reglab/housing_qa huggingface dataset:
GA Code § 7-1-462 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 11 - Dividends, Distributions, and Preferred Share Acquisition|§ 7-1-462. Dividends and Distributions Must Be Authorized by Chapter

 The directors of a bank or trust company shall not declare dividends or authorize or ratify the distribution of any part of its assets to shareholders by purchase of its shares or otherwise, except as authorized by this chapter.   (Code 1933, § 41A-2103, enacted by Ga. L. 1974, p. 705, § 1.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 248, 293.
GA Code § 7-1-463 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 11 - Dividends, Distributions, and Preferred Share Acquisition|§ 7-1-463. Preferred Share Acquisition

  Unless otherwise provided in its articles, a bank or trust company, by resolution of its board of directors and with the prior approval of the department, may redeem or otherwise acquire preferred shares. In determining whether or not to give its approval under this subsection, the department shall give primary consideration to the question of whether or not, after the cancellation of the preferred shares, the capital accounts of the bank or trust company would be adequate to support its anticipated deposit or trust business.   Preferred shares which are redeemed or otherwise acquired shall be canceled and shall not be reissued without prior approval of the department.    (Code 1933, § 41A-2104, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 2019, p. 828, § 15/HB 185.)    The 2019 amendment,  effective July 1, 2019, deleted ", if immediately after the redemption or other acquisition the bank or trust company would have the paid-in capital and appropriated retained earnings required by Code Section 7-1-411" following "shares" at the end of the first sentence of subsection (a).   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 248, 293.   C.J.S.   - 9 C.J.S., Banks and Banking, § 243.
GA Code § 7-1-480 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-480. Board of Directors

  Administration of the business and affairs of a bank or trust company shall be the responsibility of a board of directors.   Seventy-five percent of the directors shall be citizens of the United States and at least a majority shall:   Reside in Georgia; or   Reside within 40 miles of any banking location authorized to offer a complete banking or trust service.     The residency requirements of paragraphs (1) and (2) of subsection (b) of this Code section shall not apply to banks having branches in states other than Georgia, provided that the residency of directors is consistent with the bank's articles of incorporation and bylaws.   The department may waive or modify the requirements of subsection (b) of this Code section relating to the residency requirements in the State of Georgia.   Notwithstanding other provisions of this Code section, directors who were legally qualified to serve on April 1, 1975, may continue to serve for such time as they are continuously members of the board of directors of their bank or trust company.    (Ga. L. 1898, p. 78, § 4; Civil Code 1910, § 2818; Ga. L. 1917, p. 62, § 1; Ga. L. 1919, p. 135, art. 19, §§ 1, 2; Ga. L. 1927, p. 195, § 8; Code 1933, §§ 13-2001, 13-2002, 109-103; Ga. L. 1943, p. 249, § 3; Ga. L. 1947, p. 476, § 1; Ga. L. 1947, p. 480, § 1; Ga. L. 1949, p. 378, § 1; Ga. L. 1959, p. 323, § 1; Ga. L. 1961, p. 196, § 1; Ga. L. 1966, p. 590, § 6; Ga. L. 1973, p. 811, § 1; Code 1933, § 41A-2201, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1986, p. 458, § 6; Ga. L. 1987, p. 1586, § 7; Ga. L. 1997, p. 485, § 15; Ga. L. 2000, p. 174, § 9; Ga. L. 2001, p. 970, § 4; Ga. L. 2020, p. 320, § 3/HB 781.)    The 2020 amendment,  effective January 1, 2021, inserted "that" in subsection (c) and substituted "relating to the residency requirements in the State of Georgia" for "with respect to special purpose banks organized pursuant to subsection (c) of Code Section 7-1-394" in subsection (d).   Code Commission notes.   - Pursuant to Code Section 28-9-5, in 2000, "bank's" was substituted for "banks" in subsection (c).   Law reviews.   - For article discussing limitations on the establishment and transaction of international banking in Georgia, see 27 Mercer L. Rev. 629 (1976). For article, "Business Associations," see 53 Mercer L. Rev. 109 (2001).   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 329 et seq., 476.   C.J.S.   - 9 C.J.S., Banks and Banking, §§ 99, 104 et seq., 111.
GA Code § 7-1-481 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-481. Adopting, Amending, and Repealing Bylaws

