State of Illinois
90th General Assembly
Legislation

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90_HB1288

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          Amends numerous Acts related to  the  regulation  of  the
      banking and real estate industries.   Permits banks to retain
      certain  real  estate for 10, rather than 5, years.  Provides
      that the Commissioner of Banks and  Real  Estate  may,  after
      receiving  certain  notices  from banks, reduce the length of
      the notice period.  Authorizes banks to  invest  10%,  rather
      than  5%,  of  capital  and  surplus in community development
      projects.  Provides for the formation and merger  of  interim
      banks.    Prohibits  banks  and  corporate  fiduciaries  from
      employing individuals convicted of certain  offenses  without
      the  approval  of the Commissioner.  Provides that banks must
      be  examined  once  every  18,  rather   than   12,   months.
      Authorizes  savings  banks  to  conduct  transactions through
      affiliate facilities.  Allows a reduction in the frequency of
      meetings of the directors of a savings bank.     Changes  the
      method of calculating the mortgage default rate for licensees
      under  the  Residential  Mortgage License Act of 1987.  Makes
      other changes.  Defines terms.  Effective immediately.
                                                    LRB9000532JSsbB
                                              LRB9000532JSsbB
 1        AN ACT in relation to the powers and duties of the Office
 2    of Banks and Real Estate.
 3        Be it enacted by the People of  the  State  of  Illinois,
 4    represented in the General Assembly:
 5        Section  5.  The  Office  of Banks and Real Estate Act is
 6    amended by changing Section 5 and as follows:
 7        (20 ILCS 3205/5) (from Ch. 17, par. 455)
 8        Sec. 5.  Powers.  In addition to all the other powers and
 9    duties provided by  law,  the  Commissioner  shall  have  the
10    following powers:
11        (a)  To  exercise  the rights, powers and duties formerly
12    vested by law in the Director of Financial Institutions under
13    the Illinois Banking Act.
14        (b)  To exercise the rights, powers and  duties  formerly
15    vested  by  law  in  the Department of Financial Institutions
16    under "An act to provide for and regulate the  administration
17    of  trusts  by  trust  companies", approved June 15, 1887, as
18    amended.
19        (c)  To exercise the rights, powers and  duties  formerly
20    vested by law in the Director of Financial Institutions under
21    "An act authorizing foreign corporations, including banks and
22    national  banking  associations domiciled in other states, to
23    act in a  fiduciary  capacity  in  this  state  upon  certain
24    conditions  herein  set  forth",  approved  July 13, 1953, as
25    amended.
26        (d)  Whenever the Commissioner is authorized or  required
27    by  law  to  consider  or  to  make  findings  regarding  the
28    character  of incorporators, directors, management personnel,
29    or other relevant individuals under the Illinois Banking  Act
30    or  the  Corporate  Fiduciary  Act  or  at other times as the
31    Commissioner deems necessary for the purpose of carrying  out
                            -2-               LRB9000532JSsbB
 1    the Commissioner's statutory powers and responsibilities, the
 2    Commissioner   shall   consider   criminal   history   record
 3    information, including nonconviction information, pursuant to
 4    the  Criminal Identification Act.  The Commissioner shall, in
 5    the form and manner  required  by  the  Department  of  State
 6    Police  and  the Federal Bureau of Investigation, cause to be
 7    conducted a criminal history record investigation  to  obtain
 8    information   currently   contained   in  the  files  of  the
 9    Department  of  State  Police  or  the  Federal   Bureau   of
10    Investigation,  provided that the Commissioner need not cause
11    additional  criminal  history  record  investigations  to  be
12    conducted on individuals  for  whom  the  Commissioner  or  a
13    federal bank regulatory agency has caused such investigations
14    to  have  been  conducted  previously  unless such additional
15    investigations are otherwise required by law  or  unless  the
16    Commissioner  deems  such  additional  investigations  to  be
17    necessary for the purposes of carrying out the Commissioner's
18    statutory  powers  and  responsibilities.   The Department of
19    State Police shall provide, on  the  Commissioner's  request,
20    information concerning criminal charges and their disposition
21    currently  on  file  with  respect  to a relevant individual.
22    Information obtained as a result of  an  investigation  under
23    this  Section  shall be used in determining eligibility to be
24    an incorporator, director,  management  personnel,  or  other
25    relevant  individual  in  relation to a financial institution
26    supervised by the Commissioner.  Upon request and payment  of
27    fees  in  conformance with the requirements of paragraph (22)
28    of subsection (A) of Section 55a of the Civil  Administrative
29    Code   of   Illinois,  the  Department  of  State  Police  is
30    authorized to furnish, pursuant to  positive  identification,
31    such  information contained in State files as is necessary to
32    fulfill the request.
33    (Source: P.A. 88-546; 89-508, eff. 7-3-96.)
                            -3-               LRB9000532JSsbB
 1        Section 10.  The  Illinois  Banking  Act  is  amended  by
 2    changing  Sections 2, 5, 7, 8, 9, 13, 14, 16, 17, 32, 34, 35,
 3    48, 48.3, and 79 and by adding  Sections  13.5  and  16.5  as
 4    follows:
 5        (205 ILCS 5/2) (from Ch. 17, par. 302)
 6        Sec.  2.  General  definitions.   In this Act, unless the
 7    context otherwise requires, the following words  and  phrases
 8    shall have the following meanings:
 9        "Accommodation  party" shall have the meaning ascribed to
10    that term in Section 3-419 3-415 of  the  Uniform  Commercial
11    Code.
12        "Action"  in  the sense of a judicial proceeding includes
13    recoupments, counterclaims, set-off, and any other proceeding
14    in which rights are determined.
15        "Affiliate facility" of  a  bank  means  a  main  banking
16    premises  or  branch of another commonly owned bank. The main
17    banking premises or any branch of a bank may be an "affiliate
18    facility" with respect to one or more  other  commonly  owned
19    banks.
20        "Appropriate  federal  banking  agency" means the Federal
21    Deposit Insurance Corporation, the Federal  Reserve  Bank  of
22    Chicago,  or  the  Federal  Reserve  Bank  of  St.  Louis, as
23    determined by federal law.
24        "Bank" means any person doing a banking business  whether
25    subject to the laws of this or any other jurisdiction.
26        A  "banking  house",  "branch",  "branch bank" or "branch
27    office" shall mean any place of business of a bank  at  which
28    deposits  are received, checks paid, or loans made, but shall
29    not include any place at which only records thereof are made,
30    posted, or kept.  A place of business at which  deposits  are
31    received,  checks  paid, or loans made shall not be deemed to
32    be a branch, branch bank, or branch office if  the  place  of
33    business  is  adjacent to and connected with the main banking
                            -4-               LRB9000532JSsbB
 1    premises, or  if  it  is  separated  from  the  main  banking
 2    premises  by not more than an alley; provided always that (i)
 3    if the place of business is separated by an  alley  from  the
 4    main  banking  premises there is a connection between the two
 5    by public or private  way  or  by  subterranean  or  overhead
 6    passage,  and  (ii) if the place of business is in a building
 7    not wholly occupied by the bank, the place of business  shall
 8    not  be within any office or room in which any other business
 9    or service of any kind or nature other than the  business  of
10    the  bank  is conducted or carried on. A place of business at
11    which deposits are received, checks paid, or loans made shall
12    not be deemed to be a branch, branch bank, or  branch  office
13    (i) of any bank if the place is a an automatic teller machine
14    established  and maintained in accordance with paragraph (16)
15    of Section 5 of this Act, or (ii) of any bank if the place is
16    a point  of  sale  terminal  established  and  maintained  in
17    accordance  with  paragraph (17) of Section 5 of this Act, or
18    (ii) (iii) of a commonly owned bank by virtue of transactions
19    conducted at that place on behalf of the other commonly owned
20    bank under paragraph (23) of Section 5 of  this  Act  if  the
21    place  is  an  affiliate  facility  with respect to the other
22    bank.
23        "Branch  of  an  out-of-state  bank"   means   a   branch
24    established or maintained in Illinois by an out-of-state bank
25    as  a  result  of  a  merger between an Illinois bank and the
26    out-of-state bank that occurs on or after May  31,  1997,  or
27    any branch established by the out-of-state bank following the
28    merger.
29        "Call  report  fee"  means  the  fee  to  be  paid to the
30    Commissioner by each State bank pursuant to paragraph (a)  of
31    subsection (3) of Section 48 of this Act.
32        "Capital"  includes  the aggregate of outstanding capital
33    stock and preferred stock.
34        "Cash flow reserve account" means the account within  the
                            -5-               LRB9000532JSsbB
 1    books  and  records  of  the  Commissioner  of Banks and Real
 2    Estate  used  to  record  funds  designated  to  maintain   a
 3    reasonable  Bank  and Trust Company Fund operating balance to
 4    meet agency obligations on a timely basis.
 5        "Charter"  includes  the   original   charter   and   all
 6    amendments thereto and articles of merger or consolidation.
 7        "Commissioner"  means  the Commissioner of Banks and Real
 8    Estate or a person authorized by the Commissioner, the Office
 9    of Banks and Real Estate Act, or  this  Act  to  act  in  the
10    Commissioner's stead.
11        "Commonly  owned  banks"  means 2 or more banks that each
12    qualify as a bank subsidiary of the same bank holding company
13    pursuant to Section 18 of the Federal Deposit Insurance  Act;
14    "commonly  owned  bank"  refers to one of a group of commonly
15    owned banks but only with respect to one or more of the other
16    banks in the same group.
17        "Community" means a city, village, or  incorporated  town
18    in this State.
19        "Company"  means  a  corporation,  partnership,  business
20    trust,  association,  or  similar  organization  and,  unless
21    specifically excluded, includes a "State bank" and a "bank".
22        "Consolidating bank" means a party to a consolidation.
23        "Consolidation"  takes  place  when 2 or more banks, or a
24    trust company and a bank, are extinguished and  by  the  same
25    process  a  new  bank  is created, taking over the assets and
26    assuming the  liabilities  of  the  banks  or  trust  company
27    passing out of existence.
28        "Continuing  bank"  means  a merging bank, the charter of
29    which becomes the charter of the resulting bank.
30        "Converting bank" means a State bank converting to become
31    a national bank, or a national bank converting  to  become  a
32    State bank.
33        "Converting   trust   company"   means  a  trust  company
34    converting to become a State bank.
                            -6-               LRB9000532JSsbB
 1        "Court" means a court of competent jurisdiction.
 2        "Eligible  depository  institution"  means   an   insured
 3    savings  association  that  is in default, an insured savings
 4    association that is in danger of default, a State or national
 5    bank that is in default or a State or national bank  that  is
 6    in  danger  of  default,  as  those terms are defined in this
 7    Section, or a new bank as that term defined in Section  11(m)
 8    of the Federal Deposit Insurance Act or a bridge bank as that
 9    term  is  defined  in  Section  11(n)  of the Federal Deposit
10    Insurance Act or a new federal savings association authorized
11    under Section 11(d)(2)(f) of the  Federal  Deposit  Insurance
12    Act.
13        "Fiduciary"     means     trustee,    agent,    executor,
14    administrator, committee, guardian  for  a  minor  or  for  a
15    person   under   legal   disability,   receiver,  trustee  in
16    bankruptcy, assignee for creditors, or any holder of  similar
17    position of trust.
18        "Financial  institution"  means  a bank, savings and loan
19    association, credit union, or any licensee under the Consumer
20    Installment Loan Act or the Sales Finance Agency Act and, for
21    purposes of Section  48.3,  any  proprietary  network,  funds
22    transfer  corporation,  or  other entity providing electronic
23    funds transfer services,  or  any  corporate  fiduciary,  its
24    subsidiaries,  affiliates,  parent  company,  or  contractual
25    service provider that is examined by the Commissioner.
26        "Foundation" means the Illinois Bank Examiners' Education
27    Foundation.
28        "General  obligation"  means  a  bond,  note,  debenture,
29    security, or other instrument evidencing an obligation of the
30    issuer  that  is supported by the full available resources of
31    the issuer, the principal and interest of which is payable in
32    whole or in part by taxation.
33        "Guarantee" means an undertaking or promise to answer for
34    payment of another's debt or performance of  another's  duty,
                            -7-               LRB9000532JSsbB
 1    liability,  or  obligation  whether  "payment  guaranteed" or
 2    "collection guaranteed".
 3        "In danger of default" means a State or national bank,  a
 4    federally   chartered   insured  savings  association  or  an
 5    Illinois state chartered  insured  savings  association  with
 6    respect  to which the Commissioner or the appropriate federal
 7    banking agency has  advised  the  Federal  Deposit  Insurance
 8    Corporation that:
 9             (1)  in  the  opinion  of  the  Commissioner  or the
10        appropriate federal banking agency,
11                  (A)  the State  or  national  bank  or  insured
12             savings association is not likely to be able to meet
13             the  demands  of  the  State  or  national bank's or
14             savings  association's  obligations  in  the  normal
15             course of business; and
16                  (B)  there is no reasonable prospect  that  the
17             State   or   national   bank   or   insured  savings
18             association will be able to meet  those  demands  or
19             pay those obligations without federal assistance; or
20             (2)  in  the  opinion  of  the  Commissioner  or the
21        appropriate federal banking agency,
22                  (A)  the State  or  national  bank  or  insured
23             savings  association  has  incurred  or is likely to
24             incur losses that will deplete all or  substantially
25             all of its capital; and
26                  (B)  there  is  no reasonable prospect that the
27             capital of the State or  national  bank  or  insured
28             savings  association  will  be  replenished  without
29             federal assistance.
