Full text of Federal Reserve Bank of New York Circulars : 7992. Nomination of Directors

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FEDERAL RESERVE BANK
OF NEW YORK
C ircular N o. 7 9 9 2 ~ 1
■November 15, 1976-1

Nomination of Directors
To All Member Banks, and Others Concerned,
in the Second Federal Reserve District:

An election will be held under the provisions of section 4 of the Federal Reserve Act, as
amended, to choose successors, to serve for three-year terms, to the following' directors of
this Bank whose terms will expire December 31, 1976: class A director, D a v i d R o c k e f e l l e r ,
Chairman of the Board, The Chase Manhattan Bank (National Association), New York, N.Y.,
and class B director, M a u r i c e F. G r a n v i l l e , Chairman of the Board, Texaco Inc., New York,
N.Y.
Mr. Rockefeller was elected a class A director in December 1972 to fill the unexpired
portion of a term ending December 31, 1973; in addition, he is completing the full term to
which he was elected in December 1973. Following a long-standing precedent that class A
directors of this Bank serve only one full term, Mr. Rockefeller has indicated that he will not
be a candidate for reelection.
Both directors tvere elected by member banks in Group 1 and their successors will be
chosen by this group. Member banks in Groups 2 and 3 will not participate in this election.
The classification of member banks for the purposes of nomination and election of class A
and I) directors of the Federal Reserve Bank of New York is as follows:
Group 1 consists of banks with capital and surplus of more than $65,000,000;
Group 2, of banks with capital and surplus of $3,000,000 to $65,000,000, inclusive; and
Group 3, of banks with capital and surplus of less than $3,000,000.

For the purposes of this election, a member bank’s classification will be determined by its
capital and surplus as of the date of this circular, even though its capital and surplus may
change before the polls close. The list of banks comprising Group 1 appears on page 3.
Except in the case of any member banks that are subsidiaries of the same bank holding
company,* each bank in Group 1 is permitted to nominate a candidate for class A director and
* Section 4 of the Federal Reserve Act, as amended, reads in part as follows:

“ . . . That whenever any member banks within the same Federal Reserve district are subsidiaries
of the same bank holding company within the meaning of the Bank Holding Company Act of 1956,
participation in any such nomination or election by such member banks, including such bank holding
company if it is also a member bank, shall be confined to one of such banks, which may be designated
for the purpose by such holding company. ’’
Accordingly, banks in Group 1 affected by the foregoing provision of the law are requested to take prompt
action to have the appropriate bank holding company designate, if it has not already designated, one of such
banks to participate in this nomination and election.
If such bank holding company does not have on file with this Bank an appropriate resolution either perman­
ently designating one of such banks to. participate in nominations or elections of this Bank’s directors or setting
forth the authority under which such designations will be made from time to time, such bank holding company
may wish to file such resolution with this Bank. A form of resolution authorizing officers of a bank holding
company to make such designations is enclosed for such bank holding companies.




V

a candidate for class B director.! The nominations should be made by resolutions of the
boards of directors of the nominating banks, and certified copies of such resolutions should
be sent to me so as to reach me on or before Friday, December 10, 1976. The enclosed
printed forms show the appropriate forms of resolution, and one executed copy of the appro­
priate form for each nomination should be returned to me.
On December 13, 1976, copies of the list of candidates (indicating by whom nominated)
and preferential ballots will be mailed to the banks in Group 1. The law provides that the
ballot shall be cast within 15 days after receipt of this list. The polls will open at 10 a.m.,
December 14, 1976, and will close at 12 noon on Wednesday, December 29, 1976. Upon the
closing of the polls, the ballot box will be opened in the board room of this Bank, the votes
counted and checked by tellers, and the results of the election announced. The candidates may,
if they so desire, be present or represented on that occasion.
In order to be counted as valid, the ballot must be executed by an officer authorized
to cast the vote and must be received by me at or before the time thus fixed for the closing
of the polls (i.e., at or before 12 noon on Wednesday, December 29, 1976). The officers here­
tofore designated for this purpose by each bank in Group 1 are shown on the list appearing
on page 3. Any Group 1 bank that desires to change its authorization should do so by resolu­
tion of its board of directors; a certified copy of such resolution must reach me before the
polls close. A form for this purpose will be furnished upon request.
Because banks in Groups 2 and 3 will not participate in this election, this circular is sent
to them without forms and for their information only.
F r a n k R . M il l ik e n ,