 The board of directors shall have the power to adopt, amend, or repeal bylaws as specified in paragraph (4) of Code Section 7-1-260 unless such power is reserved exclusively to the shareholders by the articles or in bylaws previously adopted by the shareholders; but any bylaws adopted by the board of directors may be altered, amended, or repealed and new bylaws adopted by the shareholders. The shareholders may prescribe that any bylaw or bylaws adopted by them shall not be altered, amended, or repealed by the board of directors. Copies of the bylaws and any change, addition, or amendment thereto shall be filed with the department immediately upon adoption by the directors or the shareholders.   (Ga. L. 1898, p. 78, § 5; Civil Code 1910, § 2819; Code 1933, § 109-104; Code 1933, § 41A-2202, enacted by Ga. L. 1974, p. 705, § 1.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 632, 633.   C.J.S.   - 9 C.J.S., Banks and Banking, § 48.
GA Code § 7-1-482 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-482. Number, Term, and Compensation of Directors; Effect of Failure to Maintain at Least Five Directors

  The articles or bylaws of any bank or trust company may fix the number of directors of its policy-making board at not less than five nor more than 25 and may provide that the board may, within such limitation, increase or decrease the number of directors by not more than two in any one year, provided that nothing in this subsection shall require a bank with a board of directors of less than five on July 1, 1972, to increase its board to five members. The failure of a bank or trust company to maintain at least five directors at any time does not exculpate the remaining directors from their obligations and liabilities associated with the actions and decisions made as directors of the financial institution, nor does it in any way void any actions taken or decisions made by the board of directors during any such time that there were less than five directors.   Except as otherwise provided in this chapter, each director shall be elected by the shareholders for a term of one year or for staggered terms as provided in Code Section 14-2-806 and shall serve until he or she resigns, is removed, or becomes disqualified or until his or her successor shall have been duly elected and qualified.   Except as otherwise provided in the articles or bylaws, the board of directors may fix the compensation for directors; and a director may be a salaried officer of the bank or trust company.   Notwithstanding the requirements of this Code section, the board of directors of a bank may appoint one or more nonpolicy-making regional boards of directors to consist of a number of persons to be determined by the board. The members of such regional boards may not set bank policy but may exercise certain powers, duties, and responsibilities as delegated by the board. Such regional board members shall have the same status as nonpolicy-making officers of the bank. All such delegations shall be documented in detail in the minutes of the board.    (Ga. L. 1898, p. 78, § 4; Civil Code 1910, § 2818; Ga. L. 1917, p. 62, § 1; Ga. L. 1919, p. 135, art. 19, § 1; Code 1933, §§ 13-2001, 109-103; Ga. L. 1947, p. 476, § 1; Ga. L. 1947, p. 480, § 1; Ga. L. 1966, p. 590, § 6; Code 1933, § 41A-2203, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 2000, p. 174, § 10; Ga. L. 2011, p. 518, § 3/HB 239.)   Code Commission notes.   - Pursuant to Code Section 28-9-5, in 2001, a comma was deleted following "Code Section 14-2-806" in subsection (b).   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 330, 334.   C.J.S.   - 9 C.J.S., Banks and Banking, §§ 99, 104 et seq., 119.
GA Code § 7-1-483 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-483. Meetings of Board; Quorum; Committees; Acting Without Meeting

  The board of directors shall hold regular meetings at such times as may be fixed by the bylaws and shall at all times be subject to call by the chairman of the board, by the president, or by any two members of the board. The board shall meet at least once in ten different months of each calendar year unless an alternative schedule is approved in writing by the department, but in no event shall the board meet less frequently than once in each calendar quarter.   Unless otherwise provided in the articles or bylaws:   A majority of all the directors in office shall constitute a quorum for the transaction of business; and actions of a majority of those present at a meeting at which a quorum is present shall be actions of the board;   The board of directors may designate three or more of its number to constitute an executive committee or other committees which, to the extent provided in such resolution, shall have and exercise the authority of the board of directors in regard to the business of the bank or trust company;   Any action which may be taken at a meeting of the directors or of the members of an executive or other committee may be taken without a meeting if a consent or consents in writing setting forth the action shall be signed by all of the directors or all of the members of the executive or other committee and filed with the secretary of the bank or trust company; and   The board of directors may determine that a meeting of such board will be held, in whole or in part, by any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating in a meeting by this means shall be considered to be present in person at the meeting.      (Ga. L. 1898, p. 78, § 4; Civil Code 1910, § 2818; Ga. L. 1917, p. 62, § 1; Ga. L. 1919, p. 135, art. 19, § 4; Code 1933, §§ 13-2004, 109-103; Ga. L. 1947, p. 476, § 1; Code 1933, § 41A-2204, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1975, p. 445, § 28; Ga. L. 1988, p. 296, § 1; Ga. L. 2021, p. 323, § 6/HB 111.)    The 2021 amendment,  effective July 1, 2021, in subsection (b), deleted "and" at the end of paragraph (b)(2), substituted "; and" for a period at the end of paragraph (b)(3), and added paragraph (b)(4).   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, § 350.   C.J.S.   - 9 C.J.S., Banks and Banking, § 98.
GA Code § 7-1-484 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-484. Oath of Directors; Liability of Persons Who Have Not Subscribed to Such Oath

