An Act to amend the Bank Holding Company Act of 1956
PL 89-485 (H.R.7371), enacted 07/01/1966

236 
PUBLIC LAW 89-485-JULY 1, 1966 
[80 STAT. 
Public Law 89-485 
'-"'"•' 
July 1, 1966 
AN A C T 
[H. R. 7371] 
r^Q amend the Bank Holding Company Act of 1956. 
Be it enacted hy the Senate and House of Bepresentatives 
of the 
co^pan"°Act"of 
United States of America in Congress assembled^ That subsection (a) 
•
1
9 56, amendments, of sectioii 2 of tliG Bank Holding Company Act of 1956 (12 U.S.C. 
"B^nk^hofdin 
1841(a)) is amended to read as follows: 
company."" " 
"(a)'Bank holding company'means any company (1) that directly 
or indirectly owns, controls, or holds with power to vote 25 per centum 
or more of the voting shares of each of two or more banks or of a 
company that is or becomes a bank holding company by virtue of this 
Act, or (2) that controls in any manner the election of a majority of 
the directors of each of two or more banks; and, for the purposes of 
this Act, any successor to any such company shall be deemed to be a 
bank holding company from the date as of which such predecessor 
company became a bank holding company. 
Notwithstanding the 
foregoing, (A) no bank and no company owning or controlling voting 
shares of a bank shall be a bank holding company by virtue of such 
bank's ownership or control of shares in a fiduciary capacity, except 
as provided in paragraphs (2) and (3) of subsection (g) of this 
Post, p. 237. 
section, (B) no company shall be a bank holding company by virtue 
of its ownership or control of shares acquired by it in connection with 
its underwriting of securities if such shares are held only for such 
period of time as will permit the sale thereof on a reasonable basis, 
and (C) no company formed for the sole purpose of participating 
in a proxy solicitation shall be a bank holding company by virtue 
of its control of voting rights of shares acquired in the course of such 
solicitation." 
SEC. 2. Subsection (b) of section 2 of the Bank Holding Company 
Act of 1956 (12 U.S.C. 1841(b)) is amended to read as follows: 
"Company." 
" (j^^ 'Compauy' meaus any corporation, business trust, association, 
or similar organization, or any other trust unless by its terms it must 
terminate within twenty-five years or not later than twenty-one years 
and ten months after the death of individuals living on the effective 
date of the trust, but shall not include (1) any corporation the major-
ity of the shares of which are owned by the United States or by any 
State, or (2) any partnership." 
SEC. 3. Subsection (c) of section 2 of the Bank Holding Company 
Act of 1956 (12 U.S.C. 1811(c)) is amended to read as follows: 
"Bank". 
"^Q^ 'Bank' means any institution that accepts deposits that the 
depositor has a legal right to withdraw on demand, but shall not 
include any organization operating under section 25 or section 25(a) 
.,^c.^!^*i//^' 
of the Federal Reserve Act, or any organization that does not do busi-
41 Stat. 378; 
• i • 
i 
T-T- 
• 
i o 
T \ ' 
• 
i 
i . 
i 
i 
Post, p."241. 
ness within the United States. 'District bank means any bank orga-
12 use 601-631. nized or operating under the Code oi Law for the District of 
'Districtbank. 
/-^ i 
^ • 
si 
Columbia." 
SEC. 4. Subsection (d) of sectioii 2 of the Bank Holding Company 
Act of 1956 (12 U.S.C. 1841(d)) is amended to read as follows: 
"Subsidiary." 
«^^j-j 'Subsidiary', with respect to a specified bank holding company, 
means (1) any company 25 per centum or more of whose voting shares 
(excluding shares owned by the United States or by any company 
wholly owned by the United States) is directly or indirectly owned 
or controlled by such bank holding company, or is held by it with 
power to vote; or (2) any company the election of a majority of whose 
directors is controlled in any manner by such bank holding company." 
^^p^^^- 
SEC. 5. Subsection (g) of section 2 of the Bank Holding Company 
Act of 1956 (12 U.S.C. 1841(g)) is repealed. 
