62 STAT.] 80TH CONG., 2 D SESS.-CH. 706-JUNE 29, 1948 applicable provisions of law, of business enterprises, facilities, appur- tenances, and other assets, less liabilities assumed in connection with such transfers. Transfers of properties and other assets from or to TranIsers of prop- other Government agencies under clause (2) above shall be at such appropriate amount or amounts as shall be agreed upon between the corporation and the agencies concerned and approved by the Director of the Bureau of the Budget, and in the determination thereof due con- sideration shall be given to the cost and probable earning power of the transferred assets, or usable value to the transferee if clearly less than cost, and adequate provisions made for depreciation of properties and equipment, obsolete or otherwise unusable inventories, and other rea- sonably determinable shrinkages in values, and, insofar as practicable there shall be excluded from such amount any portion of the value of the transferred property which is properly allocable to national defense. The board of directors shall certify to the Secretary of the Ceritification of Treasury the amount of each such transfer, the amount of any accumu- lated repayments to the Treasury or extraordinary expenditures or losses applicable as offsets to the amount of such transfer under the provisions of paragraph (d) of this section, and the effective date of the transfer. "(c) In order to reimburse the Treasury, as nearly as possible, for Paymentofinterest. the interest cost of the funds or other assets directly invested in the corporation, the corporation shall pay interest to the Treasury, at least annually, on the net direct investment of the Government in the cor- poration, as defined in paragraphs (a) and (b) of this section, and shown by the receipt described therein, at a rate or rates determined by the Secretary of the Treasury as required to reimburse the Treasury for its cost. "(d) The corporation shall account for its surplus as follows: (1) Acountng for s ur - The total net income from operations from and after 1904 (when the Government acquired control of the New York company), plus the undistributed net income prior to 1904, less (2) payments to the Treas- ury as dividends from and after 1904, not applied as offsets to direct capital contributions as described below, and less (3) extraordinary expenditures or losses incurred through directives based on national policy and not related to the operations of the corporation, not reim- ursed through specific appropriations by the Congress, and not applied as offsets to direct capital contributions as described below. The corporation shall not be required to pay interest to the Treasury on any part of its surplus, as above defined. Repayments to the Treas- ury as dividends shall be applicable as offsets against directly contrib- uted capital, past or future, in determining the base for the interest payments required under paragraph (c) of this section. Extraordi- nary expenditures and losses (as defined in clause 3 above), to the extent not reimbursed through specific appropriations, shall be consid- ered as repayments to the Treasury analogous to dividends and simi- larly applicable as offsets against directly contributed capital "247. BOARD OF DIRECTORS.- The management of the corporation shall be vested in a board of directors consisting of not less than nine nor more than thirteen persons who shall be appointed by and hold office at the pleasure of the stockholder, or if he so elects, consisting of the stockholder and eight to twelve other persons: Provided, That the OarMor of aPm- Governor of the Panama Canal shall be a director and president of the Ca corporation. Before entering upon his duties, each of the directors so appointed shall take an oath faithfully to discharge the duties of his office. The directors shall receive no salary for their services on the Perdietsm aowan e board, but under regulations and in amounts prescribed by the board of directors, with the approval of the stockholder, may be paid by the corporation a reasonable per diem allowance in lieu of subsistence expenses in connection with attendance at meetings of the board or in 1077
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