Current through Bulletin 2024-06, March 15, 2024
(1) An "Affiliate"
of a bank means any corporation, business trust, association, or other similar
organization:
(a) of which the bank, directly
or indirectly, owns or controls either a majority of the voting shares or more
than 50% of the number of shares voted for the election of its directors,
trustees, or other persons exercising similar functions at the preceding
election, or controls in any manner the election of a majority of its
directors, trustees, or other persons exercising similar functions;
or
(b) of which control is held,
directly or indirectly, through stock ownership or in any other manner, by the
shareholders of the bank who own or control either a majority of the shares of
the bank or more than 50% of the number of shares voted for the election of
directors of the bank at the preceding election, or by trustees for the benefit
of the shareholders of the bank; or
(c) of which a majority of its directors,
trustees, or other persons exercising similar functions are directors of the
bank; or
(d) which owns or
controls, directly or indirectly, either a majority of the shares of capital
stock of the bank or more than 50% of the number of shares voted for the
election of directors of the bank at the preceding election, or controls in any
manner the election of a majority of the directors of the bank, or for the
benefit of whose shareholders or members all or substantially all of the
capital stock of the bank is held by trustees.
(2) "Bank premises" means real property
recorded as an asset on a bank's books or otherwise held by a bank which is
used in the conduct of the bank's business, including leasehold improvements
and capital leases of real property. It also includes real property acquired
and held for future banking use where the minutes of the board of directors
show the bank in good faith intends to utilize such property in the conduct of
the bank's business within three years.
(3) "Capital stock" means the sum of
(a) the par value of all shares of the bank
having a par value that have been issued,
(b) the amount of the consideration received
by the bank for all shares of the bank without par value that have been issued,
except such part of the consideration therefor as may have been allocated to
capital surplus in a manner permitted by law, and
(c) such amounts not included in Subsections
(a) and (b) as have been transferred to stated capital of the bank, whether
upon the issue of shares as a share dividend or otherwise, minus all reductions
from such sums as have been effected in a manner permitted by law.
(4) "Principal stockholder" means
a person who owns 5% or more of any class of stock of a bank, any parent, or
any affiliate thereof.
(5)
"Surplus" means the total of
(a) the amount
paid to the bank in excess of the par value of its capital stock, or, in the
case of stock without par value, the amount designated as surplus of the total
amount received for its capital stock,
(b) amounts received as capital
contributions, and
(c) amounts
transferred to the capital surplus account from undivided profits.
(6) "Total capital" means the sum
of capital stock, surplus, undivided profits, reserve for contingencies,
reserve for loan losses, and subordinated notes and debentures with more than
one year maturity.