HomeMy WebLinkAbout0640ARTICLE VII! OF THE BY-LAWS OF INDUSTRIAL NATIONAL BANK OF RHODE 1SLAND,
ENTITLED "SIGNATURE POWERS" Adopted September 18, 1968
"SECTION l. Tfie power ot o[ficers and employees to si~n on behalt of and to at[i: the sral oi the Association shall be presc[ibed by
the Board of Directors or by the Executive Committee or by both; p~ovided that the President is autho~ized to reatrict such power of
any otficer or employee to the busioess ot a specitic department or depsrtments. or a specific b~anch office or branch orr~~.
Facumile signaturea may be authorized."
RESOI.U~f10N ADOPTED Bl' THF BOARD OF DIRECTORS September 18.1968, amended March 19.1980.
1. The word `btCce~" as used in this Resolution shall be conatrued to mean lhe Chairman ot the Board a Vice Chairman o[ the
Association~ the President, an E:ecutive Vice President. a Senior Vice President, a Vice Presideat. the G~ashier, u~ As~iatant Vice
President, a ReQional Manager, a ReQio~al Loan OfCcer~ and Aasistant Cashier, s Banking Offcer. a Forei~a S:chan~e O(Cce~ an
International O[Ccer~ an International Operations OfGcer~ an Investment Office~, a Leasing O[fcer,: Mortgage Officer, a Municipal
Securiti~ Officer. a Municipal Finance OfCcer, a Loan Offcer~ an 1nsUJlment Loan OtCcer. an Accounts Receivable O[ficer. a
Portfolio O[Ccer. a Portfolio Planning 0f6cer, a Senior Trust Officer, a Tru~t OfCcer~ an Aasistant 1~ust OtCcer, a Mansger~ an
Assis4nt Manag er, an Opentions OfGcer, an OtCcial Assistant, a Properti~ Constructioo Officer, a Properiies Managment Ottcer,
or a ClaasiCed Loan OfCcer.
The word "teller" means all teUers or clerks authorized and designated by the President or E:ecutive Vice President to countersign
checka, drafts and orders for money.
2. Any transfer, releaae and discharge o( mortgages, contrsct, document~ inatrument. check~ certiCcate or other paper that it may be
neceasary or a propriate to execute for or on betiali of ihr Association in the conduct of its lawful business, eiiher on its o~rn
behalf or in a~duciary or agency capacity~ may be signed by any ofCcer of the Association, except that
(a) Certificates of capital stock of the Association shall be si~ned by two ofrcers of the Atsociation, one o[ whom shal! be the
President, Executive Vice President. any Senior Vice Pres~dent any Vice President~ any Assistant Vice Ptesident. or the
Cashier and the second of whom may be any other of said ofCcera, any Assistant Cashier. any Senior 'hust O[ficer, any
11vst dfficer or any Assistant Trust OfCcer. The Crst of suc!~ signatures may -x facsimile, and in case the officer whose
[acsimile signature ahaU have been engraved~ printed ar stamped upon such certiCcate shall have ceased to be such o[fcer
before such certiCcate is issued, it may be issued with the same force and e[fect as if such officer has not ceased to be such at
the date of its issue. ~
(b) The following instruments, namely
Promissory notes made by the Association for negotiaEion;
Banken' acceptances made by the Associstion; '
Comme~cial Crndits of the Association;
Endorsement for negotiation or for rediscount of banke:s' acceptances~ notes and bills of exchange made by othen;
Deeds, leasea and conveyances of any interest in real estate;
Bonda, cummercia! loan agreement8 erd letters of credita;
CertiCcates of deposit issued by the Asaociation, exce~t Industria! Savinga Bonds and Industrial Income Bonds:
Transfers of stocks, registernd bonds and othet securit~es;
Orders for release o[ bonds and other sec~irities (rom ssfekeeping or pledge in any other bank
shall be siQned by any two o[ficers of the Association~ neither ot whom chall be an Ottcial Assistant_
(c) All checks. drafts and ordera far money, excePt checlcs hereina[ter authorized to be signed by one ofGcer, shall be s~gned by
two persons. fhe first of which shal) be any officer and the second of which may be any officer or teller, provided, however,
that any such instrumeni~ if signed by an of~cer and bearing the purported signature of a tetler, shall be valid notwithstanding
that the signature of the teller ia unauthorized or otherwise invalid.
