Title 81, Banks and Financial Institutions

(a) A state trust company may not acquire real estate except:(1) As permitted by Section 81-27-5.001 or as otherwise provided by this chapter, including rules or regulations adopted under this chapter;(2) If necessary to avoid or minimize a loss on a loan or investment previously…

(a) A state trust company may invest its corporate funds in any type or character of equity or investment securities subject to the limitations provided by this section. (b) Unless the commissioner approves maintenance of a lesser amount in writing, a state trust company must inv…

(a) A state trust company may acquire its own shares or participation shares if:(1) The amount of its undivided profits is sufficient to fully absorb the acquisition of the shares or participation shares under regulatory accounting principles; or(2) The state trust company obtain…

(a) Except as otherwise provided by this article or rules or regulations adopted under this article, a state trust company may acquire or establish a subsidiary to conduct any activity that may lawfully be conducted through the form of organization chosen for the subsidiary. (b) …

(a) A state trust company may invest for its own account in equity securities of an investment company registered under the Investment Company Act of 1940 (15 USCS Section 80a-1 et seq.) and the Securities Act of 1933 (15 USCS Section 77a et seq.) if the portfolio of the investme…

Except as otherwise provided by this chapter or rules adopted under this chapter, a state trust company may not invest its funds in trade or commerce by buying, selling, or otherwise dealing in goods or by owning or operating a business not part of the state trust business, excep…

(a) A state trust company’s total outstanding loans and extensions of credit to a person other than an insider may not exceed an amount equal to fifteen percent (15%) of the state trust company’s capital. (b) The aggregate loans and extensions of credit outstanding at any time to…

(a) Subject to rules or regulations adopted under this chapter, a state trust company may become the owner and lessor of tangible personal property for lease financing transactions on a net lease basis on the specific request and for the use of a client. Without the written appro…

(a) A state trust company may deposit trust funds with itself as an investment if authorized by the settlor or the beneficiary provided:(1) It maintains as security for the deposits a separate fund of securities, legal for trust investments, under control of a federal reserve ban…

(a) A state trust company may establish common trust funds to provide investment to itself as a fiduciary. (b) The commissioner may adopt rules to administer and carry out this section, including but not limited to rules to establish investment and participation limitations, disc…

Except with the prior written approval of the commissioner, a state trust company may not have liabilities outstanding exceeding an amount equal to five (5) times its capital.

A state trust company may not pledge or create a lien on any of its assets except to secure the repayment of money borrowed or as specifically authorized or required by Section 81-27-5.301, or by rules or regulations adopted under this article. An act, deed, conveyance, pledge, o…

(a) In Articles 6, 7 and 8 of this chapter:(1) “Capital” means:(A) The sum of:(i) The par value of all shares or participation shares of the state trust company having a par value that have been issued;(ii) The consideration fixed by the board in the manner provided by the Missis…

(a) Except as expressly otherwise permitted, a person may not without the prior written approval of the commissioner directly or indirectly acquire control of a state trust company through a change in a legal or beneficial interest in voting securities of a state trust company or…

(a) The proposed transferee seeking approval to acquire control of a state trust company or a person that controls a state trust company must file with the commissioner:(1) An application in the form prescribed by the commissioner;(2) The filing fee required by statute, rule or r…

(a) Not later than the sixtieth day after the date the notice is published, the commissioner shall approve the application or set the application for hearing. If the commissioner sets a hearing, the commissioner shall conduct a hearing and one or more prehearing conferences and o…

(a) If a hearing has been held, the commissioner has entered an order denying the application, and the order has become final, the proposed transferee may appeal the final order to the Chancery Court of the First Judicial District of Hinds County, Mississippi. (b) The filing of a…

This subarticle may not be construed to prevent the commissioner from investigating, commenting on, or seeking to enjoin or set aside a transfer of voting securities that evidence a direct or indirect interest in a state trust company, regardless of whether the transfer is includ…

(a) The commissioner may bring any appropriate civil action against any person who the commissioner believes has committed or is about to commit a violation of this subarticle or a rule, regulation or order of the commissioner pertaining to this subarticle. (b) A person who knowi…

(a) Voting securities of a state trust company held by the state trust company in a fiduciary capacity under a will or trust, whether registered in its own name or in the name of its nominee, may not be voted in the election of directors or managers or on a matter affecting the c…

(a) Each state trust company shall adopt bylaws and may amend its bylaws from time to time for the purposes and in accordance with the procedures set forth in the Mississippi Business Corporation Act. (b) A limited liability trust company in which management is retained by the pa…

(a) The board of a state trust company must consist of not fewer than five (5) or more than twenty-five (25) directors, managers, or managing participants, the majority of whom must be residents of this state. Except for a limited liability trust company in which management has b…

