Such other information as may be desired by the 
 
Superintendent of Banks. 
 
Which statement it shall be the duty of said appli- 
 
cants to furnish upon request of said Superintendent. 
 
Sec. 5. Cen:;ficate of Publication.-When said application shall have been published, the applicants may apply to the Ordinary of the county in which the proposed bank shall be located to certify the fact of such publication, and the Ordinary shall certify the fact, 
which certificate shall be filed by the applicants in the office of the Secretary of State. 
 
Sec. 6. Certificate of Incorporation to Be Issued.When the certificate of the Ordinary to the fact of the publication of the application shall have been filed by the applicants in the office of the Secretary of State, the Secretary of State shall issue to the applicants, their associates, and successors, a certificate of incorporation under the seal of the State, certifying that the applic.ants, their associates, and successors, are a body poli~IC and corporate under the name and style designated In the application, and that such corporation has the 
cap!"-city and powers conferred, and is subject to all the duties and liabilities imposed by law; and the Secretary of State shall record the application, the certificate of 
approval of the Superintendent of Banks, the certificate 
?f the Ordinary as to publication, and the certificate of 
Incorporation, in the order named. 
 
Sec. 7. Payment of Capital.-At least sixty per cent. (60) per share of the Capital Stock of every bank, and 
In no event less than Fifteen Thousand Dollars ($15,- 
OOO.OQ), shall be paid in, in cash, before such bank shall 
be authorized to commence business, and the remainder 
 
29 
 
 of the capital stock shall be paid in within one year, in such installments as may be approved by the Superintendent of Banks, and the payment of each installment shall be certified to the Superintendent of Banks under oath by the president or cashier of the bank. 
Sec. 8. Pennit to Begin Buainesa.-Before any bank shall transact any business as a bank, such bank shall file with the Superintendent of Banks a request for a permit to commence business. No bank shall transact any business as a bank without the written permit of the Superintendent, certifying that such bank has complied with all the requirements of law, and is authorized to transact business as a bank, and that such business can be safely entrusted to it, which permit shall be recorded in the office of the Superintendent in a book to be kept by him for that purpose; and a certified copy thereof under the hand and official seal of the Superintendent shall be furnished to and kept of file by the bank. The Superintenden'!, before issuing his permit to any bank to begin business, shall make an examination, or cause an examination to be made, in order to ascertain whether the requisite capital of such bank shall have been paid in, in cash. The Superintendent shall not authorize any bank to commence business until it shall be made to appear to his satisfaction, from such examination, that the amount of capital herein required has been subscribed in good faith, and that at least sixty per cent (60) per share of the authorized capital stock, and in no event less than Fifteen Thousand Dollars ($15,000.00), has been paid in, in cash, and that provision has been made for collecting the remaining portion of the capital within one (1) year. The first directors shall be those named in the application for charter, or such stockholders as may be substituted, with the approval of the superintendent, for any therein named. 
Sec. 9. Enforcing Payment of CapitaI.-Whenever any stockholder, or his assignee, shall fail to pay any installment on the stock when the same is required to be paid, the directors of such bank may sell the stock of such delinquent stockholder at public sale, after giv- 
ing four (4) weeks previous notice thereof in the news- 
paper in which the sheriff's advertisements are pub- 
lished, in the county in which the bank is located, said 
sale to be to the highest bidder for cash, provided such 
30 
 
 bid shall not be less than the amount unpaid on such stock, with the expense of advertisement and sale, and out of the proceeds the bank shall pay the expenses of 
sale and the balance due on the stock, and. the excess, if any shall be paid to the delinquent stockholder. If no 
bidder can be found who will pay for such stock the amount due thereon to the bank, together with the costs of advertisement and sale, the amount previously paid 
by the stockholder shall be forfeited to the bank, and such stock shall be sold by the directors either at public or private sale, as they shall see fit, within six (6) months from the time of such forfeiture, and if not sold, it ShaH be cancelled and deducted from the capital stock of the bank. If any such cancellation or reduction shall reduce the capital of the bank below the minimum capital required by law for such bank, the capital shall within thirty (30) days from the date of such cancel- 
lation be increased to the required amount, in deefault of WhICh the Superintendent of Banks shall be authorized to proceed as in cases where the capital shall have become impaired by reason of losses or otherwise. 
A sale of stock as herein provided shall effect an absolute cancellation of the outstanding certificate or certificates evidencing the stock so sold and shall make the same null and void, and the rights of any and all holders t.hereof shall terminate, and a new certificate or certificates shall be issued to the purchaser or purchasers of such stock, free from all liens and claims whatsoever. 
The remedies of sale or forfeiture herein provided shall be cumulative to any other remedies provided by law for the collection of the unpaid balance of such subscription. 
 
Sec. 10. l.lien on Stock for -Unpaid Installment.- 
 
Any bank, the stock of which has not been fully paid for 
 
by the subscriber or subscribers shall have and is here- 
 
by given. a special lien upon said stock, which lien shall 
 
!II~nlntosot~tcuabkllleIlS~sdSehIunvaetledslstasebhrdeeofobwfryueluslpytaholeenp,asttihrtdoaecntkhfsafeecsrrehe,aolnolt.rhheoarAtvehenoeyfrwbceitesehernet,ifpuiaacnmiatditoleufaoonlrlft 
 
~WthaIlClhmehntass 
 
been paid. due thereon, 
 
Save and no bank 
 
except for shall have 
 
unpaid inor enforce, 
 
y by-law or otherwise, any lien on its stock unless the sa~~fishall have been regularly pledged and the stock 
 
ccoellaI tecraatle. transferred to the bank as in case of other 
 
31 
 
 ARTICLE IX. 
AMENDMENT OF BANK CHARTERS. 
Sec. 1. What Amendments Allowed.-Any bank, whether incorporated by special act of the General Assembly or by the Secretary of State under the general law, may have its charter amended so as to change its corporate name, or the city, town, or village in which its office is located, or the amount of its capital stock, or the number of shares into which its capital stock is divided, so as to change the par value thereof to One Hundred Dollars each; and any bank heretofore incorporated by special act of the General Assembly may have its special charter amended so as to incorporate therein any provision of this act or any amendment thereto. 
Sec. 2. Application for Amendment.-The bank desiring such amendment shall file in the office of the Secretary of State an application in triplicate, signed with its corporate name and under its corporate seal, in which it shall state the name of said bank, the date of its original charter, and all amendments thereto, and the particular amendment or amendments to its said charter it desires; and shall pay to the Secretary of State a fee of Twenty-five ($25.00) Dollars, to be covered by him into the Treasury of the State. Said bank shall also file with said application a certified abstract from the minutes of the stockholders thereof showing that the application of the proposed amendment has been authorized by a vote of a majority in amount of the entire capital stock at a meeting of the stockholders, called for the purpose of acting thereon, by a resolution of the board of directors, notice of which meeting shall have been mailed to each stockholder, or in case of death, to his legal representative or heirs at law, addressed to his last known residence at least ten (10) days previous to the date of said meeting, provided, however, if the application is to change the city, town, or village in which its office is located, then the certified abstract from the minutes shall show that the amendment was authorized by the unanimous vote of the stockholders present at said meeting. 
Sec. 3. Application to Be Publiahed.-When the application for amendment is filed, the Secretary of State 
shall certify one of the copies thereof and deliver the 
same to the bank and the same shall be published by 
32 
 
 the bank in the newspaper in which the sheriff's advertisements, of the county in which the b~nk is located, are published, once a week for four (4) weeks. 
Sec. 4. Application Referred to Superintendent of Banka.-Immediately upon the filing of the application for amendment, the Secretary of State shall transmit one copy thereof to the Superintendent of Banks for investigation by him. 
Sec. 5. Examination By and Certificate of Super,intendent.-When such application for amendment shall have been referred to the Superintendent of Banks, the said Superintendent shall immediately investigate either through himself or some person appointed by him, and shall satisfy himself that such amendment is proper and has been duly authorized by proper corporate action, and in case said application is for the increase of the capital stock, that the amount of such additional capital has been paid in, in cash, except where surplus is capitalized, and in case said application is for the reduction of th_e capital stock, that the method by which such reduction is accomplished is proper and fair to all the stockholders, and that the capital stock is not reduced below the amount required by law for such bank, and that all the requirements of law have been fulfilled. If so satisfied the Superintendent of Banks shall, within thirty (30) daYS after the application for amendment shall have been filed with him for examination, issue under his hand and official seal a certificate approving the amendment to the charter of such bank, and shall transmit a copy of such certificate to the Secretary of State, who shall enter the same of record in his office. The said Superintendent shall also keep of file a dupli~ate of said certificate in his own office. If the Supermtendent shall not be satisfied that the amendment as proposed is expedient and desirable, or that the law for 
such cases made and provided };las been fully complied 
with, or, if the said amendment is for the increase of 
the capital stock, that the said increase has not been paid 
in, as herein provided, he shall, within thirty (30) days 
after the filing of the copy of said application for 
amendment with him, notify the Secretary of State that 
he refuses to approve the amendment to the charter, and 
no amendment shall in that event be granted by the Secretary of State. 
33 
 
 Sec. 6. Certificate of Publication.-When the application to amend the charter shall have been published, the bank may apply to the Ordinary of the county in which it is located to certify the fact of such publicat~on, and the Ordinary shall certify the fact, which certificate shall be filed by the bank in the office of the Secretary of State. 
Sec. 7. Certificate of Amendment to Be IHued.When the certificate of the Ordinary to the fact of the publication of the application for amendment shall be filed by the bank in the office of the Secretary of State, and the certificate of the Superintendent of Banks approving the application for amendment shall likewise be filed with the Secretary of State, the Secretary of State shall issue to the bank a certficate, under the seal of the State, amending its charter in the particulars prayed for; and the Secretary of State shall record the application for amendment, the certificate of approval of the Superintendent of Banks, the certificate of the Ordinary as to the publicattion, and his certificate of amendment, in the order named. 
Sec. 8. Increase of Capital From Surplus and Undivided Profits.-Any bank may increase its capital stock from its surplus and undivided profits where its charter has been amended ::uthorizing such increase and the approval of the Superintendent of Banks to such increase from the surplus and profits shall have been previously obtained, provided that no increase from surplus and profits shall be made which will reduce the unimpaired surplus to an amount less than twenty (20) per cent. of the capital stock. 
Sec. 9. Increase Offered to Stockholders.-When the capital stock of any bank shall be increased, the addi- 
tional stock shall be offered to the stockholders of record 
at the time of such increase pro rata, and if any such stock 
shall not be subscribed for or taken by such original stock- 
holders, the same shall then be offered to the public upon 
such terms as may be fixed by the board of directors sub- 
ject to the approval of the Superintendent of Banks, pro- 
vided that no stock shall ever be sold for less than par 
and that no subscription shall be payable in anything ex- 
cept cash. 
34 
 