30        "In  default"  means, with respect to a State or national
31    bank or an insured savings association, any  adjudication  or
32    other  official  determination  by  any  court  of  competent
33    jurisdiction,   the  Commissioner,  the  appropriate  federal
34    banking agency, or other public authority pursuant to which a
                            -8-               LRB9000532JSsbB
 1    conservator, receiver, or other legal custodian is  appointed
 2    for   a   State  or  national  bank  or  an  insured  savings
 3    association.
 4        "Insured savings association" means any  federal  savings
 5    association  chartered  under  Section  5 of the federal Home
 6    Owners' Loan Act and any State savings association  chartered
 7    under  the  Illinois  Savings  and  Loan  Act  of  1985  or a
 8    predecessor Illinois  statute,  the  deposits  of  which  are
 9    insured  by  the  Federal Deposit Insurance Corporation.  The
10    term also includes a  savings  bank  organized  or  operating
11    under the Savings Bank Act.
12        "Insured   savings  association  in  recovery"  means  an
13    insured  savings  association  that  is   not   an   eligible
14    depository  institution  and  that  does not meet the minimum
15    capital requirements applicable with respect to  the  insured
16    savings association.
17        "Issuer"  means  for  purposes of Section 33 every person
18    who shall have issued or  proposed  to  issue  any  security;
19    except  that  (1)  with  respect  to certificates of deposit,
20    voting trust certificates, collateral-trust certificates, and
21    certificates of  interest  or  shares  in  an  unincorporated
22    investment  trust not having a board of directors (or persons
23    performing similar functions), "issuer" means the  person  or
24    persons  performing  the  acts  and  assuming  the  duties of
25    depositor or manager pursuant to the provisions of the trust,
26    agreement, or  instrument  under  which  the  securities  are
27    issued; (2) with respect to trusts other than those specified
28    in  clause  (1)  above,  where  the  trustee is a corporation
29    authorized to accept and execute trusts, "issuer"  means  the
30    entrusters,  depositors,  or  creators  of  the trust and any
31    manager or committee charged with the  general  direction  of
32    the  affairs  of  the trust pursuant to the provisions of the
33    agreement or instrument creating  the  trust;  and  (3)  with
34    respect  to  equipment trust certificates or like securities,
                            -9-               LRB9000532JSsbB
 1    "issuer" means the person to whom the equipment  or  property
 2    is or is to be leased or conditionally sold.
 3        "Letter of credit" and "customer" shall have the meanings
 4    ascribed  to  those  terms  in  Section  5-102 of the Uniform
 5    Commercial Code.
 6        "Main  banking  premises"  means  the  location  that  is
 7    designated in a bank's charter as its main office.
 8        "Maker or obligor" means for purposes of Section  33  the
 9    issuer  of  a  security, the promisor in a debenture or other
10    debt security, or the mortgagor or grantor of a trust deed or
11    similar conveyance of a security interest in real or personal
12    property.
13        "Merged bank" means  a  merging  bank  that  is  not  the
14    continuing,  resulting,  or surviving bank in a consolidation
15    or merger.
16        "Merger" includes consolidation.
17        "Merging bank" means a party to a bank merger.
18        "Merging trust company" means a trust company party to  a
19    merger with a State bank.
20        "Mid-tier  bank holding company" means a corporation that
21    (a) owns 100% of the issued and outstanding  shares  of  each
22    class   of   stock   of  a  State  bank,  (b)  has  no  other
23    subsidiaries, and (c) 100%  of  the  issued  and  outstanding
24    shares  of the corporation are owned by a parent bank holding
25    company.
26        "Municipality"   means   any   municipality,    political
27    subdivision, school district, taxing district, or agency.
28        "National  bank"  means  a  national  banking association
29    located in this  State  and  after  May  31,  1997,  means  a
30    national banking association without regard to its location.
31        "Out-of-state bank" means a bank chartered under the laws
32    of  a  state  other  than Illinois, a territory of the United
33    States, or the District of Columbia.
34        "Parent bank holding company" means a corporation that is
                            -10-              LRB9000532JSsbB
 1    a bank holding  company  as  that  term  is  defined  in  the
 2    Illinois  Bank  Holding  Company Act of 1957 and owns 100% of
 3    the issued and outstanding shares of a mid-tier bank  holding
 4    company.
 5        "Person"  means  an individual, corporation, partnership,
 6    joint venture, trust, estate, or unincorporated association.
 7        "Public agency" means the State of Illinois, the  various
 8    counties,   townships,   cities,   towns,   villages,  school
 9    districts,  educational   service   regions,   special   road
10    districts,  public  water  supply  districts, fire protection
11    districts,  drainage  districts,   levee   districts,   sewer
12    districts,  housing authorities, the Illinois Bank Examiners'
13    Education Foundation, the  Chicago  Park  District,  and  all
14    other  political corporations or subdivisions of the State of
15    Illinois, whether now or hereafter  created,  whether  herein
16    specifically  mentioned  or  not,  and shall also include any
17    other state or any political corporation  or  subdivision  of
18    another state.
19        "Public  funds" or "public money" means current operating
20    funds, special funds, interest and sinking funds,  and  funds
21    of  any kind or character belonging to, in the custody of, or
22    subject to the control or regulation of the United States  or
23    a  public  agency.   "Public  funds"  or "public money" shall
24    include funds  held  by  any  of  the  officers,  agents,  or
25    employees  of  the United States or of a public agency in the
26    course of their official duties and, with respect  to  public
27    money  of  the  United  States,  shall include Postal Savings
28    funds.
29        "Published" means, unless the context requires otherwise,
30    the publishing of the notice or  instrument  referred  to  in
31    some  newspaper  of  general  circulation in the community in
32    which the bank is located at  least  once  each  week  for  3
33    successive  weeks.   Publishing shall be accomplished by, and
34    at the expense of,  the  bank  required  to  publish.   Where
                            -11-              LRB9000532JSsbB
 1    publishing   is  required,  the  bank  shall  submit  to  the
 2    Commissioner  that  evidence  of  the  publication   as   the
 3    Commissioner shall deem appropriate.
 4        "Recorded" means the filing or recording of the notice or
 5    instrument  referred  to in the office of the Recorder of the
 6    county wherein the bank is located.
 7        "Resulting bank" means the bank resulting from  a  merger
 8    or conversion.
 9        "Securities"  means  stocks, bonds, debentures, notes, or
10    other similar obligations.
11        "Stand-by letter of credit"  means  a  letter  of  credit
12    under  which  drafts  are  payable  upon  the  condition  the
13    customer  has  defaulted in performance of a duty, liability,
14    or obligation.
15        "State bank" means any banking  corporation  that  has  a
16    banking charter issued by the Commissioner under this Act.
17        "State  Banking  Board"  means the State Banking Board of
18    Illinois.
19        "Subsidiary" with respect to a specified company means  a
20    company  that  is  controlled  by the specified company.  For
21    purposes of paragraphs (8) and (12) of Section 5 of this Act,
22    "control" means the exercise  of  operational  or  managerial
23    control  of  a  corporation  by  the  bank,  either  alone or
24    together with other affiliates of the bank.
25        "Surplus" means the aggregate  of  (i)  amounts  paid  in
26    excess of the par value of capital stock and preferred stock;
27    (ii)  amounts  contributed  other  than for capital stock and
28    preferred stock and allocated to  the  surplus  account;  and
29    (iii) amounts transferred from undivided profits.
30        "Tier  1  Capital" and "Tier 2 Capital" have the meanings
31    assigned to those terms in regulations  promulgated  for  the
32    appropriate  federal banking agency of a state bank, as those
33    regulations are now or hereafter amended.
34        "Trust company" means a corporation incorporated in  this
                            -12-              LRB9000532JSsbB
 1    State for the purpose of accepting and executing trusts.
 2        "Undivided  profits"  means  undistributed  earnings less
 3    discretionary transfers to surplus.
 4        "Unimpaired capital  and  unimpaired  surplus",  for  the
 5    purposes  of paragraph (21) of Section 5 and Sections 32, 33,
 6    34, 35.1, 35.2, and 47 of this Act means the sum of the state
 7    bank's Tier 1 Capital and Tier  2  Capital  plus  such  other
 8    shareholder  equity  as  may be included by regulation of the
 9    Commissioner.   Unimpaired  capital  and  unimpaired  surplus
10    shall be calculated on the basis of  the  date  of  the  last
11    quarterly  call  report filed with the Commissioner preceding
12    the date of the transaction  for  which  the  calculation  is
13    made,  provided  that: (i) when a material event occurs after
14    the date of the last quarterly call  report  filed  with  the
15    Commissioner  that reduces or increases the bank's unimpaired
16    capital and unimpaired surplus  by  10%  or  more,  then  the
17    unimpaired capital and unimpaired surplus shall be calculated
18    from  the  date  of  the  material  event  for  a transaction
19    conducted after the date of the material event; and  (ii)  if
20    the  Commissioner determines for safety and soundness reasons
21    that a state bank should  calculate  unimpaired  capital  and
22    unimpaired  surplus  more  frequently  than  provided by this
23    paragraph, the Commissioner may by written notice direct  the
24    bank  to  calculate unimpaired capital and unimpaired surplus
25    at a more frequent interval.  In the case  of  a  state  bank
26    newly  chartered  under  Section 13 or a state bank resulting
27    from a merger, consolidation, or conversion under Sections 21
28    through 26 for which no preceding quarterly call  report  has
29    been  filed  with  the  Commissioner,  unimpaired capital and
30    unimpaired surplus shall be calculated for the first calendar
31    quarter on the basis of the effective date  of  the  charter,
32    merger, consolidation, or conversion.
33    (Source: P.A.  88-45;  88-271;  88-546; 89-208, eff. 9-29-95;
34    89-364, eff. 8-18-95; revised 9-18-95; 89-508,  eff.  7-3-96;
                            -13-              LRB9000532JSsbB
 1    89-534,  eff.  1-1-97;  89-567,  eff.  7-26-96;  89-626, eff.
 2    8-9-96; revised 8-27-96.)
 3        (205 ILCS 5/5) (from Ch. 17, par. 311)
 4        Sec. 5.  General  corporate  powers.   A  bank  organized
 5    under  this  Act  or subject hereto shall be a body corporate
 6    and politic and shall, without specific  mention  thereof  in
 7    the  charter,  have  all the powers conferred by this Act and
 8    the following additional general corporate powers:
 9        (1)  To sue and be sued,  complain,  and  defend  in  its
10    corporate name.
11        (2)  To  have  a  corporate seal, which may be altered at
12    pleasure, and to use the same by causing it  or  a  facsimile
13    thereof   to  be  impressed  or  affixed  or  in  any  manner
14    reproduced, provided that the affixing of a corporate seal to
15    an instrument shall not give the instrument additional  force
16    or effect, or change the construction thereof, and the use of
17    a corporate seal is not mandatory.
18        (3)  To  make,  alter,  amend,  and  repeal  bylaws,  not
19    inconsistent   with   its   charter  or  with  law,  for  the
20    administration of the affairs of the bank.
21        (4)  To elect or appoint and remove officers  and  agents
22    of   the   bank   and  define  their  duties  and  fix  their
23    compensation.
24        (5)  To  adopt  and  operate  reasonable   bonus   plans,
25    profit-sharing  plans, stock-bonus plans, stock-option plans,
26    pension plans and similar incentive plans for its  directors,
27    officers and employees.
28        (5.1)  To  manage,  operate and administer a fund for the
29    investment of funds by a public agency or agencies, including
30    any unit of local  government  or  school  district,  or  any
31    person.   The  fund  for  a public agency shall invest in the
32    same  type  of  investments  and  be  subject  to  the   same
33    limitations provided for the investment of public funds.  The
                            -14-              LRB9000532JSsbB
 1    fund  for  public  agencies  shall maintain a separate ledger
 2    showing the amount of investment for each  public  agency  in
 3    the  fund. "Public funds" and "public agency" as used in this
 4    Section shall have the meanings ascribed to them in Section 1
 5    of the Public Funds Investment Act.
 6        (6)  To make reasonable donations for the public  welfare
 7    or  for  charitable,  scientific,  religious  or  educational
 8    purposes.
 9        (7)  To  borrow or incur an obligation; and to pledge its
10    assets:
11             (a)  to secure its borrowings, its lease of personal
12        or real property or its other nondeposit obligations;
13             (b)  to enable it to act as agent for  the  sale  of
14        obligations of the United States;
15             (c)  to  secure  deposits  of  public  money  of the
16        United States, whenever  required  by  the  laws  of  the
17        United   States,  including  without  being  limited  to,
18        revenues and funds the deposit of which is subject to the
19        control or regulation of the United States or any of  its
20        officers, agents, or employees and Postal Savings funds;
21             (d)  to secure deposits of public money of any state
22        or  of  any  political corporation or subdivision thereof
23        including, without being limited to, revenues  and  funds
24        the  deposit  of  which  is  subject  to  the  control or
25        regulation of any state or of any  political  corporation
26        or  subdivisions  thereof  or  of  any of their officers,
27        agents, or employees;
28             (e)  to secure deposits of money  whenever  required
29        by the National Bankruptcy Act;
30             (f)  (Blank)  to  qualify  under  Section 2-9 of the
31        Corporate Fiduciary Act; and
32             (g)  to  secure  trust  funds  commingled  with  the
33        bank's  funds,  whether  deposited  by  the  bank  or  an
34        affiliate of the bank, pursuant to  Section  2-8  of  the
                            -15-              LRB9000532JSsbB
 1        Corporate Fiduciary Act.
 2        (8)  To  own, possess, and carry as assets all or part of
 3    the real estate necessary in or with which to do its  banking
 4    business, either directly or indirectly through the ownership
 5    of  all  or part of the capital stock, shares or interests in
 6    any corporation, association, trust engaged  in  holding  any
 7    part  or  parts  or all of the bank premises, engaged in such
 8    business and in conducting a safe  deposit  business  in  the
 9    premises or part of them, or engaged in any activity that the
10    bank  is  permitted  to  conduct  in a subsidiary pursuant to
11    paragraph (12) of this Section 5.
