State Codes and Statutes

Statutes > Missouri > T24 > C362 > 362_275

Monthly meeting of board--review of certain transactions--unanimousconsent agreements permitted, when.

362.275. 1. The board of directors of every bank and trust companyorganized or doing business pursuant to this chapter shall hold a regularmeeting at least once each month, or, upon application to and acceptance bythe director of finance, at such other times, not less frequently than onceeach calendar quarter as the director of finance shall approve, whichapproval may be rescinded at any time. There shall be submitted to themeeting a list giving the aggregate of loans, discounts, acceptances andadvances, including overdrafts, to each individual, partnership,corporation or person whose liability to the bank or trust company has beencreated, extended, renewed or increased since the cut-off date prior to theregular meeting by more than an amount to be determined by the board ofdirectors, which minimum amount shall not exceed five percent of the bank'slegal loan limit, except the minimum amount shall in no case be less thanten thousand dollars; a second list of the aggregate indebtedness of eachborrower whose aggregate indebtedness exceeds five times such minimumamount, except the aggregate indebtedness shall in no case be less thanfifty thousand dollars; a third list showing all paper past due thirty daysor more or alternatively, the third list shall report the total past-dueratio for loans thirty days or more past due, nonaccrual loans divided bytotal loans, and a listing of past-due loans in excess of the minimumamount to be determined by the board of directors, which minimum amountshall not exceed five percent of the bank's legal loan limit, except theminimum amount shall in no case be less than ten thousand dollars; and afourth list showing the aggregate of the then-existing indebtedness andliability to the bank or trust company of each of the directors, officers,and employees thereof. The information called for in the second, third,and fourth lists shall be submitted as of the date of the regular meetingor as of a reasonable date prior thereto. No bills payable shall be made,and no bills shall be rediscounted by the bank or trust company except withthe consent or ratification of the board of directors; provided, however,that if the bank or trust company is a member of the federal reservesystem, rediscounts may be made to it by the officers in accordance withits rules, a list of all rediscounts to be submitted to the next regularmeeting of the board. The director of finance may require, by order, thatthe board of directors of a bank or trust company approve or disapproveevery purchase or sale of securities and every discount, loan, acceptance,renewal or other advance including every overdraft over an amount to bespecified in the director's order and may also require that the board ofdirectors review, at each monthly meeting, a list of the aggregateindebtedness of each borrower whose aggregate indebtedness exceeds anamount to be specified in the director's order. The minutes of the meetingshall indicate the compliance with the requirements of this section.Furthermore, the debtor's identity on the information required in thissubsection may be masked by code to conceal the actual debtor's identityonly for information mailed to or otherwise provided directors who are notphysically present at the board meeting. The code used shall be revealedto all directors at the beginning of each board meeting for which thisprocedure is used.

2. For any issue in need of immediate action, the board of directorsor the executive committee of the board as defined in section 362.253 mayenter into a unanimous consent agreement as permitted by subsection 2 ofsection 351.340, RSMo. Such consent may be communicated by facsimiletransmission or by other authenticated record, separately by each director,provided each consent is signed by the director and the bank has noindication such signature is not the director's valid consent. When thebank or trust company has received unanimous consent from the board orexecutive committee, the action voted on shall be considered approved.

(RSMo 1939 § 7964, A.L. 1967 p. 445, A.L. 1977 S.B. 420, A.L. 1980 H.B. 1195, A.L. 1981 S.B. 5 Revision, A.L. 1988 H.B. 1204, A.L. 1995 H.B. 63, et al. merged with S.B. 178, A.L. 1999 S.B. 386, A.L. 2002 S.B. 895, A.L. 2006 S.B. 892)

Prior revisions: 1929 § 5369; 1919 § 11752

State Codes and Statutes

Statutes > Missouri > T24 > C362 > 362_275

Monthly meeting of board--review of certain transactions--unanimousconsent agreements permitted, when.

362.275. 1. The board of directors of every bank and trust companyorganized or doing business pursuant to this chapter shall hold a regularmeeting at least once each month, or, upon application to and acceptance bythe director of finance, at such other times, not less frequently than onceeach calendar quarter as the director of finance shall approve, whichapproval may be rescinded at any time. There shall be submitted to themeeting a list giving the aggregate of loans, discounts, acceptances andadvances, including overdrafts, to each individual, partnership,corporation or person whose liability to the bank or trust company has beencreated, extended, renewed or increased since the cut-off date prior to theregular meeting by more than an amount to be determined by the board ofdirectors, which minimum amount shall not exceed five percent of the bank'slegal loan limit, except the minimum amount shall in no case be less thanten thousand dollars; a second list of the aggregate indebtedness of eachborrower whose aggregate indebtedness exceeds five times such minimumamount, except the aggregate indebtedness shall in no case be less thanfifty thousand dollars; a third list showing all paper past due thirty daysor more or alternatively, the third list shall report the total past-dueratio for loans thirty days or more past due, nonaccrual loans divided bytotal loans, and a listing of past-due loans in excess of the minimumamount to be determined by the board of directors, which minimum amountshall not exceed five percent of the bank's legal loan limit, except theminimum amount shall in no case be less than ten thousand dollars; and afourth list showing the aggregate of the then-existing indebtedness andliability to the bank or trust company of each of the directors, officers,and employees thereof. The information called for in the second, third,and fourth lists shall be submitted as of the date of the regular meetingor as of a reasonable date prior thereto. No bills payable shall be made,and no bills shall be rediscounted by the bank or trust company except withthe consent or ratification of the board of directors; provided, however,that if the bank or trust company is a member of the federal reservesystem, rediscounts may be made to it by the officers in accordance withits rules, a list of all rediscounts to be submitted to the next regularmeeting of the board. The director of finance may require, by order, thatthe board of directors of a bank or trust company approve or disapproveevery purchase or sale of securities and every discount, loan, acceptance,renewal or other advance including every overdraft over an amount to bespecified in the director's order and may also require that the board ofdirectors review, at each monthly meeting, a list of the aggregateindebtedness of each borrower whose aggregate indebtedness exceeds anamount to be specified in the director's order. The minutes of the meetingshall indicate the compliance with the requirements of this section.Furthermore, the debtor's identity on the information required in thissubsection may be masked by code to conceal the actual debtor's identityonly for information mailed to or otherwise provided directors who are notphysically present at the board meeting. The code used shall be revealedto all directors at the beginning of each board meeting for which thisprocedure is used.

