| (a) Required notice. An out-of-state trust company
or a state-chartered bank, the deposits of which are not insured by
the Federal Deposit Insurance Corporation, may establish an initial
representative trust office in this state after registration with
the banking commissioner in accordance and in compliance with Finance
Code §187.202 and this section, provided that the relevant home
state regulator is a current party to regulatory information sharing
and cooperation agreements with the banking commissioner that satisfy
the requirements of Finance Code §181.303 and §187.301.
At least 30 days before the proposed opening date of the proposed
office, the institution must submit a written notice to the banking
commissioner containing:
(1) the name of the institution and the address of
its principal office;
(2) the physical address and the proposed opening date
of the proposed office;
(3) a description of the proposed activities at the
office consistent with the limitations of Finance Code §187.201;
(4) a copy of the institution's chartering document
and evidence that the institution is active and in good standing;
(5) a copy of the resolution adopted by the board of
the institution authorizing establishment of the proposed office;
(6) a copy of the institution's registration filed
with the secretary of state pursuant to Finance Code §201.102;
(7) copies of any home state regulatory notices or
filings required in connection with establishing the proposed office
in this state;
(8) contact information for the institution's home
state regulator;
(9) current financial statements evidencing tangible
equity capital, defined as the total of owner's equity, surplus, and
undivided profits reduced by the total of intangible assets, in an
amount that equals or exceeds the minimum amount of restricted capital
required for a state trust company pursuant to Finance Code §182.008;
and
(10) the executed agreement required by subsection
(b) of this section.
(b) Required agreement. The institution must submit
its enforceable written agreement in the form provided by the banking
commissioner, duly executed by an authorized officer of the institution,
in which the institution agrees to:
(1) maintain tangible equity capital in an amount that
equals or exceeds the minimum amount of restricted capital required
for a state trust company pursuant to Finance Code §182.008,
at all times during the period an office of the institution is maintained
in this state;
(2) cooperate with and participate in examination at
least once every 12 months at the discretion of the banking commissioner,
and to pay the costs of each such examination as provided by §17.22
of this title (relating to Examination and Investigation Fees); and
(3) provide prompt written notice to the banking commissioner:
(A) pursuant to Finance Code §187.306, at least
30 days before the effective date of the event, or, in the case of
an emergency transaction, a shorter period before the effective date
consistent with applicable state or federal law, of:
(i) a merger or other transaction that would cause
a change of control with respect to the institution and require an
application to be filed with the home state regulator;
(ii) a transfer of all or substantially all of the
trust accounts or trust assets of the institution to another person;
or
(iii) the relocation, closing, or other disposition
of an office of the institution in this state.
(B) not later than 30 days after the institution receives
notice of the imposition of or a proposed enforcement action or condition
by the institution's home state regulator.
(c) When the office may open. The institution may commence
business at the representative trust office on the 31st day after
the date the banking commissioner receives the notice unless the banking
commissioner specifies an earlier or later date.
(1) The 30-day period of review may be extended by
the banking commissioner on a determination that the written notice
raises issues that require additional information or additional time
for analysis. If the period of review is extended, the institution
may establish the representative trust office only on prior written
approval by the banking commissioner.
(2) The banking commissioner may deny approval of the
representative trust office if the banking commissioner finds that
the institution lacks sufficient financial resources to undertake
the proposed expansion without adversely affecting its safety or soundness
or that the proposed office would be contrary to the public interests.
(d) Additional offices. An out-of-state trust company
or uninsured state-chartered bank that has established and is maintaining
a representative trust office in this state pursuant to this section
may establish additional representative trust offices in this state
without providing notice to the banking commissioner.
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