THE ACTS OF INCORPORATION, BYE-LAWS, RULES AND REGULATIONS, OF THE BANK OF THE UNITED STATES.
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 advantages to trade and industry in general—Therefore,
I. Be it 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 be established; the capital stock whereof shall not exceed ten millions of dollars, divided into twenty-five thousand shares, each share being four hundred dollars; and that subscriptions towards constituting the said stock, shall, on the first Monday in April next, be opened at the city of Philadelphia, under the superintendance 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 whole of the said stock shall have been subscribed.
II. And be it further enacted, That it shall be lawful 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 that the sums respectively subscribed, except on behalf of the United States, shall be payable one fourth in gold and silver, and three fourths in that part of the public [Page 4] 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 distance of six calendar months from each other; the first whereof shall be paid at the time of subscription.
III. And be it further enacted, That all those who shall become subscribers to the said bank, their successors and assigns, shall be, and are hereby created and made a corporation and body politic, by the name and style of THE PRESIDENT, DIRECTORS AND COMPANY, OF THE BANK OF THE UNITED STATES; and shall so continue until the 4th day of March one thousand eight hundred and eleven: And by that name, shall be, and are hereby made able and capable in law, to have, purchase, receive, possess, enjoy, and retain to them and their successors, lands, rents, tenements, hereditaments, goods, chattels, and effects of what kind, nature or quality soever, to an amount, not exceeding in the whole fifteen millions of dollars, including the amount of the capital stock aforesaid; and the same to sell, grant, demise, alien or dispose of; to sue and be sued, plead and be impleaded, answer and be answered, defend and be defended, in courts of record, or any other place whatsoever: And also to make, have, and use a common seal, and the same to break, alter and renew, at their pleasure; and also to ordain, establish, and put in execution, such bye-laws, ordinances and regulations as shall seem necessary and convenient for the government of the said corporation, not being contrary to law, or to the constitution thereof (for which purpose general meetings of the stockholders shall and may be called by the directors, and in the manner herein after specified) and generally to do and execute all and singular acts, matters and things, which to them it shall or may appertain to do; subject nevertheless to the rules, regulations, restrictions, limitations, and provisions, herein after prescribed and declared.
[Page 5] IV. And be it further enacted, That for the well ordering of the affairs of the said corporation, there shall be twenty-five directors: of whom there shall be an election on the first Monday of January, in each year, by the stockholders or proprietors of the capital stock of the said corporation, and by plurality of the votes actually given; and those, who shall be duly chosen at any election, shall be capable of serving as directors, by virtue of such choice, until the end or expiration of the Monday of January next ensuing the time of such election, and no longer. And the said directors, at their first meeting after each election, shall choose one of their number as president.
V. Provided always, and be it further enacted, That as soon as the sum of four hundred thousand dollars, in gold and silver, shall have been actually received on account of the subscriptions to the said stock, notice thereof shall be given by the persons under whose superintendance the same shall have been made, in at least two public gazettes printed in the city of Philadelphia; and the said persons shall, at the same time in like manner, notify a time and place within the said city, at the distance of ninety days from the time of such notification, for proceeding to the election of directors; and it shall be lawful for such election to be then and there made; and the persons who shall then and there be chosen, shall be the first directors, and shall be capable of serving, by virtue of such choice, until the end or expiration of the Monday in January next ensuing the time of making the same, and shall forthwith thereafter commence the operations of the said bank, at the said city of Philadelphia. And provided further, That in case it should at any time happen, that an election of directors should not be made upon any day when pursuant to this act it ought to have been made, the said corporation shall not for that cause, be deemed to be dissolved; but it shall be lawful on any other day, to hold and make an election of directors, in such manner as shall have been regulated by the laws and ordinances of the said corporation. And provided [Page 6] lastly, That in case of the death, resignation, absence from the United States, or removal of a director by the stockholders, his place may be filled up by a new choice, for the remainder of the year.
VI. And be it further enacted, That the directors for the time being, shall have power to appoint such officers, clerks, and servants under them, as shall be necessary for executing the business of the said corporation, and to allow them such compensation, for their services respectively, as shall be reasonable; and shall be capable of exercising such other powers and authorities, for the well governing and ordering of the affairs of the said corporation, as shall be described, fixed, and determined by the laws, regulations, and ordinances of the same.
