Title 23 — Public Utilities and Regulated Industries

(a) An out-of-state bank that desires to operate a branch location in the State of Arkansas, whether initial entry into the state is by an interstate merger transaction or establishment of a full-service branch, shall apply for a certificate of authority to transact banking busin…

(a) A registered out-of-state bank shall apply for an amended certificate of authority from the Bank Commissioner if it changes:(1) The name of the bank;(2) The period of its duration; or(3) The state or country under which it is chartered. (1) The name of the bank; (2) The perio…

(a) A certificate of authority authorizes the out-of-state bank to which it is issued to transact business in this state subject, however, to the right of the state to revoke the certificate as provided in this chapter. (b) An out-of-state bank with a valid certificate of authori…

(1) Each registered out-of-state bank must continuously maintain in this state:(1) A registered office that may be the same as any of its places of business; and(2) A registered agent, who may be:(A) An individual who resides in this state and whose business office is identical w…

(a) A registered out-of-state bank may change its registered office or registered agent by delivering to the Bank Commissioner for filing a statement of change that sets forth:(1) Its name;(2) The street address of its current registered office;(3) If the current registered offic…

(a) The registered agent of an out-of-state bank may resign his or her agency appointment by signing and delivering to the Bank Commissioner for filing the original and two (2) exact or conformed copies of a statement of resignation. The statement of resignation may include a sta…

(a) The registered agent of a registered out-of-state bank is the bank's agent for service of process, notice, or demand required or permitted by law to be served on the out-of-state bank. (b) A registered out-of-state bank may be served by registered or certified mail, return re…

(a) A registered out-of-state bank may not withdraw from this state until it obtains a certificate of withdrawal from the Bank Commissioner. (b) A registered out-of-state bank may apply for a certificate of withdrawal by delivering an application to the commissioner for filing. T…

(1) The Bank Commissioner may commence a proceeding under § 23-48-1010 to revoke the certificate of authority of a registered out-of-state bank if:(1) The out-of-state bank does not deliver its annual franchise tax report to the Secretary of State within sixty (60) days after it …

All banks shall be subject to the Arkansas Gross Receipts Act, § 26-52-101 et seq., and the Arkansas Compensating Tax Act, § 26-53-101 et seq.

(a) If the Bank Commissioner determines that one (1) or more grounds exist under § 23-48-1009 for revocation of a certificate of authority, he or she shall serve the out-of-state bank with written notice of his or her determination under § 23-48-1007. (b) (1) If an out-of-state b…

(a) (1) An out-of-state bank may appeal the Bank Commissioner's revocation of its certificate of authority to the Pulaski County Circuit Court within thirty (30) days after service of the certificate of revocation is perfected under § 23-48-1007.(2) The out-of-state bank appeals …

(a) All trust companies, other than national trust companies and subsidiary trust companies, in existence on May 30, 1997, must cease operations as a trust company. (b) Trust companies, other than subsidiary trust companies and national trust companies, which have not become bank…

(a) (1) Any bank, subsidiary trust company, or national trust company doing business in this state may close its office for the transaction of business upon any day which has been or may hereafter be set apart or designated under the laws of this state or of the United States as …

(1) A bank dealing, whether to its own benefit or otherwise, with, through, or under any person who is or may be an officer, employee, member, agent, trustee, representative, or other fiduciary of another person shall not be deemed to have notice of nor be obligated to inquire as…

(a) (1) As used in this section, “institution” means a bank, savings and loan association, or savings bank organized under the laws of any state or the United States.(2) For the purpose of determining what constitutes an affiliated institution in this section, “control”, as it pe…

(a) Except when the dollar amount of responsibility assumed exceeds its capital base, no bank chartered or licensed to do business in this state shall be required to furnish fidelity, surety, or performance bond, in business transactions involving:(1) Garnishment;(2) Replevin;(3)…

Any state bank shall have the right to own such amount of stock in a federal reserve bank as may be required for it to become a member of the Federal Reserve System.

A state bank not a member of the Federal Reserve System shall maintain at all times a reserve fund as required by the Federal Reserve Board, unless otherwise provided by State Bank Department rules.

Any state bank may, from time to time, declare and pay dividends in accordance with State Bank Department rules.

(a) Any one (1) or more natural persons, eighteen (18) years of age or older, a majority of whom shall be bona fide residents of this state, who may desire to associate themselves by articles of incorporation for the purpose of establishing any state bank, may apply to the Bank C…

(a) Organizational expenses shall not be paid from capital or surplus funds of the state bank without the prior written consent of the Bank Commissioner. (b) (1) Prior to applying for a charter, the incorporators shall establish an organizational expense fund in an amount the com…

(a) A state bank shall not pay any fee, compensation, or commission for promotion in connection with its organization or apply any money received on account of shares or subscriptions, selling shares, or other services in connection with its organization or for securing subscript…

(a) As soon as practicable after acceptance of any application for a new state bank charter and receipt of the filing fee, the Bank Commissioner shall ascertain, from the best sources of information at his or her command, the character and general fitness of the persons named as …

(a) Upon approval of the State Banking Board and payment of the fees, the Bank Commissioner shall give to the persons named as incorporators a certificate of incorporation, in the form that he or she may prescribe, if the commissioner has made satisfactory determinations as to th…

(a) (1) Any state bank may apply for authority to change its place of business from one (1) municipality to another by filing with the Bank Commissioner, as an amendment to its articles of incorporation, two (2) copies of a resolution to that effect, and such additional informati…

