Page:United States Statutes at Large Volume 85.djvu/629

 85 STAT.]

PUBLIC LAW 92-181-DEC. 10, 1971

599

(16) Prescribe by its board of directors its bylaws not inconsistent with law providing for the classes of its stock and the manner in which it^ stock shall be issued, transferred, iuid retired, its officers and employees elected or provided for, its property acquired, held, and transferred, its general business conducted, and the privileges granted it by law exercised and enjoyed. (17) Elect by its board of directors a manager or other chief executive officer, and provide for such other officers or employees as may be necessary, including joint employees as provided in this Act, define their duties, and require surety bonds or make other provisions against losses occasioned by employees. No director shall, within one year after the date when he ceases to be a member of the board, be elected t)r designated a salaried employee of the association on the board of which he served. (18) Elect by its board of directors a loan committee with power to approve applications for membership in the association and loans or participations or, with the approval of the bank, delegate the approval of applications for membership and loans or participations within specified limits to other committees or to authorized officers and employees of the association. (19) Perform any functions delegated to it by the bank or the F a r m Credit Administration. (20) Exercise b;^ its board of directorS or authorized officers or employees, all such incidental powers as may be necessary or expedient to carry on the business of the association. SEC. 2.13. CAPITAL STOCK; EXCHANGE; AND DIVIDENDS.— (a)

CLASSES

OF

STOCK;

TRANSFERS;

A production credit association may issue voting stock, nonvoting stock, preferred stock, participation certificates, and provide for an equity leserve. Holders of stock, participation certificates, and equity reserve shall have such rights, not inconsistent with the provisions of this section, as are set forth in the bylaws of the association. Stock shall be divided into shares of $5 par value each, and participation certificates shall have a face value of $5 each. (b) Voting stock may be purchased only by fanners and ranchers, or producers or harvesters of aquatic products, who are eligible to borrow from the association. Each holder of voting stock shall be entitled to no more than one vote except as otherwise provided in subsection (d) hereof. No voting stock or any interest therein or right to receive dividends thereon shall be transferred by act of the parties or by operation of law, except to another person eligible to hold voting stock, and then only as provided in the bylaws. (c) Nonvoting stock may be issued to the Governor of the F a r m Credit Administration and to other investors. (d) Preferred stock, which shall be nonvoting, may be issued to the Governor and to other investors when a u t h o r i z ^ by a majority vote of the outstanding shares of voting stock, by a majority vote of the outstanding shares of the nonvoting stock, and by a majority vote of the outstanding shares of preferred stock, except that all stock held by the Governor shall be excluded from voting hereunder. For the purpose of this subsection only, the holders of such stock shall be entitled to one vote, in person or by written proxy, for each share of stock held. The authorization to issue p^referred stock shall state the privileges, restrictions, limitations, dividend rights (either cumulative or noncumulative) redemption rights, preferences, and other qualifications affecting said stock, and the total amount of the authorized issue to which it belongs.

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