VII. 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.
1. The number of votes to which each stockholder shall be entitled, shall be according to the number of shares he shall hold, in the proportions following: That is to say, 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 vote in elections by proxy.
2. Not more than three-fourths of the directors in office, exclusive of the President, shall be eligible for the next succeeding year: But the director, who shall be [Page 7] President at the time of an election, may always be re-elected.
3. None but a stockholder, being a citizen of the United States, shall be eligible as a director.
4. 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 extraordinary attendance at the bank, as shall appear to them reasonable.
5. 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.
6. Any number of stockholders, not less than sixty, who together shall be proprietors of two hundred shares or upwards, shall have power at any time to call a general 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.
7. Every cashier or treasurer, before he enters upon the duties of his office, shall be required to 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.
8. The lands, tenements, and hereditaments, which it 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.
[Page 8] 9. The total amount of the debts which the said corporation 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 previously authorized by a law of the United States. In case of excess, the directors, under whose administration it 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 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 corporation, or the lands, tenements, goods or chattels of the same, from being also liable for and chargeable with the 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.
10. The said corporation may sell any part of the public debt whereof its stock shall be composed, but shall not be at liberty to purchase any public debt whatsoever; nor 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 produce of its lands. Neither shall the said corporation take more than at the rate of six per centum per annum, for or upon its loans or discounts.
[Page 9] 11. No loan shall be made by the said corporation, for the use or on account of the government of the United 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.
12. The stock of the said corporation shall be assignable and transferable, according to such rules as shall be instituted in that behalf, by the laws and ordinances of the same.
13. The bills obligatory and of credit, under the seal of the said corporation, which shall be made to any person or persons, shall be assignable by indorsement thereupon, under the hand or hands of such person or persons, and of his, her, or their assignee or assignees, and so as absolutely to transfer and vest the property thereof in each and every assignee or assignees successively, and to enable such assignee or assignees to bring and maintain an action thereupon in his, her, or their own name or names. And bills or notes, which may be issued by order of the said corporation, signed by the president, and countersigned by the principal cashier or treasurer, promising the payment of money to any person or persons, his, her or their order, or to bearer, though not under the seal of the said corporation, shall be binding and obligatory upon the same in the like manner, and with the like force and effect, as upon any private person or persons, if issued by him or them, in his, her, or their private or natural capacity or capacities; and shall be assignable and negociable, in like manner as if they were so issued by such private person or persons,—That is to say, those which shall be payable to any person or persons, his, her or their order, shall be assignable by indorsement, in like manner and with the like effect as foreign bills of exchange now are: and those which are payable to bearer, shall be negociable and assignable by delivery only.
14. Half yearly dividends shall be made of so much of the profits of the bank, as shall appear to the directors [Page 10] adviseable; and once in every three years, the directors shall lay before the stockholders, at a general meeting, for their information, an exact and particular statement of the debts which shall have remained unpaid after the expiration of the original credit, for a period of treble the term of that credit; and of the surplus of profit, if any, after deducting losses and dividends. If there shall be a failure in the payment of any part of any sum subscribed by any person, co-partnership, or body politic, the party failing shall lose the benefit of any dividend which may have accrued prior to the time for making such payment, and during the delay of the same.
15. It shall be lawful for the directors aforesaid, to establish offices wheresoever they shall think fit, within the United States, for the purposes of discount and deposit only, and upon the same terms and in the same manner as shall be practised at the bank; and to commit the management of the said offices, and the making of the said discounts, to such persons, and under such agreements, and subject to such regulations as they shall deem proper; not being contrary to law, or to the constitution of the bank.
16. The officer at the head of the treasury department of the United States, shall be furnished, from time to time, as often as he may require, not exceeding once a week, with statements of the amount of the capital stock of the said corporation; and of the debts due to the same; of the monies deposited therein; of the notes in circulation, and of the cash in hand; and shall have a right to inspect such general accounts in the books of the bank as shall relate to the said statements: Provided, that this shall not be construed to imply a right of inspecting the account of any private individual or individuals with the bank.
