PUBLISHED WEDNESDAYS AND SATURDAYS liY JOHN FENNO, No. 69, HIGH-STREET, BETWEEN SECOND AND THIRD STREETS, PHILADELPHIA" [No. 88, of Vol. ll.] CONGRESS OF THE UNITED STATES r AT THE THIRD SESSION, Begun and held at the City of Philadelphia, on Monday the fixtb of December, one thousand seven hundred atod ninety. An ACT to incorporate the Subscribers to the BANK of the UNITED STATES. WHEREAS it :s conceived that the establishment of a bank for the United States, upon a foundation fufficicntlv exten sive to answer the purposes intended thereby? and at the fame time npnn the principles which afford adequate security for an upright and prudent administration thereof, will be very conducive to the fucccfslul conducing of the national finances—wiJlien-d »acilitv to the obtaining of loans,' for the use of the government, ,n sudden emergencies—and will be produ&ive of confidcrable advantages to trade and industry in general—Therefore, I. Be it enabled by the Senate and House of Reprejentatives of the United States of America, in (ongrefs ajjembled, That a bank of the United Slates shall be eftablilhcd; the capital stock whereof shall not exceed ten millions of dollars, divided into twenty-five thou sand shares, each share being four hundred dollars; and that sub scriptions, towards constituting the laid stock, shall, on the firft Monday of April next, be opened at the city of Philadelphia, un der the fuperintendance of such not less than three, as shall be appointed for that purpofc by the President of the United States (who is hereby empowered to appoint the said persons ac cordingly) which fubfenptions shall continue open until the whole of the said stock shall have been fubferibed. 11. And be it farther enacted, That it shall be lawful for any per son, co-pannei ihip. or body politic, to fubferibe tor luch or so many shares, as he, she or they shall think fit, not exceeding one as shall be hereafter directed relatively to the United States; and that the sums refpe&ively fubfciibcd, except on behalf of the United States, ihall be payable one fourth in gold and silver, and three fourths in that part ot the public debt which, according to the loan proposed in the lourth aad fifteenth feCfions ot the a&, entitled, " An A£t making provWion for the debt of the United States," shall bear an accruing interest, at the lime ot payment, of fix per centum per annum, and shall also be payable in four equal parts, in the aforefaid ratio of specie to debt, at the distance of fix calendar months from each other ; the firft whereof shall be paid at the time of fubfeription. 111. Ar.d be it further cnafled, That all those who fhal] become fubferibers to the (aid bank, their fuccefTors and afligns, fha.l 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 to continue until the 4th day of March, one thousand eight hundred and eleven : And by that name, (hall be, and are hereby made able and capable in law, to have, purchafe,receive, possess, enjoy, and retain to them and t teir .urceflors, lands, rents, tenements, hereditaments, goods, chatiels, and eifc6ls 01 what kind, nature or quality soever, to an amount, not exceeding in the whole fifteen millions of dollars, including the amount of the capital ifock aforefaid ; and the fame to fell, grant, demise, alien or dispose of; to sue and be sued, plead and be impleaded, answer and be anfweted, defend and be defended, in courrs of record, or any other place whatsoever : And also to make, havt, and use a common seal, and the fame to break, alter and renew, at their pleasure; and also to ordain, cllablifh, and put m execution, such bye-laws, ordinances and regulations, as (hall seem necessary and convenient tor the government of the said cor poration, 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 dir 6tors, and in the manner hereinafter Ipe cificd) and generally to do and execute all and lingular ails, mat ters and things, which to them it shall or may appertain to do; lubjeft nevertheless to the rules, regulations, riftrittions, limita tions, and provisions, herein after prefcribcci and declared. IV. And he it further enafled, That, tor 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 firft Monday of Janu ary m each year, by the itockholders or proprietors of the capital flock of the said corporation, and by plurality of the votes a&ually given; ai*i those, who shall be duly chosen at any ele£lion, fhail be capable of serving as directors, by virtue of luch choice, until the end or expiration of the Monday of January next ensuing the 'ime of such ele&ion, and no longer. And the said directors, at their firft meeting after each elettion, ihall choole one of their number as prelident. V. Provided always, and be it further evaded, That, as fjon as the sum of four hundred thouland dollars, in