12        (9)  To own, possess, and  carry  as  assets  other  real
13    estate  to which it may obtain title in the collection of its
14    debts or that was  formerly  used  as  a  part  of  the  bank
15    premises,  but  title  to  any  real  estate except as herein
16    permitted shall not be retained by the bank, either  directly
17    or  by  or  through  a subsidiary, as permitted by subsection
18    (12) of this Section for a total period of  more  than  10  5
19    years  after  acquiring title, either directly or indirectly,
20    unless a request  for  extension  of  time  shall  have  been
21    submitted in writing to and approved by the Commissioner.
22        (10)  To  do any act, including the acquisition of stock,
23    necessary to  obtain  insurance  of  its  deposits,  or  part
24    thereof, and any act necessary to obtain a guaranty, in whole
25    or  in part, of any of its loans or investments by the United
26    States or any agency thereof, and any act necessary  to  sell
27    or  otherwise  dispose  of any of its loans or investments to
28    the United States or any agency thereof, and to  acquire  and
29    hold membership in the Federal Reserve System.
30        (11)  Notwithstanding  any  other provisions of this Act,
31    to do any act and  to  own,  possess,  and  carry  as  assets
32    property  of  the  character, including stock, that is at the
33    time authorized or permitted to national banks by an  Act  of
34    Congress,  but  subject  always  to  the same limitations and
                            -16-              LRB9000532JSsbB
 1    restrictions as are  applicable  to  national  banks  by  the
 2    pertinent federal law.
 3        (12)  To  own,  possess, and carry as assets stock of one
 4    or more corporations that is, or are, engaged in one or  more
 5    of the following businesses:
 6             (a)  holding   title  to  and  administering  assets
 7        acquired as a result of the collection or liquidating  of
 8        loans, investments, or discounts; or
 9             (b)  holding  title  to  and  administering personal
10        property acquired by the  bank,  directly  or  indirectly
11        through  a  subsidiary,  for  the  purpose  of leasing to
12        others, provided the lease or leases and  the  investment
13        of  the  bank,  directly or through a subsidiary, in that
14        personal property otherwise comply with Section  35.1  of
15        this Act; or
16             (c)  carrying   on   or  administering  any  of  the
17        activities excepting  the  receipt  of  deposits  or  the
18        payment  of  checks  or  other  orders for the payment of
19        money in which a bank  may  engage  in  carrying  on  its
20        general banking business; provided, however, that nothing
21        contained in this paragraph (c) shall be deemed to permit
22        a  bank organized under this Act or subject hereto to do,
23        either directly or indirectly through any subsidiary, any
24        act, including the making of any loan or  investment,  or
25        to  own, possess, or carry as assets any property that if
26        done by or owned, possessed, or carried by the State bank
27        would be in violation of or prohibited by  any  provision
28        of this Act.
29        The provisions of this subsection (12) shall not apply to
30    and  shall  not be deemed to limit the powers of a State bank
31    with respect to the ownership, possession,  and  carrying  of
32    stock  that  a  State  bank  is permitted to own, possess, or
33    carry under this Act.
34        Any bank intending to establish a subsidiary  under  this
                            -17-              LRB9000532JSsbB
 1    subsection (12) shall give written notice to the Commissioner
 2    60  days prior to the subsidiary's commencing of business or,
 3    as the case may be, prior to acquiring stock in a corporation
 4    that has already commenced  business.   After  receiving  the
 5    notice,  the  Commissioner may waive or reduce the balance of
 6    the 60 day notice period.  The Commissioner may  specify  the
 7    form  of  the notice and may promulgate rules and regulations
 8    to administer this subsection (12).
 9        (13)  To  accept  for  payment  at  a  future  date   not
10    exceeding  one year from the date of acceptance, drafts drawn
11    upon it by its customers; and to issue,  advise,  or  confirm
12    letters  of  credit  authorizing  the holders thereof to draw
13    drafts upon it or its correspondents.
14        (14)  To own and lease personal property acquired by  the
15    bank  at  the  request  of  a prospective lessee and upon the
16    agreement of that  person  to  lease  the  personal  property
17    provided  that the lease, the agreement with respect thereto,
18    and the amount of the investment of the bank in the  property
19    comply with Section 35.1 of this Act.
20        (15) (a)  To  establish  and maintain, in addition to the
21    main banking premises, branches offering any banking services
22    permitted at the main banking premises of a State bank.
23        (b)  To establish  and  maintain,  after  May  31,  1997,
24    branches  in  another  state that may conduct any activity in
25    that state that is authorized or permitted for any bank  that
26    has  a  banking  charter issued by that state, subject to the
27    same limitations and  restrictions  that  are  applicable  to
28    banks chartered by that state.
29        (16)  (Blank).
30        (17)  To  establish and maintain terminals, as authorized
31    by the Electronic Fund Transfer Act.
32        (18)  To establish and maintain temporary service  booths
33    at  any  International  Fair  held  in  this  State  which is
34    approved by the United States Department of Commerce, for the
                            -18-              LRB9000532JSsbB
 1    duration of the international fair for the  sole  purpose  of
 2    providing  a  convenient place for foreign trade customers at
 3    the fair to exchange  their  home  countries'  currency  into
 4    United  States currency or the converse. This power shall not
 5    be construed  as  establishing  a  new  place  or  change  of
 6    location for the bank providing the service booth.
 7        (19)  To  indemnify  its  officers, directors, employees,
 8    and agents, as authorized for corporations under Section 8.75
 9    of the Business Corporation Act of 1983.
10        (20)  To own, possess, and carry as assets stock  of,  or
11    be  or  become  a member of, any corporation, mutual company,
12    association, trust, or other entity  formed  exclusively  for
13    the  purpose  of providing directors' and officers' liability
14    and bankers' blanket bond insurance or reinsurance to and for
15    the benefit of the stockholders, members,  or  beneficiaries,
16    or  their assets or businesses, or their officers, directors,
17    employees, or agents, and not to or for the  benefit  of  any
18    other person or entity or the public generally.
19        (21)  To  make debt or equity investments in corporations
20    or projects, whether for profit or not for  profit,  designed
21    to  promote the development of the community and its welfare,
22    provided that  the  aggregate  investment  in  all  of  these
23    corporations and in all of these projects does not exceed 10%
24    5%  of  the  unimpaired capital and unimpaired surplus of the
25    bank and provided that this limitation  shall  not  apply  to
26    creditworthy  loans  by  the  bank  to  those corporations or
27    projects.  Upon written application to  the  Commissioner,  a
28    bank  may make an investment that would, when aggregated with
29    all other such investments, exceed 10% 5% of  the  unimpaired
30    capital  and unimpaired surplus of the bank. The Commissioner
31    may approve the investment if he is of the opinion and  finds
32    that the proposed investment will not have a material adverse
33    effect on the safety and soundness of the bank.
34        (22)  To own, possess, and carry as assets the stock of a
                            -19-              LRB9000532JSsbB
 1    corporation engaged in the ownership or operation of a travel
 2    agency  or  to  operate  a  travel  agency  as  a part of its
 3    business, provided that the bank either owned, possessed, and
 4    carried as assets the stock of such a corporation or operated
 5    a travel agency as part of its business before July 1, 1991.
 6        (23)  With respect to affiliate facilities:
 7             (a)  to conduct at affiliate facilities any  of  the
 8        following  transactions  for  and  on  behalf  of another
 9        commonly owned bank, if so authorized by the other  bank:
10        receiving  deposits;  cashing and issuing checks, drafts,
11        and money orders; changing money; and receiving  payments
12        on existing indebtedness; and
13             (b)  to  authorize  a commonly owned bank to conduct
14        for and on behalf of it any of the transactions listed in
15        this paragraph (23) at one or more affiliate facilities.
16        Any bank intending to conduct or to authorize a  commonly
17    owned  bank  to  conduct  at an affiliate facility any of the
18    transactions specified in  this  paragraph  (23)  shall  give
19    written  notice  to  the Commissioner at least 30 days before
20    any such transaction is conducted at the affiliate facility.
21    (Source: P.A.  88-4;  89-208,  eff.  9-29-95;  89-310,   eff.
22    1-1-96; 89-364, eff. 8-18-95; 89-626, eff. 8-9-96.)
23        (205 ILCS 5/7) (from Ch. 17, par. 314)
24        Sec.  7. Organization capital requirements. A bank may be
25    organized to exercise the powers conferred by this  Act  with
26    minimum  capital  and,  surplus  and  reserve  for  operating
27    expenses as determined by the Commissioner.  The Commissioner
28    shall  record  such  organization capital requirements in the
29    Office of the Secretary of State.
30    (Source: P.A. 84-1004.)
31        (205 ILCS 5/8) (from Ch. 17, par. 315)
32        Sec. 8. Incorporators. A State bank may be  organized  on
                            -20-              LRB9000532JSsbB
 1    application   by   5  or  more  incorporators  who  shall  be
 2    individuals and residents of this State except  that  a  bank
 3    holding company may be the sole incorporator of a State bank.
 4    Each  incorporator  shall  undertake  to subscribe and pay in
 5    full in cash for stock having a value of not  less  than  one
 6    per  cent of the minimum capital and, surplus and reserve for
 7    operating expense requirements as set  forth  in  Section  7,
 8    except  that incorporators of a State bank that will be owned
 9    by a bank holding company may subscribe and pay  in  full  in
10    cash for stock of the bank holding company, provided that the
11    incorporator's investment in the bank holding company must at
12    least  equal  the amount of money that would have been needed
13    for the incorporator to acquire shares of  the  bank's  stock
14    pursuant to this Section.
15    (Source: P.A. 88-546.)
16        (205 ILCS 5/9) (from Ch. 17, par. 316)
17        Sec.  9.  Contents  of application. The application for a
18    permit to organize shall  be  in  a  form  specified  by  the
19    Commissioner  and shall be filed with the Commissioner signed
20    by each of the applicants and shall  be  acknowledged  before
21    some officer authorized by law to acknowledge deeds. It shall
22    state:
23        (1)  The  name,  residence,  business  or  occupation and
24    address of each applicant, and a statement  of  the  proposed
25    management;
26        (2)  The name for the proposed bank;
27        (3)  The location of the proposed bank;
28        (4)  The  amount  of  capital,  surplus  and  reserve for
29    operating expenses for the proposed bank;
30        (5)  The number of shares of capital stock, the number of
31    shares and classes of preferred stock, if any, the par  value
32    of  the capital stock and preferred stock, and the amount for
33    which each share of capital stock and preferred stock  is  to
                            -21-              LRB9000532JSsbB
 1    be sold;
 2        (6)  A  statement  of  the financial worth of each of the
 3    applicants;
 4        (7)  (Blank)  Three  references  as   to   the   personal
 5    character of each of the applicants;
 6        (8)  Such  other relevant information as the Commissioner
 7    may require.
 8    (Source: P.A. 86-754.)
 9        (205 ILCS 5/13) (from Ch. 17, par. 320)
10        Sec. 13.  Issuance of charter.
11        (a)  When the directors have  organized  as  provided  in
12    Section  12  of  this  Act,  and  the  capital  stock and the
13    preferred stock, if any, together with a surplus of not  less
14    than 50% of the capital, and a reserve for operating expenses
15    of  at  least  25% of the capital, has been all fully paid in
16    and a record of the same filed  with  the  Commissioner,  the
17    Commissioner  or  some competent person of the Commissioner's
18    appointment  shall  make  a  thorough  examination  into  the
19    affairs of the proposed bank, and if satisfied that  all  the
20    requirements of this Act have been complied with, and that no
21    intervening   circumstance   has   occurred   to  change  the
22    Commissioner's findings made pursuant to Section 10  of  this
23    Act,  upon  payment  into  the  Commissioner's  office of the
24    reasonable expenses of the examination, as determined by  the
25    Commissioner,   the   Commissioner   shall  issue  a  charter
26    authorizing the bank to commence business  as  authorized  in
27    this  Act.   All  charters  issued by the Commissioner or any
28    predecessor agency which chartered State banks, including any
29    charter  outstanding  as  of  September  1,  1989,  shall  be
30    perpetual.  For the 2 years after the Commissioner has issued
31    a charter to a bank, the bank shall request and  obtain  from
32    the  Commissioner prior written approval before it may change
33    senior management personnel or directors.
                            -22-              LRB9000532JSsbB
 1        The original charter, duly certified by the Commissioner,
 2    shall be recorded, and the original or a certified copy shall
 3    be evidence in all courts and places  of  the  existence  and
 4    authority  of  the  bank  to  do business.  Upon the issuance
 5    recording of the charter by the Commissioner, the bank  shall
 6    be  deemed  fully  organized  and may proceed to do business.
 7    The  Commissioner  may,  in  the  Commissioner's  discretion,
 8    withhold the issuing of the charter when the Commissioner has
 9    reason to believe that the bank is organized for any  purpose
10    other than that contemplated by this Act or that a commission
11    or fee has been paid in connection with the sale of the stock
12    of  the  bank.  The Commissioner shall revoke the charter and
13    order liquidation  in  the  event  that  the  bank  does  not
14    commence  a general banking business within one year from the
15    date of the issuance of the charter,  unless  a  request  has
16    been  submitted,  in  writing,  to  the  Commissioner  for an
17    extension  and  the  request  has   been   approved.    After
18    commencing  a  general banking business, a bank, upon written
19    notice to the Commissioner, may change its name.
