Title 12 — Banks and Banking
Part D · Chapter 23 — Farm Credit System
§ 2279f. Merger of similar banks
Statutory text
In general
Banks organized or operating under this chapter may merge with banks in other districts operating under the same subchapter if the plan of merger is approved by—
the Farm Credit Administration Board;
the respective Boards of Directors of the banks involved;
a majority vote of the stockholders of each bank voting, in person or by proxy, at a duly authorized stockholders’ meeting, with each association having a number of votes equal to the number of such association’s voting stockholders; and
in the case of a bank for cooperatives, a majority of the total equity interests in such merging bank for cooperatives (including allocated, but not unallocated, surplus and reserves) held by those stockholders or subscribers to the guaranty fund of the bank voting.
Powers and capitalization
Sections 2279a–2 and 2279a–3 of this title shall apply to banks merged under this section.
Board of directors
In general
After a merger under subsection (a), a board of directors shall be created for the resulting bank.
Composition
The board shall be composed of—
two directors elected by each of the bank boards, with at least one such director from each bank being elected by the eligible stockholders of, or subscribers to, the guaranty fund of the merging banks; and
one outside director elected by the directors elected under subparagraph (A).
Outside director
Qualifications
The outside director elected under paragraph (2)(B) shall be experienced in financial services and credit, and within the 2-year period prior to such election, shall not have been a borrower from, shareholder in, or director, officer, employee, or agent of any institution of the Farm Credit System.
Failure to elect
If the other members of the board fail to elect an outside director, the Farm Credit Administration Board shall appoint a qualified person to serve on the board of directors until such member is so elected.
Bylaws
Notwithstanding paragraph (2), the bylaws of the merged bank may, with the approval of the Farm Credit Administration, provide for a different number of directors to be selected in a different manner, except that the bylaws shall provide for at least one outside director.
Legislative history
Reconstructed from this section’s Code source credit and amendment notes, resolved against the local Statutes at Large. Editorial notes are evidence, not the law that made the change.
Farm Credit Act of 1971
Pub. L. 92–181 title VII § 7 · 85 Stat. 583
Enacted · 12 U.S.C. § 2279f
Pub. L. 92–181, title VII, § 7.12, as added Pub. L. 100–233, title IV, § 416, Jan. 6, 1988, 101 Stat. 1652
Source evidence
Code source credit
Pub. L. 92–181, title VII, § 7.12, as added Pub. L. 100–233, title IV, § 416, Jan. 6, 1988, 101 Stat. 1652Enacted provision · exact public law section
(7) Operate under the direction of its board of directors.Agricultural Credit Technical Corrections Act of 1988
Pub. L. 100–399 § 408(q) · 102 Stat. 989
Substituted · 12 U.S.C. § 2279f(b)
Pub. L. 100–399, § 408(q), substituted “Powers and capitalization” for “Procedures” in heading and, in amending text generally
Substituted · 12 U.S.C. § 2279f(b)
Pub. L. 100–399, § 408(q), substituted “Sections 2279a–2 and 2279a–3 of this title” for “The provisions of sections 2279a–2 through 2279a–4 of this title”
Source evidence
Code amendment note
Subsec. (b). Pub. L. 100–399, § 408(q), substituted “Powers and capitalization” for “Procedures” in heading and, in amending text generally, substituted “Sections 2279a–2 and 2279a–3 of this title” for “The provisions of sections 2279a–2 through 2279a–4 of this title”.Enacted provision · exact public law section
(q) Section 7.12(b) is amended to read as follows: “(b) Powers and Capitalization.— Sections 7.2 and 7.3 shall apply to banks merged under this section.”.Effective date note
Amendment by Pub. L. 100–399 effective as if enacted immediately after enactment of Pub. L. 100–233, which was approved Jan. 6, 1988, see section 1001(a) of Pub. L. 100–399, set out as a note under section 2002 of this title.Agricultural Credit Technical Corrections Act of 1988
Pub. L. 100–399 § 408(r) · 102 Stat. 989
Substituted · 12 U.S.C. § 2279f(c)(2)(B)
Pub. L. 100–399, § 408(r), substituted “directors” for “members”
Source evidence
Code amendment note
Subsec. (c)(2)(B). Pub. L. 100–399, § 408(r), substituted “directors” for “members”.Enacted provision · exact public law section
(r) Section 7.12(c)(2)(B) is amended by striking out “members” and 12 USC 2279f. inserting in lieu thereof “directors”.Effective date note
Amendment by Pub. L. 100–399 effective as if enacted immediately after enactment of Pub. L. 100–233, which was approved Jan. 6, 1988, see section 1001(a) of Pub. L. 100–399, set out as a note under section 2002 of this title.
4 of 4 references resolved to an enrolled provision
Editorial Notes
Amendments
1988—Subsec. (b). Pub. L. 100–399, § 408(q), substituted “Powers and capitalization” for “Procedures” in heading and, in amending text generally, substituted “Sections 2279a–2 and 2279a–3 of this title” for “The provisions of sections 2279a–2 through 2279a–4 of this title”.
Subsec. (c)(2)(B). Pub. L. 100–399, § 408(r), substituted “directors” for “members”.
Statutory Notes and Related Subsidiaries
Effective Date of 1988 Amendment
Amendment by Pub. L. 100–399 effective as if enacted immediately after enactment of Pub. L. 100–233, which was approved , see section 1001(a) of Pub. L. 100–399, set out as a note under section 2002 of this title.
Credits
1988 · 2 acts
- 1988Pub. L. 92–181, title VII, § 7.12, as added Pub. L. 100–233, title IV, § 416, , 101 Stat. 1652
- 1988amended Pub. L. 100–399, title IV, § 408(q), (r), , 102 Stat. 1002, 1003.
Show as published
(Pub. L. 92–181, title VII, § 7.12, as added Pub. L. 100–233, title IV, § 416, , 101 Stat. 1652; amended Pub. L. 100–399, title IV, § 408(q), (r), , 102 Stat. 1002, 1003.)