VIII. And be it further enacted, That if the said corporation or any person or persons, for or to the use of the same, shall deal or trade in buying or selling any goods, wares, merchandize, or commodities whatsoever, contrary to the provisions of this act, all and every person [Page 11] and persons, by whom any order or direction for so dealing or trading shall have been given, and all and every person and persons who shall have been concerned as parties or agents therein, shall forfeit and lose treble the value of the goods, wares, merchandizes and commodities, in which such dealing and trade shall have been; one half thereof to the use of the informer, and the other half thereof to the use of the United States, to be recovered with costs of suit.
IX. And be it further enacted, That if the said corporation shall advance or lend any sum for the use or on account of the government of the United 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 thereto by a law of the United States) all and every person and persons, by and with whose order, agreement, consent, approbation or connivance, such unlawful advance or loan, shall forfeit and pay, for every such offence, treble the value or amount of the sum or sums which shall have been so unlawfully advanced or lent; one fifth thereof to the use of the informer, and the residue thereof to the use of the United States, to be disposed of by law and not otherwise.
X. And be it further enacted, That the bills or notes of the said corporation, originally made payable, or which shall have become payable on demand, in gold and silver coin, shall be receivable in all payments to the United States.
XI. And be it further enacted, That it shall be lawful for the President of the United States, at any time or times within eighteen months after the first day of April next, to cause a subscription to be made to the stock of the said corporation, as part of the aforesaid capital stock of ten millions of dollars, on behalf of the United States, to an amount not exceeding two millions of dollars; to be paid out of the monies which shall be borrowed by virtue of either of the acts, the one entitled, "An act making provision for the debt of the United States;" and [Page 12] the other entitled, "An act making provision for the reduction of the public debt;" borrowing of the bank an equal sum, to be applied to the purposes for which the said monies shall have been procured; reimburseable in ten years, by equal annual instalments; or at any time sooner, or in any greater proportions, that the government may think fit.
XII. And be it further enacted, That no other bank shall be established by any future law of the United States during the continuance of the corporation hereby created; for which the faith of the United States is hereby pledged.
- FREDERICK AUGUSTUS MUHLENBERG, Speaker of the House of Representatives.
- JOHN ADAMS, Vice President of the United States, and President of the Senate.
- Approved, February twenty-fifth, 1791. GEORGE WASHINGTON, President of the United States. (True Copy.)
- THOMAS JEFFERSON, Secretary of State.
An Act supplementary to the Act, entitled, "An Act to incorporate the subscribers to the Bank of the United states."
I. BE it enacted by the Senate and House of Representatives of the United States of America, in Congress assembled, That the subscriptions to the stock of the Bank of the United States, as provided by the act, entitled, "An act to incorporate the subscribers to the Bank of the United States," shall not be opened until the first Monday in July next.
[Page 13] II. And be it further enacted, That so much of the first payment as by the said act is directed to be in the six per cent. certificates of the United States, may be deferred until the first Monday in January next.
III. And be it further enacted, That no person, corporation, or body politic, except in behalf of the United States, shall, for the space of three months after the said first Monday in July next, subscribe in any one day, for more than thirty shares.
IV. And be it further enacted, That every subscriber shall, at the time of subscribing, pay into the hands of the persons who shall be appointed to receive the same, the specie proportion required by the said act to be then paid. And if any such subscriber shall fail to make any of the future payments, he shall forfeit the sum so by him first paid, for the use of the corporation.
V. And be it further enacted, That such part of the public debt, including the assumed debt, as is funded at an interest of three per cent. may be paid to the bank, in like manner with the debt funded at six per cent. computing the value of the former at one half the value of the latter, and reserving to the subscribers who shall have paid three per cent. stock, the privilege of redeeming the same with six per cent. stock, at the above rate of computation, at any time before the first day of January, one thousand seven hundred and ninety-three; unless the three per cent. stock shall have been previously disposed of by the directors.
- FREDERICK AUGUSTUS MUHLENBERG, Speaker of the House of Representatives.
- JOHN ADAMS, Vice President of the United States, and President of the Senate.