20        (b) (1)  The Commissioner may also issue a charter  to  a
21    bank   that   is   owned   exclusively  by  other  depository
22    institutions or depository institution holding companies  and
23    is  organized  to engage exclusively in providing services to
24    or  for  other   depository   institutions,   their   holding
25    companies, and the officers, directors, and employees of such
26    institutions  and  companies,  and in providing correspondent
27    banking  services  at  the  request   of   other   depository
28    institutions  or their holding companies (also referred to as
29    a "bankers' bank").
30        (2)  A bank chartered pursuant to  paragraph  (1)  shall,
31    except   as   otherwise   specifically   determined   by  the
32    Commissioner, be vested with the same rights  and  privileges
33    and  subject to the same duties, restrictions, penalties, and
34    liabilities now or hereafter imposed under this Act.
                            -23-              LRB9000532JSsbB
 1        (c)  A bank chartered under this Act  after  November  1,
 2    1985,  and an out-of-state bank that merges with a State bank
 3    and establishes or maintains a branch in this State after May
 4    31, 1997, shall obtain  from  and,  at  all  times  while  it
 5    accepts  or  retains  deposits,  maintain  with  the  Federal
 6    Deposit  Insurance Corporation, or such other instrumentality
 7    of or corporation chartered by  the  United  States,  deposit
 8    insurance as authorized under federal law.
 9        (d) (i)  A  bank that has a banking charter issued by the
10    Commissioner under  this  Act  may,  pursuant  to  a  written
11    purchase and assumption agreement, transfer substantially all
12    of  its  assets  to  another  State  bank or national bank in
13    consideration, in whole or in part, for the transferee banks'
14    assumption of any part or all of  its  liabilities.   Such  a
15    transfer  shall  in no way be deemed to impair the charter of
16    the transferor bank or cause the transferor bank  to  forfeit
17    any   of   its  rights,  powers,  interests,  franchises,  or
18    privileges as a State bank, nor shall any voluntary reduction
19    in  the  transferor  bank's  activities  resulting  from  the
20    transfer have any such  effect;  provided,  however,  that  a
21    State  bank  that  transfers  substantially all of its assets
22    pursuant to this subsection (d) and  following  the  transfer
23    does  not  accept deposits and make loans, shall not have any
24    rights, powers, interests, franchises,  or  privileges  under
25    subsection  (15)  of Section 5 of this Act until the bank has
26    resumed accepting deposits and making loans.
27        (ii)  The  fact  that  a  State  bank  does  not   resume
28    accepting deposits and making loans for a period of 24 months
29    commencing on September 11, 1989 or on a date of the transfer
30    of  substantially  all of a State bank's assets, whichever is
31    later, or such longer period as the Commissioner may allow in
32    writing, may be the basis for a finding by  the  Commissioner
33    under  Section  51  of  this  Act  that the bank is unable to
34    continue operations.
                            -24-              LRB9000532JSsbB
 1        (iii)  The authority provided by subdivision (i) of  this
 2    subsection  (d)(i)  shall  terminate  on May 31, 1997, and no
 3    bank that has transferred substantially  all  of  its  assets
 4    pursuant  to  this subsection (d) shall continue in existence
 5    after May 31, 1997.
 6    (Source: P.A. 89-208, eff.  9-29-95;  89-567,  eff.  7-26-96;
 7    89-603, eff. 8-2-96; revised 9-9-96.)
 8        (205 ILCS 5/13.5 new)
 9        Sec. 13.5.  Formation and merger of interim banks.
10        (a)  An interim bank may be chartered as a State bank for
11    the   exclusive   purpose   of   accomplishing   a  corporate
12    restructuring through merger with an existing State bank.  An
13    interim bank shall be chartered and merged  pursuant  to  the
14    provisions  of  this  Section.   The  interim  bank shall not
15    accept deposits, make loans, pay checks,  or  engage  in  the
16    general  banking  business or any part thereof, and shall not
17    be subject to the provisions of this Act other than those set
18    forth in this Section; provided, however, that if the interim
19    bank becomes the resulting bank in a merger,  such  resulting
20    bank  shall  have  all of the powers, rights, and duties of a
21    State bank and must comply with all applicable provisions  of
22    this Act.
23        (b)  An   interim   State  bank  may  be  organized  upon
24    application by 5 or more incorporators or by a  bank  holding
25    company.   The  application shall be made on forms prescribed
26    by the Commissioner which shall request, at  a  minimum,  the
27    following information:
28             (1)  the names and addresses of the incorporators;
29             (2)  the  proposed  name  and address of the interim
30        bank;
31             (3)  the name and address of all  banks  with  which
32        the interim bank will be merging;
33             (4)  a  copy  of  the  merger agreement by which the
                            -25-              LRB9000532JSsbB
 1        interim bank will be merged with the banks identified  in
 2        item  (3)  containing  the  same  information required in
 3        merger agreements pursuant to subsection (1)  of  Section
 4        22 of this Act; and
 5             (5)  an  acknowledgement that the interim bank shall
 6        not engage in the general banking business  or  any  part
 7        thereof  unless  and  until  the interim bank becomes the
 8        resulting bank in a merger.
 9        (c)  The merger agreement must be approved by all of  the
10    incorporators of the interim bank and must be approved by the
11    existing  State  bank with which the interim bank will merge,
12    as required by Section 22 of this Act.
13        (d)  Upon receipt of  the  application  to  organize  the
14    interim  bank  and the merger agreement submitted pursuant to
15    this Section and Section 22 of this Act, the Commissioner may
16    issue a charter to the interim bank and  approve  the  merger
17    agreement if the Commissioner makes the findings set forth in
18    subsection (3) of Section 22 of this Act.  The interim bank's
19    charter  shall  not  take  effect  until,  and  shall only be
20    effective for purposes of, the merger.
21        (e)  Nothing in this Section affects the  obligations  of
22    an  existing  State  bank  with  which  the interim bank will
23    merge, or the rights of minority or  dissenting  shareholders
24    of  the existing State bank, in connection with the approval,
25    execution,  and  accomplishment  of  a  merger  agreement  as
26    provided elsewhere in this Act.
27        (205 ILCS 5/14) (from Ch. 17, par. 321)
28        Sec. 14. Stock. Unless otherwise provided for in this Act
29    provisions of general application to stock of  a  state  bank
30    shall be as follows:
31        (1)  All  banks  shall  have  their  capital divided into
32    shares of a par value of not less than one  dollar  each  and
33    not  more  than one hundred dollars each. No issue of capital
                            -26-              LRB9000532JSsbB
 1    stock or preferred stock shall be valid until not  less  than
 2    the  par  value  of all such stock so issued shall be paid in
 3    and notice thereof by  the  president,  a  vice-president  or
 4    cashier of the bank has been transmitted to the Commissioner.
 5    In   the  case  of  an  increase  in  capital  stock  by  the
 6    declaration  of  a  stock  dividend,  the  capitalization  of
 7    retained earnings  effected  by  such  stock  dividend  shall
 8    constitute  the  payment  for  such  shares  required  by the
 9    preceding sentence, provided that the surplus  of  said  bank
10    after  such  stock  dividend shall be at least equal to fifty
11    per cent of the capital as increased. The charter  shall  not
12    limit  or deny the voting power of the shares of any class of
13    stock except as provided in Section 15(3) of this Act.
14        (2)  Pursuant to action  taken  in  accordance  with  the
15    requirements  of Section 17, a bank may issue preferred stock
16    of  one  or  more  classes  as  shall  be  approved  by   the
17    Commissioner as hereinafter provided, and make such amendment
18    to  its  charter as may be necessary for this purpose; but in
19    the case of any newly organized bank which has not yet issued
20    capital stock the requirements of Section 17 shall not apply.
21        (3)  Without limiting the authority  herein  contained  a
22    bank,  when  so  provided in its charter and when approved by
23    the Commissioner, may issue shares of preferred stock:
24        (a)  Subject to the right of the bank to  redeem  any  of
25    such  shares  at not exceeding the price fixed by the charter
26    for the redemption thereof;
27        (b)  Subject to the provisions of subsection (8) of  this
28    Section  14  entitling  the  holders thereof to cumulative or
29    noncumulative dividends;
30        (c)  Having preference over any other class or classes of
31    shares as to the payment of dividends;
32        (d)  Having preference as to the assets of the bank  over
33    any  other  class  or classes of shares upon the voluntary or
34    involuntary liquidation of the bank;
                            -27-              LRB9000532JSsbB
 1        (e)  Convertible into shares of any other class of stock,
 2    provided that preferred shares shall not  be  converted  into
 3    shares  of  a  different  par  value  unless that part of the
 4    capital of the bank represented by such preferred  shares  is
 5    at  the  time  of  the  conversion equal to the aggregate par
 6    value of the shares into which the preferred shares are to be
 7    converted.
 8        (4)  If any part of the capital of  a  bank  consists  of
 9    preferred  stock,  the  determination  of  whether or not the
10    capital of such bank is  impaired  and  the  amount  of  such
11    impairment  shall  be  based  upon the par value of its stock
12    even though the amount which the holders  of  such  preferred
13    stock shall be entitled to receive in the event of retirement
14    or  liquidation  shall  be in excess of the par value of such
15    preferred stock.
16        (5)  Pursuant to action  taken  in  accordance  with  the
17    requirements  of  Section  17  of  this Act, a state bank may
18    provide for a specified number  of  authorized  but  unissued
19    shares  of  capital  stock  for  one or more of the following
20    purposes:
21        (a)  Reserved for issuance under  stock  option  plan  or
22    plans to directors, officers or employees;
23        (b)  Reserved for issuance upon conversion of convertible
24    preferred stock issued pursuant to and in compliance with the
25    provisions of subsections (2) and (3) of this Section 14.
26        (c)  Reserved for issuance upon conversion of convertible
27    debentures  or  other  convertible  evidences of indebtedness
28    issued by a state bank, provided always  that  the  terms  of
29    such conversion have been approved by the Commissioner;
30        (d)  Reserved  for issuance by the declaration of a stock
31    dividend. If  and  when  any  shares  of  capital  stock  are
32    proposed  to  be  authorized  and  reserved  for  any  of the
33    purposes set forth in subparagraphs (a), (b)  or  (c)  above,
34    the  notice  of  the  meeting,  whether special or annual, of
                            -28-              LRB9000532JSsbB
 1    stockholders at which such proposition is  to  be  considered
 2    shall   be  accompanied  by  a  statement  setting  forth  or
 3    summarizing the terms upon which the shares of capital  stock
 4    so  reserved  are  to  be issued, and the extent to which any
 5    preemptive rights of stockholders  are  inapplicable  to  the
 6    issuance  of  the  shares  so  reserved or to the convertible
 7    preferred  stock   or   convertible   debentures   or   other
 8    convertible evidences of indebtedness, and the approving vote
 9    of  the  holders  of  at  least two-thirds of the outstanding
10    shares of stock entitled to vote at such meeting of the terms
11    of such issuance shall be requisite for the adoption  of  any
12    amendment  providing  for  the  reservation of authorized but
13    unissued shares for any of said  purposes.  Nothing  in  this
14    subsection  (5)  contained  shall  be deemed to authorize the
15    issuance of any capital stock for a consideration  less  than
16    the par value thereof.
17        (6)  Upon written application to the Commissioner 60 days
18    prior  to  the  proposed  purchase and receipt of the written
19    approval of the Commissioner, a state bank may  purchase  and
20    hold  as  treasury  stock such amounts of the total number of
21    issued and outstanding shares of its  capital  and  preferred
22    stock   outstanding   as   the   Commissioner  determines  is
23    consistent with  safety  and  soundness  of  the  bank.   The
24    Commissioner  may  specify  the  manner of accounting for the
25    treasury stock and the  form  of  notice  prior  to  ultimate
26    disposition  of  the  shares.   Except  as authorized in this
27    subsection, it shall not  be  lawful  for  a  state  bank  to
28    purchase  or  hold  any  additional such shares or securities
29    described in subsection (2) of Section 37 unless necessary to
30    prevent loss upon a debt previously contracted in good faith,
31    in which event such shares  or  securities  so  purchased  or
32    acquired  shall, within 6 months from the time of purchase or
33    acquisition, be sold or disposed  of  at  public  or  private
34    sale.   Any  state  bank  which  intends to purchase and hold
                            -29-              LRB9000532JSsbB
 1    treasury stock as authorized in  this  subsection  (6)  shall
 2    file  a  written  application  with  the Commissioner 60 days
 3    prior to any such proposed purchase.  The  application  shall
 4    state the number of shares to be purchased, the consideration
 5    for  the shares, the name and address of the person from whom
 6    the shares are to be  purchased,  if  known,  and  the  total
 7    percentage of its issued and outstanding shares to be held by
 8    the bank after the purchase.  The total consideration paid by
 9    a  state  bank  for  treasury  stock shall reduce capital and
10    surplus of the bank for purposes  of  Sections  of  this  Act
11    relating  to  lending  and  investment  limits  which require
12    computation of capital and surplus.   After  considering  and
13    approving  an application to purchase and hold treasury stock
14    under this subsection, the Commissioner may waive  or  reduce
15    the   balance   of   the  60  day  application  period.   The
16    Commissioner may specify the  form  of  the  application  for
17    approval  to  acquire treasury stock and promulgate rules and
18    regulations for the administration of this subsection (6).  A
19    state bank may, acquire or resell its owns shares as treasury
20    stock pursuant to this subsection (6) without a change in its
21    charter pursuant to Section 17.  Such stock may be  held  for
22    any purpose permitted in subsection (5) of this Section 14 or
23    may  be  resold  upon  such  reasonable terms as the board of
24    directors may determine  provided  notice  is  given  to  the
25    Commissioner prior to the resale of such stock.
26        (7)  During the time that a state bank shall continue its
27    banking  business,  it  shall  not  withdraw  or permit to be
28    withdrawn, either in the form of dividends or otherwise,  any
29    portion  of its capital, but nothing in this subsection shall
30    prevent a reduction or change of the  capital  stock  or  the
31    preferred  stock  under the provisions of Sections 17 through
32    30 of this Act,  a  purchase  of  treasury  stock  under  the
33    provisions  of  subsection  (6)  of  this  Section  14  or  a
34    redemption  of preferred stock pursuant to charter provisions
                            -30-              LRB9000532JSsbB
 1    therefor.