80 STAT. ] 
PUBLIC LAW 89.485-JULY 1, 1966 
237 
SEC. 6. Section 2 of the Bank Holding Company Act of 1956 (12 
U.S.C. 1841), as amended by this Act, is furtlier amended by adding 
^^ ^tat. 133. 
at the end thereof the following new subsections: 
"(g) For the purposes of this Act— 
"(1) shares owned or controlled by any subsidiary of a bank 
holding company shall be deemed to be indirectly owned or con-
trolled by such bank holding company; 
"(2) shares held or controlled directly or indirectly by trustees 
for the benefit of (A) a company, (B) the shareholders or mem-
bers of a company, or (C) the employees (whether exclusively or 
not) of a company, shall be deemed to be controlled by such 
company; and 
"(3) shares transferred after January 1, 1966, by any bank 
holding company (or by any company which, but for such trans-
fer, would be a bank holding company) directly or indirectly to 
any transferee that is indebted to the transferor, or has one or 
more officers, directors, trustees, or beneficiaries in common with 
or subject to control by the transferor, shall be deemed to be indi-
rectly owned or controlled by the transferor unless the Board, after 
opportunity for hearing, determines that the transferor is not in 
fact capable of controlling the transferee. 
"(h) The application of this Act and of section 23A of the Federal 
Reserve Act (12 U.S.C. 371), as amended, shall not be affected by the p^^^^^^^' ^^i' 
fact that a transaction takes place wholly or partly outside the United 243. 
States or that a company is organized or operates outside the United 
^
^ use 371c. 
States: Provided, hoivever, That the prohibitions of section 4 of this 
Act shall not apply to shares of any company organized under the laws 24^°^'' ^^' ^^^' 
of a foreign country that does not do any business within the United 
1
2 use 1843. 
States, if such shares are held or acquired by a bank holding company 
that is principally engaged in the banking business outside the United 
States." 
SEC. 7. (a) The first sentence of subsection (a) of section 3 of the ban^rhai-er0°^ 
Bank Holding Company Act of 1956 (12 U.S.C. 1842(a)) is amended assets. ^^^^ °'^ 
to read as follows: "It shall be unlawful, except with the prior ap-
proval of the Board, (1) for any action to be taken that causes any 
company to become a bank holding companv; (2) for any action to 
be taken that causes a bank to become a subsidiary of a bank holding 
company; (3) for any bank holding company to acquire direct or 
indirect ownership or control of any voting shares of any bank if, 
after such acquisition, such company will directly or indirectly own 
or control more than 5 per centum of the voting shares of such bank; 
(4) for any bank holding company or subsidiary thereof, other than a 
bank, to acquire all or substantially all of the assets of a bank; or (5) 
for any bank holding company to merge or consolidate with any other 
bank holding company." 
(b) The second sentence of subsection (a) of section 3 of the Bank 
Holding Company Act of 1956 (12 U.S.C. 1842(a)) is amended by 
striking the words "except where such shares are held for the benefit 
of the shareholders of such bank" at the end of clause (i) and insert-
ing in lieu thereof the words "except where such shares are held under 
a trust that constitutes a company as defined in section 2(b) and 
^"^^' P- ^^^• 
except as provided in paragraphs (2) and (3) of section 2(g)". 
supra. 
(c) Subsection (c) of section 3 of the Bank Holding Company x\-ct 
of 1956 is amended to read as follows: 
"(c) The Board shall not approve— 
"(1) any acquisition or merger or consolidation under this 
section which would result in a monopoly, or which would be in 
furtherance of any combination or conspiracy to monoplize or 
65-300 0-67—18 
238 
PUBLIC LAW 89-485-JULY 1, 1966 
[80 STAT. 
to attempt to monopolize the business of banking in any part of 
the United States, or 
"(2) any other proposed acquisition or merger or consolida-
tion under this section whose effect in any section of the country 
may be substantially to lessen competition, or to tend to create 
a monopoly, or which in any other manner would be in restraint 
or trade, unless it finds that the anticompetitive effects of the 
groposed transaction are clearly outweighed in the public interest 
y the probable effect of the transaction in meeting the conven-
ience and needs of the community to be served. 