2. For any issue in need of immediate action, the board of directorsor the executive committee of the board as defined in section 362.253 mayenter into a unanimous consent agreement as permitted by subsection 2 ofsection 351.340, RSMo. Such consent may be communicated by facsimiletransmission or by other authenticated record, separately by each director,provided each consent is signed by the director and the bank has noindication such signature is not the director's valid consent. When thebank or trust company has received unanimous consent from the board orexecutive committee, the action voted on shall be considered approved.

(RSMo 1939 § 7964, A.L. 1967 p. 445, A.L. 1977 S.B. 420, A.L. 1980 H.B. 1195, A.L. 1981 S.B. 5 Revision, A.L. 1988 H.B. 1204, A.L. 1995 H.B. 63, et al. merged with S.B. 178, A.L. 1999 S.B. 386, A.L. 2002 S.B. 895, A.L. 2006 S.B. 892)

Prior revisions: 1929 § 5369; 1919 § 11752


State Codes and Statutes

State Codes and Statutes

Statutes > Missouri > T24 > C362 > 362_275

Monthly meeting of board--review of certain transactions--unanimousconsent agreements permitted, when.

362.275. 1. The board of directors of every bank and trust companyorganized or doing business pursuant to this chapter shall hold a regularmeeting at least once each month, or, upon application to and acceptance bythe director of finance, at such other times, not less frequently than onceeach calendar quarter as the director of finance shall approve, whichapproval may be rescinded at any time. There shall be submitted to themeeting a list giving the aggregate of loans, discounts, acceptances andadvances, including overdrafts, to each individual, partnership,corporation or person whose liability to the bank or trust company has beencreated, extended, renewed or increased since the cut-off date prior to theregular meeting by more than an amount to be determined by the board ofdirectors, which minimum amount shall not exceed five percent of the bank'slegal loan limit, except the minimum amount shall in no case be less thanten thousand dollars; a second list of the aggregate indebtedness of eachborrower whose aggregate indebtedness exceeds five times such minimumamount, except the aggregate indebtedness shall in no case be less thanfifty thousand dollars; a third list showing all paper past due thirty daysor more or alternatively, the third list shall report the total past-dueratio for loans thirty days or more past due, nonaccrual loans divided bytotal loans, and a listing of past-due loans in excess of the minimumamount to be determined by the board of directors, which minimum amountshall not exceed five percent of the bank's legal loan limit, except theminimum amount shall in no case be less than ten thousand dollars; and afourth list showing the aggregate of the then-existing indebtedness andliability to the bank or trust company of each of the directors, officers,and employees thereof. The information called for in the second, third,and fourth lists shall be submitted as of the date of the regular meetingor as of a reasonable date prior thereto. No bills payable shall be made,and no bills shall be rediscounted by the bank or trust company except withthe consent or ratification of the board of directors; provided, however,that if the bank or trust company is a member of the federal reservesystem, rediscounts may be made to it by the officers in accordance withits rules, a list of all rediscounts to be submitted to the next regularmeeting of the board. The director of finance may require, by order, thatthe board of directors of a bank or trust company approve or disapproveevery purchase or sale of securities and every discount, loan, acceptance,renewal or other advance including every overdraft over an amount to bespecified in the director's order and may also require that the board ofdirectors review, at each monthly meeting, a list of the aggregateindebtedness of each borrower whose aggregate indebtedness exceeds anamount to be specified in the director's order. The minutes of the meetingshall indicate the compliance with the requirements of this section.Furthermore, the debtor's identity on the information required in thissubsection may be masked by code to conceal the actual debtor's identityonly for information mailed to or otherwise provided directors who are notphysically present at the board meeting. The code used shall be revealedto all directors at the beginning of each board meeting for which thisprocedure is used.

2. For any issue in need of immediate action, the board of directorsor the executive committee of the board as defined in section 362.253 mayenter into a unanimous consent agreement as permitted by subsection 2 ofsection 351.340, RSMo. Such consent may be communicated by facsimiletransmission or by other authenticated record, separately by each director,provided each consent is signed by the director and the bank has noindication such signature is not the director's valid consent. When thebank or trust company has received unanimous consent from the board orexecutive committee, the action voted on shall be considered approved.

(RSMo 1939 § 7964, A.L. 1967 p. 445, A.L. 1977 S.B. 420, A.L. 1980 H.B. 1195, A.L. 1981 S.B. 5 Revision, A.L. 1988 H.B. 1204, A.L. 1995 H.B. 63, et al. merged with S.B. 178, A.L. 1999 S.B. 386, A.L. 2002 S.B. 895, A.L. 2006 S.B. 892)

Prior revisions: 1929 § 5369; 1919 § 11752