 2        (8)(a)  Subject to the provisions of this Act, the  board
 3    of  directors of a state bank from time to time may declare a
 4    dividend of so much of the net profits of  such  bank  as  it
 5    shall  judge  expedient, but each bank before the declaration
 6    of a dividend shall carry  at  least  one-tenth  of  its  net
 7    profits  since  the  date  of  the  declaration  of  the last
 8    preceding dividend, or since the issuance of its  charter  in
 9    the case of its first dividend, to its surplus until the same
10    shall be equal to its capital.
11        (b)  No  dividends shall be paid by a state bank while it
12    continues its banking business to an amount greater than  its
13    net  profits  then  on  hand,  deducting  first therefrom its
14    losses and bad debts.  All debts due to a state bank on which
15    interest is past due and unpaid for a period of 6  months  or
16    more,  unless the same are well secured and in the process of
17    collection, shall be considered bad debts.
18    (Source: P.A. 86-754.)
19        (205 ILCS 5/16) (from Ch. 17, par. 323)
20        Sec. 16. Directors. The business and affairs of  a  State
21    bank  shall  be  managed by its board of directors that shall
22    exercise its powers as follows:
23        (1)  Directors shall be elected as provided in this  Act.
24    Any  omission  to  elect  a  director  or directors shall not
25    impair any of the rights and privileges of the bank or of any
26    person in any way interested. The  existing  directors  shall
27    hold office until their successors are elected and qualify.
28        (2) (a)  Notwithstanding  the  provisions  of any charter
29        heretofore or hereafter issued, the number of  directors,
30        not fewer than 5 nor more than 25, may be fixed from time
31        to  time  by  the  stockholders  at  any  meeting  of the
32        stockholders called for the purpose of electing directors
33        or changing the number thereof by the affirmative vote of
                            -31-              LRB9000532JSsbB
 1        at least two-thirds of the outstanding stock entitled  to
 2        vote at the meeting, and the number so fixed shall be the
 3        board   regardless  of  vacancies  until  the  number  of
 4        directors is thereafter changed by  similar  action.   At
 5        least  a  majority  of the directors must have resided in
 6        the State of Illinois or within 100  miles  of  the  main
 7        banking  premises  for  at  least  one  year  immediately
 8        preceding  their  election  and  must be residents of the
 9        State of Illinois or the territory within  100  miles  of
10        the  main  banking  premises  during their continuance in
11        office.  Any  director  who  becomes  disqualified  shall
12        forthwith resign his office.
13             (b)  Notwithstanding the minimum number of directors
14        specified  in  paragraph  (a) of this subsection, a State
15        bank that has been in existence for 10 years or more  and
16        has  less  than $20,000,000 in assets, as of the December
17        31  immediately   preceding   the   annual   meeting   of
18        shareholders at which directors are elected, may, subject
19        to  the approval of the Commissioner, have a minimum of 3
20        directors; provided that if a State bank has fewer than 5
21        directors, at least one director shall not be an  officer
22        or  employee of the bank. The Commissioner shall annually
23        review the appropriateness of the grant of  authority  to
24        have  a  reduced  minimum number of directors pursuant to
25        this paragraph (b).
26        (3)  Except as otherwise provided in this paragraph  (3),
27    directors  shall hold office until the next annual meeting of
28    the stockholders succeeding their  election  or  until  their
29    successors are elected and qualify. If the board of directors
30    consists  of  6  or  more  members,  in  lieu of electing the
31    membership of the whole  board  of  directors  annually,  the
32    charter  or  by-laws  of  a  State  bank may provide that the
33    directors shall be divided into either 2 or 3  classes,  each
34    class  to  be  as  nearly equal in number as is possible. The
                            -32-              LRB9000532JSsbB
 1    term of office of directors of the first class  shall  expire
 2    at  the  first annual meeting of the stockholders after their
 3    election, that of the second class shall expire at the second
 4    annual meeting after their election, and that  of  the  third
 5    class, if any, shall expire at the third annual meeting after
 6    their  election. At each annual meeting after classification,
 7    the number of directors equal to  the  number  of  the  class
 8    whose  terms  expire  at  the  time  of  the meeting shall be
 9    elected to hold office until  the  second  succeeding  annual
10    meeting, if there be 2 classes, or until the third succeeding
11    annual  meeting,  if  there  be  3  classes. Vacancies may be
12    filled by stockholders at a special meeting  called  for  the
13    purpose.
14        If  authorized  by  the  bank's  by-laws  or an amendment
15    thereto, the directors of a State bank may  properly  fill  a
16    vacancy  or vacancies arising between shareholders' meetings,
17    but at no time may the number of directors selected to fill a
18    vacancy in this manner  during  any  interim  period  between
19    shareholders' meetings exceed 33 1/3% of the total membership
20    of the board of directors.
21        (4)  The  board  of directors shall hold regular meetings
22    at least once each month, provided that, upon  prior  written
23    approval by the Commissioner, the board of directors may hold
24    regular  meetings less frequently than once each month but at
25    least once each calendar quarter.  A special meeting  of  the
26    board of directors may be held as provided by the by-laws.  A
27    special  meeting  of  the board of directors may also be held
28    upon call by the Commissioner or a  bank  examiner  appointed
29    under  the provisions of this Act upon not less than 12 hours
30    notice of the meeting by personal service of the notice or by
31    mailing the notice to each of the directors at his  residence
32    as  shown  by the books of the bank.  A majority of the board
33    of directors shall constitute a quorum for the transaction of
34    business unless a greater number is required by  the  charter
                            -33-              LRB9000532JSsbB
 1    or  the  by-laws.   The  act of the majority of the directors
 2    present at a meeting at which a quorum is  present  shall  be
 3    the act of the board of directors unless the act of a greater
 4    number is required by the charter or by the by-laws.
 5        (5)  A  member of the board of directors shall be elected
 6    president. The board of directors may appoint other officers,
 7    as the by-laws may provide, and fix their salaries  to  carry
 8    on the business of the bank.  The board of directors may make
 9    and  amend  by-laws  (not inconsistent with this Act) for the
10    government of the bank and may, by the affirmative vote of  a
11    majority  of  the  board  of  directors, establish reasonable
12    compensation of all directors for services to the corporation
13    as directors, officers, or otherwise.   An  officer,  whether
14    elected  or  appointed by the board of directors or appointed
15    pursuant to the by-laws, may  be  removed  by  the  board  of
16    directors at any time.
17        (6)  The  board  of  directors shall cause suitable books
18    and records of all the bank's transactions to be kept.
19        (7)  In  discharging  the  duties  of  their   respective
20    positions,  the  board of directors, committees of the board,
21    and individual directors may, in considering  the  best  long
22    term  and  short  term  interests  of  the bank, consider the
23    effects of any action (including, without limitation,  action
24    that may involve or relate to a merger or potential merger or
25    to  a change or potential change in control of the bank) upon
26    employees,  depositors,  suppliers,  and  customers  of   the
27    corporation  or  its  subsidiaries,  communities in which the
28    main  banking   premises,   branches,   offices,   or   other
29    establishments  of  the bank or its subsidiaries are located,
30    and all pertinent factors.
31    (Source: P.A.  88-532;  88-636,  eff.  9-9-94;  89-364,  eff.
32    8-18-95.)
33        (205 ILCS 5/16.5 new)
                            -34-              LRB9000532JSsbB
 1        Sec.   16.5.  Employment  of  persons  with  convictions.
 2    Except with the prior written consent of the Commissioner, no
 3    State bank shall knowingly  employ  or  otherwise  permit  an
 4    individual  to  serve  as  an officer, director, employee, or
 5    agent of the State bank if the individual has been  convicted
 6    of a felony or of any criminal offense relating to dishonesty
 7    or breach of trust.
 8        (205 ILCS 5/17) (from Ch. 17, par. 324)
 9        Sec. 17.  Changes in charter.
10        (a)  By  compliance  with  the  provisions  of this Act a
11    State bank may:
12             (1)  Change its main banking premises provided  that
13        there  shall  not  be a removal to a new location without
14        complying with the capital requirements of Section 7  and
15        of  subsection  (1)  of Section 10 hereof, nor unless the
16        Commissioner shall find that the convenience and needs of
17        the area sought to be served by the bank at its  proposed
18        new location will be promoted.
19             (2)  Increase, decrease or change its capital stock,
20        whether  issued  or  unissued,  provided  that in no case
21        shall the capital be diminished to the prejudice  of  its
22        creditors;
23             (3)  Provide  for  authorized  but  unissued capital
24        stock reserved for  issuance  for  one  or  more  of  the
25        purposes  provided  for  in  subsection (5) of Section 14
26        hereof;
27             (4)  Authorize   preferred   stock,   or   increase,
28        decrease  or  change  the  preferences,   qualifications,
29        limitations,  restrictions  or special or relative rights
30        of its  preferred  stock,  whether  issued  or  unissued,
31        provided  that in no case shall the capital be diminished
32        to the prejudice of its creditors;
33             (5)  Increase, decrease or change the par  value  of
                            -35-              LRB9000532JSsbB
 1        its  shares  of  its  capital  stock  or preferred stock,
 2        whether issued or unissued;
 3             (6)  Extend the duration of its charter;
 4             (7)  Eliminate cumulative voting rights under all or
 5        specified  circumstances,  or  eliminate  voting   rights
 6        entirely,  as  to any class or classes or series of stock
 7        of the bank pursuant to  paragraph  (3)  of  Section  15,
 8        provided that one class of shares or series thereof shall
 9        always have voting in respect to all matters in the bank,
10        and  provided further that the proposal to eliminate such
11        voting rights receives the approval of the holders of 70%
12        of the outstanding shares of stock entitled  to  vote  as
13        provided  in  paragraph  (7)  of  subsection  (b) of this
14        Section 17; or
15             (8)  Make such other change in its charter as may be
16        authorized in this Act.
17        (b)  To effect a change or  changes  in  a  State  bank's
18    charter as provided for in this Section 17:
19             (1)  The board of directors shall adopt a resolution
20        setting  forth  the proposed amendment and directing that
21        it be submitted to a vote at a meeting  of  stockholders,
22        which may be either an annual or special meeting.
23             (2)  If the meeting is a special meeting, written or
24        printed  notice  setting  forth the proposed amendment or
25        summary thereof shall be given  to  each  stockholder  of
26        record  entitled to vote at such meeting at least 30 days
27        before such meeting and in the manner  provided  in  this
28        Act for the giving of notice of meetings of stockholders.
29             (3)  At   such   special  meeting,  a  vote  of  the
30        stockholders entitled to  vote  shall  be  taken  on  the
31        proposed  amendment.  Except as provided in paragraph (7)
32        of this subsection (b), the proposed amendment  shall  be
33        adopted  upon  receiving  the  affirmative  vote  of  the
34        holders  of at least two-thirds of the outstanding shares
                            -36-              LRB9000532JSsbB
 1        of stock entitled to vote at such meeting, unless holders
 2        of preferred stock are entitled to vote  as  a  class  in
 3        respect  thereof,  in  which event the proposed amendment
 4        shall be adopted upon receiving the affirmative  vote  of
 5        the  holders  of  at  least two-thirds of the outstanding
 6        shares of each class of shares  entitled  to  vote  as  a
 7        class  in  respect  thereof  and of the total outstanding
 8        shares entitled to vote at such meeting.  Any  number  of
 9        amendments may be submitted to the stockholders and voted
10        upon  by  them  at  one  meeting.   A  certificate of the
11        amendment, or amendments, verified by the president, or a
12        vice-president,  or   the   cashier,   shall   be   filed
13        immediately in the office of the Commissioner.
14             (4)  At  any  annual meeting without a resolution of
15        the board of directors and without  a  notice  and  prior
16        publication, as hereinabove provided, a proposition for a
17        change  in  the  bank's  charter  as provided for in this
18        Section 17 may be submitted to a vote of the stockholders
19        entitled to vote at the annual meeting,  except  that  no
20        proposition  for  authorized  but  unissued capital stock
21        reserved for issuance for one or  more  of  the  purposes
22        provided for in subsection (5) of Section 14 hereof shall
23        be  submitted  without  complying  with the provisions of
24        said subsection.  The proposed amendment shall be adopted
25        upon receiving the affirmative vote of the holders of  at
26        least  two-thirds  of  the  outstanding  shares  of stock
27        entitled to vote  at  such  meeting,  unless  holders  of
28        preferred  stock  are  entitled  to  vote  as  a class in
29        respect thereof, in which event  the  proposed  amendment
30        shall  be  adopted upon receiving the affirmative vote of
31        the holders of at least  two-thirds  of  the  outstanding
32        shares  of  each  class  of  shares entitled to vote as a
33        class in respect thereof and the total outstanding shares
34        entitled to vote at such meeting.  A certificate  of  the
                            -37-              LRB9000532JSsbB
 1        amendment, or amendments, verified by the president, or a
 2        vice-president  or cashier, shall be filed immediately in
 3        the office of the Commissioner.