(a) Any state bank, through amendment to its articles of incorporation, may from time to time do the following, which shall be in addition to all things it may otherwise do through amendment under the Arkansas Banking Code of 1997:(1) Change its corporate name;(2) Change, enlarge…

(a) (1) An application for approval of a proposed charter amendment described in § 23-48-307 shall be submitted to the Bank Commissioner in the manner and form that the commissioner may prescribe and shall include the information set forth in subsection (b) of this section, and c…

(a) (1) Prior to the formation of a state bank, or prior to the consummation of an interstate merger transaction, a person may reserve the exclusive use of a corporate name for a bank by delivering an application to the Bank Commissioner for filing.(2) The application must set fo…

(a) For all state banks chartered after May 30, 1997, the fully paid-up capital shall not be less than one million dollars ($1,000,000). For all state banks, regardless of the dates of their charters, the following capital requirements shall apply:(1) The minimum “capital base” s…

(a) The authorized capital stock of any state bank may be increased or decreased by amendment to its articles of incorporation, subject to the requirements pertaining to such amendments contained in §§ 23-48-307 and 23-48-308. (b) A capital stock increase may be effected by the i…

(a) (1) Except as otherwise provided in this section, a purchaser from a state bank of its own shares is not liable to the state bank or its creditors with respect to the shares except to pay the full consideration, fixed as provided by law, for which the shares were issued or we…

(a) (1) (A) The shares of the capital stock of any state bank may consist of shares of common stock or of common and preferred stock.(B) Common or preferred stock may be divided into classes with the designations, preferences, limitations, retirement provisions, and relative righ…

(a) Unless otherwise provided by the articles of incorporation, every stockholder, upon the sale for cash of any new stock of the same class as that which he or she already holds, shall have the right to purchase his or her pro rata share thereof at a price not exceeding the pric…

(a) (1) With the written consent of the Bank Commissioner, a state bank may, through action of its board of directors and without requiring any action by stockholders, issue and sell its capital notes or other subordinated indebtedness at:(A) Not less than par; or(B) Par, less a …

(a) The stock of every state bank shall be transferrable only on the books of the bank. (b) (1) When any number of shares of the stock of a state bank or shares of stock in an Arkansas bank holding company shall be transferred to any transferee or joint transferees, the state ban…

(a) As used in this section, unless the context otherwise requires, “control” has the meaning set forth in 12 U.S.C. § 1841(a)(2). (b) (1) Prior approval by the Bank Commissioner of any transfer of ownership shall not be required unless and until:(A) A transfer reported to the co…

(a) A special meeting of the stockholders, whether held for the purpose of amending the articles of incorporation or for any other lawful purpose, may be called as prescribed in the bylaws or, if the bylaws are silent in that respect, by the president or chief executive officer o…

(a) Not less than ten (10) days' written notice of an annual meeting shall be given to each stockholder, other than stockholders who waive notice in writing, which notice shall be mailed by first-class mail, postage prepaid, and directed to the stockholder at his or her address s…

(a) (1) Each share of stock shall be entitled to one (1) vote on each matter submitted at a meeting of stockholders except to the extent that the voting rights of any class are limited or denied, to an extent permitted by law, by the articles of incorporation or an amendment ther…

(a) For the purpose of determining stockholders entitled to notice of, or to vote at, any annual or special meeting of stockholders or any adjournment thereof, or entitled to receive payment of any dividend, the board of directors of a state bank may provide that the stock transf…

(a) (1) (A) The affairs of any state bank shall be managed and controlled by a board of directors of not fewer than three (3) persons, who shall be selected at such times and in such manner as may be provided by its bylaws.(B) Members of the board are not required to be stockhold…

(a) (1) A state bank shall have:(A) A president or chief executive officer, or both;(B) A secretary; and(C) Any other officers as the directors may from time to time designate.(2) An individual may hold more than one (1) office. (1) A state bank shall have:(A) A president or chie…

(a) An official of a bank who holds a commission as notary public may act as notary in taking the acknowledgment of mortgages and deeds of trust executed in favor of the bank. All such instruments previously acknowledged in this manner are declared to have been lawfully acknowled…

(a) Any state bank may purchase, for its own account, shares of a bank or bank holding company if:(1) The stock of the bank or bank holding company whose shares are being purchased is owned exclusively by financial institutions; and(2) The bank or bank holding company whose share…

(a) A state bank and a subsidiary trust company are subject to the Arkansas Business Corporation Act of 1987, § 4-27-101 et seq., to the extent that it is not in conflict with the Arkansas Banking Code of 1997. (b) If the Arkansas Business Corporation Act of 1987, § 4-27-101 et s…

(a) (1) A state bank may designate and maintain a registered office and registered agent for service of process by filing a written designation with the Bank Commissioner.(2) The registered office:(A) May be the same as any of the bank's places of business; and(B) Shall have the …

(1) As used in this subchapter, unless the context otherwise requires:(1) “Bank subsidiary”, with respect to a specified bank holding company, means:(A) Any bank, twenty-five percent (25%) or more of whose shares, excluding shares owned by the United States or by any company whol…

(a) This subchapter shall not apply to shares of any company:(1) Acquired by a bank holding company or by a bank in satisfaction of a debt previously contracted in good faith;(2) Which are held or acquired by a bank in good faith in a fiduciary capacity; or(3) Which are of the ki…

(a) Any person who willfully violates any provision of this subchapter or order issued by the Bank Commissioner pursuant to this subchapter or any State Bank Department rule is guilty of a Class A misdemeanor. (b) Any person who willfully participates in a violation of any provis…