Title 12, Banks and BankingRelease 119-102

§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 Aug 21, 2026|Official source

Summary

A national banking association can raise its capital if shareholders who own two-thirds of the stock vote for it and the Comptroller of the Currency approves. The whole amount must be paid in before the increase is valid. A notarized notice signed by the president, vice president, or cashier must be sent to the Comptroller, and the Comptroller must issue a certificate stating the amount, that he approves it, and that it is paid in. The bank can instead increase capital by a stock dividend with the same two-thirds vote and Comptroller approval, but only if the bank’s surplus, after the increase, is at least 20 percent of the new capital. A notarized certificate signed by the president, vice president, or cashier must be sent to the Comptroller and his certificate obtained.

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

Aug 21, 2026

Release point: 119-102