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BANKING.

ACT OF FEBRUARY 25, 1791.

CHAP. X.-An act to incorporate the subscribers to the
Bank of the United States.

Whereas, it is conceived that the establishment of a Bank for the United States, upon a foundation sufficiently extensive to answer the purposes intended thereby, and at the same time upon the principles which afford adequate security for an upright and prudent administration thereof, will be very conducive to the successful conducting of the national finances; will tend to give facility to the obtaining of loans, for the use of the Government, in sudden emergencies; and will be productive of considerable advantage to trade and industry in general: Therefore,

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ment of a United States, and of

time of sub

SECTION 1. Be is enacted by the Senate and House of Representatives of the United States of America in Congress assembled, That a Bank of the United States shall Establishbe established; the capital stock whereof shall not exceed Bank of the ten millions of dollars, divided into twenty-five thousand and amount shares, each share being four hundred dollars; and that its stock, and subscriptions, towards constituting the said stock, shall, scribing. on the first Monday of April next, be opened at the city of Philadelphia, under the superintendence of such persons, not less than three, as shall be appointed for that. purpose by the President of the United States (who is hereby empowered to appoint the said persons accordingly); which subscriptions shall continue open, until the, Act of Mar. whole of the said stock shall have been subscribed.

1791, ch. 11.

be subscribed.

SEC. 2. And be it further enacted, That it shall be law- By whom to ful for any person, co-partnership, or body politic, to subscribe for such or so many shares, as he, she, or they shall think fit, not exceeding one thousand, except as shall be hereafter directed relatively to the United States; and, Propor that the sums, respectively subscribed, except on behalf of and silver and the United States, shall be payable one fourth in gold and to be subscrib

the public debt ed, and

silver, and three fourths in that part of the public debt, which, according to the loan proposed in the fourth and fifteenth sections of the act, entitled "An act making provision for the debt of the United States," shall bear an accruing interest, at the time of payment, of six per centum per annum, and shall also be payable in four equal parts, in the aforesaid ratio of specie to debt, at the when to be distance of six calendar months from each other; the first whereof shall be paid at the time of subscription.

paid.

Articles constitution.

(Section 3 makes the subscribers a corporation by the name of "the president, directors, and company of the Bank of the United States," to continue until March 4, 1811; and empowers them to hold property not exceeding fifteen millions of dollars, including the amount of their capital stock, and to make all convenient regulations, and to do all necessary things, subject to the limitations and provisions of this act..

(Section 4 provides for the annual election of twentyfive directors, and requires the directors to choose one of their number as president.

(Section 5 requires that as soon as four hundred thousand dollars, in gold and silver, shall have been received from the subscribers, a time shall be fixed for the election of directors, and the operations of the bank shall then begin at the city of Philadelphia.

(Section 6 empowers the directors to employ the neces sary officers, clerks, and servants, and to govern the affairs of the corporations.)

of SEC. 7. And be it further enacted, That the following rules, restrictions, limitations and provisions, shall form and be fundamental articles of the constitution of the said corporation, viz.

Stock holders, how to

I. The number of votes to which each stockholder shall vote, in what be entitled, shall be according to the number of shares he

proportion to

sum sub-shall hold, in the proportions following: That is to say,

scribed, and

for one share, and not more than two shares, one vote: for every two shares above two, and not exceeding ten, one vote: for every four shares above ten, and not exceeding thirty, one vote: for every six shares above thirty, and not exceeding sixty, one vote: for every eight shares above sixty, and not exceeding one hundred, one vote: and for every ten shares above one hundred, one vote:-But no person, co-partnership, or body politic shall be entitled to a greater number than thirty votes. And after the first

election, no share or shares shall confer a right of suffrage, which shall not have been holden three calendar months previous to the day of election. Stockholders actually resident within the United States, and none other, may in certain cases vote in elections by proxy.

by

may vote proxy.

year, and

II. Not more than three fourths of the directors in Number of electors eligioffice, exclusive of the president, shall be eligible for the ble for ensuing next succeeding year: but the director, who shall be president at the time of an election, may always be re-elected. III. None but a stockholder, being a citizen of the who as directUnited States, shall be eligible as a director.

ors.