- Approved, March second, 1791. GEORGE WASHINGTON, President of the United States.
- Deposited among the Rolls in the Office of the Secretary of State. THOMAS JEFFERSON, Secretary of State.
AT a general meeting of the stockholders of the Bank of the United States, Page 39 held at the city-hall in Philadelphia, on Monday evening October 31st, 1791, the stockholders agreed to the following ORDINANCE.
"Sec. 1st. The charter of incorporation granted to the Bank of the United States, amongst other rights, privileges and abilities therein conveyed, having empowered the stockholders, at general meetings, legally convened, to make, ordain, establish and put in execution, such byelaws, ordinances and regulations, as shall seem necessary and convenient for the government of the said corporation,— Be it ordained by the President, Directors and Company, of the Bank of the United States,
"Sec. 2d. That the bank shall be opened for the transaction of business every day in the year, (Sundays, Christmas-day, and the fourth of July excepted) during such hours as the board of directors shall deem adviseable.
"Sec. 3d. That the books and accounts of the bank shall be kept in dollars and cents, and shall be regularly balanced on the first Mondays in January and July, in each year, when the half yearly dividends shall be declared and published in at least four of the public news papers."
Sec. 4th. That the bank shall take charge of the cash of all those who chuse to place it there (free of expence) and shall keep it subject to their order, payable at sight, and shall receive deposits of ingots of gold, bars of silver, wrought plate, or other valuable articles of small bulk, in the same manner, and return them on demand of the depositor.
"Sec. 5th. That the bank shall receive and pay all specie coins, according to the rates and value that have been or shall hereafter be established by Congress.
[Page 15] "Sec. 6th. That until offices of discount and deposit shall be established, there shall be at least two discount days in every week, when meetings of the board of directors shall be assembled:—discounts shall be made at a rate not exceeding six per cent. per annum, on notes or bills of exchange that have not more than sixty days to run, and with at least two responsible names, and under such modifications as the board of directors in their discretion shall deem satisfactory and expedient.
"Sec. 7th. That the president shall have power to convene the directors, on special occasions, and with the approbation of the board of directors, to affix the seal of the corporation to all conveyances or other instruments, and sign the same in behalf of the corporation. The said seal shall always remain in the custody and safe keeping of the president.
"Sec. 8th. That a committee of the board, consisting of at least three members, to be elected monthly, by ballot, shall visit the vaults in which the cash and other effects shall be deposited, at least once in every month, and make an inventory of the same, to be compared with the books, in order to ascertain whether they perfectly agree therewith.
"Sec. 9th. That no notes of the bank shall be struck or signed, or bank paper made, but by the direction of the board.
"Sec. 10th. That in case the board of directors shall at any time make a dividend exceeding the profits of the bank, and thereby diminish the capital stock, the members assenting thereto shall be liable in their several individual capacities for the amount of the surplus so divided.
"Sec. 11th. That the board of directors shall, previous to the first day of December in every year, call a general meeting of the stockholders [Page 16] to be assembled, within three days after each annual election.
"Sec. 12th. That the board of directors are hereby authorized and empowered to fix and establish requisite, Page 42 safe and convenient forms for transfering bank stock—for receiving half yearly dividends—for conveying a right to proxies to represent stockholders at any general meeting, after the second Monday of January next—for the certificates of capital stock of the bank—for the circulating post notes of the bank—and for the oath or affirmation of the officers of the bank, previous to their entering on the execution of their respective duties.
"Sec. 13th. That the board of directors are hereby authorized and empowered to establish a common seal, with suitable devices—to ascertain and mark out the various duties and employments of the officers, clerks and servants of the bank, and to direct them accordingly, as well as to determine the amount of securities they shall respectively give for the faithful discharge of their duties—to assign to the President such additional functions as are not already designated by law—and to re-issue, or renew at their discretion, the notes in circulation."
Sec. 14th. That the directors shall have power to make loans to the government of the United States, or of any state, to such extent and on such terms as they shall deem expedient, not contrary to law: Provided, That a board, consisting of not less than a majority of the whole number of directors, shall be necessary to decide in all such cases.