Chairman of the Board.

f Section 4 of the Federal Reserve Act, as amended, reads in part as follows:

“ Class A shall consist of three members, who shall be chosen by and be representative of the
stock-holding banks. . . . No officer or director of a member bank shall be eligible to serve as a class A
director unless nominated and elected by banks which are members of the same group as the member
bank of which he is an officer or director.
“ Class B shall consist of three members, who at the time of their election shall be actively engaged
in their district in commerce, agriculture or some other industrial pursuit. . . . No director of class B
shall be an officer, director, or employee of any bank.”
[Under interpretations of the Board of Governors of the Federal Reserve System, a person whose sole occupation is
that of officer of an insurance company or of a savings and loan association is not eligible for election as a class B
director of a Federal Reserve Bank.]

“ No Senator or Representative in Congress shall be a member of the Board of Governors of the
Federal Reserve System or an officer or a director of a Federal reserve bank. ’’
[In a resolution adopted December 23, 1910, the Board of Governors of the Federal Reserve System expressed the
opinion “ that persons holding political or public office in the service of the United States, or of any State, Territory,
county, district, political subdivision, or municipality thereof, or acting as members of political party committees,
cannot consistently with the spirit and underlying principles of the Federal Reserve Act, serve as directors or officers
of Federal Reserve Banks.” ]




2

COMMITTEE ON RECOMMENDATION OF CANDIDATES FOR
DIRECTORS OF THE FEDERAL RESERVE BANK OF NEW YORK

November 15,1976

Recommendations for Candidates in the 1976
Election of Directors of the Federal Reserve Bank
of New York by Banks in Group 1
To All Member Banks in the
Second Federal Reserve District:

The directors of the Federal Reserve Bank of New York to be elected in this year s regular election,
for the three-year terms ending December 31, 1979, will be chosen by the member banks in Group 1, as
classified by the Board of Governors of the Federal Reserve System, that is, those banks with capital and
surplus of more than $65,000,000.
The undersigned committee, appointed by the bankers associations of New York, New Jersey, and
Connecticut to make recommendations to member banks of candidates for directors of the Federal
Reserve Bank of New York, and to inform member banks of the qualifications of these candidates,
recommends for nomination by Group 1 banks the following individuals, who have consented to serve
if elected:
For Class A Director
ELLMORE C. PATTERSON
C h a irm a n o f th e B o a rd

Morgan Guaranty Trust Company of New York, New York, N. Y.
E llmore C. P atterson was bom November 29, 1913, in Western Springs, Illinois, and now
resides in Bedford Village, N. Y. He was graduated from the University of Chicago with a Bachelor
of Science degree in 1935. Later that year he joined J. P. Morgan & Co., then a private banking firm.

Shortly after serving as a lieutenant commander in the U. S. Navy during World War II, Mr.
Patterson returned to the Morgan bank, to which he was elected a vice president in 1951. When
Morgan Guaranty was formed in 1959 by the merger of the Morgan bank and Guaranty Trust Com­
pany of New York, he was named a senior vice president, heading the general banking division. He
became an executive vice president in 1962, a director and vice chairman of the board in 1965, and
chairman of the executive committee in 1967. He became president of the bank at the beginning
of 1969. When J. P. Morgan & Co. Incorporated was formed as a holding company to acquire
Morgan Guaranty in April 1969, he was also elected president and director of the holding company.
He became chairman of the board of both companies in August 1971.
Mr. Patterson is a director of Canada Life Assurance Co., General Motors Corporation, Santa Fe
Industries, Inc., and Standard Brands Incorporated. Pie has also served as a member of the Presi­
dent’s Commission on Financial Structure and Regulation (the Hunt Commission) and as chairman
of the Advisory Committee on Commercial Bank Supervision in New York.
In 1975 and 1976, Mr. Patterson also served as the member of the Federal Advisory Council from
the Second Federal Reserve District.




