7-7-21 - Powers of associations.
7-7-21. Powers of associations.
(1) Every association incorporated or operating under the provisions of this chapter shallhave all the powers enumerated, authorized, and permitted by this chapter and such other rights,privileges, and powers as may be incidental to or reasonably necessary or appropriate for theaccomplishment of the objects and purposes of the association.
(2) Among others, and except as otherwise limited by the provisions of this chapter,every association shall have the following powers:
(a) to have perpetual existence, to adopt and use a corporate seal, which may be affixedby imprint, facsimile, or otherwise; and to adopt and amend bylaws as provided in this chapter;
(b) to sue, be sued, complain, and defend in any court;
(c) (i) to acquire, hold, sell, dispose of, and convey real and personal estate consistentwith the association's objects and powers;
(ii) to mortgage, pledge, or lease any real or personal estate; and
(iii) to take property by gift, devise, or bequest;
(d) if and when an association is not a member of a federal home loan bank, to borrowfrom sources, individual or corporate, in addition to its savings liability and other accounts, notmore than an aggregate amount equal to 25% of its assets on the date of borrowing. If and whenan association is a member of a federal home loan bank, to borrow from sources, individual orcorporate, in addition to its savings liability and other accounts, not more than an aggregateamount equal to 60% of its assets on the date of borrowing or a greater amount approved by thecommissioner to insure parity between state chartered savings and loan associations and federalassociations. It is not a violation of this section if the borrowing limits are exceeded because of asubsequent reduction in assets of an association. Any association may borrow such additionalsums as the commissioner may approve in writing. All such loans and advances may be securedby property of the association, may be made with convertible features, and may be evidenced bysuch notes, bonds, debentures, commercial paper, bankers' acceptances, or other obligations orsecurities (except capital stock and capital certificates) as may be generally authorized by thecommissioner, except that no authorization shall be required for securities guaranteed underSection 306(g) of the National Housing Act of 1934;
(e) to issue and sell, directly or through underwriters, capital certificates containing astated maturity date which represent nonwithdrawable capital contributions, and constitute partof the reserves and net worth of the association. These certificates shall have no voting rights,shall be subordinate to all savings accounts, debt obligations, and claims of creditors of theassociation and shall constitute a claim in liquidation against any reserves, surplus, and other networth accounts remaining after the payment in full of all savings accounts, debt obligations, andclaims of creditors. The capital certificates shall be entitled to the payment of earnings prior tothe allocation of any income to surplus or other net worth accounts of the association and may beissued with a fixed rate of earnings or with a prior claim to distribution of a specified percentageof any net income remaining after required allocations to reserves, or a combination thereof. Losses shall be charged against capital certificates only after reserves, surplus, and other networth accounts have been exhausted;
(f) (i) to appoint and remove such officers, agents, and employees as its business shallrequire and to provide them suitable compensation;
(ii) to enter into employment contracts not to exceed 10 years without the consent of thesupervisor;
(iii) to provide for life, health, and casualty insurance for officers and employees;
(iv) to adopt and operate reasonable bonus and incentive plans and retirement benefitsfor those officers and employees; and
(v) to provide for indemnification of its officers, employees, and directors as required orpermitted in this chapter, whether by insurance or otherwise;
(g) to obtain and maintain insurance of its deposits by the Federal Deposit InsuranceCorporation or other federal deposit insurance agency;
(h) to qualify as and become a member of any federal home loan bank;
(i) (i) to act as fiscal agent of the United States, and, when so designated by the Secretaryof the Treasury, to perform, under such regulations as the Secretary of the Treasury mayprescribe, all such reasonable duties as fiscal agent of the United States as the Secretary of theTreasury may require; and
(ii) to act as agent for any instrumentality of the United States; and when so designatedby the state treasurer or other appropriate state officer, to act as agent of that state or anyinstrumentality of that state;
(j) to become a member of, deal with, maintain reserves or deposits with, or makereasonable payments or contributions to any organization or instrumentality, government orprivate, to the extent that the organization or instrumentality assists in furthering or facilitatingthe association's purposes, powers, services, or community responsibilities, and to comply withany reasonable requirements or conditions of eligibility;
(k) to act as depository for receipt of payments of federal or state taxes and loan funds,and satisfy any federal or state statutory or regulatory requirements in connection therewith,including:
(i) pledging of assets as collateral;
(ii) payment of earnings at prescribed rates; and
(iii) notwithstanding any other provision of this chapter, issuing the account subject torights of immediate withdrawal;
(l) to sell or assign any loan, including any participating interest therein, at any time;
(m) to service loans and investments for others;
(n) to act and receive compensation as trustee of any trust created or organized in theUnited States and forming a part of a stock bonus, pension, or profit-sharing plan which qualifiesor qualified for specific tax treatment under Section 401 of the Internal Revenue Code of 1986,and to act as trustee or custodian of an individual retirement account within the meaning ofSection 408 of that code. All funds held in fiduciary capacity by any such association under theauthority of this subsection may be commingled and consolidated for appropriate purposes ofinvestment, so long as records reflecting each separate beneficial interest are maintained by thefiduciary, unless that responsibility is lawfully assumed by another appropriate party;
(o) to act as assignee, agent, receiver, trustee, executor, administrator, conservator,guardian, custodian, personal representative, or in any other fiduciary capacity, and to executetrusts of every description not inconsistent with law, and to receive reasonable compensationtherefor. An association exercising trust or other fiduciary powers under this subsection shallhave all powers, privileges, and immunities granted in Chapter 5. Funds held by an associationas fiduciary under this subsection may be commingled and consolidated for appropriate purposesof investment, provided that records reflecting the separate interest of each beneficiary shall bemaintained by the fiduciary, unless that responsibility is lawfully assumed by another appropriate
party. Trust funds available for investment shall be invested at the time and in the mannerspecified by the agreement, instrument, or order creating or defining the fiduciary estate, but maybe invested in savings accounts of the associations, unless the instrument, agreement, or orderprohibits such investment;
(p) subject to Chapter 16a, Automated Teller Machine Act, to engage in financialtransactions effected by electronic means;
(q) to maintain and let safes, boxes, or other receptacles or premises for the safekeepingof personal property upon such terms and conditions as may be agreed upon;
(r) to offer money orders, travel checks, and similar instruments for its own account or asagent for any organization empowered to sell such instruments through agents within this state;
(s) to act as agent or escrowee for others;
(t) to declare and pay dividends on capital stock in cash or property out of the unreservedand unrestricted earned surplus of the association, or in its own shares, from time to time, exceptwhen there is a deficiency in the reserves or net worth of the association under rules issued by thecommissioner under Section 7-7-20, and except when the association is in an impaired conditionor when the payment thereof would cause the association to be in an impaired condition. Asplit-up or division of the issued shares of capital stock into a greater number of shares withoutincreasing the stated capital of the association is authorized, and may not be construed to be adividend within the meaning of this section;
(u) to acquire deposits from any individual or entity and pay earnings thereon, to offerinterest bearing or noninterest bearing accounts from which withdrawals may be made bynegotiable or transferable instruments for the purpose of making transfers to third parties, and tolend, and commit to lend, extend credit, and invest its funds as provided for in this chapter; and
(v) to engage in other activities, exercise other powers and to enjoy other rights,privileges, benefits, and immunities authorized by rules of the commissioner and, particularly,under the authority given to the commissioner in Subsection 7-1-301(3), which authority shall beexercised to prevent competitive disparities between associations chartered in this state andfederal associations.
Amended by Chapter 378, 2010 General Session