 ARTICLE X. 
RENEWAL OF BANK CHARTERS. 
Sec. 1. Application for Renewal.-Any bank, whether incorporated by special act of the General Assembly, or by the Secretary of State under the general law for the incorporation of banks, may have its charter renewed and its corporate existence extended for a period of thirty years by filing with the Secretary of State at any time within six (6) months prior to the expiration of its charter an application in triplicate, signed with its corporate name and under its corporate seal, in which it shall state the name of the bank, and when and how incorporated, giving the date of its original charter and all amendments thereto, and pray or a renewal of its charter, and upon filing such application, it shan pay to the Secretary of State a fee of $25.00 to be covered by him into the Treasury of the State. Said bank shall also file with said application a certified abstract from the minutes of the stockholders thereof showing that the application for renewal, the Secretary of State shall transmit one copy two-thirds (2-3) in amount of the entire capital stock of the bank at a meeting of the stockholders, called for the purpose of acting thereon, by resolution of the board of directors, notice of which meeting shall have been mailed to each stockholder, and in case of death to his legal representative, or heirs at law, addressed to his last known residence, at least ten (10) days previous to the date of said meeting. 
Sec. 2. Application to Be Published.-When said application for renewal of charter is filed, the Secretary of State shall certify one of the copies thereof and deliver the same to the bank, and the same shall be published once a week for four (4) weeks, in the newspaper in which are published the sheriff's advertisements of the county in which the bank is located. 
Sec. 3. Application Referred to theSuperintendent of Banka.-Immediately upon filing the application for renewal, the Secretary of State shall ttransmit one copy 
thereof to the Superintendent of Banks for investigation by him. 
Sec. 4. Examina~onby and Certificate of the Superintendent.-When such application for renewal shall have 
been referred to the Superintendent of Banks, said Su- 
35 
 
 perintendent shall make or cause to be made a special examination to determine the condition of the bank, and if, from such examination, or otherwise, it shall appear to him that said bank is in a safe and satisfactory condition and has complied with the.requirements 0f the law and that such renewal of the charter is proper and has been duly authorized by proper corporate action, he shall within thirty (30) days after the application for renewal shall have been filed with him for examination, issue, under his hand and offical seal, a certificate approving the renewal of the charter of such bank, and shall transmit a copy of such certificate of approval to the Secretary of State, who shall enter the same of record in his office. The Superintendent shall also keep of file a duplicate of said certificate in his own office. If it should appear to the Superintendent of Banks from the examination herein provided for, or otherwise, that the condition of said bank is not safe or satisfactory, or that the renewal of its charter is otherwise inexpedient, or that said bank has failed to comply with the law, or that the application for renewal has not been authorized by proper corporate action, the Superintendent shall notify the Secretary of State that he refuses to approve the application for renwal of the charter, and in such event the charter shall not be renewed by the Secretary of State. 
Sec. 5. Certificate of Publication.-When the copy of the application for the renewal of the charter shall have been published as required by law, the bank shall apply to the Ordinary of the county in which it is located to certify the fact of such publication, and the Ordinary shall certify the fact, which certificate shall be filed by the bank in the office of the Secretary of State. 
Sec. 6. Certificate of Renewal to Be Isaued.-When the certificate of the Ordinary to the fact of the publication of the application for renewal of charter shall have been filed by the bank in the office of the Secretary of state, and the certificate of the Superintendent of Banks approving the application for renewal shall likewise be filed with the Secretary of State, the Secretary of State shall issue to the bank a certificate under the seal of the State, renewing its charter for a period of thirty (30) years, and the Secretary of State shall record the application for renewal, the certificate of approval of the Superintendent of Banks, the certificate of the Ordinary as to publication, and his certificate of renewal, in the order 
named. 
36 
 
 ARTICLE XI. PRIVATE BANK CONVERTED INTO STATE BANK. 
 
Secttion 1. Private Bank, How Incorporated.-Any person, firm, or voluntary association doing a banking business in this State may convert such private bank intI) a bank as herein defined by complying with the laws in regard to the incorporation of banks as herein prescribed, and in the event of such incorporation the capital-stock may be paid by a transfer of the assets of such private bank, provided the live assets of such bank shall exceed its liabilities by an amount equal to the amount of the capital stock, such assets to be taken at the true value thereof, and the Superint~ndent of Banks shall cause an examination of said private bank to be made and its assets and liabilities ascertained before authorizing payment of the capital by a transfer of such assets and before permitting such private bank to begin business as an incorporated bank. 
 
Sec. 2. Effect of Incorporation.-Upon the incorporation of any private bank as herein provided all the assets of every kind and character, including the real and personal property, and choses in action, belonging to such bank, shall be deemed to be transferred to and vested in such incorporated bank without any deed, transfer, or assignment being executed, and the incorporated bank shall hold and enjoy the same in the same manner and to the same extent as the private bank held and owned the same. 
 
Sec. 3. Rights of Creditors and Others.-The rights 
 
of the creditors and depositors of such private bank shall 
 
not be impaired in any manner by such incorporation, nor 
 
shall any liability or obligation for the payment of any 
 
money due or to become due, or any claim or demand in 
 
any manner or for any cause existing against such pri- 
 
vate bank be in any manner released or impaired thereby, ~nd all the rights, obligations and relations of all the partl~s, creditors, depositors, and others shall remain un- 
 
Ibmpall:ed by sl;1ch incorporation. But such incorporated 
 
ank mto whIch such private bank shall be converted 
 
sbha .e 
 
l~l:slu~ clcieaebdletotoalplaoyblaingadtidoinssc,htarrugsets 
 
an all 
 
d liabilities such debts 
 
and and 
 
tnl.IheaerbIaolIsbtIltIe.hgsoaautingodhn 
 
to perform all such trusts in 
such incorporated bank had or liability, and no suit or 
 
the same man- 
itself incurred other proceed- 
 
mg then pending before any court or tribunal in which 
 
37 
 
 such private bank is a party shall be deemed to have abated or been discontinued by reason of any such incorporation, but the same may be prosecuted to final judgment in the same manner as if such private bank. had not been so converted and the incorporated bank may be substituted in place of the private bank by order of the court in which such action~ suit or proceeding may be pending. Such incorporated bank shall likewise be subject to be sued in any court having jurisdiction upon any cause of action against such converted private bank, in the same manner as if such cause of action had originated against such incorporated bank. 
ARTICLE XII. 
NATIONAL BANK CONVERTED INTO STATE BANK. 
Sec. 1. National Bank, How Incorporated as State Bank.-Whenever any National Banking Association organized under the Acts of Congress and located in this State shall under the provisions of any act of Congress, be authorized to dissolve its organization as such National Banking Association, and shall have taken the action required by such act of Congress to effect such dissol ution, a maj ority of the directors (in no event less than five (5) of such dissolved Association, by authority of a resolution passed by not less than two-thirds (2-3) of the stockholders, at a meeting of such stockholders called for the purpose of taking such action, notice of which shall have been given to each stockholder or to the personal representative or heirs at law of any deceased stockholders, addressed to his last known residence, not less than ten (10) days previous to the date of such meeting, or upon the authority in writing of the owners of two-thirds (2-3) of the capital stock of such Association, may apply to the Secretary of State to become incorporated under the terms and provisions of this Act, and upon the filing of such application in the office of the Secretary of State and complying with the law in regard to the incorporation of banks as herein prescribed, the stockholders of such National Banking Association may become incorporated as a State Bank. 
Sec. 2. Capital Stock, How Paid.-In the event of the incorporation of such dissolved National Banking Association as a State bank as herein provided, the capital stock may be paid by a transfer of the assets of such dis- 
38 
 
 solved National Banking Association, provided the live assets of such Association shall exceed its liabilities by an amount equal to the amount of the capital stock, such assets to be taken at the true value thereof, and the Superintendent of Banks shall cause an examination of such dissolved National Banking Association to be made and its assets and liabilities ascertaned before authorizing the payment of the capital by a transfer of such assets and before permitting it to begin business as a State bank. 
Sec. 3. Effect of Such Incorporation.-Upon the incorporation of any dissolved National Banking Association as herein provided for, all the assets of every kind and character, including the real and personal property. and choses in action, belonging to such dissolved Association, shall immediately, by operation of law, and without any conveyance or transfer, be vested in and become the property of such State bank. 
The directors of such dissolved Association at the tim/>, of its dissolution shall be the directors of the bank created in pursuance hereof until the first annual election of directors thereafter, and shall have power to take all necessary measures to perfect its organization and adopt such regulations concerning its business and management as may be proper and just and consistent with the law. 
Sec. 4. Rights of Creditors and Others.-The rights of the creditors and depositors of any dissolved National Banking Association that shall be so converted into a State bank shall not be impaired in any manner by such conversion, nor shall any liability or obligation for the payment of any money due or to become due, or any claim or demand in any manner or for any cause existing against such National Banking Association, or against ~ny stockholder thereof, be in any manner released or Impaired thereby, and all the rights, obligations and relations of all the parties, creditors, depositors, and others, shall ~emain unimpaired by such conversion. But such bank mto which the Association shall be converted shall succeed to all obligations, trusts and liabilities and be h~~d. liable to pay and discharge all such debts and liabIlItIes and to perform all such trusts in the same manner as though such bank into which the Association shall have become converted had itself incurred the obligation or liability, and the stockholders of the National Banking A~ociation shall continue subject to all the liabilities, claIms and demands existing against them as such at or 
before such conversion; and no suit, action or other pro- 
39 
 
 ceeding then pending before any court or tribunal in which any ,Association that may be so converted is a party shall be deemed to have abated or been discontinued by reason of any such conversion, but the same may be prosecuted to final judgment in the same manner as if said conversion had not taken place, or the bank into which the Association shall have been converted may be substituted in the place of any Association so converted by order of the court in which such action, suit or proceeding may be pending. Such State bank shall likewise be subject to be sued in any court having jurisdiction upon any cause of action against such Associaton in the same manner as if such cause of action had originated against such State bank, 
ARTICLE XIII. 
MERGER OR CONSOLIDATION OF BANKS. 
Sec. 1. Merger or Consolidation, How Accomplished. --Any two or more banks are hereby authorized to merge one or more of said banks into another of them, or to consolidate in the following manner: 
The respective boards of directors of said banks may enter into and make an agreement, under their COl'POrate names and seals, for the merger of one or more of said banks into another of them, or for the. consolidation of the contracting banks, prescribing the terms and conditions thereof, and the mode of carrying such merger or consolidation into effect, which agreement shall be subject to the approval of the Superintendent of Banks. Said agreement shall provide the name that such bank shall have, upon and after such merger or consolidation, which may be the name of anyone of the banks m-erged or the combined names of two or more of the consolidated banks, or such other name as may be agreed upon, and shall name the persons, not less than three (3) nor more than twenty-five (25), who shall constitute the board of directors of such bank after the merger or consolidation shall have taken place, and until a new board of directors shall be elected by the stockholders, -and shall provide for a meeting of the stockholders of the merged or consolidated banks within thirty (30) days after the merger or consolidation, to elect such board of directors, with such temporary provisions for conducting the affairs of the merged or consolidated banks meanwhile, as shall be agreed upon. 
40 
 
 Sec. 2. Submission of Agreement to Stockholders.Such agreement for the merger or consolidation of two or more banks, after the same shall have beerr approved by the Superintendent of Banks, shall be s'ubmitted to the stockholders, respectively, of each of such banks at a meeting thereof to be called upon at least ten (10) days written notice, specifying the time, place, and object thereof, addressed to each stockholder at his last known postoffice address, and if such agreement shall be approved at each of such meetings of the respective stockholders, separately or at any adjournment thereof; by the affirmative vote of stockholders owning at least two-thirds (2-3) of the stock, the same shall be the agreement of such bank. A certified copy of the proceedings of such meetings, respectively, signed by the chairman and secretary thereof, respectively, and under the seals of the banks, respectively, shall be evidence of the holding and action of such meetings. Such certified copies shall be filed in the office of the Superintendent of Banks, and thereupon such banks shall be merged or consolidated as specified in such agreement, and the bank into which the other or others are merged, or the consolidated bank, as the case may be, shall thereafter have the new name specified in such agreement, and the provisions of such agreement shall be carried into effect as therein provided. 
Sec. 3. Notice of Merger or Consolidation.-Notice of the merger or consolidation of said banks, in the corporate names, respectively, of the banks so merged or consolidated, shall be published once a week for four (4) weeks in the newspapers which publishes the sheriff's advertisements of the county in which said banks so merged or consolidated are located; and if the banks so merged or consolidated are in different counties, such notice shall be published in such newspaper in each county. Such notice shall give the name of the bank into which the ot~er or others shall be merged, or the name of the consolIdated bank, and the place at which the office of such merged or consolidated bank shall be located, and it shall state that such merged or consolidated bank has taken ~hver the assets of the banks, respectively, entering into 
e c.on~o}i.dation or merger agreement, and has assumed the .IIabIlItIes of such banks, including the liability to deposItors. 
Sec. 4. Surrender of Orginal and Issue of New Certifi. cates of Stock.-The bank into which the other or others have been merged, or the consolidated bank, as the case 
41 
 