Sec. 15th. That the board of directors are hereby authorized to lease or hire, for a term not exceeding two years, such suitable buildings as the administration of the affairs of the bank may require.
[Page 17] Sec. 16th. Page 43 That the board of directors are hereby empowered to form and establish all other rules and regulations that they may deem necessary for the interior management of the bank.
RESOLVED, Page 50 That discounts for the present, and until altered by a quarterly or special meeting of the board of directors convened for that purpose, shall be made at the rate of six per cent. per annum, and that all bills and notes offered for discount shall be delivered into the bank on Monday or Wednesday (changed to Thursday) and laid before the directors, together with a state of the funds of the bank, every Tuesday and Thursday (changed to Friday) on which days the discount shall be settled, and shall be made known on the next succeeding day.
2d. That no discount shall be made without the consent of each director, at least seven being present, nor shall any reason be required by the directors of each other, nor ever assigned to the public, for refusing discounts.
3d. That the board of directors may examine the state of any individual's account, who may be applying for discounts, or when other reasons may make it necessary; but no director shall be permitted to inspect the accounts of any person with the bank.
4th. That discounts shall be made for the present, and until altered by a quarterly or special meeting of the board of directors, convened for that purpose, upon personal security only, with at least two responsible names, for a term not exceeding sixty days; and that three days of grace be allowed on all bills or notes payable to the bank, and that the discount be taken for the same.
5th. That there shall be a quarterly meeting of the directors, for the regulation and general superintendance of the affairs of the bank, and not less than thirteen directors shall constitute a [Page 18] board for those purposes, of whom the president shall always be one, except in case of sickness or necessary absence, when his place shall be supplied by any director whom he by writing under his hand shall nominate for that purpose; and the said meeting may adjourn from time to time.—All questions shall be decided by a majority of votes; and the said quarterly meetings shall be held on the first Tuesday of January, the first Tuesday of April, the first Tuesday of July, and the first Tuesday of October.
6th. That bills or notes left with the bank shall be presented for acceptance, and the money collected or demanded, free of expence: Provided nevertheless, That in case of non-payment and protest, the charge of protest shall be paid by the person lodging the bill or note.
7th. That payments made at the bank, shall be examined at the time, and no error suggested afterwards, shall be corrected.
8th. That the cashier give bond with four sureties, to the satisfaction of the directors, in the sum of fifty thousand dollars, with condition for his good behaviour—The first teller give bond with two sureties, to the satisfaction of the directors, in the sum of five thousand dollars:—Second teller to give bond with two sureties, to the satisfaction of the directors, in the sum of four thousand dollars:—Assistant clerk to give bond with two sureties, to the satisfaction of the directors, in the sum of two thousand dollars:—An runner to give bond with two sureties, to the satisfaction of the directors, in the sum of two thousand dollars, with condition for their good behaviour.
9th. That it shall be the duty of the President to take into his safe-keeping and separate custody at the bank, the plates, paper moulds, and bank paper; carefully to superintend the printing at [Page 19] the bank, of all bills or notes ordered by the directors to be printed; and a regular account shall be kept of the bank paper in the custody of the president, and of the quantity from time to time ordered for impression; which account shall be checqued by quarterly examinations of the bank paper in the custody of the president.—And it shall moreover be the duty of the president to superintend the conduct of all persons employed in the bank; to sign all bills and notes at the bank, which may be issued by the corporation.
10th. That it shall be the duty of the cashier to countersign at the bank all bills or notes to be signed by the president, by order of the directors; carefully to observe the conduct of the persons employed under him; daily to examine the settlement of the cash accounts of the bank; to count the money deposited each evening in the vaults; to compare the amount thereof with the balance of the cash account of that day, and in case of disagreement, to report the same at the next meeting of the directors.
11th. That it shall be the duty of every other officer, clerk and servant of the bank, to do and perform all such duties and services as may from time to time be required of them respectively by the president or cashier.
12th. That the president, cashier, and every other officer, clerk and servant of the bank, previous to their entering on the execution of their several duties, respectively take and subscribe the following oath or affirmation, to wit:
I [...] do swear (or affirm) that I will to the best of my knowledge and abilities, perform the duties assigned to, or trust reposed in me, as [...] of the Bank of the United States.