IV. No director shall be entitled to any emolument unless the same shall have been allowed by the stockholders at a general meeting. The stockholders shall make such compensation to the president, for his extraor- lowed. dinary attendance at the bank, as shall appear to them reasonable.

Compensation to be al

V. Not less than seven directors shall constitute a board for the transaction of business, of whom, the president shall always be one, except in case of sickness, or necessary absence; in which case his place may be supplied by any other director, whom he, by writing under his hand, shall nominate for the purpose.

stockholders

call a meeting,

VI. Any number of stockholders, not less than sixty, Number of who, together, shall be proprietors of two hundred shares empowered to or upwards, shall have power at any time to call a general etc. meeting of the stockholders, for purposes relative to the institution, giving at least ten weeks notice, in two public gazettes of the place where the bank is kept, and specifying, in such notice, the object or objects of such meeting.

How to constitute a board.

treasurer to

VII. Every cashier or treasurer, before he enters upon Cashier and the duties of his office, shall be required to give bond, give bond. with two or more sureties, to the satisfaction of the directors, in a sum not less than fifty thousand dollars, with condition for his good behaviour.

property;

VIII. The lands, tenements and hereditaments which it Limitation of shall be lawful for the said corporation to hold, shall be only such as shall be requisite for its immediate accommodation in relation to the convenient transacting of its business, and such as shall have been bona fide mortgaged to it by way of security, or conveyed to it in satisfaction of debts previously contracted in the course of its dealings, or purchased at sales upon judgments which shall have been obtained for such debts.

and of debts they shall

at

IX. The total amount of the debts, which the said corany time owe. poration shall at any time owe, whether by bond, bill, note, or other contract, shall not exceed the sum of ten millions of dollars, over and above the monies then actually deposited in the bank for safe keeping, unless the contracting of any greater debt shall have been pre

In case of viously authorized by a law of the United States. In

excess, direct

ors accountable case of excess, the directors, under whose administration it

in private ca

pacities and shall happen, shall be liable for the same, in their natural and private capacities; and an action of debt may, in such case, be brought against them, or any of them, their or any of their heirs, executors or administrators, in any court of record of the United States, or of either of them, by any creditor or creditors of the said corporation, and may may be prose- be prosecuted to judgment and execution; any condition, covenant, or agreement to the contrary notwithstanding. But this shall not be construed to exempt the said corporaException in tion, or the lands, tenements, goods or chattels of the tees at time of same, from being also liable for and chargeable with the

favor of absen

excess.

said excess. Such of the said directors, who may have been absent when the said excess was contracted or created, or who may have dissented from the resolution or act whereby the same was so contracted or created, may respectively exonerate themselves from being so liable, by forthwith giving notice of the fact, and of their absence or dissent, to the President of the United States, and to the stockholders, at a general meeting, which they shall have power to call for that purpose.

Corporation X. The said corporation may sell any part of the public debt and lic debt whereof its stock shall be composed, but shall not

may sell pub

part of its

stock, but not be at liberty to purchase any public debt whatsoever; nor

purchase,

shall directly or indirectly deal or trade in any thing, except bills of exchange, gold or silver bullion, or in the sale of goods really and truly pledged for money lent and not redeemed in due time; or of goods which shall be the and take not produce of its lands. Neither shall the said corporation

more than

6

per cent per take more than at the rate of six per centum per annum, for or upon its loans or discounts.

annum.

How and for XI. No loan shall be made by the said corporation, for to make loans. the use or on account of the Government of the United

what objects

States, to an amount exceeding one hundred thousand dollars, or of any particular State, to an amount exceeding fifty thousand dollars, or of any foreign prince or state, unless previously authorized by a law of the United States.

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