 4             (5)  If an amendment or amendments shall be approved
 5        in writing  by  the  Commissioner,  a  like  certificate,
 6        together  with the Commissioner's written approval, shall
 7        be  recorded,  a  file  marked  copy  delivered  to   the
 8        Commissioner,  and  thereupon the amendment or amendments
 9        so adopted and  so  approved  shall  be  accomplished  in
10        accordance  with  the  vote  of  the  stockholders.   The
11        Commissioner shall revoke such approval in the event such
12        amendment  or amendments are not effected within one year
13        from the date  of  the  issuance  of  the  Commissioner's
14        certificate  and written approval except for transactions
15        permitted under subsection (5) of Section 14 of this Act.
16             (6)  No amendment or amendments shall  affect  suits
17        in  which  the  bank  is  a  party,  nor affect causes of
18        action, nor affect rights of persons in  any  particular,
19        nor shall actions brought against such bank by its former
20        name be abated by a change of name.
21             (7)  A  proposal  to  amend the charter to eliminate
22        cumulative  voting  rights   under   all   or   specified
23        circumstances, or to eliminate voting rights entirely, as
24        to  any  class  or  classes or series or stock of a bank,
25        pursuant to paragraph (3) of Section 15 and paragraph (7)
26        of subsection (a) of this Section 17,  shall  be  adopted
27        only  upon  such  proposal  receiving the approval of the
28        holders  of  70%  of  the  outstanding  shares  of  stock
29        entitled to vote at the meeting  where  the  proposal  is
30        presented for approval, unless holders of preferred stock
31        are  entitled  to  vote as a class in respect thereof, in
32        which event the proposed amendment shall be adopted  upon
33        receiving  the  approval  of  the  holders  of 70% of the
34        outstanding shares of each class of  shares  entitled  to
                            -38-              LRB9000532JSsbB
 1        vote  as  a  class  in  respect  thereof and of the total
 2        outstanding shares entitled to vote at the meeting  where
 3        the  proposal is presented for approval.  The proposal to
 4        amend the charter pursuant to this paragraph (7)  may  be
 5        voted upon at the annual meeting or a special meeting.
 6        (c)  The   purchase  and  holding  and  later  resale  of
 7    treasury stock of a state bank pursuant to the provisions  of
 8    subsection  (6)  of  Section 14 may be accomplished without a
 9    change in its charter reflecting any decrease or increase  in
10    capital stock.
11    (Source: P.A. 88-546; 89-541, eff. 7-19-96.)
12        (205 ILCS 5/32) (from Ch. 17, par. 339)
13        Sec.   32.   Basic   loaning   limits.   The  liabilities
14    outstanding at one time to a state bank of a person for money
15    borrowed, including the liabilities of a partnership or joint
16    venture in the liabilities of the  several  members  thereof,
17    shall  not exceed 20% of the amount of the unimpaired capital
18    and unimpaired surplus of the bank.
19        The liabilities to any state bank of a person may  exceed
20    20%  of  the unimpaired capital and unimpaired surplus of the
21    bank, provided that (i) the excess amount from time  to  time
22    outstanding is fully secured by readily marketable collateral
23    having   a  market  value,  as  determined  by  reliable  and
24    continuously available quotations,  at  least  equal  to  the
25    excess  amount  outstanding;  and  (ii) the total liabilities
26    shall not exceed 30% of the unimpaired capital and unimpaired
27    surplus of the bank.
28        The following shall not be considered as  money  borrowed
29    within the meaning of this Section:
30             (1)  The  purchase  of discount of bills of exchange
31        drawn in good faith against actually existing values.
32             (2)  The  purchase  or  discount  of  commercial  or
33        business paper actually owned by the  person  negotiating
                            -39-              LRB9000532JSsbB
 1        the same.
 2             (3)  The  purchase  of  or loaning money in exchange
 3        for evidences of indebtedness which shall be  secured  by
 4        mortgage  or  trust  deed upon productive real estate the
 5        value of which, as ascertained by the oath of 2 qualified
 6        appraisers,  neither  of  whom  shall  be   an   officer,
 7        director, or employee of the bank or of any subsidiary or
 8        affiliate  of  the  bank,  is  double  the  amount of the
 9        principal debt  secured  at  the  time  of  the  original
10        purchase of evidence of indebtedness or loan of money and
11        which  is  still  double the amount of the principal debt
12        secured at the time of any renewal of the indebtedness or
13        loan, and which mortgage or trust deed is  shown,  either
14        by a guaranty policy of a title guaranty company approved
15        by  the  Commissioner  or by a registrar's certificate of
16        title in any county having adopted the provisions of  the
17        Registered  Titles (Torrens) Act, or by the opinion of an
18        attorney-at-law, to be a first lien upon the real  estate
19        therein described, and real estate shall not be deemed to
20        be  encumbered  within the meaning of this subsection (3)
21        by reason  of  the  existence  of  instruments  reserving
22        rights-of-way, sewer rights and rights in wells, building
23        restrictions  or  other  restrictive  covenants,  nor  by
24        reason  of  the  fact  it is subject to lease under which
25        rents or profits are reserved by the owners.
26             (4)  The   purchase   of    marketable    investment
27        securities.
28             (5)  The  liability  to a state bank of a person who
29        is an accommodation party to,  or  guarantor  of  payment
30        for,  any  evidence of indebtedness of another person who
31        obtains a loan from or  discounts  paper  with  or  sells
32        paper  to  the  state  bank; but the total liability to a
33        state bank of a  person  as  an  accommodation  party  or
34        guarantor  of  payment  in  respect  of such evidences of
                            -40-              LRB9000532JSsbB
 1        indebtedness shall not exceed 20% of the  amount  of  the
 2        unimpaired  capital  and  unimpaired surplus of the bank;
 3        provided however that the liability of  an  accommodation
 4        party  to  paper  excepted  under  subsection  2  of this
 5        Section shall not be included in the computation of  this
 6        limitation.
 7             (6)  The  liability to a state bank of a person, who
 8        as a guarantor, guarantees collection of  the  obligation
 9        or indebtedness of another person.
10        The  total  liabilities  of  any  one  person,  for money
11    borrowed, or otherwise, shall not exceed 25% of the  deposits
12    of  the  bank,  and  those total liabilities shall at no time
13    exceed 50% of  the  amount  of  the  unimpaired  capital  and
14    unimpaired  surplus  of the bank. Absent an actual unremedied
15    breach,  the  obligation  or  responsibility  for  breach  of
16    warranties or  representations,  express  or  implied,  of  a
17    person  transferring  negotiable or non-negotiable paper to a
18    bank without recourse and without guaranty of payment,  shall
19    not  be  included in determining the amount of liabilities of
20    the person to the bank for borrowed money or  otherwise;  and
21    in  the  event  of and to the extent of an unremedied breach,
22    the amount remaining unpaid for principal and interest on the
23    paper in respect of which the unremedied breach exists  shall
24    thereafter  for the purpose of determining whether subsequent
25    transactions giving  rise  to  additional  liability  of  the
26    person  to the state bank for borrowed money or otherwise are
27    within the limitations of Sections 32 through 34 of this Act,
28    be included in computing the amount  of  liabilities  of  the
29    person for borrowed money or otherwise.
30        The  liability  of a person to a state bank on account of
31    acceptances made or issued by the state bank on behalf of the
32    person shall be included in  the  computation  of  the  total
33    liabilities  of  the  person for money borrowed except to the
34    extent the  acceptances  grow  out  of  transactions  of  the
                            -41-              LRB9000532JSsbB
 1    character  described  in subsection (6) of Section 34 of this
 2    Act  and  are  otherwise  within  the  limitations  of   that
 3    subsection;  provided  nevertheless  that  any  such excepted
 4    acceptances acquired by the state  bank  which  accepted  the
 5    same  shall be included in the computation of the liabilities
 6    of the person to the state bank for money borrowed.
 7    (Source: P.A. 88-546; 89-364, eff. 8-18-95.)
 8        (205 ILCS 5/34) (from Ch. 17, par. 342)
 9        Sec. 34. Exceptions to loans and investment  limits.  The
10    limitations in Sections 32, and 33, and 35.1 of this Act upon
11    the  liabilities  of any one person and upon the purchase and
12    holding of marketable investment securities shall not apply:
13        (1)  To the extent of 50% of the unimpaired  capital  and
14    unimpaired surplus of any bank, to loans to or obligations of
15    any  person to the extent that the loan shall be secured by a
16    like amount of obligations of or  guaranteed  by  the  United
17    States  or  by  the State of Illinois, or by a like amount of
18    obligations of  any  corporation  wholly  owned  directly  or
19    indirectly   by  the  United  States  or  of  any  agency  or
20    instrumentality of the United  States  or  of  the  State  of
21    Illinois,  including  any  unit of local government or school
22    district, provided that the total liabilities to any bank  of
23    any  one  person  shall  not  exceed  50%  of such unimpaired
24    capital and unimpaired surplus.
25        (2)  To the extent of 30% of the unimpaired  capital  and
26    unimpaired surplus of any bank, to loans to or obligations of
27    any  person  to  the extent that the same shall be secured by
28    shipping documents or instruments  transferring  or  securing
29    title  covering  livestock or giving a lien on livestock when
30    the market value of the livestock securing the obligation  is
31    not  at  the time of the making of the loan less than 115% of
32    the principal amount of the  obligation,  provided  that  the
33    total  liabilities  to  any  bank of any one person shall not
                            -42-              LRB9000532JSsbB
 1    exceed 50% of the unimpaired capital and unimpaired surplus.
 2        (3)  To  the  extent  of  the  unimpaired   capital   and
 3    unimpaired surplus of any bank, to the purchase of or holding
 4    by  any  bank of the general obligations of each municipality
 5    located in the State of Illinois or in any other state of the
 6    United States or to the purchase of or  holding  of  the  tax
 7    anticipation warrants of each such municipality.
 8        (4)  To  the  obligations  as  endorser,  whether with or
 9    without recourse, or as  guarantor,  whether  conditional  or
10    unconditional,  of  negotiable  or  nonnegotiable installment
11    consumer paper of the person transferring  the  same  if  the
12    bank's  files  or  the  knowledge  of  its  officers  of  the
13    financial  condition  of  each  maker of those obligations is
14    reasonably adequate and if an officer of the bank, designated
15    for that purpose by the  board  of  directors  of  the  bank,
16    certifies  that  the  responsibility  of  each  maker  of the
17    obligations has been evaluated and that the bank  is  relying
18    primarily upon each maker for the payment of the obligations;
19    certification  shall  be  in writing and shall be retained as
20    part of the records of the bank.
21        (5)  To the issuance, advice, or confirmation of  letters
22    of  credit;  however,  if  the  letter of credit is a standby
23    letter of credit, it shall be included within the limit under
24    Section 32 for the person who has procured  the  issuance  of
25    the  standby letter of credit unless the issuing bank has, at
26    the time of issuance, an irrevocable  commitment  by  another
27    bank  to  purchase  or  participate  out any amounts that may
28    later be drawn under the letter of credit that would create a
29    loan in excess of the limits under Section 32 for the  person
30    or  the  amounts  are  secured  by  pledge  of  United States
31    government securities,  a   segregated  deposit  account,  or
32    other  security  that  would  exempt  a  loan  so  secured by
33    application of Section 34 or 35 of this Act; if,  however,  a
34    commitment  to  purchase  or  participate  is  in  place, the
                            -43-              LRB9000532JSsbB
 1    amounts are not included in the limits under Section  32  for
 2    the person until drafts are presented upon the letter.
 3        (6)  To  the  acceptance  of  drafts or bills of exchange
 4    that grow out of transactions involving  the  importation  or
 5    exportation  of  goods;  or  that  grow  out  of transactions
 6    involving the domestic shipment of goods, provided  documents
 7    of  title  covering  the  goods secure the acceptances at the
 8    time of acceptance; or  that  are  secured  at  the  time  of
 9    acceptances by documents of title covering readily marketable
10    staples; but the aggregate amount of these acceptances by any
11    State  bank  on  behalf  of  any  one  person at any one time
12    outstanding shall not exceed 20% of  the  unimpaired  capital
13    and unimpaired surplus of the bank unless the part thereof in
14    excess of that percentum of unimpaired capital and unimpaired
15    surplus  is and will remain secured by accompanying documents
16    of  title  or  proceeds  thereof  growing  out  of  the  same
17    transaction or by substituted security of similar  character;
18    provided  further,  however, that the aggregate amount of the
19    acceptances on behalf of any one person  outstanding  at  any
20    one  time  shall  not  exceed 50% of the amount of unimpaired
21    capital and unimpaired surplus of the bank. The provisions of
22    this paragraph (6) apply to the acceptances by a  State  bank
23    on  behalf  of  any  one  person and not to the purchase by a
24    State bank of other banks' acceptances.   A  State  bank  may
25    purchase  acceptances  from  other  banks  in  amounts not to
26    exceed  50%  of  the  State  bank's  unimpaired  capital  and
27    unimpaired surplus from any one bank.
28        (7)  To the extent of 20% of the unimpaired  capital  and
29    unimpaired surplus of any bank, to the purchase of or holding
30    by  any  bank  of  obligations  of  the  State  of  Israel or
31    obligations fully guaranteed by the State  of  Israel  as  to
32    payment of principal and interest.
33    (Source: P.A. 87-132; 88-546.)
                            -44-              LRB9000532JSsbB
 1        (205 ILCS 5/35) (from Ch. 17, par. 343)
 2        Sec. 35.  Exemptions from loan and investment limits. The
 3    limitations  in  Sections  32,  33, and 34, and 35.1 upon the
 4    liabilities of any  one  person  and  upon  the  purchase  or
 5    holding  of  marketable investment securities shall not apply
 6    to the following as to which there shall be no limitation:
 7        (1)  Obligations of, or guaranteed by the United States.