gold and silver, (hall have been actually received on account of the fubferiptions to the said flock, notice thcrcsf shall be given, by the persons under whose -upenntendance the fame shall have been made, in at least two public gazettes printed in the city of Philadelphia; and the said pcifons shall, at the fame time in like manner, notify a time and place within the said city, at the distance of ninety days Irom the nine of such notification, for proceeding to the de&ion of direc tors; and it shall be lawful for such election to be then and there made; and the pci sons, who shall then and there be chosen, shall be the firft dire&ors, and shall be capable of serving, by viitue of such choice, until the rod or expiration of the Monday in January next ensuing the time of making the fame, and (hall forthwith thereafter commence the operations of the said bank, at the said city of Philadelphia. And provided further, That, in cafe it should at any time happen, that an ele&ion of direttorsfho«ld not be made upon any day when puHuant to this act it ought to have been made, the said corporation shall not for that cause, be deem ed to bv difiolved ; but it shall be lawlul, on any oiher day, to bold and make an ele&ion of dir<£lors, in such manner as shall have been regulated by the laws and ordinances of the said corpo ration. And provided lastly, That, in cafe of the death, resigna tion. absence from the Umttd States, or removal of a dneftor by the iiockholders, his place may be filled up, by a new choice, for the lemainder of the year. VI. And be it further entitled, That the direOors for the time be -1 og, ihall have power to appoint such officers, clerks, and servants Wednesday, March 2, 1791. under them, as (hall for executing thebufinefs of the fud corporation, and to allow them luch compensation, lor their (Wvices rtfpcAively, as shall be reasonable; and (hall be capable of exevcifing Inch other powers and authorities, for the well go verning and ordering of the affairs of the said corporation, as shall be described, fixed, and determined by the laws, regulations and ordinances of the fame. If. And be it further wafted, That the following rules, reftric ii oils, limitations and provisions, Ihall form and be fundamental articles of the of the said corporation, vi 7. 1. 1 he number of votes, to which each ilock holder. (hall be en titled, (hall be according to the number of (hares he (hall hold, in the proportions following: That is to fay, for one (hare, and not more than two (harts, one voie : For every two lharcs above two, and not exceed ins; ten, one vote: For every four fhaies above ten, and not exceeding thirty, one vote: lor «°very fix (hares above thirty, and not exceeding sixty, one vote: For every eight (hares above sixty, and not exceeding one hundred, one vote: And for eveiy ten ihares above one hundred, one vote: —But no person, co-partnership, or body politic, shall be entitled to a greater num be« than thirty votes. And after the firft election, no (hare or hares shall confer a right of fuflrage, which (hall not have been en [ hree calendar months previous to the day of eleffcion. Stockholders a&ually resident within-the United States, and none other, may in elections bypjox^. 2. \<>r inort than three-fourths ot the dire&ors in office, exclu ive of the President, shall be eligible for the next succeeding year : Hut the dire&or, who (hall be president at the time of an eledion, may always be re-ele£ted. 3. None but a stockholder, being a citizen of the United States, shall he eligible as a dire&or. 4. Nodire&or shall he entitled to any emolument, unless the fame shall have been allowed by the flockholders at a general meet ing. The stockholders (hall make such compensation to the pre-, lidtnt, 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 traufa&ion of business, of whom, the president shall always he one, except in cafe of sickness, or neceflarv absence; in which cafe, his place may be iupplied by any other dire&or, whom he, by writ ing under his hand, shall nominate for the purpose. 6. Any number of stockholders, not less than ftxty, who toge ther shall be proprietors of two hundred shares or upwards, shall have power at any time to call a general meeting of the stockhold ers, for purpofea relative to the institution, giving at ieaft ten weeks notice, in two public gazettes of the place where the bank is kept, and fpecifying, in such notice, the objett or objetls of Juch meeting. 