13th. That the form of the power for voting by proxy, Page 56 at any elections, be—
[Page 20] KNOW ALL MEN BY THESE PRESENTS, That [...] of [...] do hereby appoint [...] to be substitute and proxy, for and in [...] name and behalf to vote at any election of a director, or directors of the Bank of the United States, as fully as [...] might or could, or were [...] personally present. In witness whereof, [...] have hereunto set [...] hand and seal, this [...] day of [...] in the year [...] Sealed and delivered in the presence of [...]
14th. That the form of the power for voting by proxy, respecting the enacting, repealing or amending bye-laws, ordinances and regulations, be—
KNOW ALL MEN BY THESE PRESENTS, That [...] of [...] do hereby appoint [...] substitute or proxy, to represent [...] at all meetings of the stockholders of the Bank of the United States, and in [...] name and behalf to vote respecting the enacting, repealing or amending such bye-laws, ordinances or regulations as may be deemed necessary and convenient for the government of said bank. In witness whereof [...] have hereunto set hand and seal this [...] day of [...] in the year [...] Sealed and delivered in the presence of [...]
15th. That the form of the power for selling, assigning and transfering bank stock, be—
KNOW ALL MEN BY THESE PRESENTS, That [...] of [...] do hereby constitute and appoint [...] of [...] true and lawful attorney, for [...] and in [...] name and behalf to sell, assign and transfer unto any person or persons, the whole or any part of [...] share [...] unto belonging in the capital or joint stock of the President, Directors [Page 21] and Company of the Bank of the United States, and for that purpose to make and execute all necessary acts of assignment and transfer, and furthermore one or more persons under [...] to substitute, with like full power. In witness whereof [...] have [...] hereunto set [...] hand and seal, this [...] day of [...] in the year [...] Sealed and delivered in the presence of [...]
16th. That the forms of the powers to receive dividends, be—
KNOW ALL MEN BY THESE PRESENTS, That [...] of [...] do hereby constitute and appoint [...] lawful attorney, for [...] and in [...] name and behalf to receive and give receipts for all dividends now due, or which [...] may grow due on [...] share [...] to [...] belonging, in the capital or joint stock of the President, Directors and Company of the Bank of the United States. In witness whereof [...] have hereunto set [...] hand and seal, this [...] day of [...] in the year [...] Sealed and delivered in the presence of [...]
RESOLVED, Page 59 That that the bank receive transfers of any of the public debt, in trust for such persons as may request the same.
RESOLVED, That in all cases when thereunto required, that the bank accept powers of attorney for receiving interest due, or to grow due upon any of the public debt, and hold the same at the order of the proprietor, free of charge.
RESOLVED, Page 79 That on failure of payment of any note or bill, before the shutting of the bank on the last day of grace, the note or bill shall be forthwith protested.
2d. The money payable from the bank on any note or bill discounted, shall be placed to the credit of the applicant, on the day of discount.
[Page 22] 3d. Discount shall be taken for the day in which it may be agreed to discount any note or acceptance, and also for the last day of grace.
4th. Notes or bills deposited for collection at any time before the commencement of the day of grace, shall, as to notice, demand and protest, be proceeded with as notes or bills discounted, unless the person depositing the same shall direct otherwise, in writing, and payment shall be received, if offered at the bank, on notes and bills deposited at a later period; but the bank shall not in such cases be expected to give notice, make demand, nor cause protest to be made—but the note or bill, or the money received for it, as the case may be, shall remain subject to the order of the depositor, as it is provided in cases of other deposits.
5th. No gold, silver or copper, coined within the United States, other than such as is or shall be authorized by Congress, shall be receivable as money at the bank.
RESOLVED, Page 83 That the discounts in future be made upon Tuesday and Friday, and that the notes offered for discount be presented at the bank on Monday and Thursday.
RESOLVED, Page 88 That to entitle a note or bill to be discounted in future at the Bank of the United States, the maker or acceptor thereof must usually reside in the city of Philadelphia, or the payment of the note or acceptance must by the tenor thereof, be assigned to be at the Bank of the United States, or some house within the city of Philadelphia.
