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| Bylaws |
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| Approved by the Board of Directors of the Federal Reserve
Bank of New York on December 20, 2007. Effective immediately. |
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SECTION 1. Name and Place of Business
The name of this branch shall be the Buffalo
Branch of the Federal Reserve Bank of New York (“Branch”), and it shall have its principal
place of business in the City of Buffalo, State of New York. |
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SECTION 2. Branch Territory
The territory apportioned to the Branch shall be that
part of the State of New York included in the counties of Allegany, Cattaraugus,
Chautauqua, Erie, Genesee, Livingston, Monroe, Niagara, Ontario, Orleans, Steuben,
Wayne, Wyoming, and Yates. |
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SECTION 3. Powers and Functions
Subject to such rules and regulations as the Board
of Governors of the Federal Reserve System may prescribe, and to the direction and control
of the Board of Directors of the Federal Reserve Bank of New York, the Branch shall have
authority to exercise and perform those acts, powers, and functions that have been, or may
hereafter be, authorized, granted, requested, or directed by the Federal Reserve Bank of New
York and all additional acts deemed to be incidental thereto. |
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SECTION 4. Reports
The Branch shall make such reports as may be required by the
Federal Reserve Bank of New York. |
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SECTION 1. Number and Term of Office
The Board of Directors of the Branch
(“Board”) shall consist of seven members, four of whom shall be appointed by the Federal
Reserve Bank of New York and three by the Board of Governors of the Federal Reserve
System, and all of whom shall be appointed in accordance with the regulations of the Board
of Governors of the Federal Reserve System regarding branches of Federal Reserve Banks.
The full term of office for each Director shall be three years. The terms of office of the
Directors shall be so arranged as follows: 1) the term of office of one Director appointed by
the Board of Governors of the Federal Reserve System shall expire at the end of each year;
2) the term of office of one Director appointed by the Federal Reserve Bank of New York
shall expire at the end of the years 1983 and 1984, and every third year after each of said
years; and 3) the term of office of two Directors appointed by the Federal Reserve Bank of
New York shall expire at the end of the year 1982, and every third year thereafter. The
Federal Reserve Bank of New York shall designate as Chair of the Board, annually or
whenever there shall be a vacancy in the office of Chair of the Board, one of the Directors
appointed to the Board by the Board of Governors of the Federal Reserve System. |
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SECTION 2. Quorum and Manner of Acting
A majority of the Directors shall
constitute a quorum for the transaction of business, and less than a quorum may adjourn
from time to time until a quorum is in attendance. Action by the Board shall be upon vote of
a majority of the Directors present at any meeting of the Board at which a quorum is present.
Directors participating in a meeting of the Board by means of a conference call, video
conference, or such other means that allow for each participant to hear and be heard by each
other participant at the same time, shall be deemed to be present at such meeting. |
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SECTION 3. Vacancies
An appointment to a vacancy in the membership of the Board
shall be made in the same manner as the appointment of the person whose place is vacant,
and the person so appointed shall hold office for the unexpired term of his/her predecessor. |
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SECTION 4. Meetings
There shall be a meeting of the Board on such days and at such
times as the Board shall designate, in accordance with the stated policies of the Board of
Governors of the Federal Reserve System with respect to the frequency of Branch Director
meetings. The Chair may call a special meeting at any time, and shall do so upon the request
of the Federal Reserve Bank of New York, or the request of the Officer in Charge of the
Branch, or any two Directors of the Branch.
Meetings of the Board may be held by means of a conference call, video conference, or such
other means that allow for each participant to hear and be heard by each other participant at
the same time, and any business may be transacted at such a meeting that could have been
transacted at any other meeting of the Board.
Notice of all meetings shall be given by mail, telephone, facsimile, or e-mail employing the
contact information designated from time to time by each Director to the Officer in Charge
of the Branch. If given by mail, such notice shall be mailed at least two days before the date
of the meeting. If given by telephone, facsimile, or e-mail, such notice shall be given at least
twenty-four hours before the time of the meeting. Notwithstanding the foregoing, in exigent
circumstances notice of special meetings shall be given as far in advance of such meetings as
circumstances shall permit. Notice of any meeting may be dispensed with if each of the
Directors within the United States at the time such meeting is held waives such notice either
in writing (including via facsimile or e-mail) or by telephone, or attends such meeting.
Notices of meetings need not state the business to be transacted.
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SECTION 5. Powers
The Board shall supervise the operations of the Branch under the
direction and control of the Federal Reserve Bank of New York and subject to the general
supervision vested by law in the Board of Governors of the Federal Reserve System. |
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SECTION 6. Order of Business
The Board may from time to time make such
amendments to Order of Business as it may deem desirable. |
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SECTION 1. How Constituted
The Board may appoint an Executive Committee
consisting of three or more Directors. Two members of the Executive Committee shall
constitute a quorum for the transaction of business. |
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SECTION 2. Meetings
The Executive Committee shall meet at such times and in such
manner as may be designated by the Board. |
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SECTION 3. Powers
Subject to the direction and control of the Federal Reserve Bank of
New York and the Board of Directors of the Branch, the Executive Committee shall have the
power to conduct the business of the Branch as delegated by the Board. |
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| Any business of the Branch may be referred from time to time to standing or special
committees, which shall exercise such powers as the Board may delegate to them, subject to
the direction and control of the Federal Reserve Bank of New York. |
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SECTION 1. How Appointed
The Board of Directors of the Federal Reserve Bank of
New York shall appoint an Officer in Charge of the Branch, and such other officers as they
may from time to time determine to be necessary and appropriate for the conduct of the
business of the Branch. These officers shall hold office at the pleasure of the Board of
Directors of the Federal Reserve Bank of New York. |
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SECTION 2. Officer in Charge of the Branch
The Officer in Charge of the Branch
shall be the active manager of the Branch and shall have general charge thereof. In all cases
where duties of subordinate officers of the Branch are not specifically prescribed by the
Board of Directors of the Branch or by the Federal Reserve Bank of New York, they shall be
the duties prescribed by the Officer in Charge of the Branch. |
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SECTION 3. Salaries of Officers and Employees
The Board of Directors of the Federal
Reserve Bank of New York shall approve the compensation of officers and employees of the
Branch. |
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SECTION 4. Expenditures
All expenditures of the Branch shall be subject to the control
of the Board of Directors of the Federal Reserve Bank of New York. |
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SECTION 5. Counsel
The General Counsel of the Federal Reserve Bank of New York
shall act as counsel for the Branch, and shall represent the Branch in such matters as may be
referred. Said General Counsel may also appoint a local attorney as associate counsel, with
a retainer to be approved by the Federal Reserve Bank of New York. |
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SECTION 6. Auditor
The General Auditor of the Federal Reserve Bank of New York
shall audit the accounts and affairs of the Branch. |
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Unless otherwise prescribed by resolution of the Board of Directors of the Federal Reserve
Bank of New York:
- The Branch shall be open for business from 10 a.m. to 3 p.m. on each
weekday, and shall not be open for business on Saturdays, Sundays, or days
that are public or legal holidays.
- Notwithstanding the above, the President, or in the President’s absence or
disability the First Vice President or the Officer in Charge of the Branch, may
open or close the Branch for the conduct of any business operations or
functions when necessary and appropriate.
- Nothing in this Article shall be construed to limit the hours of the Branch’s
internal operations.
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| These Bylaws may be amended at any regular or special meeting of the Board of Directors
of the Federal Reserve Bank of New York by a majority vote of the entire Board. |
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