In every case, the Board shall take into consideration the financial 
and managerial resources and future prospects of the company or 
companies and the banks concerned, and the convenience and needs 
of the community to be served." 
(d) Subsection (d) of section 3 of the Bank Holding Company 
70 Stat. 135. 
Act of 1956 (12 U.S.C. 1842(d)) is amended by striking the words 
"in which such bank holding company maintains its principal office 
and place of business or in which it conducts its principal operations" 
and inserting in lieu thereof the words "in which the operations of 
such bank holding company's banking subsidiaries were principally 
conducted on the effective date of this amendment or the date on 
which such company became a bank holding company, whichever is 
later,". 
Such subsection is further amended by adding at the end 
thereof the following new sentence: "For the purposes of this section, 
the State in which the operations of a bank holding company's sub-
sidiaries are principally conducted is that State in which total deposits 
of all such banking subsidiaries are largest." 
Interests in non- 
g^c. 8. (a) Subsectiou (a) of sectlou 4 of the Bank Holding Ccm-
bankxng orgamza- ^^^^^_^ ^^^ ^^ ^^^^ ^^^ VKC. 
1843(a)) Is amended to read as follows: 
"(a) Except as otherwise provided in this Act, no bank holding 
company shall— 
"(1) after the date of enactment of this Act acquire direct or 
indirect ownership or control of any voting shares of any company 
which is not a bank, or 
"(2) after two years from the date as of which it becomes a 
bank holding company, or, in the case of any company that has 
been continuously affiliated since May 15, 1955, with a company 
which was registered under the Investment Company Act of 
15 use 80a-5i 
1940, pHor to May 15, 1955, in such a manner as to constitute an 
affiliated companv within the meaning of that Act, after Decem-
ber 31, 1978, retani direct or indirect ownership or control of any 
voting shares of any company which is not a bank or a bank 
holding company or engage in any business other than that of 
banking or of managing or controlling banks or of furnishing 
services to or performing services for any bank of which it owns 
or controls 25 per centum or more of the voting shares. 
The Board is authorized, upon application by a bank holding com-
pany, to extend the period referred to in paragraph (2) above from 
time to time as to such bank holding company for not more than one 
year at a time, if, in its judgment, such an extension would not be 
detrimental to the public interest, bait no such extensions shall in the 
aggregate exceed three years." 
(b) Subsection (c) of section 4 of the Bank Holding Company Act 
of 1956 (12 U.S.C. 1843 (c)) is amended to read as follows: 
"(c) The prohibitions in this section shall not appl^ to any bank 
holding company which is a labor, agricultural, or horticultural orga-
nization and which is exempt from taxation under section 501 of the 
80 STAT. ] 
PUBLIC LAW 89-485-JULY 1, 1966 
239 
68A Stat. 163. 
26 u s e 501. 
Internal Revenue Code of 1954, and such prohibitions shall not, Avith 
respect to any other bank holding company, apply to— 
"(1) shares of any company engaged or to be engaged solely 
in one or more of the following activities: (A) holding or operat-
ing properties used wholly or substantially by any banking sub-
sidiary of such bank holding company in the operations of such 
banking subsidiary or acquired for such future use; or (B) con-
ducting a safe deposit business; or (C) furnishing services to or 
performing services for such bank holding company or its bank-
ing subsidiaries; or (D) liquidating assets acquired from such 
bank holding company or its banking subsidiaries or acquired 
from any other source prior to May 9, 1956, or the date on which 
such company became a bank holding company, whichever is 
later; 
"(2) shares acquired by a bank in satisfaction of a debt 
previously contracted in good faith, but such bank shall dispose 
of such shares within a period of two years from the date on 
which they were acquired, except that the Board is authorized 
upon application by such bank holding company to extend such 
period of two years from time to time as to such holding company 
for not more than one year at a time if, in its judgment, such an 
extension would not be detrimental to the public interest, but 
no such extensions shall extend beyond a date five years after the 
date on which such shares were acquired; 
"(3) shares acquired by such bank holding company from any 
of its subsidiaries which subsidiary has been requested to dispose 
of such shares by any Federal or State authority having statutory 
power to examine such subsidiary, but such bank holding com-
pany shall dispose of such shares within a period of two years 
from the date on which they were acquired; 
"(4) shares held or acquired by a bank in good faith in a fidu-
ciary capacity, except where such shares are held under a trust 
that constitutes a company as defined in section 2(b) and except 
^"'®' P- ^36 
as provided in paragraphs (2) and (3) of section 2(g); 
^"^^- P- ^37 
"(5) shares which are of the kinds and amounts eligible for 
investment by national banking associations under the provisions 
of section 5136 of the Revised Statutes; 
^2 use 24. 