An ORDINANCE to prevent a greater number of persons, Page 91 who are directors, from being returned as new directors at any election, than are allowed by law.
BE it ordained by the President, Directors and Company of the Bank of the United States, That if at the present or any future annual election for directors, there shall be more of the former directors chosen, than the law allows to remain in office, those of the said directors who have the greatest number of votes, shall be considered as duly elected, until the number allowed by law to be re-elected, is complete; and the votes given for the others of the said directors shall be deemed to be lost, and their places shall be supplied by as many stockholders having the next greatest number of votes at such election.
An ORDINANCE respecting the elections of Directors.
Sec. 1st. BE it ordained by the President, Directors and Company of the Bank of the United States, That previous to all future elections for directors for the said bank, the directors for the time being shall, on the Friday preceding the election, appoint three stockholders (not being directors) to be judges of the election, who shall conduct and regulate the same, and the directors shall prescribe the hour of the day, and the place at which the election shall be held.
Sec. 2d. And be it further ordained, That in case an election of directors shall not be begun, or being begun shall not be completed on the first Monday of January in any year, the judges of the said election shall adjourn the same from day to day, not exceeding five days from the said first Monday in January, until the said election shall be made and completed.
[Page 24] Sec. 3d. And be it further ordained, That the said judges shall on the forenoon of the day, after the election shall be completed, at the farthest, transmit to the cashier of the bank, an authenticated certificate of the persons elected; and the cashier shall thereupon forthwith notify such of the said persons, as shall be within convenient distance, to meet at the bank at six o'clock in the evening of the same day, for the purpose of choosing a president.
An ORDINANCE authorizing the Directors to transfer funded stock, Page 94 in certain cases therein mentioned.
WHEREAS it is permitted by law to the stockholders to pay to the bank, funded three per cent. stock, redeemable by payment of six per cent. stock; and sundry stockholders may have paid, or may hereafter pay to the bank, funded three per cent. stock, in manner authorized by law.—And whereas also sundry stockholders or other persons, have transfered, or may hereafter transfer funded stock, to be held by the President, Directors and Company of the Bank, in trust, or with intent to be conveyed to such stockholders or other persons, on demand—
BE it ordained by the President, Directors and Company of the Bank of the United States, That the board of directors shall be, and they are hereby empowered in all the above recited cases, to transfer and re-convey in the name of the President, Directors and Company of the Bank of the United States, the funded stock, to the several parties entitled thereto.
[Page 25] ORDERED, Page 104 That no officer of the bank disclose the amount of discounts made.
RESOLVED, Page 152 That it be the duty of the monthly committee chosen to inspect the vaults, to audit and examine all accounts against the bank, other than those for the salaries of the officers.
RESOLVED, Page 167 That every note or bill which shall have been protested, shall after one o'clock of the next day ensuing the day of payment, be put in suit against the maker, and at least one endorser thereof.
RESOLVED, Page 168 That the resolution of the board of directors of the 8th day of May, directing the books of transfer to be closed fourteen days before the first day of July, and the first day of January, be repealed: And that the said books of transfer be shut for the space of fourteen days immediately preceding the first Monday in July, and the first Monday in January, in each year.
RESOLVED, Page 172 That it will be proper that the directors of the offices of discount and deposit, be elected on the first Tuesday in February, in every year; and that the directors at that time in office, shall not however vacate their seats, until the ensuing first Monday in March, at which time the new directors shall enter into office.
RESOLVED, Page 47 That it will be expedient to establish offices of discount and deposit in the cities of Charleston and New-York, and towns of Baltimore and Boston, and as soon as may be after the first Monday of January next, upon the following plan:
Art. 1. The directors of the Bank of the United States, shall appoint a number of directors, not less than nine for each department, a majority of whom shall constitute a board.
2d. The directors of each department shall choose one of their number for president.
[Page 26] 3d. The directors of the Bank of the United States, shall appoint the cashiers of departments.
4th. The directors of departments shall appoint their respective tellers, clerks and servants; and the securities by them given, shall be approved by the directors of the Bank of the United States.