 may be, shall have the right to require the return of the original certificates, of stock held by each stockholder in each or either of the banks, and in lieu thereof to issue new certificates for such number of shares of the bank into which the other shall have been merged, or of the consolidated bank, as under the agreement of merger or consolidation the said stockholder may be entitled to receive. 
Sec. 5. Effect of Merger or COD8olidation.-Upon the merger or consolidation of any banks in the manner herein provided, all and singular, the rights, franchise, duties and liabilities, and the interests of the bank or banks so merged or consolidated, and all the assets of every kind and character, including the real and personal property and choses in action thereunto belonging, shall be deemed to be transferred to and vested in such bank into which the other or others have been merged or in the consolidated bank, without any deed, transfer or assignment, and said bank shall hold, enjoy and be subject to the same in the same manner and to the same extent as the merged or consolidated banks, respectively, had held, owned, enjoyed, and was subject to the same. 
Sec. 6. Rights of Creditor8 and Others.-The rights of creditors of any bank that shall be so merged or consolidated shall not be impaired in any manner by any such merger or consolidation; nor shall any liability or obligation for the payment of any money due or to become due, or any claim or demand in any manner or for any cause existing against such bank, or against any sttockholder thereof, be in any manner released or impaired; and all the rights, obligations and relations of all the parties, creditors, depositors, and others shall remain unimpaired by such merger or consolidation. But such bank into which the other or others shall be merged, or the consolidated bank, as the case may be, shall succeed to all obligations, trusts, and liabilities, and be held liable to pay and discharge all such debts and liabilities, and to perform all such trusts in the same manner as though such bank into which the other or others shall have become merged, or the consolidated bank had itself incurred the obligation or liability; and the stockholders of the respective banks shall continue subject to all the liabilities, claims and demands, existing against them as such at or before such merger or consolidation; and no suit, action, or other proceeding then pending before any court or tribunal in which any bank that may be merged or consolidated is a party shall be deemed to have abated 
42 
 
 or been discontinued by reason of any such merger, but the same may be prosecuted to final judgment in the 
same manner as if said bank had not entered into said agreement, or the bank into which the others shall have been merged, or the consolidatd bank, as the case may be, may be substituted in the place of any bank so merged 
or consolidated by order of the court in which such action, suit, or proceeding may be pending. Such bank into which the other or others have been so merged, or the 
consolidated bank, shall be subject to be sued in any court having jurisdiction, upon any cause of action against any 
of the banks so merged or consolidated, in the same manner as if such cause of action had originated against such bank into which the other or others have been ~o merged or against such consolidated bank. 
 
ARTICLE XIV. VOLUNTARY LIQUIDATION AND DISSOLUTION. 
 
Sec. 1. Two-Thirds Vote of Stockholders Required.Any bank may go into voluntary liquidation and be closed, and may surrender its charter and franchises as a corporation to the State by the affirmative vote of its stockholders owning two-thirds of its stock, such vote to be taken at a meeting of the stockholders duly called by resolution of the board of directors, written notice of which, stating the purpose of the meeting, shall have been mailed to each stockholder, or in case of death to his legal representative or heirs at law, addressed to his last known residence at least tn (10) days previous to the date of said meeting. 
 
Sec. 2. Approval of Superintendent.-Whenever 
 
stockholders shall by such vote at a meeting regularly h~ld for the purpose, notice of which shall have been 
 
gIven .as herein provided, decide to liquidate said bank, 
 
a certIfied copy of all the proceedings of the meeting at 
 
which said action shall have been taken, verified by the 
 
oath of the president and cashier, shall be transmitted to 
 
t~huepeSruinpteerinndteenntdoefnBt aonfksBsahnaklsl 
 
for his approve 
 
approval. the same, 
 
If the he shall 
 
Issue to the said bank, under his hand and official seal, 
 
a perm~t for such purpose. No such permit shall be is- 
 
sued by the Superintendent of Banks until said Superin- 
 
tendent shall be satisfied that provision has been made 
 
by such bank to satisfy and payoff all depositors and 
 
43 
 
 all other creditors of such bank. If not so satisfied, the Superintendent shall refuse to issue a permit and shall be authorized to take possession of said bank and its assets and business and hold the same and liquidate said bank in the manner in this Act provided. 
Sec. 3. Notice of Liquidation.-In the event the Superintendent of Banks shall approve the voluntary liqui. dation of said bank, the directors shall cause to be published in the newspaper in which the sheriff's advertisements of the county in which the bank is located, a notice that the bank is closing up its affairs and going into liquidation, and notify its depositors to withdraw their deposits and its creditors to present their claims for payment. 
Sec. 4. Examination of and Reports by Liquidating Bank.-When any bank shall be in process of voluntary liquidation, it shall be subject to examination by the Superintendent of Banks and shall furnish such reports from time to time as may be called for by the Superintendent. 
Sec. S. Unpaid Deposits and Claims to Be Provided For.-After paying all the creditors of said bank and all depositors whose claims have been presented and allowed, the directors shall cause to be deposited in such bank as may be designated by the Superintendent of Banks, to the credit of the Superintendent, an amount sufficient to cover all unpaid and unclaimed deposits, and all other claims against said bank which for any reason may not have been paid. Such sum shall be held by the Superintendent in the same manner as deposits made by him to cover unpaid deposits of banks liquidated by him or under his direction. 
Sec. 6. Remaining Assets Distributed to Stockholders. -After paying all debts against said bank and all amounts due to the depositors thereof and after depositing a sum sufficient to pay any unclaimed or unpaid deposits or other valid claims as herein provided, and after deducting the expenses of liquidation, the remaining assets shall be distributed pro rata among the stockholders in proportion to the number of shares held by each respectively. 
Sec. 7. Surrender of Charter.-When all amounts due by said bank shall have been paid or provided for as herein provided and all remaining assets shall have been distributed to the stockholders, the bank may file in the 
44 
 
 office of the Secretary of State an application, in triplicate, signed with its corporate name and under its corporate seal, in which it shall state the name of the bank, the place where it is located, the date of its original charter, and of all amendments thereto, and the fact that all debts due by the bank have been paid or provided for, and that its assets have been distributed to its stockholders, and that it desires to surrender its charter and franchise to the State. On filing such application, the bank shall pay to the Secretary of State a fee of $25.00 to be covered by him into the State Treasury. Said bank shall also file with said application a certified copy of -ua.uns aql .8uIAo.Idd-e s.IaploqJ[;)0lS aql JO uonnlosa.I aql der of such charter and franchises, which resolution must be adopted by an affirmative vote of not less than twothirds (2-3) of all the stockholders at a meeting called for the purpose of taking such action as herein provided. 
Sec. 8. Application to Be Publiahed.-When the said application to surrender the charter is filed, the Secretary of State shall certify one of the copies thereof and deliver the same to the bank, and the same shall be published by the bank in the newspaper in which the sheriff's advertisments of the county in which the bank is located are published, once a week for four weeks. 
Sec. 9. Application Referred to Superintendent of Bana.-Immediately upon the filing of the application to surrender the charter, the Secretary of State shall transmit one copy thereof to the Superintendent of Banks for investigation by him. 
Sec. 10. Examination by and Certificate of Superintendent.-When such application to surrender charter shall have been referred to the Superintendent of Banks, the said Superintendent shall immediately investigate or cause an investigation to be made, and shall satisfy himself that the surrender of such charter and the dissolution of such bank may be allowed without injustice to any sto~kholder, or to any person or corporation having any claIm or demand of any character against said bank, and that all assets of sid bank hvve been distributed and ill depositors and creditors paid or properly provided 
or, and that the surrender of the charter and fanchises hUs been. authorized by proper corporate action, and that a re9ulrements of law have been complied with. If shi satIsfied the Superintendent of Banks shall within 
t rty (30) days after the application for surrender of 
45 
 
 charter shall have been filed with him for examination, issue under his hand and official seal a certificate approving the application, and shall transmit a copy of such certificate of approval to the Secretary of State, who shall enter the same of record in his office. The said Superintendent shall also keep of file a duplicate of said certificate in his own office. If the Superintendent shall not be satisfied that the surrender of the charter as proposed is proper and expedient or that the law for such cases made and provided has been fully complied with, he shall within thirty (30) days after the filing of the copy of said application with him, notify the Secretary of State that he refuses to approve the application, and in such event no order shall be granted by the Secretary of State dissolving the bank, or authorizing the surrender of its charter. 
Sec. 11. Certificate of Publication.-When the copy of the application to surrender the charter shall have been published as required by law the bank may apply to the Ordinary of the county in which it is located to certify the fact of such publication, and the Ordinary shall certify the fact, which certificate shall be filed by the bank in the office of the Secretary of State. 
Sec. 12. Order Disaolving Bank.-When the certificate of the Ordinary to the fact of the publication of the application to surrender the charter shall be filed by the bank with the Secretary of State, and the certificate of the Superintendent of Banks approving the application shall likewise be filed with the Secretary of State, the Secretary of State shall pass an order under the seal of the State accepting the surrender of the charter and franchises and dissolving the bank, and the Secretary of State shall record the application, the certificate of approval of the Superintendent of Banks, the certificate of the Ordinary as to the publication, and his order accepting the surrender of the charter and franchises and dissolving the bank, in the order named; and the said bank shall thereupon be finally dissolved for all purposes whatsoever. 
ARTICLE XV. 
FORFEITURE OF CHARTER. 
Sec. 1. Causes of Forfeiture.-Bank charters are subject to forfeiture on the same general ground as are those 
46 
 
 of other corporations, and also : 1. For the violations of any of the provisions of their 
charters. 2. For the violation of any obligation imp.osed by law. 3. Whenever it is demanded by specific enactment. 4. FOr refusal or neglect for a period of thirty (30) 
days, after the written order of the Superintendent of Banks, to comply with any requirement lawfully made upon it by such Superintendent. 
 
Sec. 2. Proceedings to Forfeit.-The Superintendent of Banks in the name of the State is authorized to institute quo warranto or other appropriate proceedings to vacate and forfeit the charter of any bank, where the bank 
has done or omitted any such act or acts as under the law authorizes a forfeiture of its charter. 
 
Sec. 3. Liquidat:on Where Charter Forfeited.Where the charter of any bank shall be forfeited, the Superintendent of Banks shall take char.ge of the business 
and assets of such bank and proceed to liquidate it in the same manner as is herein provided in cases where the Superintendent takes charge of a bank. 
 
Sec. 4. No Suits for Forfeiture or Liquidation Except 
 
by auperintendent.-No suit to forfeit the charter of any bank, or for the liquidation of any bank, or for the ap~ 
 
pointment of a receiver of any bank, shall be instituted by 
 
any person except by and through the Superintendent of 
 
Banks in the name of the State. Any person shall have 
 
the right to submit to the Superintendent of Banks any 
 
facts which under the law would authorize the forfeiture 
 
of the charter of a bank, or any facts which would au- 
 
thorize the liquidation of a bank, or the appointment of a 
 
receiver therefor, and on such submission being made, it 
 
s!lall be the duty of the Superintendent of Banks,to investigate, and if on such investigation, he asc~rtains that the 
 
fcahc~trstearr,eosru.fcohr 
 
as will justify action the liquidation of the 
 
for forfeiture of bank, or for the 
 
the ap- 
 
pomtment of a receiver, it shall be the duty of the Super- 
 
mtendent to take appropriate action in the premises. 
 
ARTICLE XVI. MANDAMUS AGAINST SUPERINTENDENT. Sec. 1. Superintendent Subject to Mandamua.-In the event the Superintendent of Banks should refuse tp is- 
47 
 
 sue any permit authorizing the incorporation of any bank, or the amendment, renewal or surrender of the charter of any bank, or authorizing any bank to begin business, or any other permit, authority or certificate required to be given or furnished by him before any act or thing shall be permitted or done, or should refuse to do any act or thing authorized or required by this Act to be done, the person or persons affected by such failure or refusal, or the bank so affected, may institute appropriate proceedings in the nature of a mandamus against the Superintendent in the Superior Court of the county in which such bank is sought to be incorporated or have its charter amended, renewed or surrendered, to compel him to issue such permit or authority, or to do any such act or thing authorized or required to be done hereunder, which proceeding shall be tried as in other cases of mandamus. Service of such proceeding shall be made on the Superintendent of Banks by second original as now prescribed by law. 
Sec. 2. Trial and Judgment.-On the trial of any such cause the Superintendent shall have the right to introduce evidence to sustain or tending to sustain his action or refusal to act in the premises, and if from the evidence in the case the court is of the opinion that such permit, or authority, or certificate has been wrongfully or improperly refused or withheld by the Superintendent, and that the facts and circumstances authorize and require the granting of such permit, authority, or certificate, or that the Superintendent has wrongfully or improp.erly refused to do any act or thing authorized or required by this act to be done, and that the same should be done, the court shall render an order, judgment or decree directing the Superintendent of Banks to issue such permit, authority or certificate, or to do such act or thing, and thereupon the Superintendent shall issue or do the same, and may state in any permit, authority or certificate issued by him under such order, that the same is done by order of the court. 
Sec. 3. Exceptions.-A bill of exceptions may be sued out by either party who may be dissatisfied with the judgment, and the cause may be carried to the Supreme Court as in other cases of mandamus proceedings. 
48 
 
 ARTICLE XVII. 
 