7. Every cashier or treasurer, before he enters upon the duties or his office, shall be required to give bond, with two or more sureties, to the fatisfa&ion of the diresors, in a sum not less than fifty thousand dollars, with condition '»•!' his good behaviour. o. 1 he lands, tenements, and hereditaments, which it shall be lawful for the said corporation to boJJ. shall be only such as shall be requisite for its immediate accommodation in 1 elation to the convenient tranfa&ing of its business, and such as shall have been bona fide moitgaged to it by way of security, or conv yed to it. in fjtisfatbon of debts previously contra&ed in the courfeof itsdeal tngs, or purchased at sales upon judgments which shall have been obtained for such debts. 9. The total amount of the debts which the said corporation shall at any time owe, whether by bond, bill, note, or other con trail:. shall not exceed the sum of Ten Millions of Dollars, over and above the monies then actually deposited in the bank for fafe keeping, unJefs thecontracting of any greater debt shall have been pievioufly authorized by a law of the United States. In cafe of ex cess, the directors, under whose admioiftration it shall happen, shall be liable for the lame, in their natural and private capaci ties: and an a&ion of debt may in fueh cafe be bronght Sgainft them, or any of them, their or any of their heirs, executors or ad ministrators, in any court of record of the United States, or of ei ther of them, by any creditor or creditors of the said corporation, and may be prosecuted to judgment and execution; any condi tion, covenant, or agreement to the contrary notwithstanding. But this (hall not be construed to exempt the said corporation, or the lands, tenements, goods or chattels of the fame, 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 contra&ed or created, or who may have diircnted from the refo lutrou or "ait whereby the fame was so contracted or created, may refpeditively exonerate themfeJves from being so liable, by forth with giving notice of the fa£t, and of their absence or dissent, to the President of the United States, and to the flockholders, at a ge neral meeting, which thev shall have power to call tor that pur pofc. 10 The said corporation may fell 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 dirc6tly or indi rectly deal or trade in any thing, except bills of exchange, gold or silver bullion, or in the faleof goods really and truly pledged for money lent and not redeemed in due lime; or of goods which shall be the produce of its lands. Neither fball the said corpora tion t3ke more than at the rate ot fix per centum per annum, for or upon its loans or discounts. 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 thouland dollars, or of any foreign prince or State, unlcfs previously authorized by a law of the United States. 12. The flock of the said corporation (hall be aflignable and transferable, according to such rules as shall be instituted in thai behalf, by the laws and ordinances of the fame. 13. The bills obligatoiy and of credit, under the seal of the said corporation, which (hall be made to any person or persons, shall be aflignable by indorsement thereupon, under the hand or hands of such person or pei sons, and ot his, her, or their aflignee or aili*- nees, and fi> as absolutely to transfer and vest the property thereof in each and every zflignee or aflignees fucceflively, and to enable such aflignee or aflignees tc. bring and maintain an adhon thereup on in his, her, 01 their own name or names. And bills or notes, which maybe ilTucd by order of the said corporation, signed by the Prefidcnt, and counteifigned by the principal cashier or trea surer, promising the payment of money to any person or persons, his, her or their oider, or to bearer, though not under the seal of the said coiporation, shall be binding and obligatory upon the fame in the like manner, and with the like force andeffeft, asupon anv private person or persons, if ilfucd by him or them, in his her, or their private or natural capacity or capacities; and ihall he assign able and negociablr, in like manner, as if they were so lfTued by 765 o [Whole No. 192.] furh private person or persons,—'That is so fay, ihofe, which fhsll be payable to any person or jferfom, his, her, or their order, (hall be afiignable by indorsement, in like manner, and with the like e!- feft, as ioreign bills of exchange now are; and those. wtveh are payable to bearer, (hall bcnegociable and aflignable by deliver* only. } 14. Half yearly dividends fhair*be made of so much of the pro" fits of the bank, as shall appear to the dire&ors advisable ; and once in every three years, the directors shall lay before the stock- s > at a general meeting, for their information, an exact and particular statement of the debts, which (hall have remained un- P a, < a ' ter expiration of the original credit, for a period of tie e the term of that credit ; and of the surplus of profit, if any, after deduftmg losses and dividends. If there (hall be a failure in t c payment of any part of any lum, fubferibed bv any