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Title 12, Banks and BankingRelease 119-73not60

§57 Increase of Capital by Provision in Articles of Association

Title 12 › Chapter 2— NATIONAL BANKS › Subchapter II— CAPITAL, STOCK, AND STOCKHOLDERS › § 57

Last updated Apr 3, 2026|Official source

Summary

A national banking association may raise its capital stock if shareholders who own two-thirds of the stock vote for it and the Comptroller of the Currency approves. The increase does not count until the full amount is paid in and a notarized notice signed by the president, vice president, or cashier is sent to the Comptroller, who must then issue a certificate stating the amount, his approval, and that it has been paid in. The bank may also increase capital by a stock dividend with the same two-thirds vote and Comptroller approval. For a stock-dividend increase, the bank’s surplus after approval must be at least 20 percent of the new capital. That increase only takes effect after a notarized certificate signed by the president, vice president, or cashier is sent to the Comptroller and he issues his certificate of approval and amount.

Full Legal Text

Title 12, §57

Banks and Banking, Source: USLM XML via OLRC

Any national banking association may, with the approval of the Comptroller of the Currency, and by a vote of shareholders owning two-thirds of the stock of such associations, increase its capital stock to any sum approved by the said comptroller, but no increase in capital shall be valid until the whole amount of such increase is paid in and notice thereof, duly acknowledged before a notary public by the president, vice president, or cashier of said association, has been transmitted to the Comptroller of the Currency and his certificate obtained specifying the amount of such increase in capital stock and his approval thereof, and that it has been duly paid in as part of the capital of such association: Provided, however, That a national banking association may, with the approval of the Comptroller of the Currency, and by the vote of shareholders owning two-thirds of the stock of such association, increase its capital stock by the declaration of a stock dividend, provided that the surplus of said association, after the approval of the increase, shall be at least equal to 20 per centum of the capital stock as increased. Such increase shall not be effective until a certificate certifying to such declaration of dividend, signed by the president, vice president, or cashier of said association and duly acknowledged before a notary public, shall have been forwarded to the Comptroller of the Currency and his certificate obtained specifying the amount of such increase of capital stock by stock dividend, and his approval thereof.

Legislative History

Notes & Related Subsidiaries

Editorial Notes

Codification R.S. § 5142 derived from act June 3, 1864, ch. 106, § 13, 13 Stat. 103, which was the National Bank Act. See section 38 of this title.

Amendments

1927—Act Feb. 25, 1927, among other changes, inserted proviso.

Executive Documents

Exception as to

Transfer of Functions

Functions vested by any provision of law in Comptroller of the Currency, referred to in this section, not included in

Transfer of Functions

to Secretary of the Treasury, see note set out under section 1 of this title.

Reference

Citations & Metadata

Citation

12 U.S.C. § 57

Title 12, Banks and Banking

Last Updated

Apr 3, 2026

Release point: 119-73not60