"(6) shares of any company which do not include more than 
5 per centum of the outstanding voting shares of such company; 
"(7) shares of an investment company which is not a bank 
holding company and which is not engaged in any business other 
than investing in securities, which securities do not include more 
than 5 per centum of the outstanding voting shares of any 
company; 
"(8) shares of any company all the activities of which are or 
are to be of a financial, fiduciary, or insurance nature and which 
the Board after due notice and hearing, and on the basis of the 
record made at such hearing, by order has determined to be so 
closely related to the business of banking or of managing or con-
trolling banks as to be a proper incident thereto and as to make 
it unnecessary for the prohibitions of this section to apply in order 
to carry out the purposes of this Act; 
"(9) shares of any company which is or is to be organized 
under the laws of a foreign country and which is or is to be 
engaged principally in the banking business outside the United 
States; or 
" (10) shares lawfully acquired and owned prior to May 9,1966, 
by a bank which is a bank holding company, or by any of its 
wholly owned subsidiaries." 
240 
PUBLIC LAW 89-485-JULY 1, 1966 
[80 STAT. 
(c) Section 4 of the Bank Holding Company Act of 1956 (12 
70 Stat. 135. 
U.S.C. 1843) is amended by adding at the end thereof the following 
new subsection: 
"(d) With respect to shares which were not subject to the prohibi-
tions of this section as originally enacted by reason of any exemption 
with respect thereto but which were made subject to such prohibitions 
by the subsequent repeal of such exemption, no bank holding company 
shall retain direct or indirect ownership or control of such shares after 
five years from the date of the repeal of such exemption, except as 
Ante, p. 238. 
provided in paragraph (2) of subsection (a). Any bank holding 
company subject to such five-year limitation on the retention of 
nonbanking assets shall endeavor to divest itself of such shares 
promptly and such bank holding company shall report its progress in 
such divestiture to the Board two years after repeal of the exemption 
applicable to it and annually thereafter." 
^^^^1- 
SEC. 9. Section 6 of the Bank Holding Company Act of 1956 (12 
U.S.C. 1845) is hereby repealed. 
iJnl.ll"!' ''"'°^ 
SEC. 10. The first sentence of section 9 of the Bank Holding Com-
pany Act of 1956 (12 U.S.C. 1848) is amended by striking out "sixty" 
and inserting "thirty". 
cetSr*'"'°" 
S^^- 11- Section 11 of the Bank Holding Company Act of 1956 (12 
U.S.C. 1841 (note)) is amended by insertmg " ( a ) " after "SEC. 11."; 
by inserting a comma and "except as specifically provided in this 
section" before the period at the end thereof; and by adding at the 
end thereof the following new subsections: 
"(b) The Board shall immediately notify the Attorney General of 
any approval by it pursuant to this Act of a proposed acquisition, 
merger, or consolidation transaction, and such transaction may not be 
consummated before the thirtieth calendar day after the date of ap-
proval by the Board. Any action brought under the antitrust laws 
arising out of an acquisition, merger, or consolidation transaction shall 
be commenced within such thirty-day period. The commencement of 
such an action shall stay the effectiveness of the Board's approval 
unless the court shall otherwise specifically order. 