5th. The directors of departments shall be annually appointed; but not more than three-fourths of whom, exclusive of the president, shall be eligible for the next succeeding year.
6th. The manner of keeping, stating and rendering the accounts of the departments, shall be prescribed by the directors of the Bank of the United States; and the observance of the rules established, shall be enforced by the directors of the Bank of the United States, to whom accounts of departments shall be rendered.
7th. Page 48 All notes issued at the departments shall be signed and countersigned by the president and cashier of the Bank of the United States—shall be made payable at the respective departments from which they are issued—and shall be delivered to the cashier of the department, who shall give duplicate receipts for the same; one of which is to be lodged with the President of the Bank of the United States, and the other with the president of the department.
8th. All notes which shall have become unfit for circulation, shall be cancelled by the president and directors of the department, and immediately thereafter transmitted to the directors of the Bank of the United States, who shall cause the said departments to be credited for the same.
9th. The respective departments shall once in every week make out and transmit to the directors of the Bank of the United States, a distinct abstract of the state of their funds; which abstract shall ascertain the amount of the debts and credits of the department—amount of notes issued [Page 27] by the department, and then in circulation—the amount of cash on hand: And shall likewise distinguish in the account of cash on hand, how much thereof is in specie, and how much in the several kinds of bank notes.
10th. That the continuance of the said departments shall be at the pleasure of the directors of the Bank of the United States; but none of the foregoing regulations shall be rescinded, unless at a meeting of a majority of the whole number of directors, after a notice given for that purpose at a preceding meeting.
RESOLVED, Page 97 That each cashier give bond in the sum of twenty thousand dollars, with three sureties, to be approved by this board, conditioned for good behaviour.
RESOLVED, Page 109 That the administration of the offices of discount and deposit, shall in no instance be committed to less than thirteen directors.
That the following officers, clerks and servants shall be employed in the respective offices of discount and deposit, whose particular duties not otherwise provided for, shall be prescribed by the directors of the said offices, viz.
- A cashier,
- Tellers, not exceeding two, at the discretion of the directors of said offices.
- Book-keepers, not exceeding two, under the like discretion.
- A discount clerk.
- A runner, and two porters.
That the offices of discount and deposit shall be opened for the transaction of business every day in the year (Sundays, Christmas-day, public fasts, thanksgiving days, and the fourth of July, excepted) during such hours as the directors thereof shall deem adviseable.
[Page 28] That the books and accounts of said offices shall be kept in dollars and cents, and shall be balanced on the first Mondays in January and July of each year.
That the said offices shall take charge of the cash of all those who chuse to place it there (free of expence) and shall keep it subject to their order, payable at sight, and shall receive deposits of ingots of gold, bars of silver, wrought plate, or other valuable articles of small bulk, in the same manner, and return them on demand of the depositor.
That the said offices shall receive and pay all specie coins according to the rates and value that have been, or shall be established by Congress.
That there shall be at least one discount day in each week, when the directors shall be assembled.
That discount shall be made at the said offices at six per cent. per annum, on notes and bills of exchange that have not more than sixty days to run, and with at least two responsible names, and under such modifications as the directors thereof shall deem satisfactory and expedient.
That the presidents of the respective offices of discount and deposit, shall have power to convene the directors on special occasions.
That a committee of the directors, consisting of at least three members to be elected monthly by ballot, shall visit the vaults in which the cash and other effects shall be deposited, at least once in every month, and make an inventory of the same, to be compared with the books, in order to ascertain whether they perfectly agree therewith.
That the directors of the said offices shall ascertain the duties and employments of their officers, clerks and servants; shall assign to their presidents their functions, and shall prescribe the oath or affirmation to be taken by their presidents, officers, [Page 29] clerks and servants, previous to their entering on the execution of their respective duties.
That the directors of the said offices be empowered to form and establish all other rules and regulations, which they may deem necessary for the interior management of their respective offices, provided the same be not repugnant to the laws and ordinances of the Bank of the United States, or the resolutions of the directors thereof.
That none of the foregoing regulations shall be rescinded or altered, unless at a meeting of a board, consisting of a majority of all the directors, and after a regular notice given at a previous meeting, of any proposed alteration.