(

o v e r

)

For Class B Director
MAURICE F. GRANVILLE
C h a irm a n o f th e B o a rd

Texaco Inc., New York, N. Y.
M aurice F. G ranville was bora in La Grange, Texas, on October 26, 1915. He was grad­
uated from the University of Texas in 1937 with a Bachelor of Science degree in Chemical Engi­
neering. In 1939, after receiving a Master of Science degree from the Massachusetts Institute
of Technology, he began his career with Texaco as a student engineer.

Following various assignments at the company’s refineries, he was appointed supervisor of opera­
tions at the Westville, N. J. plant in 1950 and the following year was named assistant plant manager.
In 1955, he became manager of Texaco’s chemical activities at the company’s Port Arthur, Tex. plant.
Mr. Granville was appointed general manager of the company’s petrochemical operations head­
quarters in New York City in 1958; in 1960 he was appointed a vice president, and in 1967 rose to
the position of vice president and assistant to the chairman of the board. He was elected president
and director of the company in 1970 and chairman in 1971; effective January 1, 1972, he was also
named chief executive officer.
He is chairman of The American Petroleum Institute, a director of the Metropolitan Opera
Association, and a trustee of The Presbyterian Hospital in New York.
Mr. Granville is now a class B director of the Federal Reserve Bank of New York. He was
elected, on March 14, 1972, for the unexpired portion of the term ending December 31, 1973, and
in December 1973 he was elected a class B director for the three-year term ending December 31,1976.

John W. H annon , Jr., C om m ittee Chairm an
President

Bankers Trust Company
New York, New York

Joseph F. F ahey, Jr.

Chairman and President
State National Bank of Connecticut
Bridgeport, Connecticut

President
Fidelity Union Trust Company
Newark, New Jersey

F rank C. H arding
Vice Chairman
Manufacturers and Traders Trust Company
Buffalo, New York

Kenneth PI. D ickson

N ewman E. W ait, Jr.

Senior Vice President
New Jersey Bank, N.A.
Westwood, New Jersey

President
The Adirondack Trust Company
Saratoga Springs, New York

Peter Cartmell







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Nomination for Class B Director
of Federal Reserve Bank of New York
For Three-Year Term E nding D ecem ber 31, 1979
D istrict N o. 2

Group No. 1

At a meeting of the Board of Directors of t h e .....................................................................
(N a m e o f B a n k )

o f ................................................................. duly called and held on th e ................................day
(C ity or T o w n an d S ta te )

o f ................................................................................ 1976, on m otion d u ly m ade a n d seconded, it was

“ RESOLVED, That
of

., whose occupation is

be, and is hereby, nominated by this bank as a candidate for class B director of the
Federal Reserve Bank of New York, and the cashier or other officer of this bank is hereby
authorized, empowered, and directed to send a certified copy of this resolution to the
Chairman of the Board of Directors of the Federal Reserve Bank of New York.”
I hereby certify that the foregoing is a true and correct copy of a resolution of the
Board of Directors of this bank duly adopted on the date specified.

(S eal

of

Bank)
(O fficia l sig n a tu re)

(Title)

To MR. FRANK R. MILLIKEN,
C h a ir m a n ob1 t h e B oard ob1 D ir e c t o r s ,




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Nomination for Class A Director
of Federal Reserve Bank of New York
For Three-Year Term E nding D ecem ber 31, 1979
D istrict N o. 2

Group N o. 1

At a meeting of the Board of Directory of th e .............................................................
(N am e of B ank)

of

.........duly called and held on th e ................................day

(C ity or Tow n a n d S ta te )

Of

1976, on motion duly made and seconded, it was
‘‘RESOLVED, That

of

., whose occupation is

be, and is hereby, nominated by this bank as a candidate for class A director of the
Federal Reserve Bank of New York, and the cashier or other officer of this bank is hereby
authorized, empowered, and directed to send a certified copy of this resolution to the
Chairman of the Board of Directors of the Federal Reserve Bank of New York.”
I hereby certify that the foregoing is a true and correct copy of a resolution of the
Board of Directors of this bank duly adopted on the date specified.