In any such action, 
the court shall review de novo the issues presented. 
In any judicial 
proceeding attacking any acquisition, merger, or consolidation trans-
action approved pursuant to this Act on the ground that such transac-
tion alone and of itself constituted a violation of any antitrust laws 
other than section 2 of the Act of July 2,1890 (section 2 of the Sherman 
26 Stat. 209. 
Autitruslt Act, 15 U.S.C. 2), the standards applied by the court shall be 
identical with those that the Board is directed to apply under section 3 
Ante, pp. 237, 
of this Act. Upou the consummation of an acquisition, merger, or 
consolidation transaction in compliance with this Act and after the 
termination of any antitrust litigation commenced within the period 
prescribed in this section, or upon the termination of such period if 
no such litigation is commenced therein, the transaction may not there-
after be attacked in any judicial proceeding on the ground that it 
alone and of itself constituted a violation of any antitrust laws other 
than section 2 of the Act of July 2, 1890 (section 2 of the Sherman 
Antitrust Act, 15 U.S.C. 2), but nothing in this Act shall exempt any 
bank holding company involved in such a transaction from complying 
with the antitrust laws after the consummation of such transaction. 
"(c) In any action brought under the antitrust laws arising out of 
any acquisition, merger, or consolidation transaction approved by 
the Board pursuant to this Act, the Board and any State banking 
supervisory agency having jurisdiction within the State involved, 
may appear as a party of its own motion and as of right, and be repre-
sented by its counsel. 
"(d) Any acquisition, merger, or consolidation of the kind described 
in section 3(a) of this Act which was consummated at any time prior 
or subsequent to May 9,1956, and as to which no litigation was initiated 
238. 
80 STAT. ] 
PUBLIC LAW 89-485-JULY 1, 1966 
241 
by the Attorney General prior to the date of enactment of this amend-
ment, shall be conclusively presumed not to have been in violation 
of any antitrust laws other than section 2 of the Act of July 2, 1890 
(section 2 of the Sherman Antitrust Act, 15 U.S.C. 2). 
^e stat. 209, 
"(e) Any court having pending before it on or after the date of 
enactment of this amendment any litigation initiated under the anti-
trust laws by the Attorney General with respect to any acquisition, 
merger, or consolidation of the kind described in section 3(a) of this 
Act shall apply the substantive rule of law set forth in section 3 of 
t h i s A c t . 
. 
^ 
. 
^^^n.e, pp. 237, 
"(f) For the purposes of this section, the term 'antitrust laws' means 
"Antitrust 
the Act of July 2, 1890 (the Sherman Antitrust Act, 15 U.S.C. 1-7), i^^|" 
the Act of October 15, 1914 (the Clayton Act, 15 U.S.C. 12-27), and 
ss stat! 730! 
any other Acts in pari materia." 
SEC. 12. (a) Section 23A of the Federal Keserve Act, as amended ^^^3°^"^ *° ^"'"" 
(12 U.S.C. 371c), is amended by adding at the end thereof the fol- 
48 stat. i83: 
lowing new paragraphs: 
Posr, p. 243. 
"For the purposes of this section, (1) the term 'extension of credit' crl'cwr'^^'"" '^ 
and 'extensions of credit' shall be deemed to include (A) any purchase 
of securities, other assets or obligations under repurchase agreement, 
and (B) the discount of promissory notes, bills of exchange, condi-
tional sales contracts, or similar paper, whether with or without 
recourse, except that the acquisition of such paper by a member bank 
from another bank, without recourse, shall not be deemed to be a 
'discount' by such member bank for such other bank; and (2) non-
interest-bearing deposits to the credit of a bank shall not be deemed 
to be a loan or advance or extension of credit to the bank of deposit, 
nor shall the giving of immediate credit to a bank upon uncollected 
items received in the ordinary course of business be deemed to be a 
loan or advance or extension of credit to the depositing bank. 