POWERS OF BANKS. 
 
Sec::. 1. General Powers of Banks Enumerated.-A 
 
bank organized under this Act shall have power: 
 
1. To have continual succession for the term of thirty 
 
(30) years, with the rights of renewal herein provided 
 
for, with all corporate powers and privileges herein 
 
granted. 
 
2. To sue and be sued. 
 
3. To have and use a common seal, and at pleasure to 
 
altar the same. 
 
. 
 
4. To appoint such officers, agents, and employees as 
 
the business of the bank may require, prescribe their 
 
duties, and fix their compensation as may be provided by 
 
the by-laws. 
 
5. To make such by-laws as may be necessary or pro- 
 
per for the management of its property and the regulation 
 
of its affairs. 
 
6. To hold, purchase, encumber, dispose of, and con- 
 
vey such real and personal property as may be necessary 
 
for its uses and business, subject to the restrictions and 
 
limitations herein prescribed. 
 
7. To discount bills, notes or other evidences of debt; 
 
to receive and payout deposits, with or without interest; 
 
to receive on special deposit, money, bullion, foreign coin, 
 
stocks, bonds, or other securities, or other property; to 
 
buy and sell foreign or domestic exchange or other nego- 
 
tiable paper; to issue and sell acceptances; to lend money 
 
upon personal security, or upon pledges of bonds, stocks, 
 
or securities; to take and receive security, by mortgage or 
 
otherwise, on' property real or personal. 
 
8. To increase or decrease its capital stock in the man- 
 
ner herein provided. 
 
9. To increase or decrease the number of its directors 
 
in the manner herein provided. 
 
ARTICLE XVIII. 
LIABILITY OF STOCKHOLDERS 
Sec. 1. Stockholders' Liability, Extent of.-A bank incorporated under this Act shall be responsible to its creditors to the extent of its capital and its assets; and each 8tc?ckholder shall be individually liable for all the debts of said bank to the extent of the balance remaining unpaid 
49 
 
 on his or her shares of stock; and said stockholders shall . be further and additionally individually liable, equally and ratably (and not one for another) to depositors of such bank for all moneys deposited therein, in an amount 
equal to the face value of their rspective shares of stock; it being the true intent and purpose of this section, that as to depositors for all moneys deposited with said bank, there shall be an individual liability upon each stockholder of such bank, over and beyond the par value of his or her original shares of stock equal in amount to the face value of said shares of stock; provided, that said liability of the stockholders shall not prevent depositors from having equal rank with all other creditors upon the capital, property, and assets of said bank. 
Sec. 2. Exception for Trustees and Other Fiduciaries. -Persons holding stock as executors, administrators, guardians, or trustees shall not be personally subject to any liabilities as stockholders; but the estates and funds in their hands shall be liable in like manner and to the same extent as the testator, intestate, ward, or person interested in such trust fund would be, if living and competent to act and hold the stock in his own name; Provided, that nothing herein contained shall relieve any executor, administrator, guardian or trustee from individual liability as a stockholder upon any unauthorized subscription for or investment in bank made by such executor, administrator, guardian or trustee. 
Sec. 3. Liability of Stockholder After Transfer of Stock.-Whenever a stockholder in any bank is individually liable under the charter, and shall transfer his stock, and have such transfer entered upon the books of the bank or give to the bank written notice thereof, he shall be exempt from such liability by such transfer, un'less such bank shall fail within six (6) months from the date of the entry of such transfer, or from the delivery of such notice to the bank. 
Sec. 4. Liability When Bank Fails.-The stockholder in whose name the capital stock stands upon the books of such bank at the date of its failure, shall be primarily liable to respond upon such individual liability; but upon proof made that any stockholder at the date of the failure is insolvent, recourse may be had against the person from whom such insolvent stockholder received his stock, if within a period of six (6) months prior to the date of the failure of such bank. 
50 
 
 Sec. S. Failure of Bank Defined.-A bank shall oe deemed to have failed within the purview of this Acl whenever such bank shall have become insolvent and its assets and business shall have been surrendered to or taken possession of by the Superintendent of Banks. 
Sec. 6. Premature Organization.-Persons who organize a bank and transact business in its name before the minimum capital stock under this Act has been subscribed for and before a permit has been issued by the Superintendent of Banks authorizing the transaction of business in the name of such bank, are jointly and severally liable to creditors to make good such minimum capital stock with interest; and liability under this section shall be enforced as hereinafter provided. 
Sec. 7. Liability of Stockholders or Incorporators as Asaela.-The individual liability of stockholders and that of persons doing business in the name of a bank before the minimum capital stock is subscribed and before a permit has been issued by the Superintendent of Banks authorizing the bank to begin business, shall be assets of such bank to be enforced only by and through the Superintendent of Banks. 
Sec. 8. Collateral Liability Not Affected by Dissolution.-The surrender or forfeiture of a charter of any bank, or its dissolution for any cause, shall not in any manner affect any collateral or ultimate or other liability legally incurred by any of its stockholders, directors or officers. 
 
ARTICLE XIX. 
 
REGULATIONS OF THE BUSINESS OF BANKING. 
 
Sec. 1. Board of Directors, Number and Election.- 
 
The affairs of each bank shall be managed by a board of 
 
nd~lrtecle~sosrsthwahno 
 
three shall 
 
(3) nor more than twenty-five be elected "by the stockholders 
 
(25) at a 
 
m~etmg to be held at any time before the bank is auth- 
 
bn~ed by the Su.perintendent of Banks to commence the 
 
usmess of bankmg, and afterwards at meetings to be 
 
hhof eefldtd.rheaannAbndaubnuaaknlntl.~Iy.l,atThathets~Iuarncdsyhiu:rtceaicmcnetnesousraoassrlssmmhaaaerleyel tebhinleoeglcfditoxefoedfdtfhaicbeneydsftthooharcevkobehnyoqe-luldaa(ew1lri)ss- 
 
or the electIon of dIrectors, provided notice thereof be 
 
51 
 
 given in the notice of the annual meeting, may, by a majority vote of all the stockholders of such bank, fix or change by resolution the number of directors, provided the number of directors shall not be less than three (3) nor more than twenty-five (25), which number when so fixed shall be the lawful number of directors of such bank until again changed in like manner. Certified copies of all resolutions fixing or changing the number of directors under this section shall be immediately filed with the Superintendent of Banks. 
Sec. 2. Qualification of Directors.-Every director of a bank having a capital stock of Fifteen Thousand ($15,000.00) Dollars or more and not exceeding Fifty Thousand $ ($50,000.00) Dollars, must own in his own right at least two (2) shares of such stock; upon which all installments which are due shall have been fully paid, and every director of a bank having a capital stock of more than Fifty Thousand ($50,000.00) Dollars, must so own at least five (5) shares of the capital stock of the bank of which he is a director. Any director who ceases to be the owner of the number of shares herein required or who fails to pay any installment thereon when the same becomes due, or who becomes in any other manner disqualified, shall thereby vacate his place as a member of the board. 
Sec. 3. Oath of Directors.-Each director, when elected, shall take an oath that he will, so far as the duty devolves upon him, diligently and honestly administer the affairs of the bank, and that he will not knowingly violate, or willingly permit to be violated, any of the provisions of law applicable to such bank or any of the bylaws thereof; and that he is the owner in good faith and in his own right, of the number of shares of stock required by this Act, standing in his own name on the books of the bank. Such oath shall be subscribed by the director making it, and certified by the officer before whom it is taken, and shall be immeoiately transmitted to the Superintendent of Banks, and filed and preserved in his office. 
Sec. 4. Meetings of the Board of Directora.-The board of directors shall hold regular meetings at such times as may be fixed by the by-laws, at least once each month, and shall at all times be subject to call by the president or by any two members of the board. A majority of the board of directors shall constitute a quorum for the transaction of business. Correct written minutes of all 
52 
 
 meetings shall be kept in well bound permanent books kept for that purpose, and the minutes of each meeting 
shall be signed by the chairman and secretary thereof, and shall record the names of the directors present at such meeting. At each meeting the minutes of the preceding meeting shall be read, corrected, and approved. 
The minute book shall be submitted to the Examiner at each of their semi-annual examinations, and shall be examined, and the fact of such examination shall be noted in the Examiner's report, and in the minute book. 
 
Sec. 5. Semi-Annual Examinations by Directors.-It 
shall be the duty of the board of directors of every bank, at least once in each six (6) months, to coopt the cash and examine fully into the books, papers, and affairs of the bank of which they are directors, and particularly into 
the loans and discounts thereof, with the special view of ascertaining the value and security thereof, and the collateral security, if any, given in connection therewith, and 
into such other matters as the Superintendent of Banks may require. Such directors may conduct such count and examination by a committee of at least three (3) of its members; and shall have the power to employ certified public accountants or other expert assistance in making such examinations, if they deem the same necessary. 
Within (10) days after the completion of each of such examinations, a report in writing thereof, sworn to by the di- 
rectors making the same, shall be made to the board of directors, which report shall be spread upon the minutes of said board; and the original thereof shall be placed on file in said bank, and a duplicate thereof filed with the Superintendent of Banks. 
 
Sec. 6. Report of Examination, What Must Contain.- 
 
Such report shall contai.n statements in detail (1) of the 
 
tahsesebtso?a~nsd, 
 
liabilities together 
 
of the bank examined, as with any deductions from 
 
shown by the assets 
 
or addItions to the liabilities which such directors or com- 
 
mittee after such examination may determine to make; 
 
(2) of loans, if any, which in their opinion are worthless 
 
tohr ed~o;ub(~tf).ulo, ftologaentshemrawdeithonthceoilrl 
 
reasons for so ateral security 
 
regarding which in 
 
their OPinIon are insufficiently secured, giving in each case 
 
~thhee 
 
caom~loautnertaolf, 
 
the loan, and the if such collateral 
 
name and market value of has any market value, and 
 
oIff nao~lt 
 
Its actual val ue overdrafts and 
 
as nearly as can be determined; separately of overdrafts which 
 
(4) are 
 
considered worthless or doubtful, or which have been 
 
53 
 
 made without authority, with the name of the officer or employee making or approving the same; (5) of all past due paper; (6) of all demand loans upon which no interest has been paid within the last preceding six (6) months; (7) of all loans in excess of the amount authorized herein to be made; (8) of all loans made to the officers, agents, employees, and directors of the bank, with the securities held therefor; and of all loans to firms or corporations in which the officers, agents, employees, or directors of the bank are interested; (9) and of all such other matters and things as may affect the solvency or soundness of the bank. No report shall be held or considered as complying with the provisions of this section unless it shows affirmatively the existence or non-existence of all the items concerning which statements are required. Said directors or such committee shall also in said report make recommendations to the board as to the manner of conducting business by the bank, calling attention to any matters which in their opinion are unauthorized or improper, and suggesting any changes or improvements in the method of conducting the business or handling the affairs of the bank which, in their opinion, will be an improvement upon the system in operation or tend in any way to the safety or soundness of the bank. 
Sec. 7. Action on Report.-The board of directors at the meeting at which such report of the semi-annual examination is read shall, by resolution entered on the minutes, require that all debts due to the bank, which are past due for a period of one year and which are !lot amply secured, shall be collected, placed in suit or charged to profit and loss; that all past due interest shall be collected upon any note upon which no such interest has been paid within the last preceding twelve (12) months, or that said note shall be collected, put in suit, or charged to profit and loss; and that all assets or claims in favor of the bank, which in the opinion of the directors are worthless or uncollectible, shall also be charged to profit and loss and not included in the list of assets of the bank. Said board shall at such meeting also require that all loans in excess of the amount herein authorized to be made 
shall be reduced at once so as to bring them within the 
proper amount. 
A certified copy of the resolutions of the board acting 
on the matters brought to their attention in the report of 
the semi-annual examination shall be filed with the Su- 
54 
 
 perintendent of Banks within ten (10) days after said meeting shall have been held. 
Sec. 8. Failure to Comply With Preceding Section, Result of.-In the event the board of directors of any bank should fail to make an examination every six (6) months, the Superintendent of Banks shall, by an order under his hand and official seal, addressed to the president of the bank, require that a meeting of the board of directors shall be called immediately and that the examination shall be made within ten (10) days after such special meeting of the board, and if such meeting be not so held and such examination made within said time and report thQl"eof made and submitted to the Superintendent of Banks, the said Superintendent shall be authorized to take charge of the bank as in other cases herein provided for wilful refusal to obey the lawful orders of the said Superintendent. If it shall appear from the report of such examination that the bank is carrying as an asset any worthless paper or other property, or that any asset should be charged to profit and loss and not included in the assets of said bank, and the directors at the meeting aforesaid should fail to order such assets charged to profit and loss, or if the Superintendent of Banks shall ascertain from any examination or otherwise that any bank continues to carry as assets any worthless paper or other property which should be charged to profit and loss, the Superintendent shall order the bank to collect or charge or profit and loss all such worthless assets at once, and upon failure to comply with such order, may take possession of such bank as in other cases provided. 
 