(S eal of B a n k )

(O fficial sig n atu re )

(Title)
To MR. FRANK R. MILLIKEN,
C h a ir m
F




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Authorization for Officers o f Bank H olding Company
To Designate Subsidiary Member Bank to Participate in
Elections o f Directors o f Federal Reserve Bank o f New York

D istrict N o . 2

At a meeting of the Board of Directors of the

(Name and Location of Bank Holding Company)

duly called and held on t h e .................. day o f ......................................, 19........... , on motion
duly made an d seconded, it was
“ RESOLVED, that the ........................................................................................................
( T itle(s) of designated officer(s))

of this bank holding company be and (any one of them) is hereby authorized to designate
on behalf of the company from time to time one subsidiary bank to participate in the
nomination and election of directors of the Federal Reserve Bank of New York; Provided,
That such subsidiary bank is a member of the Federal Reserve System and is not otherwise
disqualified from participating in such elections.
“ R E S O L V E D F U R T H E R , T h a t the a u th o rity hereby g ra n te d shall continue in force

until revoked by the Board of Directors of this bank holding company and that such
authority heretofore conferred on any officer of this bank holding company is hereby
revoked.”
I hereby certify that the foregoing is a true and correct copy of a resolution of the
Board of Directors of this bank holding company, duly adopted on the date specified.
D ated the ................... d ay of .................................................. . 19

(Official signature)
( S eal of B a n k H olding C o m p a n y )
( T it le )

T o C h a ir m a n o f t h e B oard o f D ir e c t o r s ,
F

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1976 Election of Class A and Class B Directors
For Terms of Office Ending December 31, 1979

List of 13 Member Banks in Group 1
( G roup 1 consists of m em b er banks w ith c a p ita l and surplus of m ore than $65,000,000,
on N o vem b er 15, 1976)

NEW YOEK
Place
Buffalo

New York City
Manhattan

Name of Bank or T m st Company

Officers Authorized to Cast Vote

Manufacturers and Traders Trust Company

President, any Vice President, or Secretary

Marine Midland Bank

Chairman of the Board, President, or any
Senior Vice President

The Bank of New York

Chairman of the Board, President, Senior
Executive Yice President, or any Execu­
tive Vice President

Bankers Trust C om pany....................................................

. President, or any Yice President

The Chase Manhattan Bank (National Association)

Chairman of the Board, President, Vice
Chairman of the Board, any Yice Presi­
dent, or Secretary

Chemical Bank

.

Chairman of the Board, President, any
Executive Vice President, or Secretary

Citibank, N.A.

.

Chairman of the Board, Chairman of the
Executive Committee, any Vice Chairman,
President, any Executive Vice President,
any Senior Vice President, any Vice Presi­
dent, or Cashier

European-American Bank & Trust Company .

Chairman of the Board, Vice Chairman of
the Board, any Executive Vice President,
any Senior Vice President, Treasurer, or
Secretary

Irving Trust Company

. Chairman of the Board, President, any
Executive Vice President, or any Vice
President

Manufacturers Hanover Trust Company

Chairman of the Board, President, or any
Vice President

Morgan Guaranty Trust Company of New York .

.

. Chairman of the Board, a Vice Chairman,
President, any Vice President, Cashier, or
Secretary

Republic National Bank of New Y o r k ................................ Chairman of the Board, President, any Vice
President, or Cashier
Queens
Jamaica

National Bank of North America




Chairman, or any Vice Chairman of the
Board, President, any Vice President, or
Cashier

3