Exhibit 3.1
AMENDED ANDRESTATED ORGANIZATION CERTIFICATE
FEDERALHOMELOANBANKOF
ATLANTA
WHEREAS, the Organization Certificate of the Federal Home Loan Bank of Atlanta, previously known as the Federal Home Loan Bank of Greensboro and the Federal Home Loan Bank of Winston-Salem (the “Bank”), was adopted by the Bank’s Board of Directors on October 12, 1932, and filed with the regulator of the Bank at that time (the Federal Home Loan Bank Board);
WHEREAS, the location of the Bank changed from Winston-Salem, North Carolina to Greensboro, North Carolina in 1950, and from Greensboro, North Carolina to Atlanta, Georgia in 1971;
WHEREAS, the Bankbelieves it is necessary and appropriate to restaterestated its Organization Certificate on June 24, 2004, to reflect the relocation of the Bank to Atlanta and to amend certain provisions relating to the Bank’s capital stock as a result of the passage of the Gramm-Leach-Bliley Act of 1999 and the implementation of a new capital structure for the Bank pursuant to the Bank’s Capital Plan, whichhas beenwas approved by theregulator of the Bank at that time (theFederal Housing Finance Board;);
NOW,THEREFORE, in order thatWHEREAS, thestatutes of the United States may be fully complied with and that the incorporation of thisBankmay continuebelieves it is appropriate tobe perfected as aamend and restate its Organization Certificate to reflect the establishment of theFederalHome Loan BankHousing Finance Agency as the Bank’s regulator as a result of the passage of the Housing and Economic Recovery Act of 2008;
NOW,THEREFORE, this Amended and Restated Organization Certificate of the Bank, whichis intended to replacereplaces all previous versions of the Organization Certificate, is hereby approved by the Board of Directors of the Bank onJune 24, 2004October 25, 2012.
1. The title of this Bank shall be the FEDERAL HOME LOAN BANK OF ATLANTA.
2. The location of the principal office of the Bank will be in the City of Atlanta, State of Georgia, or at such other city as the Federal Housing Finance Board may from time totime determine is suited to the convenient and customary course of business of the institutions eligible to become members of the Bank.
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3 2. The Bank shall be established in the City of Atlanta, State of Georgia, in District Number Four, as defined by theFederal Housing Finance BoardDirector, or as may from time to time be readjusted or modified bysaid Board.the Director. Said District Number Four as now defined is as follows:
The States of Alabama, Florida, Georgia, Maryland, North Carolina, South Carolina and Virginia, and the District of Columbia.
3. The location of the principal office of the Bank shall be in the City of Atlanta, State of Georgia, or at such other city as the Director may from time to time determine.
4. The Bank shall engage in the business authorized by the Federal Home Loan Bank Act, (as amended from time to time, the “Act”), and it shall exercise such powers as are permitted or prescribed by said Act, subject to the supervision of theFederal Housing Finance BoardDirector.
5. The amount of capital stock of the Bank shall be an amount to be determined in accordance with theFederal Home Loan BankAct,theapplicable regulationsof the Federal Housing Finance Boardand the Bank’s Capital Plan. Theamount ofcapital stock of the Bank mayvaryfrom time to timebe increasedin accordance with theFederal Home Loan BankAct,theapplicable regulationsof the Federal Housing Finance Boardand the Bank’s Capital Plan. From time to time, the Bank may redeem or repurchase shares of capital stock in accordance with the requirements, and subject to the conditions and limitations, prescribed in theFederal Home Loan BankAct, theregulations of theFederal HousingFinance BoardEnterprises Financial Safety and Soundness Act of 1992,as amended from time to time,applicable regulations and the Bank’s Capital Plan.
6. This Certificate is made for the purpose of carrying out the provisions of the Act of Congress, known and cited as the Federal Home Loan Bank Act, approved July 22, 1932, and such other acts as may be passed by Congress amending or supplementing thesaid Federal Home Loan BankAct, in so far as it or they may be applicable to theFederal Home LoanBank of Atlanta, and is subject to such changes or additions, not inconsistent with law, as theFederal Housing Finance BoardDirector may deem necessary or expedient and may from time to time direct.
7. The Bank shall have succession until dissolved by theFederal Housing FinanceBoardDirector under theFederal Home Loan BankAct or by furtherActact of Congress.
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8. As used in this Amended and Restated Organization Certificate, “Director” means the Director of the Federal Housing Finance Agency or his delegate or designee as permitted by applicable law.
IN WITNESS WHEREOF, the undersigned Chairman of the Board of Directors has duly executed thisAmended andRestated Organization Certificate this24th25th day ofJune, 2004October, 2012.
By: :
Michael L. Middleton
Scott C. Harvard
Chairman of the Board of Directors
Attest: :
Jill Spencer
Julia S. Brown
Corporate Secretary
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