Sec. 9. Officera.-The board of directors at their first meeting after the annual election shall elect one of their number president. They shall also elect one or more 
vice-presidents, a cashier, and such other officers and age~ts as may be provided by the by-laws or as may be reqUIred for the prompt and orderly discharge of the busin~~ of the bank. Immediately upon their election, a list, gIVIng the names and addresses of the officers elected, certified under the seal of the bank, shall be transmitted to. the Superintendent of Banks and be kept on file by h1m. 
 
hhaS~elcr.e1q0u.i r e Bt hoen dcaa sohf i eOrf 
 
ficera.-The b and any and 
 
oard of all other 
 
directors officers, 
 
aVIng the care, custody, control, or handling of any of 
 
the funds of the bank, to give bond with a regular incorpo- 
 
55 
 
 rated surety company, qualified to do business in the State of Georgia, as surety, in such amount as the board shall fix, the premium on such bond to be paid by the bank. Such bonds shall be held by such custodians as the board of directors may designate. 
Sec. 11. Borrowing for Personal Use by Officers and Employees Prohibited Except by Permission of the Directors.-No officer, agent, or employee of any bank shall use or borrow directly or indirectly for himself, or for any firm or partnership of which he is a member, any money or other property belonging to any bank of which he is such officer, director, agent or employee without the express authority and permission previously obtained. of a majority of the directors or of the members of a committee of the board of directors authorized to act, which permission shall be evidenced by the written signatures of such directors, the borrower not voting or participating in any way in passing upon any loan or discount in which he may be interested. 
Sec. 12. Loans to Officers.-No banks shall lend any officer, director, agent, or employee any amount whatever except upon good collateral or other ample security; and no such loan shall be made until after it has been approved by a majority of the directors, or by the members of a committee of the board of directors authorized to act, as in the preceding section provided. 
Sec. 13. Loans by Bank, Limit of.-No bank shall be allowed to lend to anyone person, firm, or corporation more than thirty (30) per cent. of its capital, unimpaired surplus and undivided profits. And no loan shall be made in excess of ten (10) per cent. of the capital except upon good collateral or other ample security and with the approval of a majority of the directors, or of a committee of the-board of directors authorized to act, which approval shall be evidenced by the written signatures of said directors or the members of said committee. In estimating loans to any person, all amounts loaned to firms and partnerships of which he is a member shall be included: Provided, however, that a bank may buy from or discount for any person, firm, or corporation, bills of exchange drawn in good faith against actually existing values, or commercial or business paper actually owned by the person negotiating the same, in addition to loans directly made to the person, firm or corporation selling the same, such purchase or discount, if in excess often (10) per 
56 
 
 cent. of the capital, to be approved in writing by a majority of the directors, or by a committee of such board authorized to act; and provided, that the limit of loans herein fixed shall not apply to bona fide loans made upon the security of agricultural, manufactured, industrial products or live stock, having a market value and for which there is ready sale in the open market, title to which by appropriate transfer shall be taken in the name of the bank, and which shall be secured by insurance against loss by fire with policies made payable to the bank, where no more than eighty (80) per cent. of the market value of such products shall be loaned or advanced thereon. In all such cases a margin of twenty (20) per cent, between the amount of the loan and the market value of the products shall at all times be maintained (except where products are intended for immediate shipment); and the bank shall have the right to call for additional collateral when the difference between the market value and the amount loaned shall be less than twenty (20) per cent., and in the event of the failure to comply with such demand, to immediately sell all or any part of such products in the open market and pay the amount of the loan and the expenses of sale, and the balance to the borrower; and provided that the limit herein fixed shall not apply to loans fully secured by bonds or certificates of indebtedness of the United States or of this State, or of the several counties, districts or municipalities thereof which have been duly and regularly validated as provided by law. Liabilities arising to the makers and endorsers of checks, drafts, bills of exchange, received by the bank on deposit cashed or purchased by it, shall not in any way be considered as borrowed money or loans. 
It shall be the duty of the Superintendent of Banks to order any loan in excess of the amount herein fixed reduced to the legal limit, or the excess ~harged to profit and 1088, provided in his opinion such excess is not wen secured, and if such reduction shall not be made within thirty (80) dars after such notification, to proceed as in other cases provIded for violation of the orders of the Superintendent. 
~. 14.. ~iabi1ity of Directors for Allowing Loans Exceedmg Llnut.-.The directors of any bank who shall ap~rov~ or permIt any loan to be made in excess of the limit a erem fixed. shall be personally and individually liable 
nd responSIble to the bank for such loan in the event the same shall not be paid by the borrower; provided, how- 
57 
 
 ever, that any director who shall not have voted in favor of such loan may have his dissent or disapproval thereof entered upon the minutes at the meeting at which said loan is authorized, or at the next meeting held after he has discovered that such loan has been made, in which event he shall be relieved of liability therefor. 
Sec. 15. Loans on Real Estate, Limit of.-No bank doing a commercial business and receiving deposits subject to check, shall lend upon real estate held as an investment, or for the purchase of real estate, or the improvement thereof, more than fifty (50) per cent. of the fair market value of such real estate; and the aggregate amount of such loans shall at no time exceed the amount of its savings and time deposits; provided that this section shall not apply to temporary loans or regular ,commercial transactions secured in whole or in part by real estate, nor to any loan which shall have been made prior to the approval of this act. 
Sec. 16. Overdrafts.-Any officer or employee of any bank who shall permit any customer of the bank to overdraw his account or who shall pay any check or draft, the paying of which shall overdraw any account, unless the same shall be authorized by the board of directors, or by a committee of such board authorized to act, shall be personally and individually liable to such bank for the amount of such overdraft. 
Sec. 17. Loans Upon Collateral.-No bank shall lend more than thirty (30) per cent. of its capital and unimpaired surplus on the stock of any corporation, although such stock may be pledged to it by several separate borrowers, and where loans are made direct to the corporation, without ample,security, these direct loans shall be included in such total of thirty (30) per cent. No bank shall make a loan secured by the stock of another corporation if by the making of such loan the total stock of such corporation held by it as collateral will exceed in the aggregate twenty (20) per cent. of the capital stock of such 
corporation. 
Sec. 18.. Certificates of Deposit.-No bank shall issue any certificate of deposit except in exchange for lawful 
money of the United States, or for checks, drafts, or bills 
of exchange which are the actual equivalent of such 
money. 
58 
 
 Sec. 19. Intereat to Be Charged.-Any bank may 
take, receive, reserve and charge on any loan or ad. vance 
of money or forbearance to enforce the collectIOn of 
money, interest at not exceeding eight (8) per cent. per 
annum. 
 
Sec. 20. Foreign and Domestic Acceptances.-A bank may accept drafts or bills of exchange drawn upon it having not more than six months' sight to run, which grow out of transactions involving the importation or exportation of goods; or which grow out of transactions involving 
the domestic shipment of goods, provided shipping documents conveying or securing title are attached at the time of acceptance; or which are secured at the time of acceptance by a warehouse receipt or other such document conveying or securing title covering readily marketable staples. No bank shall accept, whether in a foreign or domestic transaction, for anyone person, company, fiorm, or corporation to an amount equal at any time in the aggregate to more than ten per cent. of its paid-up and unimpaired capital stock and surplus unless the bank is secured either by attached documents or by some other actual security growing out of the same transaction as the acceptance and no bank shall accept such bills to an amount equal at any time in the aggregate to more thanone 
half of its paid-up and unimpaired capital stock and surplus. Provided, however, that any bank whi~h is a member of the Federal Reserve System may, when so authori~ed by the Federal Reserve Board, and under the regulations prescribed by it, accept such bills to an amount not 
exceeding one hundred per cent. of its paid-up and unimpaired capital stock and surplus, but the aggregate of ac- 
ceptances growing out of domestic transactions shall in no event exceed fifty per cent. o.f such capital and surplus. 
 
Sec. 21. Loans Upon or Purchase of Bank Stock.-No 
 
bank shall make any loan or discount on the security of 
 
the shares of its capital stock, nor be the purchaser or 
 
hc~oaldseersohfa 
 
any such shares, unless such security ll be necessary to prevent loss upon a 
 
or debt 
 
purpre- 
 
lts Vc~Io~usselyd 
 
contrac~ed in good faith, and said stock or acquIred shall within six (6) months of 
 
so the 
 
purtime 
 
o purchase be sold and disposed of at public or private 
 
sSaupee. ~.nTtheendliemnittooffBtiamnek,s,hoifwinevheirs, 
 
may be extended by judgmnt it is for 
 
the the 
 
bbeusttI 
 
Interest n no cas 
 
of the e shall 
 
sbuacnhktitmhaetsbleIchexetxentednesdionlobneggerranttheadn, 
 
59 
 
 twelve (12) months from the time of the purchase of the same by the bank. 
Sec. 22. Unauthorized Investmenb.-N0 bank shall employ or invest its funds in the purchase or holding of the stock of any industrial, mercantile' or mining corporation, or in the purchase or handling of merchandise, farm or manufactured products, except to secure a debt previously contracted in good faith, and if any such stocks, merchandise, or products are purchased to protect the bank from loss, the same shall be disposed of at public or private sale within six (6) months after receiving the same, or the same shall be charged to profit and loss and not carried as assets by the bank. The limit of time, however, may be extended by the Superintendent of Banks, if in his judgment it is for the best interest of the bank that such extension should be granted. Nothing in this section is to be construed as applying to trust companies or savings banks doing a trust or savings business. 
Sec. 23. Purchase of Stocks or Bonds.-No bank shall subscribe for or purchase any stocks (except stock in the Federal Reserve Bank or in any State Bank hereafter organized with functions applicable to its members similar in character and effect to the functions of the Federal Reserve Bank to its members, necessary to qualify for membership therein, in which case the purchase of stock in said State Bank shall not be made unless the purchase has first been approved by the State Superintendent of Banks and the amount of stock bought shall not exceed that permitted in the Federal Reserve Bank) or bonds, except bonds of the United States, of the State of Georgia, or of the several counties, districts, including drainage districts, or municipalities thereof, which have been duly and regularly validated as provided by law, or of the other States of the United States, or, with the approval of the Superintendent of banks, good interest-bearing bonds of foreign governments; provided that nothing herein contained shall limit or interfere with regularly authorized trust companies, doing a trust company business, advancing or lending money on syndicate underwritings, upon which such trust companies are authorized to charge such commissions, in addition to interest, as may be agre'ed upon by the parties, or from subscribing, purchasing or holding stocks, bonds, or other securities; Provided that this section shall not apply to securities actually owned at the date of the approval of this act. Provided, further, that any bank of this State may invest not exceeding five per 
60 
 
 centum of its capital and surplus in the stock of a corporation engaged in the business, in whole or in part, of holding, marketing or export~ng cot~on from the U~ited States, or any of its dependencIes, or Insular posseSSIOns, to any foreign country. But no bank shall subscribe to the capi- 
tal stock of more than one such corporation, and shall first receive the approval of the Superintendent of Banks; 
Provided, further, that nothing contained in this section shall apply to savings banks doing only a saving business. 
 
