
From the U.S. Code Online via GPO Access
[wais.access.gpo.gov]
[Laws in effect as of January 2, 2001]
[Document not affected by Public Laws enacted between
  January 2, 2001 and January 28, 2002]
[CITE: 12USC2142]

 
                       TITLE 12--BANKS AND BANKING
 
                     CHAPTER 23--FARM CREDIT SYSTEM
 
                 SUBCHAPTER III--BANKS FOR COOPERATIVES
 
           Part B--United and National Banks for Cooperatives
 
Sec. 2142. Board of directors provisions


(a) Initial board of directors

    The initial board of directors of a consolidated bank shall include 
the members of the boards of directors of the farm credit districts who 
were elected by voting stockholders of the constituent district banks 
for cooperatives (as such banks existed on January 6, 1988) and who 
shall serve out the terms for which they were elected.

(b) Permanent board of directors

                           (1) Composition

        The permanent board of directors of a consolidated bank shall 
    consist of--
            (A) three members, elected by the voting stockholders of the 
        consolidated bank, from each of the farm credit districts that 
        had been served by constituent banks, as such districts existed 
        on January 6, 1988, at least one of whom, from each such 
        district, shall be a farmer;
            (B) one member elected by the voting stockholders of each 
        district bank for cooperatives that is not a constituent of the 
        consolidated bank; and
            (C) one member appointed by the members chosen under 
        subparagraphs (A) and (B) who shall not be a stockholder or 
        borrower of a System institution or an officer or director of 
        any such stockholder or borrower.

                     (2) Nomination and election

        For purposes of nominating and electing members of the board of 
    directors under paragraph (1)(A):

        (A) First member

            The nomination and election of the first member from each 
        district shall be carried out on the basis provided for in 
        section 2124(d) of this title.

        (B) Second member

            (i) In general

                The nomination and election of the second member from 
            each district shall be carried out with each voting 
            stockholder of the consolidated bank located in the district 
            having one vote, plus a number of votes (or fractional part 
            thereof) equal to the number of stockholders eligible to 
            vote in that district multiplied by the percentage (or 
            fractional part thereof) of the total equity interest 
            (including allocated, but not unallocated, surplus and 
            reserves) in the consolidated bank of all such stockholders 
            located in that district held by the individual voting 
            stockholder--
                    (I) at the close of the immediately preceding fiscal 
                year of the consolidated bank; or
                    (II) with respect to the first election held under 
                this subsection, as of such date as the Farm Credit 
                Administration shall prescribe.
            (ii) Total number of votes

                The total number of votes for each district under this 
            subparagraph shall be the number of voting stockholders of 
            the consolidated bank located in the district multiplied by 
            two.

        (C) Third member

            The nomination and election of the third member from each 
        district shall be carried out in accordance with procedures 
        prescribed in the bylaws of the consolidated bank.

                              (3) Terms

        (A) In general

            The members of the board of directors of the consolidated 
        bank shall serve for a term of 3 years.

        (B) Timing of elections

            Procedures for electing members of the board of directors of 
        the consolidated bank under this subsection shall ensure that 
        the beginning of the terms of such members coincide with the 
        expiration of the terms of members of the interim board of 
        directors of the bank under subsection (a) of this section.

                         (4) FCA regulations

        The nomination and election of the members of the board of 
    directors of the consolidated bank under this subsection shall be 
    carried out in accordance with regulations issued by the Farm Credit 
    Administration.

(c) Modification of board of directors provisions

    The provisions of subsection (b) of this section relating to the 
board of directors of the consolidated bank, other than the provisions 
relating to the initial composition, nomination, and election of the 
members of the board, may be modified on an affirmative vote of at least 
two-thirds of the voting stockholders of the bank, with each such 
stockholder to have, for such purposes, only one vote. Any proposals for 
modifying such provisions shall be submitted for a vote by such 
stockholders in accordance with procedures prescribed by the Farm Credit 
Administration.

(Pub. L. 92-181, title III, Sec. 3.21, as added Pub. L. 100-233, title 
IV, Sec. 415(2), Jan. 6, 1988, 101 Stat. 1642; amended Pub. L. 100-399, 
title IV, Sec. 407(c), (d), Aug. 17, 1988, 102 Stat. 1000.)


                               Amendments

    1988--Subsec. (b)(2)(B)(i)(I). Pub. L. 100-399, Sec. 407(d), amended 
subcl. (I) generally. Prior to amendment, subcl. (I) read as follows: 
``as of the final date of the fiscal year of the consolidated bank; 
or''.
    Subsec. (b)(2)(C). Pub. L. 100-399, Sec. 407(c), added subpar. (C).


                    Effective Date of 1988 Amendment

    Amendment by Pub. L. 100-399 effective as if enacted immediately 
after enactment of Pub. L. 100-233, which was approved Jan. 6, 1988, see 
section 1001(a) of Pub. L. 100-399, set out as a note under section 2002 
of this title.