 8        (2)  Loans to or obligations of any person to the  extent
 9    that they are secured by not less than a like amount of bonds
10    or   notes   of   the   United  States,  or  certificates  of
11    indebtedness of the United States, or Treasury Bills  of  the
12    United  States  or  obligations  fully  guaranteed as to both
13    principal and interest by the United States, or to the extent
14    that the same shall be secured or covered by guaranty  or  by
15    commitment or agreement to take over or purchase, made by any
16    Federal   Reserve  Bank  or  by  the  United  States  or  any
17    department, bureau, board, commission or establishment of the
18    United  States,  including  any  corporation  wholly   owned,
19    directly or indirectly, by the United States.
20        (3)  Obligations   of   any   corporation  wholly  owned,
21    directly or indirectly, by the United States or of any agency
22    or instrumentality of the United States.
23        (4)  General obligations and tax anticipation warrants of
24    each state of the United States and  general  obligations  of
25    each  municipality  located in whole or in part in the county
26    in which the bank is located.
27        (5)  Loans to or obligations of any person to the  extent
28    that  they  are  secured  by not less than the same amount of
29    general obligations and tax  anticipation  warrants  of  each
30    state  of  the United States and of each municipality located
31    in whole or in part in  the  county  in  which  the  bank  is
32    located.
33        (6)  Loans  to  or obligations of or investments in those
34    subsidiaries, established or acquired pursuant to  subsection
                            -45-              LRB9000532JSsbB
 1    (12)  of  Section 5 of this Act, all of the stock of which is
 2    owned by the bank.
 3        (7)  Loans  or  extensions  of  credit   secured   by   a
 4    segregated deposit account in the lending bank.
 5        (8) Obligations of the State of Illinois, and obligations
 6    guaranteed  by  the  State  of  Illinois to the extent of the
 7    guarantee.
 8        (9)  To the ownership of certificates of participation in
 9    open-end investment companies registered with the  Securities
10    and  Exchange  Commission under the Investment Company Act of
11    1940 and Securities Act of 1933, provided the  portfolios  of
12    such  investment  companies  consist wholly of investments in
13    which the bank could invest directly without limitation.
14    (Source: P.A. 86-368; 86-635; 86-754; 86-1028.)
15        (205 ILCS 5/48) (from Ch. 17, par. 359)
16        Sec. 48. Commissioner's powers; duties.  The Commissioner
17    shall have the powers and authority, and is charged with  the
18    duties  and  responsibilities  designated  in this Act, and a
19    State bank shall not be subject to any other visitorial power
20    other than as authorized by this Act, except those vested  in
21    the courts, or upon prior consultation with the Commissioner,
22    a  foreign  bank  regulator  with  an appropriate supervisory
23    interest in the parent or affiliate of a state bank.  In  the
24    performance of the Commissioner's duties:
25        (1)  The  Commissioner shall call for statements from all
26    State banks as provided in  Section  47  at  least  one  time
27    during each calendar quarter.
28        (2) (a)  The  Commissioner,  as often as the Commissioner
29    shall deem necessary or proper, and no less  frequently  than
30    18  months  following the preceding examination at least once
31    in each year, shall appoint a suitable person or  persons  to
32    make  an  examination  of  the  affairs  of every State bank,
33    except that for every eligible  State  bank,  as  defined  by
                            -46-              LRB9000532JSsbB
 1    regulation,  the  Commissioner  in  lieu  of  the  an  annual
 2    examination   may   every  other  year  shall  accept  on  an
 3    alternating basis the examination made by the eligible  State
 4    bank's appropriate federal banking agency pursuant to Section
 5    111  of the Federal Deposit Insurance Corporation Improvement
 6    Act of 1991, provided the appropriate federal banking  agency
 7    has made such an examination. A person so appointed shall not
 8    be  a  stockholder  or  officer or employee of any bank which
 9    that person may be directed to examine, and shall have powers
10    to make a thorough examination into all the  affairs  of  the
11    bank and in so doing to examine any of the officers or agents
12    or  employees  thereof  on  oath  and  shall  make a full and
13    detailed  report  of  the  condition  of  the  bank  to   the
14    Commissioner.  In  making the examination the examiners shall
15    include an examination of the affairs of all  the  affiliates
16    of  the bank, as defined in subsection (b) of Section 35.2 of
17    this Act,  as  shall  be  necessary  to  disclose  fully  the
18    conditions  of the affiliates, the relations between the bank
19    and the affiliates and the effect of those relations upon the
20    affairs of the bank, and in connection therewith  shall  have
21    power  to  examine any of the officers, directors, agents, or
22    employees of the affiliates on oath. After May 31, 1997,  the
23    Commissioner may enter into cooperative agreements with state
24    regulatory   authorities  of  other  states  to  provide  for
25    examination of State bank branches in those states,  and  the
26    Commissioner may accept reports of examinations of State bank
27    branches  from  those  state  regulatory  authorities.  These
28    cooperative  agreements may set forth the manner in which the
29    other state regulatory authorities  may  be  compensated  for
30    examinations prepared for and submitted to the Commissioner.
31        (b)  After  May  31, 1997, the Commissioner is authorized
32    to examine, as often as the Commissioner shall deem necessary
33    or proper, branches of out-of-state banks.  The  Commissioner
34    may  establish  and  may  assess  fees  to  be  paid  to  the
                            -47-              LRB9000532JSsbB
 1    Commissioner for examinations under this subsection (b).  The
 2    fees shall be borne by the out-of-state bank, unless the fees
 3    are  borne  by  the state regulatory authority that chartered
 4    the  out-of-state  bank,  as  determined  by  a   cooperative
 5    agreement  between  the Commissioner and the state regulatory
 6    authority that chartered the out-of-state bank.
 7        (2.5)  Whenever  any  State  bank,  any   subsidiary   or
 8    affiliate  of a State bank, or after May 31, 1997, any branch
 9    of an out-of-state bank causes to be performed,  by  contract
10    or otherwise, any bank services for itself, whether on or off
11    its premises:
12             (a)  that    performance   shall   be   subject   to
13        examination by the Commissioner to the same extent as  if
14        services  were  being performed by the bank or, after May
15        31, 1997, branch of the out-of-state bank itself  on  its
16        own premises; and
17             (b)  the  bank or, after May 31, 1997, branch of the
18        out-of-state bank shall notify the  Commissioner  of  the
19        existence  of  a  service relationship.  The notification
20        shall be submitted with the first statement of  condition
21        (as  required  by  Section  47 of this Act) due after the
22        making of the service contract or the performance of  the
23        service,  whichever occurs first.  The Commissioner shall
24        be notified of  each  subsequent  contract  in  the  same
25        manner.
26        For  purposes  of  this  subsection (2.5), the term "bank
27    services" means services  such  as  sorting  and  posting  of
28    checks  and deposits, computation and posting of interest and
29    other credits and charges, preparation and mailing of checks,
30    statements,  notices,  and  similar  items,  or   any   other
31    clerical,  bookkeeping,  accounting,  statistical, or similar
32    functions performed for  a  State  bank,  including  but  not
33    limited  to  electronic data processing related to those bank
34    services.
                            -48-              LRB9000532JSsbB
 1        (3)  The expense of administering this Act, including the
 2    expense of the examinations of State  banks  as  provided  in
 3    this  Act,  shall to the extent of the amounts resulting from
 4    the fees provided for in paragraphs (a), (a-2),  and  (b)  of
 5    this  subsection  (3)  be  assessed  against and borne by the
 6    State banks:
 7             (a)  Each bank shall pay to the Commissioner a  Call
 8        Report  Fee which shall be paid in quarterly installments
 9        equal to one-fourth of the sum of the annual fixed fee of
10        $800, plus a variable fee based on the  assets  shown  on
11        the  quarterly  statement  of  condition delivered to the
12        Commissioner  in  accordance  with  Section  47  for  the
13        preceding quarter according to  the  following  schedule:
14        16¢  per  $1,000 of the first $5,000,000 of total assets,
15        15¢ per $1,000 of the next $20,000,000 of  total  assets,
16        13¢  per $1,000 of the next $75,000,000  of total assets,
17        9¢ per $1,000 of the next $400,000,000 of  total  assets,
18        7¢  per  $1,000 of the next $500,000,000 of total assets,
19        and  5¢  per  $1,000  of  all   assets   in   excess   of
20        $1,000,000,000,  of  the  State bank. The Call Report Fee
21        shall be calculated by the Commissioner and billed to the
22        banks  for  remittance  at  the  time  of  the  quarterly
23        statements of condition provided for in Section  47.  The
24        Commissioner  may require payment of the fees provided in
25        this Section by an electronic transfer  of  funds  or  an
26        automatic debit of an account of each of the State banks.
27        In  case  more than one examination of any bank is deemed
28        by the Commissioner to be necessary  in  any  examination
29        frequency  cycle  specified  in  subsection  2(a) of this
30        Section, fiscal year and is performed at  his  direction,
31        the  Commissioner  may assess a reasonable additional fee
32        to recover the cost of the  additional  examination,  but
33        the  additional  fee  shall  not  exceed  the  sum of the
34        remittances from the Call Report Fees applicable to the 4
                            -49-              LRB9000532JSsbB
 1        consecutive quarterly statements of condition immediately
 2        preceding the date of  the  additional  examination.   In
 3        lieu  of  the  method  and  amounts  set  forth  in  this
 4        paragraph (a) for the calculation of the Call Report Fee,
 5        the Commissioner may specify by rule that the Call Report
 6        Fees   provided   by   this   Section   may  be  assessed
 7        semiannually or some other period and may provide in  the
 8        rule the formula to be used for calculating and assessing
 9        the periodic Call Report Fees to be paid by State banks.
10             (a-1)  If  in  the  opinion  of  the Commissioner an
11        emergency exists or appears likely, the Commissioner  may
12        assign an examiner or examiners to monitor the affairs of
13        a   State   bank   with   whatever   frequency  he  deems
14        appropriate, including but not limited to a daily  basis.
15        The reasonable and necessary expenses of the Commissioner
16        during the period of the monitoring shall be borne by the
17        subject  bank.   The Commissioner shall furnish the State
18        bank a statement of time and expenses if requested to  do
19        so  within  30  days  of the conclusion of the monitoring
20        period.
21             (a-2)  On and after January 1, 1990, the  reasonable
22        and   necessary   expenses  of  the  Commissioner  during
23        examination  of  the  performance  of   electronic   data
24        processing services under subsection (2.5) shall be borne
25        by  the  banks  for  which the services are provided.  An
26        amount, based upon a  fee  structure  prescribed  by  the
27        Commissioner,  shall  be  paid by the banks or, after May
28        31, 1997, branches of out-of-state  banks  receiving  the
29        electronic  data  processing services along with the Call
30        Report  Fee  assessed  under  paragraph   (a)   of   this
31        subsection (3).
32             (a-3)  After   May  31,  1997,  the  reasonable  and
33        necessary expenses of the Commissioner during examination
34        of the performance of electronic data processing services
                            -50-              LRB9000532JSsbB
 1        under subsection (2.5) at or on  behalf  of  branches  of
 2        out-of-state  banks  shall  be  borne by the out-of-state
 3        banks, unless those  expenses  are  borne  by  the  state
 4        regulatory  authorities  that  chartered the out-of-state
 5        banks, as determined by  cooperative  agreements  between
 6        the  Commissioner  and  the  state regulatory authorities
 7        that chartered the out-of-state banks.
 8             (b)  "Fiscal year" for purposes of this  Section  48
 9        is  defined  as a period beginning July 1 of any year and
10        ending June 30 of the next year. The  Commissioner  shall
11        receive  for each fiscal year, commencing with the fiscal
12        year ending June 30, 1987, a contingent fee equal to  the
13        lesser  of  the  aggregate  of the fees paid by all State
14        banks under paragraph (a)  of  subsection  (3)  for  that
15        year, or the amount, if any, whereby the aggregate of the
16        administration expenses, as defined in paragraph (c), for
17        that  fiscal year exceeds the sum of the aggregate of the
18        fees payable by all  State  banks  for  that  year  under
19        paragraph  (a)  of subsection (3), plus all other amounts
20        collected by the Commissioner for  that  year  under  any
21        other  provision  of  this Act, plus the aggregate of all
22        fees collected for that year by  the  Commissioner  under
23        the  Corporate  Fiduciary Act, excluding the receivership
24        fees provided  for  in  Section  5-10  of  the  Corporate
25        Fiduciary  Act,  and  the Foreign Banking Office Act. The
26        aggregate amount of the contingent fee  thus  arrived  at
27        for   any  fiscal  year  shall  be  apportioned  amongst,
28        assessed upon, and paid by the State  banks  and  foreign
29        banking   corporations,   respectively,   in   the   same
30        proportion  that  the  fee of each under paragraph (a) of
31        subsection (3), respectively, for that year bears to  the
32        aggregate  for  that  year  of  the  fees collected under
33        paragraph (a) of subsection (3). The aggregate amount  of
34        the  contingent  fee,  and  the  portion  thereof  to  be
                            -51-              LRB9000532JSsbB
 1        assessed   upon  each  State  bank  and  foreign  banking
 2        corporation, respectively, shall  be  determined  by  the
 3        Commissioner  and  shall  be  paid by each, respectively,
 4        within 120 days of the close of the period for which  the
 5        contingent  fee  is  computed  and  is  payable,  and the
 6        Commissioner shall give 20 days  advance  notice  of  the
 7        amount  of  the  contingent fee payable by the State bank
 8        and of the date fixed by the Commissioner for payment  of
 9        the fee.