Sec. 24. Purposes for Which Banks May Hold Real Estate.-Any bank may purchase, hold and convey real estate for the following purposes only: first; such as shall be necessary for the convenient transaction of its business, the amount of which, including its furniture and fixtures, shall not exceed one-third (1-3) of the paid-in unimpaired capital and surplus; provided that the Superintendent of Banks may, upon application by any bank, in his discretion, allow a greater sum invested; second, such as shall be conveyed to it in satisfaction of debts previously 
contracted in the course of its business; third, such as it shall purchase at sales under judgments, decrees, or mortgage foreclosures under securities held by it; but a bank shall not bid, at any such sale, a larger amount than sufficient to satisfy its debts, costs and expenses. No real estate acquired in the cases contemplated in the second and third sub-sections above shall be held for a longer period than five (5) years unless the time shall be extended by 
the Superintendent for cause shown: Provided, that this section shall not apply to any banking house, furniture or fixtures actually owned at the date of the approval of this a.ct. Provided further that nothing contained in this section; shall apply to savings banks doing only a savings bUSIness. 
 
Sec. 25. Restriction of Bank's Liability.-No bank 
 
sdhoaulbl~aett 
 
any time be indebted to he amount of its capital 
 
an stock 
 
amount actually 
 
exceeding paid in and 
 
remaIning undi~inishedby losses or otherwise, plus the a- 
 
mount of the ummpaired surplus and undivided profits, exc~pt on account of the following: 
 
banFkI.rst. Moneys deposited with or collected by the 
 
tmheSorneeectyoona. dct.uaBllyillosnodf eepxocshiat ntogethoer 
 
drafts credit of 
 
drawn against the bank or due 
 
d 
 
' ~dhird, 
IVI ends 
 
Liabilities to the stockholders 
 
and reserve profits. 
 
 
 
of 
 
the 
 
bank 
 
for 
 
61 
 
 Fourth. Commercial paper re-discounted. Fifth. Acceptances as herein authorized. Sixth. Liabilities incurred by the bank on account of the endorsement of checks, drafts, and bills of exchange, received by the bank on deposit, cashed or purchased by it, and endorsed by the bank. Provided, however, that in case of temporary emergency, or to pay its depositors, temporary loans, in excess of the amount hereinabove fixed, may be made, when approved in advance by the Superintendent of Banks. 
Sec. 26. Purchase of Bank's Obligations.-No bank, nor any of its directors, officers, agents or employees, shall directly or indirectly purchase or be interested in the purchase of any promissory note,. certificate of deposit, or other evidence of debt issued by it, for a less sum than shall appear on the face thereof to be due thereon: Provided that a bank may discount its unmatured obligations at not more than the legaL rate, which obligations shall be canceled and satisfied forthwith. 
Sec. 27. Reserve.-Every bank whose deposits are subject to check shall at all times maintain a reserve of fifteen (15) per cent. of the amount of its demand deposits, and five (5) per cent. of the amount of its savings and time deposits. Savings banks and trust companies whose deposits are not subject to check without notice shall maintain a reserv~o five (5) per cent. of the amount of their deposits. Such reserve shall consist of lawful money of the nited States, gold certificates, silver certificates, Federal Reserve or National Bank notes, in the office and vaults of the bank, and of moneys on deposit subject to call with other banks or bankers, such banks or bankers to be approved by the Superintendent of Banks: Provided that any bank which is a member of the Federal Reserve System may in lieu of the reserve herein required keep and maintain such reserve as is required under the Acts of Congress relating to Federal Reserve Banks. Demand deposits within the meaning of this Section shall comprise all deposits payable within thirty days, and time deposits shall comprise all deposits payable after thirty days, and all savings accounts and 
certificates of deposit which are subject to not less than 
thirty days notice before payment. 
Sec. 28. Reserve Not Maintained-Whenever the re- 
serve of any bank shall fall below the amount of fifteen 
62 
 
 (15) per cent.. of its deJ!land dep~sits and f~ve (5) per cent. of its savmgs and bme deposIts not subject to check and whenever the reserve of any savings bank or trust company whose deposits are not subject to check shall be below five (5) percent. of its deposits, such bank, savings bank or trust company shall not increase its liabilities by making any new loans or discounts otherwise than by discounting or purchasing bills of exchange at sight, nor shall any dividend be declared out of the profits of such bank, savings bank, or trust company, until the required proportion between the aggregate amount of its deposits and the amount to be held as a reserve has been restored. The Superintendent of Banks may notify any bank, savings bank or trust company, whose reserve shall be below the amount required to be kept on hand to make goodsuch reserve; and if such bank, savings bank or trust company shall fail within thirty (30) days thereafter to make good its reserve, the Superintendent of Banks may take charge of the business and assets of said bank, savings bank or trust company, as in other cases herein provided. 
Sec. 29. Dividends and Surplus.-The directors of any bank may, annually, semi-annually, or quarterly, declare a dividend of so much of the net profits of the bank 
they may deem expedient; but such bank shall, before 
the declaration of any dividend, carry twenty-five (25) 
per cent. of its net profits earned since its last preceding 
diviflend to its surplus until its surplus shall amount to twen~y (20) per cent. of its capital. Each Bank shall report to the Superintendent of Banks, within ten (10) 
days after declaring and at least ten (10) days before 
paying any dividend, the amount of such dividend and 
the amount of net earnings in excess of the dividend and amount carried to the.surplus. 
Such report shall be attested by the oath of the president or cashier of the bank. 
Sec. 30. Unearned Dividends Prohibited.-No bank uan withdraw or permit to be withdrawn either in the 
form of dividends or otherwise any portion of its capital 
nor. reduce its surplus below twenty (20) per cent. of its ~aPltal. If losses have been sustained a't any time by such hank equal to or exceeding its undived profits then on 
and, no dividends shall be declared, and no dividends 
63 
 
 shall ever be declared by any bank to an amount greater than its undivided profits then on hand,deducting therefrom its losses and bad debts. All debts due to any bank on which interest is past due and unpaid for a period of twelve (12) months, unless the same are well secured or in process of collection, shall be considered "bad debts" within the meaning of this section. 
Sec. 31. Dividend, How Declared and When Losses Reduce Surplus. Any losses sustained by any bank in excess of its undivided profits may be charged up to its surplus account; provided that its surplus shall thereafter be re-imbursed from its earnings, and no dividend shall be declared or paid by any such bank in excess of one-half (lh) of its net earnings until its surplus shall be fully restored to its former amount. 
Sec. 32. Calculation of Profits.-Interest unpaid, although due or accrued on debts owing to the bank, shall not be included in the calculation of its profits previous to a dividend, unless such interest be accrued upon loans secured by collaterals as provided for by this Act. The undivided profits from which alone a dividend can be made, shall be ascertained by charging in the account of profit and loss and deducting from the actual profits: 
1. All expenses paid or incurred, both ordinary and extraordinary, including taxes, attending the management 
of the affairs of the bank, and the transaction of its business. 
2. The interest paid, or then due and accrued, o~ debts owing by it. 
3. All losses sustained by it. In the computation of 
such losses, there shall be included all debts owing to the 
bank which shall have been due, withont suit for twelve 
(12) months, and upon which no iflterest shall have been 
paid during that period, except such debts as in the opinjo~ of the Superintendent are well secured. There shall also be included in such computation all debts due the 
bank on which judgment shall have been recovered, which 
judgment shall have remained for more than one (1) year 
unsatisfied, and on which no interest shall have been paid 
during that period. 
Sec. 33. Lien Against Bank for Collaterals.-When 
any bank is indebted to any other party and shall deposit 
64 
 
 with such party any commercial paper or papers as collateral for its debts, and such collateral shall be afterw!rds sent back to the bank in order that it may collected and the funds remitted by the bank to the creditor, the holder of the bonifide receipt of the bank for such paper to be so collected, shall, after any such collections are made, but not paid over, have a lien against the assets of the bank to the extent of such funds as have been actually collected by the bank, and such lien shall rank with other liens 
according to date and shall attach from the date of the col- 
lection of any such fund by such bank. 
 
Sec. 34. Liens on Banks, Assets When Checks are Not Remitted.-When any bank, or any officer, clerk, or agent thereof, receives by mail, express or otherwise, a check, bill of exchange, order to remit, note, or draft for collection, with request that remittance be made therefor, the charging of such item to the account of the drawer, acceptor, indorser, or maker thereof, or collecting any such item from any bank or other party, and failing to remit therefor, or the non-payment of a check sent in payment therefor, shall create a lien in favor of the owner of such item on the assets of such bank making the collection, and and shall attach from the date of the charge, entry or collection of any such funds. 
 
Sec. 35. _Due Diligence on Part of Bank in Collecting.- 
 
hen a check, draft, note, or other negotiable instrument 
 
deposited in a bank for credit, or for collection, it shall 
 
be considered due diligence on the part of the bank in the 
.collection of such check, draft, note or other negotiable 
 
matrument so deposited, to forward and route the same 
 
thout delay in the usual commercial way, according to 
 
tinhdeorresegru,lgaruacroaunrtsoer,oof rbsuusrienteyssofofanbyanckhs~cakn,d 
 
the maker, draft, note, 
 
or other negotiable instrument so deposited shall be liable 
 
to the bank until actual final payment is received; and 
 
hen a bank receives for collection any check, draft, note, 
 
or other negotiable instrument and forwards same for 
 
c:oUectio.n as herein provided, it shall be liable only after actual fmal p.a~ment is received.by it, except in case of 
 
ant of due dlhgence on its part as aforesaid. 
 
65 
 
 Sec 36. Forwarding Check Direct to Payor.-Any bank, or banker, doing business in this State, receiving for collection or deposit,any check, note or other negotiable instrument drawn upon or payable at any other bank, located in another city or town, whether within or without the State, may forward such instrument for collection di rectly to the bank on which it is drawn or at which it is made payable and such method of forwarding direct te. the payor shall be deemed due diligence and the failure of such payor bank, because of its insolvency or other default, to account for the proceeds thereof, shall not render the forwarding bank liable therefor; provided, however, such forwarding bank shall have used due diligence in other respects in connection with the collection of such instrument. 
Sec. 37. Certifying Checks.-No check shall be certified except by the president, a vice-president, cashier. or an assistant cashier of a bank. It shall be unlawful to certify any check, draft, or order upon the bank, unless the drawer of such check, draft, or order has on deposit with the bank, at the time such check, draft, or order is certified, an amount of money equal to the amount specified in such check, draft or order. Such certification shall be entered on the face of such check, draft, or order, and the check, draft or order so certified shall be charged against the drawer's account immediately. And any check certified by a proper official shall be a good and valid obligation against the bank; but the act of any officer in violation of this section shall subject him to the penalties provided in this Act. 
Sec. 38. Membership in Federal Reserve Bank.Banks are authorized and empowered to subscribe for stock and become members of the Federal Reserve Bank of the district to which they properly may be assigned by the Federal Reserve Board, in accordanee 'with the Acts of Congress regulating Federal Reserve Banks, and any bank becoming such member shall be authorized to con- 
form to the requirements and regulations of such Federal 
Reserve Bank, and of th Federal Rserve Board. 
Sec. 39. Payments of Deposits in Two Names.-When 
a deposit has been made, or shall hereafter be made, in 
any bank transacting business in this State in the names of 
two persons, payable to ~ither, or payable to either or the 
survivor, such deposit, or any part thereof, or any interest 
66 
 
 or dividend thereon, may be paid to either of said persons, whether the other be living or not ;and the receipt or acquittance of the person so paid shall be a valid and sufficient release and discharge to the bank for any payment 
so made. 
Sec. 40. Check of Deceased or Bankrupt or Insane Depositor.-The death or bankruptcy of ~ d.epositor ~tn known to the bank shall not revoke a checK gIven by hIm, and a bank shall be authorized to pay through regular channels a check regularly drawn upon it by a depositor therein, notwithstanding the death or bankruptcy ()~ such depositor unknown to the bank at the time of such payment. A bank paying the check of an insane depositor in good faith and without notice or knowledge of the insanity of such depositor shall be protected in so doing and may lawfully charge such check to the account of such depositor. 
 