  Each director, before assuming office, shall take an oath or affirmation that he will diligently and honestly perform his duties in the administration of the affairs of the bank or trust company, that he will not permit a willful violation of law by the bank or trust company, and that he meets the eligibility requirements of this chapter and of the articles and bylaws.   A copy of the oath shall be signed by each director and shall be placed into the minutes of the meetings of the directors. No director shall be authorized to participate in the affairs of the board or receive any compensation for service as a director until the oath has been executed by such director. Any person seeking to act in the capacity of a director before subscribing to the oath and otherwise qualifying for service pursuant to the bylaws of the bank or the laws and regulations governing the operations of the bank shall be fully liable for his actions to the same extent as if that person had qualified to serve as a bank director.   The oath shall not modify in any manner the legal duties of or the standard of care for directors in the exercise of such duties.    (Ga. L. 1919, p. 135, art. 19, § 3; Code 1933, § 13-2003; Code 1933, § 41A-2205, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1981, p. 1366, § 12; Ga. L. 1990, p. 8, § 7; Ga. L. 2018, p. 214, § 8/HB 780.)    The 2018 amendment,  effective May 3, 2018, added subsection (c). See Editor's notes for applicability.   Editor's notes.   - Ga. L. 2018, p. 214, § 26(b)/HB 780, not codified by the General Assembly, provides that: "It is not the intent of the General Assembly to affect the law applicable to litigation pending as of March 9, 2018."   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, § 338.   C.J.S.   - 9 C.J.S., Banks and Banking, § 103.
GA Code § 7-1-485 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-485. Removal of Directors; Vacancies

  The entire board of directors or an individual director may be removed without cause by the vote of shareholders entitled to cast at least a majority of the votes which all shareholders would be entitled to cast at an annual election of directors.   The board may remove a director from office if:   The director is adjudicated an incompetent by a court or is convicted of a felony;   The director does not, within 60 days after his or her election or such longer time as the bylaws may specify, accept the office in writing or by attendance at a meeting and fulfill other requirements for holding the office;   The director fails to attend regular meetings of the board for six successive monthly meetings or two successive quarterly meetings, if quarterly meetings have been approved by the department, without having been excused by the board;   The director was an employee or duly elected officer of the bank or trust company and was discharged or resigned at the request of the board for reasons relating to performance of duties as an employee or officer of the bank or trust company;   The director has been indicted for any crime involving moral turpitude, dishonesty, or breach of trust; or   The director has failed to make payments on a loan or other extension of credit which causes a loss to a financial institution.     Vacancies in the board of directors, whether caused by removal or otherwise and including vacancies resulting from an increase in the number of directors, may be filled by the remaining members of the board, even though less than a quorum. Each director so elected shall be a director until his successor is elected by the shareholders, who shall make such election at the next annual meeting of shareholders or at any special meeting called for that purpose prior thereto.    (Ga. L. 1919, p. 135, art. 19, § 1; Code 1933, § 13-2001; Ga. L. 1947, p. 480, § 1; Ga. L. 1966, p. 590, § 6; Code 1933, § 41A-2206, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1981, p. 1366, § 13; Ga. L. 1989, p. 1211, § 9; Ga. L. 2017, p. 193, § 12/HB 143.)   Cross references.   - Right of department to require immediate suspension from office of director, officer, or employee of financial institution who is found to be dishonest, incompetent, or otherwise unqualified, § 7-1-71.   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 329 et seq., 476.   C.J.S.   - 9 C.J.S., Banks and Banking, §§ 99, 104, 105.
GA Code § 7-1-486 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-486. Honorary and Advisory Positions

 The board of directors of any bank or trust company may appoint an individual as an honorary director or director emeritus or member of an advisory board. An individual so appointed may be compensated but may not vote at any meeting of the board of directors or be counted in determining a quorum and shall not have any responsibility or be subject to any liability imposed upon a director, or otherwise be deemed a director.   (Code 1933, § 41A-2207, enacted by Ga. L. 1974, p. 705, § 1.)
GA Code § 7-1-487 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-487. Audits and Financial Reports