"For the purposes of this section, the term 'affiliate' shall include, 
"Amnate." 
with respect to any member bank, any bank holding company of which 
such member bank is a subsidiary within the meaning of the Bank 
Holding Company Act of 1956, as amended, and any other subsidiary 
of such company. 
"The provisions of this section shall not apply to (1) stock, bonds, 
Exemptions. 
debentures, or other obligations of any company of the kinds described 
in section 4(c)(1) of the Bank Holding Company Act of 1956, as 
^"'^' P- 239. 
amended; (2) stock, bonds^ debentures, or other obligations accepted 
as security for debts previously contracted, provided that such col-
lateral shall not be held for a period of over two years; (3) shares 
which are of the kinds and amounts eligible for investment by national 
banks under the provisions of section 5136 of the Revised Statutes; 
^^ ^^^ ^'*" 
(4) any extension of credit by a member bank to a bank holding 
company of which such bank is a subsidiary or to another subsidiary 
of such bank holding company, if made within one year after the eifec-
tive date of this amendment to section 23A and pursuant to a contract 
lawfully entered into prior to January 1,1966; or (5) any transaction 
by a member bank with another bank the deposits of which are insured 
by the Federal Deposit Insurance Corporation, if more than 50 per 
centum of the voting stock of such other bank is owned by the member 
bank or held by trustees for the benefit of the shareholders of the 
member bank." 
(b) Section 25 of the Federal Reserve Act, as amended (12 U.S.C. brL°chirof na-
601), is amended by striking out "either or both of" immediately tionai banks? 
preceding "the following powers" in the introductory paragraph and 
^9 stat. 755. 
oy inserting after the paragraph designated "Second." the following 
new paragraph: 
"Third. To acquire and hold, directly or indirectly, stock or other 
evidences of ownership in one or more banks organized under the l
a
A
V 
242 
PUBLIC LAW 89-485-JULY 1, 1966 
[80 STAT. 
of a foreign country or a dependency or insular possession of the 
United States and not engaged, directly or indirectly, in any activity 
in the United States except as, in the judgment of the Board of Gov-
ernors of the Federal Reserve System, shall be incidental to the inter-
national or foreign business of such foreign bank; and, notAvithstand-
Post,^' ^2Az^' 
i^S t^® provisions of section 23A of this Act, to make loans or exten-
sions of credit to or for the account of such bank in the manner and 
within the limits prescribed by the Board by general or specific regu-
lation or ruling." 
re^^iatfolis^"''^' 
(*^) Section 18 of the Federal Deposit Insurance Act, as amended 
64 Stat. 891. 
(12 U.S.C. 1828), is further amended by adding at the end thereof the 
following new subsection: 
"(j) The provisions of section 23A of the Federal Reserve Act, as 
amended, relating to loans and other dealings between member banks 
and their affiliates, shall be applicable to every nonmember insured 
bank in the same manner and to the same extent as if such nonmember 
insured bank were a member bank; and for this purpose any company 
which would be an affiliate of a nonmember insured bank, within the 
1
2 use 22"a 
Hieauing of section 2 of the Banking Act of 1933, as amended, and for 
the purposes of section 23A of the Federal Reserve Act, if such bank 
were a member bank shall be deemed to be an affiliate of such non-
member insured bank." 
SEC. 13. (a) Subsection (b) of section 2 of the Banking Act of 
1933, as amended (12 U.S.Cl 221a), is further amended by inserting 
before the period at the end thereof the following: "; or 
"(4) Which owns or controls, directly or indirectly, either a 
majority of the shares of capital stock of a member bank or more than 
50 per centum of the number of shares voted for the election of 
directors of a member bank at the preceding election, or controls in any 
manner the election of a majority of the directors of a member bank, 
or for the benefit of whose shareholders or members all or substantially 
all the capital stock of a member bank is held by trustees". 
^^^^^^- 
(b) Subsection (c) of section 2 of the Banking Act of 1933, as 
amended (12 U.S.C. 221a), is repealed. 
Shareholders' 
/^.x Sectiou 5144 of tile Revised Statutes, as amended (12 U.S.C. 61), 
voting rights. 