person, co-partnerfnip, or body politic, the party failing (hall lose the be nt to any dividend, which may have accrued, prior to the time for making such payment, and'during the delay of the fame. 15. It fhal Ibe lawful for the direttors aforefaid,to eftabliffy of ces whcrefoever they shall think fir, within the United States, for tnepurpousot discount and denofit only, and upon the fame terms arid in the fame manner, as (hall he praftifed at the bank ; a " to lrn j. t management of the said offices, and the making of the fata discount?, to luch persons, and under such agreements, and fubjett to luch regulations as thev shall deem proper; not being contiary to law, or to the ronftitution of the bank. The officer, at the head of the treasury department of the* United States, shall be furnifhed, from time to time, as often as he may require, not exceeding once a week, with ftatemenrs of the a mount of the capital flock of the said corporation; and of the debts due to the lame ; of the monies deposited therein ; of the notes in circulation, and of the cash in hand ; and shall have a right to in fpeft 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 infpe&ing the account of any private individu al or individuals with the bank. VIII. And be it further enabled, That, if the said corporation or any person or persons, for or to the use of the fame, lhali deal or trade in buying or felling any goods, wares, merchandize, or commodities whatsoever, contrary to the provisions of this ast, all and every person and persons, by whom any order or d ireaion for so dealing or trading shall have been given,' and all and every per son and per'ons who shall have been concerned as parties or agents therein, shall forfeit and lose trebJe 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 ricvrnvvl with costs of suit. IX. And be it further ena&ed, That, if the said corporation shall advance or lend any sum, for the use or'on account of the go vernment of the United States, to an amount txceeding one hun dred thousand dollars ; or of any particular state toan amount ex ceeding fifiv thouland dollars ; or of any foreign prince or state, (unless previously authoi ized thereto by a law of the United States) all and every person and persons, by and with whose order, agree ment, content, approbation or connivance, such unlawful advance or loan, shall forfeit and pay, for every such offence, treble the va lue or amount ofthe sum orfums, which shall have been so unlaw fully advanced or lent ; one fifth thereof to the use of the inform er, and the residue thereof to the ule of the United States, to be disposed of by law and not otherwise. X. And be it further fnafted, That the bills or notes of the said Corporation, originally made payable, or which shall have become pnyable on demand, in gold and silver coin, ftiall 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 anytime or times, within eigh teen months after the firft day of April next, tocaule a fubferipti on to be made to the stock of the said corporation, as part of the aforcfaid capital stock of ten millions of dollars, on behalf of the United States, to an amount notexceedinsj two millions of dollars to be paid out of the monies which (hall be borrowed by virtue of either of the a£ts, the one intitled, " an ast making provinon for the debt of the United States ;" and the other entitled, "An ast making provision for the redu&ion of the public debt borrow ing of the bank an equal sum, to be applied to the purposes, for which the said monies shall have been procured ; reimbursable in ten years, by equal annual instalments ; or at any time sooner, 01 in any greater proportions, that the government may think fit. XII. And be it further enacted, That no other Bank.(hall brf 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-Preftdent of the United States, and President of the Senate. Approved, February twenty-fifth 1791. GEORGE WASHINGTON, Prefdent oftheUnited States. (True copy.) THOMAS JEFFERSON, Secretary of State. AN ACT regulating the number of Represen tatives to be chosen by the States of Kentucky and Vermont, BE it enatted by the Senate and House of Representatives of the United States of America in Congress afTcmbled, That, un til the Representatives in Congress shall be apportioned according to an a&ual enumeration of the inhabitants of the United States, the Slates of Kentucky and Vermont shall each be entitled to choose two Representatives. FREDERICK AUGUSTUS MUHLENBERG, Speaker oj th< House ojßeprefentatives. JOHN ADAMS, Vice-President ofthe United State/, and Prejidentof the Senate. Approved, February twenty-fifth, 1791. GEORGE WASHINGTON, Prejident the United Stater. ;TR irr. Copy) THOMAS JEFFERSON', Secretary of Sttte.
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