NATioNAL BANKING UNDER THE FEDERAL RESERVE SYSTEM A form for typical Articles of Association is given at the end of this chapter. (Page 30.) 5. Organization Certificate—At the same time that the Articles of Association are executed, or AFTER that date, the bank’s Organization Certificate (form furnished by the Comptroller) must be executed. One copy of the Organization Certificate is filed with the Comp- troller; one copy is retained by the bank. (See page 30.) The bank will have succession until its existence be terminated under conditions noted under (b) below. Pr i ad CORPORATE POWERS Hi Upon the date of the filing of its organization certificate, a national bank becomes a body corporate, and has the following powers: (a) To adopt and use a corporate seal. (b) To have succession from the date of its organization until such time as it be dissolved by the act of its shareholders owning two thirds of its stock, or until its franchise be forfeited by reason of violation of law, or until ter- minated by either general or special Act of Congress, or until its affairs be placed in the hands of a receiver. (¢) To make contracts. (d) To sue and be sued, complain and defend, in any court of law and equity, as fully as natural persons. (e) To elect or appoint directors, and by its board of directors to appoint a presi- dent, vice-president, cashier, and other officers, define their duties, require bonds of them and fix the penalty thereof, dismiss such officers or any of them at pleasure, and appoint others to fill their places. To prescribe, by its board of directors, by-laws not inconsistent with law, regulating the manner in which its stock shall be transferred, its directors elected or appointed, its officers appointed, its property transferred, its general business conducted, and the privileges granted to it by law exercised and enjoyed. 7) To exercise by its board of directors, or duly authorized officers or agents, subject to law, all such incidental powers as shall be necessary to carry on the business of banking; by discounting and negotiating promissory notes, drafts, bills of exchange, and other evidences of debt (see Investments, p. 65); by receiving deposits; by buying and selling exchange, coin, and [261]