Organization Certificate

Organization Certificate
We, the undersigned, a majority of the directors of (insert bank’s name and location)
having been authorized by the affirmative vote of shareholders owning not less than 51
percent of its capital stock, or a greater amount if required by applicable federal or state
law, to change and convert this institution to a national banking association, and to execute
the necessary Organization Certificate and Articles of Association, under the provisions of
the statutes of the United States, do sign and execute the following Organization
Certificate:
FIRST. The title of the association shall be (insert name of bank).
SECOND. The main office of the association shall be located in (insert city), county of
(insert county), and state of (insert state), where it shall [for full service banks insert]
conduct the general business of banking. [Or, for limited or special purpose banks insert]
where it shall limit its business to (insert activities consistent with those included in the
association’s Articles of Association).
THIRD. The authorized amount of capital stock of this association shall be ($ insert
amount), and be divided into (insert number) shares of ($ insert amount) each.
FOURTH. The name and residence of each shareholder of the converting institution as
listed on its records are:
Name

Residence (town or city and state)

FIFTH. This certificate is made so that (insert name of the converted institution) and its
shareholders may avail ourselves of the advantages of the aforesaid provisions of the
United States Code, as amended and that the converting institution may be changed and
converted into a national banking association under the foregoing title. As witnesses, we
have signed this document this ____ day of _______, ______.
Print or Type Names

Signatures___________

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Notary’s Affirmation
Subscribed and sworn (affirmed) to before the undersigned, who is not an officer of the
above-named bank, this ________ day of _________, ______.
Notary Public: ______________________
Commission Expires: _________________