  The board of directors shall at least once each year have made by independent certified public accountants an audit of the books and affairs of the bank or trust company, including such matters as may be required by the department and including, in the case of a trust company, accounts held in a fiduciary or other representative capacity. An audit of a bank holding company performed in accordance with this Code section may be made in lieu of individual audits of subsidiaries of the bank holding company. The department may by regulation establish minimum standards for audits and reports under this Code section.   A report of the audit made under subsection (a) of this Code section shall be signed by the accountants who make it. A signed copy of the report shall be submitted to the board for approval or rejection and kept in the files of the bank or trust company. The bank or trust company shall submit the audit to the department in accordance with department regulations.    (Code 1933, § 41A-2208, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1989, p. 1211, § 10; Ga. L. 1997, p. 485, § 16.)   RESEARCH REFERENCES   C.J.S.   - 9 C.J.S., Banks and Banking, §§ 116, 117.
GA Code § 7-1-489 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-489. Fidelity Bonds

 Any director who is authorized to handle money or negotiable assets on behalf of a bank or trust company and all officers and employees of a bank or trust company shall be bonded by a regularly incorporated surety company authorized to do business in this state, and the bank or trust company may pay the cost of such fidelity bonds. The form, amount, and surety of such fidelity bonds shall be such as are approved by the board of directors; but the department may require an additional amount or new or additional surety.   (Ga. L. 1919, p. 135, art. 19, § 10; Ga. L. 1920, p. 102, § 1; Ga. L. 1922, p. 63, § 1; Code 1933, § 13-2010; Code 1933, § 41A-2210, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 2015, p. 344, § 10/HB 184.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 344, 476.   C.J.S.   - 9 C.J.S., Banks and Banking, §§ 102, 261.
GA Code § 7-1-491 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-491. Financing Involving Directors or Officers

 In addition to other provisions in this chapter and federal law, a bank or trust company shall not make loans or otherwise extend financing to any one of its directors or policy-making officers except on terms, rates, and conditions which are not preferential. Preferential terms, rates, and conditions shall be determined by comparison to those terms, rates, and conditions offered contemporaneously to other borrowers making substantially similar loan requests, having substantially similar credit histories, and offering substantially similar collateral. Such loans shall be made only after the application of prudent loan underwriting criteria normally applied to loan requests of a similar nature from applicants who are not directors and policy-making officers. Approval procedures for such loans should be designed to minimize any potential abuse by bank insiders.   (Ga. L. 1919, p. 135, art. 19, §§ 11, 12; Ga. L. 1920, p. 102, § 1; Code 1933, §§ 13-2011, 13-2012; Ga. L. 1968, p. 329, § 1; Code 1933, § 41A-2212, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1978, p. 1717, § 5; Ga. L. 1983, p. 602, § 12; Ga. L. 1984, p. 949, § 5; Ga. L. 1995, p. 673, § 18.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, § 450 et seq.   ALR.    - Transactions by which officers or directors of banks realize on their deposits as unlawful preference, 84 A.L.R. 1493.    Construction and application of criminal statutes relating to loans by bank to officers, directors, stockholders, or employees of bank or of banking department, 90 A.L.R. 509.   Construction and application of statutes prohibiting or limiting loans to bank's officers or directors, 49 A.L.R.3d 727.
GA Code § 7-1-492 (2021)
2021 Georgia Code|Title 7 - Banking and Finance|Chapter 1 - Financial Institutions|Article 2 - Banks and Trust Companies|Part 12 - Management|§ 7-1-492. Prohibitions Applicable to Directors, Officers, and Employees

  No director, officer, or employee of a bank or trust company shall:   Receive anything of value for procuring or attempting to procure any loan from or investment by the bank or trust company;   Purchase, or directly or indirectly be interested in purchasing, from the bank or trust company for less than its face value any promissory note or other evidence of indebtedness issued by the bank or trust company;   Purchase or sell any other asset to the bank or trust company except:   Upon terms not less favorable to the bank or trust company than those offered to other persons or corporations; and   With the prior approval of the board of directors or a committee thereof authorized to act for the board, unless the transaction is made in the regular course of business.       No director shall be eligible to vote concerning any purchase or sale where he is or would be a party to the transaction.   It shall be unlawful for any bank or trust company to lend to any officer, director, or employee any funds held in trust under powers granted in this chapter.    (Code 1933, § 41A-2213, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1996, p. 848, § 7.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 10 Am. Jur. 2d, Banks and Financial Institutions, §§ 450, 454.   C.J.S.   - 9 C.J.S., Banks and Banking, § 497.   ALR.    - Powers of bank president or vice-president, 1 A.L.R. 693; 67 A.L.R. 970.    Transactions by which officers or directors of banks realize on their deposits as unlawful preference, 84 A.L.R. 1493.    Implied, apparent or ostensible, and presumed authority of bank cashier to surrender or waive some right of bank, 108 A.L.R. 713.