S T A T E O F N E W Y O R K
2011-2012 Regular Sessions
I N S E N A T E
March 23, 2011
Introduced by Sens. GRIFFO, FARLEY -- read twice and ordered printed,
and when printed to be committed to the Committee on Banks
AN ACT to amend the banking law, in relation to certain provisions
relating to foreign banking corporations
THE PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:
Section 1. Subdivision 1 of section 601-a of the banking law, as
amended by chapter 152 of the laws of 1993, is amended to read as
1. The following acquisitions are hereby authorized whether by
purchase or otherwise, other than by merger, of all or a substantial
part of the assets of:
(a) One or more corporations organized under the laws of this state
and subject to the provisions of article three, article eight or article
twelve of this chapter by another corporation subject to the provisions
of the same article.
(b) One or more safe deposit companies by a bank or trust company.
(c) One or more mutual savings banks by another mutual savings bank.
(d) One or more mutual savings and loan associations by another mutual
savings and loan association.
(e) One or more stock-form savings banks by another stock-form savings
(f) One or more stock-form savings and loan associations by another
stock-form savings and loan association.
(g) One or more banking institutions by another banking institution to
the extent permitted under regulations of the banking board. FOR
PURPOSES OF THIS SUBDIVISION, A BRANCH OR AGENCY OF A FOREIGN BANKING
CORPORATION LICENSED UNDER ARTICLE FIVE OF THIS CHAPTER SHALL BE CONSID-
ERED A BANKING INSTITUTION.
S 2. Section 604-a of the banking law, as added by chapter 743 of the
laws of 1958, the section heading and subdivision 1 as amended by chap-
EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
[ ] is old law to be omitted.
S. 4193 2
ter 297 of the laws of 1993, subdivision 2 as amended by chapter 489 of
the laws of 1963 and subdivision 3 as amended by chapter 115 of the laws
of 1981, is amended to read as follows:
S 604-a. Transfer of fiduciary relationships [of a banking institu-
tion]. 1. If any banking institution, including a bank or trust company,
national banking association, savings bank, savings and loan associ-
ation, federally chartered savings bank, federally chartered savings and
loan association, BRANCH OR AGENCY OF A FOREIGN BANKING CORPORATION,
located in this state, shall have transferred all or substantially all
of its assets to another banking institution in a transaction subject to
this chapter pursuant to a written agreement between the transferor and
transferee [corporations] whereby the transferee [corporation] has
assumed the deposit liabilities, if any, of the transferor [corporation]
and has agreed to assume all fiduciary relationships of the transferor
[corporation], the transferee [corporation] may file in the office of
the superintendent a certificate in its name and under its [corporate]
seal, signed by its president, secretary or cashier, setting forth a
copy of such agreement and stating that the transferee [corporation]
assumes all of the fiduciary relationships of the transferor [corpo-
ration] pursuant to the provisions of this section; provided, however,
that such certificate shall not be filed unless the approval of the
superintendent shall have been endorsed thereon or annexed thereto
2. Upon the filing of such certificate in the office of the super-
intendent, all of the property, rights, powers and franchises of the
transferor [corporation] as fiduciary shall vest in the transferee
[corporation] and the transferee [corporation] shall be deemed to have
assumed all of the debts, liabilities, obligations and duties of the
transferor [corporation] as fiduciary, and to have succeeded to all the
fiduciary relationships of the transferor [corporation], as fully and
with the same effect as is provided in sections one hundred thirty-six-c
and six hundred two OF THIS CHAPTER in the case of a merger, and any
reference to the transferor [corporation] as fiduciary in any capacity,
contained in any contract, will or document, whether executed or taking
effect before or after the filing of such certificate in the office of
the superintendent, shall be considered a reference to the transferee
[corporation] if not inconsistent with the other provisions of the
contract, will or document.
3. For the purposes of this section the fiduciary relationships of the
transferor shall include all relationships as agent, trustee, guardian,
receiver, committee, conservator, executor, administrator, or other
fiduciary in any capacity or for any purpose mentioned in section one
hundred, and all relationships of the transferor as bailee or depositary
of personal property.
4. This section shall not be deemed to authorize a transferee [corpo-
ration] to assume any fiduciary relationship of a kind which it would
not otherwise have power to undertake and perform. Nothing in this
section shall be deemed to authorize any such transferee [corporation]
to maintain as its own office any office previously maintained by the
transferor [corporation], and authority, if any, to maintain any such
office shall be governed by the applicable provisions of law other than
this section. This section shall not be deemed to apply to contracts of
the transferor for the leasing of safe deposit boxes or vaults.
S 3. This act shall take effect immediately.