Savings and loan associations subject to provisions of Chapter 369 1959 have no express or implied power to service loan agreements of business corporation which effect the collection of loan contracts which the business corporation was instrumental in effecting between borrower and lender, when such loan contracts at no time become the property of the savings and loan association.

sav1ngs and loan associat ions subj ect to SAVI NGS AND LOAN ASSOCIATI ONS: provisions of Chapt er 369 RSMo 1959 have no express or implied power to service loan agreements of business corporation which effect the collect ion of loan cont ract s which t he business corporat ion was instrumental in erfecting bet ween borrower and lender, when such loan contracts at no time become the property of the savings and loan association . January 18 ~ 1962 Honorable Gordon E. Church, Supervisor Divisi on of sav1nga and Loan Supervision Jefferson Building Jefferson City, Missouri Dear Mr. Church a This opinion is rendered in reply t o your inquiry of November 9, 1961, posing a quest ion which we restate in the following languaget May a f.lAvings and loan aaeoc1at1on operating under the prov1a1.ona of Chapter 369 RBMo 1959, as amended, en~er into a cont ract with a buainesa corporation to assume &aid corpora- tion's contract servicing agreement s which effect the collect ion or loan contract s wnlch the business corpora- tion wae instrumental in sffecting bet ween a borrower and lender, auch loan contracts at no time becoming the property or the savings and loan aaaociation? Savings and loan asaociat1one aubJect ~o the prov1a1ona of Chapter 369, RSMo 1959, as amended, were formerly known as building and loan associations. Ve here aearoh for the scope ot charter powers of such asaoclat ions . I n t he caae of Appeal of Powell and Doyle, 93 Mo. App. 296, l.c. 300, such assoc1&t1.ona are referred to in tae .~:ollowing language • "Tho defendant is purely a creat ion of the statut e, having only such powers as the stat ut e givea and such aa are necessarily implied. But w~ have not seen a~ authority which in the least lenda countenance to the suggestion, that when a corporation is clot hed with cert ain limited powers, guarded with -2- Honorable Gordon E. Church t he most explicit directions for the manner of their exercise, that it 1a in the province of such corporation to depart from such directions in the conduct of its buainess. n In Endlich On ~lding Associ ations, Second Bdition, Section 217, we find the subject of powers of these associations treated in the following language: .. But certain powers oeing specifically granted, all those fairly and necessarily implied in, or incident to t he same, follow with the grant, -- aa, likewise, do all thooe essential to the declared object and purpose of the association; not simply conveni ent, but indispensable . To this extent, and no further, goes the contract implied between the State and the corporation. I t lends no legitimacy ~o the transaction of other business, or the use of corporate powers f or object s wholly wi~hout the scope and meaning of the chart er. The corporation cannot leave its legit imate business :1n the background, and assume unwarrant ed functi ons, without rendering every step upon the unauthorized path illegal and void. Neit her the corporation nor its officers can do any act, or make any rule 01~ cont ract, or incUI• any liability not authori zed either expressly, or by implication from the necessities of ita lawful. busineaa. All acte beyond the scope of the powera granted, ar~ all powers granted1 however explicitly, under a charter based upon a ger~r~ l statute, which are repugnaut t o such statute, are void, and 1n ~ ct, with that inherent weakness, whatever acts are done by virtue of them." When a savings and loan aasoci a t1on Wldertakes to service any loan not made by 1 t , or acquired t hrough lawfUl purchaae, 1t obligates itself to accept deposit payments and act as fiscal agent for persons lawfully entitled to the proceeds of -3- Honorable Gordon E. Church such loan. Section 369.395 RSMo 1959 does specifically authorize savings and loan associations to act as fiscal agent for the United States in the following languagea "An association shall have power to act as fiscal agent of the United States, and, when designated for that purpose by the Secretary o£ the Treasury, may perform under such regulations as he may proscribe all such reasonable duties as fiscal agent as he may require • u The power to act as a fiscal agent expressed in Section 369.395 RSMo 1959, supra, is the only such power we have discovered in Chapter 369 RSKo 1959, as amended. In view of the tact that no investment power, or power to purchase and acquire title 'to the loans to be serviced, is involved in the question being dete1~ned here , it must reasonably be concluded that the power eought to be exercised is neither an express power or an implied power to be exercised by a savings and loan asaoclatiou eubJect to the provisions of Chapter 369, RSJio 1959, ae amended. CONCLUSION It is the opinion of this office that a savings and loan association operating under the provisions of Chapter 369 RS.No 1959, as amended, has no expt•ess or implied authority to enter into a contract witn a business corporation to assume said corporation's servicing agreements which effect the collection of loan contract6 which the business corporation waa instrumental 1n effecting between a borrower and lender, when sucn loan contracts at no time become the property of the savings and loan association. The foregoing opinion, Which I hereby approve, was prepared by my asa1stant, Julian L. O'Malley. JLO'M:MS:BJ Yours ver., trul.J , THOJillS F. BloLttOil Attorney General