(d) Dividend checks on capital stock of the Association or on the capital stock of dther corporations whern the signature of the
Association as disbursing agent is required, Christmas Club checks, All Purpose Club checka, checks drswn for purposes of
Bank payroU or for the disbursing of funds under the Automated Payroll or Bill-Paying Service checks drawn for payment
of interest on Industrial Savings or Income Bonds and checks drawn in the Trust Department on the Association shall be
signed by any o[Ccer, and such signature may be facsimile.
(e) The President, any E:ecutive Vice President, Controller, an Assistant Controller or a CorQorate Tax Officer shall sign alone,
or with any ofCcer if two signatures are required by law, all statementa and reporfa reqwred to be made to any supervisory
authority and all Federal and State Taz returns~ and shall sign with any officer, including each other~ or a telier~ checks used
in payment oC all bank e:penses and shall also sign all rnrrespondence relating to the Controller's Department_ The Con-
troller's signature may be facismile.
(f) The Controller, Assistant Controller, Accuunting O[ficer or any !lfanager of a branch o[fice shall sign certified balances of
customer's accounts.
(g) Industrial Savings Bonds and Industrial Income B,onds ahall be signed by any officer of the Association or, when authorized
and designatPd by the Chairman of the Board, the Prrsideni o: an Executive Vice President, t,y a teller or clerk.
3. In additon to the authority gra:ited under Paragraph 2-
(a) A teller may sign alone an endoraement when requested on checks or draits sent outside the continental United States for
collection and conTirmation of telegfams or cablegrams sent or received.
(b) Any document executed in the name of the Association as a co-fiduciary may be signed by any one afficer, other than an
Ofrcial Assistant~ provided t6at such document is also signed by the co-fiduciary or co-fiduciaries.
(c) Investment Research OfGcers and Investment 1llanagemeat OtCcers, in addition to the o~cers listed in the resolution regard-
ing "Signature Powers", are authorized to sign on behal[ of the Association, certificates of capital stock in cases in v~hich the
Aasociation is acting in the capacity of transfer agent ur registrar.
4. The Cashier. any Assistant Cashier~ any Vice Presideat, any Assistant Vice President, aoy Senior Trust Officer, any i rust O(ficer or
any Ascistant Trust Offieer shalt have authority to certify a true copy of any record or document of the Association~ its Board of
Directors~ or any Committee. , .
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5. Any oftcer or otCcers, including the Controller, Assistant Controller, Aud~tor and Assistant Auditor, au4befize~ to a~g~t ag dpcu-
ment may~ if required, afG: the seal of the Astociation to such document and aclcnowledge the same;9~ d m~j/ atao; jt` irtd, ~Y
state that such documeqt is signed, ezecuted~ sealed, attested, and acknowrledged by order ot the Boar~o,~-Di~ee~on. ~ .~
~: '~~ :
I certi[y that the above is a true record, that the By-I.aw and Resolution abuve quoted are both in fpll- 1~d ef[ect~ ~a• t_~~4•the-:i~
date o[ this certiCcate the follow' g are duly elected, quali~ed and acting incumbents of the otficeslpj„~~ ~rial Nation~'$ink °~
Rhode Iala ' icated below= • ~- ~ ~ ~ j~r .
~ ~, ___Mar_ie.__J...__Langlois.l. .~~~e PrLesid~ "
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~~~ ~~~ Elizabeth P Cicciu, ~~~5 ~ .Of~ic~6
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and that I am an officer ot Industria! National Bank of Rhode Island hat su h I uthorized to ce}tify alt'dR'~abo~e
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