• 
i 
i , 
i 
js n 
IS amended to read as follows: 
"SEC. 5144. In all elections of directors, each shareholder shall have 
the right to vote the number of shares owned by him for as many per-
sons as there are directors to be elected, or to cumulate such shares and 
give one candidate as many votes as the number of directors multi-
plied by the number of his shares shall equal, or to distribute them 
on the same principle among as many candidates as he shall think fit; 
and in decidmg all other questions at meetings of shareliolders, each 
sliareholder shall be entitled to one Aote on each share of stock held 
by him; except that (1) this shall not be construed as limiting the 
voting rights of holders of preferred stock under the terms and pro-
visions of articles of association, or amendments thereto, adopted 
pursuant to the provisions of section 302(a) of the Emergency Bank-
12 use s
^
^
b 
"^^ ^^^ Bank Conservation Act, approved March 9,1933, as amended; 
(2) in the election of directors, shares of its own stock held by a 
national bank as sole trustee, whether registered in its own name as 
such trustee or in the name of its nominee, shall not be voted by the 
registered owner unless under the terms of the trust the manner in 
which such shares shall be voted may be determined by a donor or 
beneficiary of the trust and unless such donor or beneficiary actually 
directs how such shares shall be voted; and (3) shares of its own 
stock held by a national bank and one or more persons as trustees 
may be voted by such other person or persons, as trustees, in the same 
manner as if he or they were tlie sole trustee. Shareholders may vote 
80 STAT. ] 
PUBLIC LAW 89-485-JULY 1, 1966 
243 
by proxies duly authorized in writing; but no officer, clerk, teller, 
or bookkeeper of such bank shall act as proxy; and no shareholder 
whose liability is past due and unpaid shall be allowed to vote. When-
ever shares of stock cannot be voted by reason of being held by the 
bank as sole trustee such shares shall be excluded in determining 
whether matters voted upon by the shareholders were adopted by the 
requisite percentage of shares." 
(d) Paragraph (c) of section 5211 of the Kevised Statutes (12 
U.S.C. 161) is amended by striking out the second sentence thereof. 
(e) The last sentence of the sixteenth paragraph of section 4 of the 
Federal Reserve Act, as amended (12 U.S.C. 304), is amended by 48'*stat*^i6r*' 
striking out all of the language therein which follow^s the colon and 
by inserting in lieu thereof the following: ^''Pro'vided^ That whenever 
any member banks within the same Federal Reserve district are sub-
sidiaries of the same bank holding company within the meaning of the 
Bank Holding Company Act of 1956, participation in any such nomi-
nation or election by such member banks, including such bank holding 
company if it is also a member bank, shall be confined to one of such 
banks, which may be designated for the purpose by such holding 
company." 
(f) The nineteenth paragraph of section 9 of the Federal Reserve 
Act (12 U.S.C. 334) is amended by striking out the last sentence of 
'^^ ^*^*- '^^^• 
such paragraph. 
(g) The twenty-second paragraph of section 9 of the Federal 
Repeal. 
Reserve Act (12 U.S.C. 337) is repealed. 
(h) The third paragraph of section 23A of the Federal Reserve Act 
(12 U.S.C. 37lc) is amended by striking out that part of the first sen- 
'•^ ^
t
^
*
^
- '^^^• 
tence that reads "For the purpose of this section, the term 'affiliate' 
shall include holding company affiliates as well as other affiliates, and"; 
and by changing the word "the" following such language to read 
"The". 
(i) Paragraph (4) of section 3(c) of the Investment Company Act 
^^P^^I-
of 1940 (15 U.S.C. 80a-3) is repealed. 
^4 stat. 798. 
(j) Paragraph (11) of section 202(a) of the Investment Advisers 
Act of 1940 (15 U.S.C. 801>-2) is amended by striking out the words 
"or any holding company affiliate, as defined in the Banking Act of 
1933" and substituting therefor the words "or any bank holding 
company as defined in the Bank Holding Company Act of 1956". 
Approved July 1, 1966.