Sec. 41. Deposits by Minors.-A minor shall be allowed to deposit money in bank in his own name, and the money so deposited shall not be subject to the control of his parent, guardian, or trustee, but may be drawn or checked out by the minor depositing the same as though he were of full age. 
 
Sec. 42. Deposit by Agent, Trustee, or Other Fidu- 
 
ciary.-Whenever any agent, administrator, executor, 
 
guardian, trustee, either express or implied, or other fid- 
 
uciary whether bona fide or mala fide shall deposit any 
 
money in any bank to his credit as an individual, or as 
 
such agent, trustee, or other fiduciary, whether the name of t~e person or corporation for whom he is acting or pur- 
 
portIng to act be given or not, such bank shall be author- 
 
IZed to pay the amount of such deposit or any part there- 
 
of, up?n the check of such agent, administrator, executor, ,uard~an,trustee, or other fiduciary, signed with the name In wh~ch such deposit was entered, without being accoun- 
 
etpaedbx:IlsneotnInh~oarancmyoowrupanoytratsotoiotdhneepwophsriiontecmdip.aayl,bceeestnutiitqleude 
 
trust, to or 
 
or other interest- 
 
NothI'!g here!n contained shall prevent the person or 
 
c~OepropsoI~ta~IlnOanncylaI~maninkg 
 
the from 
 
beneficial resorting 
 
interest in or to the courts 
 
to to 
 
any sub- 
 
:Jrevctesducbhefdoerpeos~Iut,chprdoevpidoesidt 
 
such action is paid out, 
 
is and 
 
brought and to any action 
 
IIh 
 
ou all 
 
ght be 
 
for thIS purpose both necessary parties defe 
 
the ban ndant. 
 
k 
 
and 
 
the 
 
depositor 
 
67 
 
 Sec. 43. Payment of Deposita in Truat.-Whenever any deposits shall be made in any bank by any person in trust for another, and no other or further notice of the existence and terms of a legal and valid trust shall have been given in writing to the bank, in the event of the death of the trustee, the same, or any part thereof, together with the dividends or interest thereon, may be paid to the person for whom said deposit was made. 
Sec. 44. Forged or Raised Checka.-No bank which in good faith has paid, and charged to the account of a depositor, any money on a forged or raised check issued in the name of the depositor shall be liable to said depositor for the amount paid thereon, unless, (1) within sixty (60) days after the return to the depositor of the voucher representing such payment, the depoaitor shall notify the bank that the check so paid was forged or raised, or, (2) in the event the voucher has not been returned to the depositor, within sixty (60) days after notice shall have been given by the bank to the depositor to have his pass book balanced and to call for his vouchers. The notice herein referred to may be given by mail to said depositor at his last known address. 
Sec. 45. List of Stockholders to Be Sent to Superintend. ent of Banks.-The president and cashier of every bank shall cause to be kept at all times, in the office where its business is transacted, a full and correct list of the names and residences of all the stockholders in the bank, with the number of shares held by each, respectively. Such list shall be subject to the inspection of all stockholders of the bank during business hours of each day in which business may be legally transacted. A copy of such list, verified by oath of such president or cashier, shall be transmitted on the first Monday in July of each year, to the Superintendent of Banks, such copy list also to be subject to inspection as hereinabove provided. 
Sec. 46. Transfers After or in Contemplation of Inaol. vency.-All transfers of notes, bonds, bills of exchange, or other evidences of debt owing to any bank, or deposits to 
its credit; all assignments, mortgages, conveyances or 
liens; all judgments or decrees suffered or permitted a- 
gainst it; all deposits of money, bills or other valuable 
things for its use, or for the use of its stockholders or cre- 
ditors; and all payments of money, either after insolvency or in contemplation of insolvency, with a view to pre- 
68 
 
 vent application of its assets in the manner prescribed in this Act, or with a view to the preference of one creditor over another, shall be null and void, providd such acts enumerated were committed within three months prior to 
the failure of such bank. 
 
Sec. 47. Savinga Depoaita; Regulations; Limitationa.Sums deposited with any savings bank and savings deposits taken by any bank doing both a commercial and savings bank business, together with interest credited thereto, shall be re-paid to the depositors, respectively, or to their legal representatives, after demand, in such manner and at such times and after such previous notice and under such regulations as the board of directors of such bank shall prescribe, and interest thereon shall be 
credited at such times and at such rate and under such regulations as may be prescribed by said board of directors. The rules and regulations adopted by board of directors governing deposits shall be printed in the pass books or other evidences of deposit furnished by such bank, and shall be evidence between the bank and the depositors holding the same of the terms upon which the deposits therein acknowledged are made. A bank receiving savings deposits may limit the aggregate amount 
which anyone person, firm, association or corporation, may deposit to such sum as it may deem expedient to re- 
ceive and may in its discretion refuse to receive any deposit any may also at any time return all or any partofanyde- 
posit with the interest accrued thereon, according to the rules and regulations adopted by said bank. Where a 
bank does both a commercial and savings business separate records shall be kept of its savings deposits. 
 
~pSoenc.t4h8e. 
 
d 
 
Payment of Deposit of Deceased Depoaitor.eath of any person, intestate, having a deposit 
 
In.a bank of not more than $100, such bank shall be auth- 
 
onzed to pay over such deposit (a) to the husband or 
 
wife of the depositor, (b) if no husband or wife, to the 
 
children, (c) if no children, to the father if living, if not 
 
to the mother of the depositor, (d) if no children or par- 
 
nt, then to the brothers and sisters of the depositor. The 
 
receipt of such person or persons shall be a full and final 
 
acetuittance to the bank and relieve it of all liability to the 
 
estate of said deceased depositor or the representative 
 
thereof should one be appointed. 
 
69 
 
 ARTICLE XX. 
CRIMES AND MISDEMEANORS. 
Section 1. Giving Notice of Examination.-Any Superintendent of Banks, Assistant Superintendent, Examiner, or Office Assistant, who shall, previous to the visitation of any bank for regular examination, give notice or information, directly or indirectly, to any officer, director, agent, representative, or employee of such bank, as to the time when the same will be visited for examination, shall be guilty of a misdemeanor. Provided that this section shall not apply to special examinations made at the request of any bank or on motion of the Superintendent. 
Sec. 2. Disclosing Condition of Bank.-Any Superintendent of Banks, Assistant Superintendent, Examiner, or Office Assistant, who shall knowingly and wilfully. disclose the condition and affairs of any bank ascertained by examination, except to the extent authorized by law, shall be guilty of a misdemeanor. 
Sec. 3. False Report of Examination by Examiner.Any Superintendent of Banks, or Examiner, who shall make report as to the result of any examination made by him, which is knowingly and wilfully false, shall be punished by confinement and labor in the penitentiary for not less than one (1) year nor more than five (5) years. 
Sec. 4. Neglect and Misconduct of Superintendent, Examiner, or Clerk.-Any Superintendent of Banks, Assistant Superintendent, Examiner, or Office Assistant, who shall wilfully neglect to perform any duties required of him by law or who shall knowingly and wilfully make any false statement of or concerning any bank, or who shall be guilty of any misconduct or corruption in office, shall be punished as for a misdemeanor, and upon conviction, shall be removed from office by the Governor. 
Sec. 5. False Expense Account.-Any Superintendent of Banks, Assistant Superintendent or Examiner who shall knowingly and wilfully render a false account of expenses paid by him in the discharge of his duties, shall be guilty of a misdemeanor. 
70 
 
 Sec. 6. Loans or Gratuities to Superintendent or Examiners.-No bank, nor any officer, director, or employee thereof shall make any loan, or grant any gratuity to the Superintendent of Banks, the Assistant Superintendent or any bank examiner, nor shall the Superintendent of Banks the Assistant Superintendent or any examiner accept any loan or gratuity of any kind from any bank, or from any officer, director or employee thereof, nor accept any employment from, or perform any service for compensation, for any bank, or for any officer, director or employee thereof. 
Any bank officer, director or employee violating any of the provisions of this section shall be guilty of a misdemeanor. Any Superintendent of Banks, Assistant Superintendent or bank examiner violating any of the provisions hereof shall be guilty of a misdemeanor and shall forfeit his office and be thereafter dispualified from holding office in the Department of Banking of this State. 
Sec. 7. Opening Bank Without Permit.-Any person who shall hereafter transact any business as an officer, director, agent, or representative of any bank hereafter incorporated, before such bank is authorized to transact bu iness as a bank by the permit of the Superintendent of Banks, shall be guilty of a misdemeanor. ioer appointed by him, in regard to any material matter or 
Sec. 8. False Statement of Condition.-Any person who knOWingly and wilfully. verifies by oath or affirmation any false report of the condition of any bank, made to the Superintendent of Banks, on the call of the Superintendent for such report, or any false report or certificate of any other matter or thing required by this Act to be reported, shall be punished by confinement and labor in the penit ntiary for no~ less than one (1) year nor longer than five (6) years. 
Sec. 9. False Oath.-Any person who wilfully and corruptly swears or affirms falsely when being examined ~der oa.th by the Superintendent of Banks, or any Exam~ appomted by him, in regard to any material matter or t!ting, shall be guilty of false swearing, and upon convic- 
tIon shall be punished by confinement and labor in the 
penitentiary for not less than one (1) year nor more than fi e (5) years. 
71 
 
 Sec. 10. False Entries.-Any officer, director, agent, clerk, or employee of any bank who makes any fals~ entry in a book, report, or statement of the bank, or who omits or concurs in omitting to make any material entry in its books or accounts with intent in either case to injure or defraud the bank, or any other company, firm, or person, or to deceive any officer of the bank, or the Superintendent of Banks, or any Examiner, and every person who with like intent aids or abets any officer, director, clerk, agent, or employee, in making any false entry, report, or statement, or omitting to make any material entry on its books and accounts, shall be punished by imprisonment and labor in the penitentiary for not less than one (l) year nor more than ten (10) years. 
Sec. 11. Refusing to Make Statements.-Any officer, director, agent, clerk, or employee who refuses, or wilfully and intentionally neglects to make any report of statement of or concerning the bank of which he is such officer, director, clerk, or employee, where such report or statement is called for by the Superintendent of Banks, shall be guilty of a misdemeanor. 
Sec. 12. Bank Officers Violating the Charter.-Any president, director, or other officer of any bank who shall violate or be concerned in violating any provision of the charter of said bank, shall be punished by imprisonment and labor in the penitentiary for not less than one (1) year nor longer than five (5) years. 
Sec. 13. Presumption Against Such Officers.-Every president, director or other officer of any chartered bank in this State shall be deemed to possess such a knowledge of the affairs of the bank as to enable him to determine whether any act, proceeding, or omission is a violation of the charter. And every president and director, who shall be present at a meeting when such violation shall occur, shall be deemed to have concurred therein, unless he shall at the time cause. or in writing require, his dissent therefrom to be entered at large on the minutes of. the board. And every president and director not present at any meeting when such violation shall take place, shall nevertheless be deemed to have concurred therein, if the facts constituting such violation appear on the books of the bank, and he remain president or director for three (3) months thereafter, and do not within that time, unless prevented by iIlness or other providential cause, cause or in writing require, his dissent from 
72 
 
 such illegal proceedings to be entered at large on the minutes of the board. 
 
Sec. 14. Falsely Representing Capital Stock.-Any officer, director, agent, clerk, or employee, who knowing- 
ly by letter-heads, newspaper advertisements, sign, circulars, or otherwise, represents the capital stock of any bank to be in excess of the capital actually paid in, or who knowingly makes or concurs in making or publishing any written report, exhibit, or statement of its affairs or pecuniary condition, containing any material statement therein which is false, or who knowingly omits or concurs in omitting any statement required by law to be contained therein, shall be punished by imprisonment and labor in the penitentiary for not less than one (1) year nor more 
than five (5) years. 
 
Sec. 15. Falsely Advertising That Deposita Are Inaured. __ Any officer, director, agent, of employee of any 
. bank who shall advertise by any office sign, or upon any 
letter-head, bill-head, blank note, receipt, certificate, circular, or on any written or printed paper, that the deposits in said bank are insured or are guaranteed, unless 
such deposits are in fact insured or guaranteed, shall be guilty of a misdemeanor. 
 
