General Corporate Powers

  1. Law
  2. Georgia Code
  3. Banking and Finance
  4. Financial Institutions
  5. Banks and Trust Companies
  6. General Powers of Banks and Trust Companies
  7. General Corporate Powers

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Subject to restrictions contained in this chapter or in its articles, a bank or trust company shall have the power:

  1. To have perpetual duration unless a limited period of duration is stated in its articles. Each bank or trust company existing on April 1, 1975, shall have perpetual duration unless its articles are amended under this chapter to provide for a limited period of duration;
  2. To sue and be sued, complain and defend in its corporate name;
  3. To have a corporate seal, which may be altered at pleasure, and to use the same by causing it or a facsimile thereof to be impressed or affixed or in any manner reproduced;
  4. To adopt, alter, and repeal bylaws pursuant to the procedures of Code Section 7-1-481 containing provisions for the regulation and management of affairs of the institution not inconsistent with law or its articles;
  5. To elect or appoint and remove officers and agents of the institution and to define their duties and fix their compensation;
  6. To make contracts;
  7. To make, irrespective of corporate benefit, loans, investments, contributions, and donations for community development and the promotion of the public welfare or for other religious, charitable, scientific, educational, hospital, civic, or similar purposes and in time of war or other national emergency in aid of the national effort with respect thereto;
  8. At the request or direction of the United States government or any public body thereof, to transact lawful business in time of war or national emergency in aid of the national effort in connection therewith;
  9. To procure, for its benefit, insurance on the life of any of its directors, officers, or employees or any other person whose death might cause financial loss to the bank or trust company; or, pursuant to any contract lawfully obligating the bank or trust company as guarantor or surety, on the life of the principal obligor; and
  10. To reimburse and indemnify litigation, liabilities, and expenses of directors, officers, and employees pursuant to agreements with them or otherwise and to purchase and maintain liability insurance for their benefit unless otherwise limited pursuant to this chapter.

(Ga. L. 1898, p. 78, § 3; Civil Code 1910, § 2817; Ga. L. 1917, p. 56, § 1; Ga. L. 1919, p. 135, art. 17, § 1; Ga. L. 1920, p. 76, § 1; Code 1933, §§ 13-1801, 109-201; Code 1933, § 41A-1201, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1989, p. 946, § 67; Ga. L. 1989, p. 1257, § 3; Ga. L. 1995, p. 673, § 11.)

Editor's notes.

- The amendment to this Code section by Ga. L. 1989, p. 946, § 67, was superseded by the amendment by Ga. L. 1989, p. 1257, § 3, which was enacted later.

JUDICIAL DECISIONS

Operation of a general insurance agency does not qualify as an "incidental power" as it is not convenient or useful in connection with one of the bank's activities established pursuant to the exercise of the bank's express powers. The business of a general insurance agency encompasses selling various types of insurance to the general public. In operating such an agency, a bank would be engaged in an independent, profit-seeking venture unrelated to the bank's express powers. Independent Ins. Agents of Ga., Inc. v. Department of Banking & Fin., 248 Ga. 787, 285 S.E.2d 535 (1982).

Cited in Department of Banking & Fin. v. Independent Ins. Agents of Ga., Inc., 158 Ga. App. 556, 281 S.E.2d 265 (1981).

OPINIONS OF THE ATTORNEY GENERAL

Banking corporations of this state may not make political contributions. 1970 Op. Att'y Gen. No. 70-144.

RESEARCH REFERENCES

Am. Jur. 2d.

- 10 Am. Jur. 2d, Banks and Financial Institutions, § 595 et seq. 19 Am. Jur. 2d, Corporations, §§ 1979 et seq., 2071.

C.J.S.

- 9 C.J.S., Banks and Banking, §§ 222, 223.

ALR.

- Right of setoff by or against bank or trust company as affected by division of its business into departments, 81 A.L.R. 1508.

Power of bank or trust company with respect to assistance of or cooperation with another bank financially embarrassed, 84 A.L.R. 1425.

Trust company's agreement to repay in cash principal of trust fund investment as ultra vires, 96 A.L.R. 453.

Dealings between bank or trust company and itself acting as executor, administrator, or trustee, 112 A.L.R. 780.

Power of savings bank or similar institution to provide checking facilities or negotiable orders of withdrawal (NOW) to customers, 64 A.L.R.3d 1314.


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