The board of a state trust company shall hold at least one (1) regular meeting each quarter. At each regular meeting the board shall review and approve the minutes of the prior meeting and review the operations, activities, and financial condition of the state trust company. The …

(a) The board shall annually appoint the officers of the state trust company, who serve at the pleasure of the board. The state trust company must have a principal executive officer primarily responsible for the execution of board policies and operation of the state trust company…

(a) An officer, director, manager, managing participant, employee, shareholder, or participant of a state trust company commits an offense if the person knowingly:(1) Conceals information or a fact, or removes, destroys, or conceals a book or record of the state trust company for…

(a) Without the prior approval of a disinterested majority of the board recorded in the minutes, or if a disinterested majority cannot be obtained the prior written approval of the commissioner, a state trust company may not directly or indirectly:(1) Sell or lease an asset of th…

(1) The board of a state trust company is responsible for the proper exercise of fiduciary powers by the state trust company and each matter pertinent to the exercise of fiduciary powers, including:(1) The determination of policies;(2) The investment and disposition of property h…

A state trust company shall keep its fiduciary records separate and distinct from other records of the state trust company. The fiduciary records must contain all material information relative to each account as appropriate under the circumstances.

(a) The board of a state trust company shall require protection and indemnity for clients in reasonable amounts established by rules or regulations adopted under this article, against dishonesty, fraud, defalcation, forgery, theft, and other similar insurable losses, with corpora…

A trust company that is the victim of a robbery, has a shortage of corporate or fiduciary funds in excess of Five Thousand Dollars ($5,000.00), or is the victim of an apparent or suspected misapplication of its corporate or fiduciary funds or property in any amount by a director,…

(a) A limited liability trust company shall file with the commissioner a copy of any participation agreement by which a participant of the limited liability trust company agrees to become a full liability participant and the name and address of each full liability participant. So…

(a) Except as provided by subsection (b) of this section, the participants, participant-transferees, and managers of a limited liability trust company may not be held liable for a debt, obligation, or liability of the limited liability trust company, including a debt, obligation,…

(1) Except as provided by this section or the articles of association of the limited liability trust company, debts, liabilities, and other obligations may be contracted for or incurred on behalf of a limited liability trust company by:(1) A majority of the managers, if managemen…

(a) Management of a limited liability trust company is vested in the participants in proportion to each participant’s contribution to capital, as adjusted periodically to properly reflect any additional contribution. The articles of association may provide that management of a li…

(a) A participant may not receive from a limited liability trust company any part of the participant’s contribution to capital until:(1) All liabilities of the state trust company, except liabilities to participants on account of contribution to capital, have been paid or, if aft…

(a) The interest of a participant or participant-transferee in a limited liability trust company is the personal estate of the participant or the participant-transferee and may be transferred as provided by the bylaws or the participation agreement. A transferee of a participant’…

(a) A limited liability trust company organized under this article is dissolved on:(1) The expiration of the period fixed for the duration of the limited liability trust company;(2) A vote to dissolve or the execution of a written consent to dissolve by all full liability partici…

The profits and losses of a limited liability trust company may be allocated among the participants and among classes of participants as provided by the participation agreement. Without the prior written approval of the commissioner, the profits and losses must be allocated based…

Subject to Section 81-27-4.106, distributions of cash or other assets of a limited liability trust company may be made to the participants as provided by the participation agreement. Without the prior written approval of the commissioner, distributions must be made to the partici…

(1) For purposes of the provisions of this chapter other than this subarticle, as the context requires:(1) A manager and the board of managers are considered to be a director and the board of directors, respectively;(2) If there is not a board of managers, a participant is consid…

(a) With the prior written approval of the commissioner, a state trust company may merge or consolidate with another person to the same extent as a business corporation under the Mississippi Business Corporation Act, subject to this subarticle. (b) Implementation of the plan of m…

(a) The original articles of merger, a number of copies of the articles of merger equal to the number of surviving, new, and acquiring entities, and an application in the form required by the commissioner must be filed with the commissioner. The commissioner shall investigate the…

(a) If the commissioner approves the merger and finds that all required filing fees and investigative costs have been paid, the commissioner shall:(1) Endorse the face of the original and each copy with the date of approval and the word “Approved”;(2) File the original in the dep…

A shareholder, participant, or participant-transferee may dissent from the merger to the extent and by following the procedure provided by the Mississippi Business Corporation Act or rules or regulations adopted under this chapter.

(1) The purchasing trust institution may hold the purchase price and any additional funds delivered to it by the selling institution in trust for the selling institution and may act as agent of the selling institution in disbursing those funds in trust by paying the creditors of …

If the selling trust institution is at any time after the sale of assets voluntarily or involuntarily closed for liquidation by a state or federal regulatory agency, the purchasing trust company shall pay to the receiver of the selling institution the balance of the funds held by…