Sec. 16. Concealing Loans.-Any officer, director, 
 
clerk, or other employee of any bank who intentionally 
 
conceals from the directors of such bank, or from the com- 
 
mittee to whom the directors have delegated authority to 
 
pass on loans and discounts, any discount or loan made " 
 
for and in behalf of said bank, or the purchase or sale of 
 
any note, bill of exchange or security, shall be guilty of a 
 
misdemeanor. 
 
. 
 
Sec. 17. Commissions to Officers on Loans.-Any officer, director, agent, teller, clerk, or other employee of any bank who asks or receives, or covenants or agrees to receive, any commission, emolument, gratuity, or reward, or any promise of any commission, emolument, gratuity, or reward, or any money or property or thing of value, or of personal advantage, for procuring or endeavoring to procure, for any person, firm, or corporation, any loan from, or the purchase or discount of, any paper, note, draft,. check, or bill of exchange, by any such bank, shall be guilty of a misdemeanor. 
 
73 
 
 Sec. 18. Misappropriation by Officers, Directors, Agents, or Employees.-Any officer, director, agent, clerk or employee of any bank who knowingly and with intent to defraud, receives or possesses himself of any of its money or property, or who with intent to defraud, omits to make on its books of account a full and true entry of any money or property of the bank received or possessed by him, or who with such intent causes such omission, shall be punished by imprisonment and labor in the penitentiary for not less than one (1) year nor more than five (5) years. 
Sec. 19. Overdrafts of Officers, Agents, and Employees.-Any officer, agent, director, clerk, teller, or other employee of any bank who wilfully and knowingly, and without authority from the board of directors, overdraws his account with such bank, and thereby obtains moneys or funds of any such bank, shall be guilty of a misdemeanor. 
Sec. 20. Embezzlement.-Any officer, director, agent, clerk, or employee, of any bank, who embezzles, abstracts or wilfully misapplies, any of the moneys, funds, securities, or credits of the bank, or who issues or puts forth any certificate of deposit, draws any draft or bill of exchange, makes any acceptance, assigns any note, bond, draft, bill of exchange, mortgage, judgment, decree, or execution, or who makes use of the name of the bank, in any manner, with intent in either case to injure or defraud the bank, or any person, firm or corporation, or to deceive any officer , of the bank, or the Superintendent of Banks, or any Examiner, or any person who with like intent aids or abets any such officer, director, agent, clerk, or employee in any violation of this section, shall be punished by imprisonment and labor in the penitentiary for not less than one (1) year nor more than ten (10) years. 
Sec. 21. Borrowing by Officers, Directors, and Employees.-Any officer, agent, or employee of any bank who shall use or borrow for himself, directly or indirectly, or for any firm or partnership of which he is a member, any money or other property belonging to any bank of which he is an officer, agent, or employee, without such use or loan being approved by a majority of the directors or by the members of a committee of the board of directors authorized to act, as provided by Article XIX, 
section 11, of this Act, or who shall in like manner pro- 
74 
 
 cure any such loan which is not secured in the manner provided by.Article XIX, section 12, of this Act, shall be guilty of a mIsdemeanor. 
Sec. 22. Loans to Officers, Directors, and Employees. Any Officer, director, agent, or employee of any bank who shall lend to any other officer, director, agent, or employee or who shall discount any note, draft, or other paper for, such offic.er, director, agent, or .employee,. directly or indIrectly, WIthout such loan or dIscount bemg approved by a majority of the directors or by the members of the committee of the board of directors authorized to act as provided in Article XIX., section 11, of this Act, or who shall make any loan to any such officer, director, agent, or employee, which is not secured in the manner provided by Article XIX., section 12, of this Act, or who shall be concerned in making any such loan or discount, shall be guilty of a misdemeanor. 
 
Sec. 23. Bank Officers Purchasing ita Paper at Discount.-lf any president, director, Officer, or agent of any bank shall by himself or agent, or in any other manner either for himself or for the bank, directly or indirectly, purchase, or be interested in the purchase of any note, 
bill, certificate of deposit, check, or other evidence of debt issued by said bank for a less sum than shall appear then due on the face thereof, he shall be guilty of a misdemeanor; provided, however, that a bank may discount its unmatured obligations at a rate not exceeding the legal rate of discount, such obligation to be immediately cancelled and satisfied. 
 
Sec. 24. Purchasing Shares With Capital Stock.-If 
 
any officer, director, or agent of any bank shall use or ap- 
 
ply any part of the capital stock of such bank to the pur- 
 
cbheasneecoef~sshaarryetsoofpritesvoewntn 
 
stock, unless such purchase loss upon a debt previously 
 
shall con- 
 
tracted m good faith, he shall be guilty of a misdemeanor. 
 
~doAefonSctymlehacedrtI.eh2dre5aI~rc.bdetuI~osvtrUm~?odnrefesesnaaosdnmf,oysfeeudbxtchacDheneikpbbvtaiawdfnnrehkokno,m;dbcsotoyrahnntewcoduhdrMinscievhiitsinduietsap,enirsowoyffiiivnttChostedtaenrpaadoriweitrsda,ialnotc.og-rt ~:mny~andpyuacrmtea~Inftsnthcearepp~Iaatapyli.tstaotoltcshkteo, ceskxtococefk.pththoienld,bpeaursnrskuo;aronracnetoyopfoulfratcwhhe;amos~r 
count and receIve any note or other evidence of debt 75 
 
 in payment of any installment of capital stock actually called in and required to be paid, with intent to provide the means of making such payment; or to receive or discount any note or other evidence of debt with the intent of enabling any stockholder to withdraw any part of the money paid in by him on any stock held by him in such bank; or to apply any portion of the funds of such bank, except as allowed by law, directly or indirectly, in the purchase of shares of its own stock, shall be guilty of a misdemeanor. 
Sec. 26. Over-issue of Capital.-Any officer, agent, or director of any bank who knowingly and wilfully issues, participates in issuing, or concurs in any vote of the drectors to issue any increase of its capital stock beyond the amount of the captal thereof duly authorized by or in pursuance of law, or who knowingly or wilfully sells, or agrees to sell, or who is interested, directly or indirectly, in the sale of any such shares of stock of such bank, or in any agreement to sell the same, shall be guilty of a misdemeanor. 
Sec. 27. Certifying Checks.-Any officer of a bank certifying any check, draft, or order in violation of the provisions of section 37 of Article XIX of this Act shall be guilty of a misdemeanor. 
Sec. 28. Bank Insolvency Deemed Fradulent.-Every insolvency of a bank shall be deemed fraudulent, and the president and directors shall be severally punished by imprisonment and labor in the penitentiary for not less than one (l) year nor longer than ten (l 0) years; provided, that the defendant in a case arising under this section, may repel the presumption of fraud by showing that the affairs of the bank have been fairly and legally administered, and generally, with the same care and diligence that agents receiving a commission for their services are required and bound by law to observe; and upon such showing the jury shall acquit the prisoner. 
Sec. 29. Receiving Deposits After Insolvency.-When money is deposited on general deposit with any bank in this State, or with any company or individual doing a banking business in this State, and such bank, or company, or individual, is insolvent at the time, and such insolvency is known to the officers having charge or control of such bank, or company, or to such individual, and loss or injury shall result to such depositor, then such individual or such officers having charge or control of such bank or company who, with the knowledge aforesaid, so received such deposits, shall be punished by imprisonment in the peniten- 
76 
 
 tiary for not less than one (1) yearnor more than ten (10) 
years. 
Sec. 30. Certain Transfers, etc., of Stock, etc., Fraudulent.-The president, directors or officers of a bank, or any of them, who shall make, or consent to the making of any conveyance, assignment, transfer, mortgage, or lien, with intent to hinder, delay, or defraud creditors, after insolvency or in contemplation thereof, whether the same be made to an innocent purchaser or to any other person, shall severally be guilty of a misdemeanor. 
 
Sec.31. Penalty for Failing to Comply With Act.Any officer, employee, director or agent of any bank or any other person whether connected with said bank, or not, who shall wilfully violate any of the provisions of this Act shall, unless otherwise provided in the Act, be guilty of a misdemeanor. 
 
Sec. 32. Libel of Bank.-Any person who shall publish or cause to be published any false statement, expressed either by printing or writing, or signs, pictures, or 
the like of or concerning any bank, as to the assets or liabilities of said bank, or as to it solvency or ability to meet its obligations, or as to its soundness, or who shall publish 
or cause to be published any other false statement so expressed, calculated to affect the credit or standing of said bank, or to cast suspicion upon its solvency, soundness, or ability to meet its deposits or other obligations, in due course, shall be guilty of a misdemeanor. 
 
Sec. 33. Slander of Bank.-Any person who shall 
 
falsely circulate any report, or make any false oral state- 
 
ment as to the assets or liabilities of a bank, or as to its 
 
solvency or ability to meet its obligations, or as to its 
 
soundness; or who shall make any other false oral state- 
 
bmbae~n~t, 
 
calculated to affect the or to cast suspicion upon 
 
credit or standing of said its solvency, soundness, or 
 
a lhty to meet its deposits, or other obligations in due 
 
course, shall be guilty of a misdemeanor. 
 
Sec. 34. Check or Draft Without Funds.-Any person 
 
t~hefhrm,o~,ornwediytehluivipneotrneanantnytyocbhdaeencfkkr,a, uodrdr~ofstth,haeolrrl 
 
make or order'for 
 
tdhrea wp~yomr euntt- 
 
depository, knowing at 
 
theatti~mhee 
 
of such making, drawing, uttering !'laker or drawer has not sufficient 
 
or delivery funds in or 
 
credit With such bank, or other depository, for the pay- 
 
ment of such check, draft or order in full upon its presen- 
 
77 
 
 tation, shall be guilty of a misdemeanor. The making, drawing, uttering or delivering of such check, draft or order as aforesaid, shall be prima facie evidence of intent to defraud. The word "credit" as used herein shall be construed to mean an arrangement or understanding with the bank or depository for the paYment of such check, draft or order. 
Sec. 35. Private Banker Using Unauthorized Name, Signs, etc.-Any private person or the members of any firm or voluntary association engaged in the business of banking who shall violate the provisions of section four (4), Article I, of this Act, shall be guilty of a misdemeanor; provided, however, that the provision of this section shall not become operative until the expiration of twelve (12) months from and after the time when this Act shall go into effect. 
Sec. 36. Stockholder Failing to Give Notice of Assessment to Pledge.-Should any stockholder fail to give to any person, firm or corporation to whom he shall have pledged or hypothecated any stQck in any bank notice of any assessment levied thereon to make good the capital stock of any bank which may have become impaired, of which he has received notice and which assessment he shall fail and refuse to pay for any reason, by registered mail at least five (5) days before the expiration of th~ time within which such assessment may be paid, giving to such creditor the right to pay the same should he so desire, he shall be guilty of a misdemeanor. Proof by the person to be notified that no such notice has been received shall be prima facie evidence that such notice was not given. 
Sec. 37. Criminal Violations To Be Submitted to the Grand Juries.-The Superintendent of Banks shall have 
the right to submit to the grand juries of the respective 
counties of the State any criminal violations of the bank- 
ing laws known by him to have occurred in such counties. 
But this provision shall not be so construed as to prevent 
the Superintendent or other persons from proceeding in 
such cases by affidavit and warrant. 
Sec. 38. Upon conviction of a misdemeanor, as pre-. 
scribed by the several provisions of this Act, the offender 
shall be punished as prescribed by Section 1065 of the 
Penal Code of Georgia. 
78 
 
" 
~;~ 
 
' ..... 
 
 ARTICLE XXI. ACT TO TAKE EFFECT, WHEN. Section 1. Act, When to Take Effect.-This Act shall take effect from and after the 1st day of January, 1920, and shall then supersede all existing laws regulating banks and banking in this State. On said date, or as soon thereafter as the Superintendent of Banks shall be appointed and qualified, the State Treasurer shall turn over and deliver to the Superintendent of Banks all moneys in his hands as Ex-Officio State Bank Examiner and all records, books, papers, property, and effects belonging to the Bank Bureau as now organized and conducted in the State Treasury. The receipt of the Superintendent of Banks shall be a full acquittance to the State Treasurer for all funds, records and property so turned over and delivered. 
ARTICLE XXII. CONFLICTING LAWS REPEALED. Section 1. General Repealing Clause.-All laws and parts of laws in conflict with this Act, are hereby repealed. Approved August 16, 1919. 
 
79 
 
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