10             (c)  The  "administration  expenses"  for any fiscal
11        year shall mean the ordinary and contingent expenses  for
12        that  year  incident  to making the examinations provided
13        for by, and for otherwise administering,  this  Act,  the
14        Corporate Fiduciary Act, excluding the expenses paid from
15        the  Corporate Fiduciary Receivership account in the Bank
16        and Trust Company Fund, the Foreign Banking  Office  Act,
17        the  Electronic  Fund Transfer Act, and the Illinois Bank
18        Examiners'  Education  Foundation  Act,   including   all
19        salaries   and   other  compensation  paid  for  personal
20        services rendered for the State by officers or  employees
21        of  the  State, including the Commissioner and the Deputy
22        Commissioners,  all  expenditures   for   telephone   and
23        telegraph  charges,  postage  and  postal charges, office
24        stationery, supplies and services, and  office  furniture
25        and  equipment,  including  typewriters  and  copying and
26        duplicating machines and filing  equipment,  surety  bond
27        premiums,  and  travel  expenses  of  those  officers and
28        employees, employees, expenditures  or  charges  for  the
29        acquisition,  enlargement  or  improvement of, or for the
30        use of, any office  space,  building,  or  structure,  or
31        expenditures   for   the   maintenance   thereof  or  for
32        furnishing heat, light, or power  with  respect  thereto,
33        all  to  the  extent that those expenditures are directly
34        incidental to such examinations or administration.    The
                            -52-              LRB9000532JSsbB
 1        Commissioner  shall  not be required by paragraphs (c) or
 2        (d-1) of this subsection (3) to maintain  in  any  fiscal
 3        year's  budget appropriated reserves for accrued vacation
 4        and accrued sick leave that is required  to  be  paid  to
 5        employees  of  the Commissioner upon termination of their
 6        service with the Commissioner in an amount that  is  more
 7        than  is  reasonably  anticipated to be necessary for any
 8        anticipated turnover in employees, whether due to  normal
 9        attrition   or   due   to   layoffs,   terminations,   or
10        resignations.
11             (d)  The  aggregate  of  all  fees  collected by the
12        Commissioner under this Act, the Corporate Fiduciary Act,
13        or the Foreign Banking Office Act on and  after  July  1,
14        1979,  shall  be paid promptly after receipt of the same,
15        accompanied by a detailed  statement  thereof,  into  the
16        State  treasury  and shall be set apart in a special fund
17        to be known as the "Bank and Trust Company Fund",  except
18        as  provided  in paragraph (c) of subsection (11) of this
19        Section. The amount from time to time deposited into  the
20        Bank  and  Trust Company Fund shall be used to offset the
21        ordinary administrative expenses of the  Commissioner  of
22        Banks and Real Estate as defined in this Section. Nothing
23        in  this  amendatory Act of 1979 shall prevent continuing
24        the  practice  of  paying  expenses  involving  salaries,
25        retirement, social  security,  and  State-paid  insurance
26        premiums  of  State  officers  by appropriations from the
27        General Revenue Fund.  However, the General Revenue  Fund
28        shall  be reimbursed for those payments made on and after
29        July 1, 1979, by an annual transfer  of  funds  from  the
30        Bank and Trust Company Fund.
31             (d-1)  Adequate funds shall be available in the Bank
32        and  Trust  Company  Fund to permit the timely payment of
33        administration expenses.  In each fiscal year  the  total
34        administration  expenses shall be deducted from the total
                            -53-              LRB9000532JSsbB
 1        fees collected by  the  Commissioner  and  the  remainder
 2        transferred  into  the  Cash Flow Reserve Account, unless
 3        the balance of the Cash Flow Reserve Account prior to the
 4        transfer  equals  or  exceeds  one-fourth  of  the  total
 5        initial appropriations from the Bank  and  Trust  Company
 6        Fund for the subsequent year, in which case the remainder
 7        shall  be  credited  to  State  banks and foreign banking
 8        corporations and  applied  against  their  fees  for  the
 9        subsequent  year.  The amount credited to each State bank
10        and foreign banking corporation  shall  be  in  the  same
11        proportion  as  the Call Report Fees paid by each for the
12        year bear to the total Call Report Fees collected for the
13        year.  If, after a transfer  to  the  Cash  Flow  Reserve
14        Account  is  made  or  if  no  remainder is available for
15        transfer, the balance of the Cash Flow Reserve Account is
16        less than one-fourth of the total initial  appropriations
17        for  the  subsequent  year  and the amount transferred is
18        less than 5% of the total Call Report Fees for the  year,
19        additional  amounts  needed to make the transfer equal to
20        5% of the total Call Report Fees for the  year  shall  be
21        apportioned amongst, assessed upon, and paid by the State
22        banks  and  foreign  banking  corporations  in  the  same
23        proportion   that   the   Call   Report   Fees  of  each,
24        respectively, for the year bear to the total Call  Report
25        Fees  collected  for  the  year.   The additional amounts
26        assessed shall be transferred into the Cash Flow  Reserve
27        Account.   For  purposes  of  this  paragraph  (d-1), the
28        calculation of the fees  collected  by  the  Commissioner
29        shall  exclude  the  receivership  fees  provided  for in
30        Section 5-10 of the Corporate Fiduciary Act.
31             (e)  The Commissioner may upon  request  certify  to
32        any public record in his keeping and shall have authority
33        to levy a reasonable charge for issuing certifications of
34        any public record in his keeping.
                            -54-              LRB9000532JSsbB
 1             (f)  In  addition  to  fees  authorized elsewhere in
 2        this Act, the Commissioner  may,  in  connection  with  a
 3        review,  approval,  or  provision  of  a  service, levy a
 4        reasonable charge to recover  the  cost  of  the  review,
 5        approval, or service.
 6        (4)  Nothing  contained in this Act shall be construed to
 7    limit the obligation relative to examinations and reports  of
 8    any  State  bank, deposits in which are to any extent insured
 9    by the United States or any agency thereof, nor to  limit  in
10    any  way  the  powers  of  the Commissioner with reference to
11    examinations and reports of that bank.
12        (5)  The  nature  and  condition  of  the  assets  in  or
13    investment of any bonus, pension, or profit sharing plan  for
14    officers  or  employees of every State bank or, after May 31,
15    1997, branch of an out-of-state bank shall be  deemed  to  be
16    included  in  the  affairs of that State bank or branch of an
17    out-of-state bank subject to examination by the  Commissioner
18    under  the  provisions of subsection (2) of this Section, and
19    if the Commissioner shall find from an examination  that  the
20    condition of or operation of the investments or assets of the
21    plan  is unlawful, fraudulent, or unsafe, or that any trustee
22    has  abused  his  trust,  the  Commissioner  shall,  if   the
23    situation so found by the Commissioner shall not be corrected
24    to his satisfaction within 60 days after the Commissioner has
25    given  notice  to the board of directors of the State bank or
26    out-of-state bank of his findings, report the  facts  to  the
27    Attorney  General  who  shall thereupon institute proceedings
28    against the State bank or out-of-state  bank,  the  board  of
29    directors  thereof,  or  the  trustees under such plan as the
30    nature of the case may require.
31        (6)  The Commissioner shall have the power:
32             (a)  To promulgate reasonable rules for the  purpose
33        of administering the provisions of this Act.
34             (b)  To    issue   orders   for   the   purpose   of
                            -55-              LRB9000532JSsbB
 1        administering the provisions of this  Act  and  any  rule
 2        promulgated in accordance with this Act.
 3             (c)  To  appoint  hearing officers to execute any of
 4        the powers granted to the Commissioner under this Section
 5        for the purpose of administering this Act  and  any  rule
 6        promulgated in accordance with this Act.
 7             (d)  To   subpoena   witnesses,   to   compel  their
 8        attendance, to administer an oath, to examine any  person
 9        under oath, and to require the production of any relevant
10        books,  papers,  accounts, and documents in the course of
11        and pursuant to any investigation being conducted, or any
12        action being taken, by the Commissioner in respect of any
13        matter relating to the duties imposed upon, or the powers
14        vested in, the Commissioner under the provisions of  this
15        Act or any rule promulgated in accordance with this Act.
16             (e)  To conduct hearings.
17        (7)  Whenever,  in  the  opinion of the Commissioner, any
18    director, officer, employee, or agent of  a  State  bank  or,
19    after  May  31,  1997,  of any branch of an out-of-state bank
20    shall have violated any law, rule, or order relating to  that
21    bank  or  shall have engaged in an unsafe or unsound practice
22    in conducting the business of that bank, the Commissioner may
23    issue  an  order  of  removal.  If  in  the  opinion  of  the
24    Commissioner any former director, officer, employee, or agent
25    of a State bank violated any law, rule, or order relating  to
26    that  State  bank or engaged in an unsafe or unsound practice
27    in  conducting  the  business  of  that  bank  prior  to  the
28    termination of  his  or  her  service  with  that  bank,  the
29    Commissioner  may issue an order prohibiting that person from
30    further service with a bank as a director, officer, employee,
31    or agent.  An The order issued pursuant  to  this  subsection
32    shall  be  served  upon  the  director, officer, employee, or
33    agent. A copy of the order shall be sent to each director  of
34    the  bank affected by registered mail. The person affected by
                            -56-              LRB9000532JSsbB
 1    the action may request a hearing  before  the  State  Banking
 2    Board  within  10 days after receipt of the order of removal.
 3    The hearing shall be held by the Board within 30  days  after
 4    the  request  has been received by the Board. The Board shall
 5    make a determination approving,  modifying,  or  disapproving
 6    the  order  of  the  Commissioner as its final administrative
 7    decision. If a hearing is held by the Board, the Board  shall
 8    make  its determination within 60 days from the conclusion of
 9    the hearing. Any person affected by a decision of  the  Board
10    under  this subsection (7) of Section 48 of this Act may have
11    the decision reviewed only under and in accordance  with  the
12    Administrative  Review  Law  and  the  rules adopted pursuant
13    thereto. A copy of the order shall also be  served  upon  the
14    bank  of which he is a director, officer, employee, or agent,
15    whereupon he shall cease to be a director, officer, employee,
16    or agent of that bank.  The order and the  findings  of  fact
17    upon  which it is based shall not be made public or disclosed
18    to anyone except the director, officer,  employee,  or  agent
19    involved  and  the  directors of the bank involved, otherwise
20    than in connection with proceedings for  a  violation  of  or
21    failure  to  comply  with  this Section. The Commissioner may
22    institute a civil action against the  director,  officer,  or
23    agent of the State bank or, after May 31, 1997, of the branch
24    of  the out-of-state bank against whom any order provided for
25    by this subsection (7) of this Section 48  has  been  issued,
26    and   against   the  State  bank  or,  after  May  31,  1997,
27    out-of-state bank, to enforce compliance with  or  to  enjoin
28    any  violation  of the terms of the order. Any person who has
29    been the subject of removed by an  order  of  removal  or  an
30    order  of  prohibition issued by  the Commissioner under this
31    subsection or Section 5-6 of the Corporate Fiduciary Act  may
32    not thereafter serve as director, officer, employee, or agent
33    of  any State bank or of any branch of any out-of-state bank,
34    or of any corporate fiduciary, as defined in  Section  1-5.05
                            -57-              LRB9000532JSsbB
 1    of  the  Corporate Fiduciary Act, or of any other entity that
 2    is subject to licensure or regulation by the Commissioner  or
 3    the  Office  of Banks and Real Estate unless the Commissioner
 4    has granted prior approval in writing.
 5        (8)  The Commissioner may impose civil penalties of up to
 6    $10,000  against  any  person  for  each  violation  of   any
 7    provision  of  this  Act,  any rule promulgated in accordance
 8    with this Act,  any order of the Commissioner, or  any  other
 9    action which in the Commissioner's discretion is an unsafe or
10    unsound banking practice.
11        (9)  The Commissioner may impose civil penalties of up to
12    $100  against any person for the first failure to comply with
13    reporting requirements set forth in the report of examination
14    of the bank and up to $200  for  the  second  and  subsequent
15    failures to comply with those reporting requirements.
16        (10)  All   final   administrative   decisions   of   the
17    Commissioner  hereunder  shall  be subject to judicial review
18    pursuant to the provisions of the Administrative Review  Law.
19    For  matters  involving administrative review, venue shall be
20    in either Sangamon County or Cook County.
21        (11)  The endowment fund for the Illinois Bank Examiners'
22    Education Foundation shall be administered as follows:
23             (a)  (Blank).
24             (b)  The  Foundation   is   empowered   to   receive
25        voluntary  contributions,  gifts,  grants,  bequests, and
26        donations on  behalf  of  the  Illinois  Bank  Examiners'
27        Education   Foundation  from  national  banks  and  other
28        persons for the purpose of funding the endowment  of  the
29        Illinois Bank Examiners' Education Foundation.
30             (c)  The  aggregate  of all special educational fees
31        collected by the Commissioner and  property  received  by
32        the   Commissioner   on   behalf  of  the  Illinois  Bank
33        Examiners' Education  Foundation  under  this  subsection
34        (11)  on  or  after  June  30,  1986, shall be either (i)
                            -58-              LRB9000532JSsbB
 1        promptly paid after receipt of the same, accompanied by a
 2        detailed statement thereof, into the State  Treasury  and
 3        shall  be set apart in a special fund to be known as "The
 4        Illinois Bank Examiners' Education Fund" to  be  invested
 5        by  either  the Treasurer of the State of Illinois in the
 6        Public  Treasurers'  Investment  Pool  or  in  any  other
 7        investment he is authorized to make or  by  the  Illinois
 8        State Board of Investment as the board of trustees of the
 9        Illinois  Bank Examiners' Education Foundation may direct
10        or  (ii)  deposited  into  an  account  maintained  in  a
11        commercial bank or corporate fiduciary in the name of the
12        Illinois Bank Examiners' Education Foundation pursuant to
13        the order and direction of the Board of Trustees  of  the
14        Illinois Bank Examiners' Education Foundation.
15        (12)  (Blank).
16    (Source: P.A.  88-45;  88-289;  88-481;  88-546; 88-670, eff.
17    12-2-94; 89-208, eff. 9-29-95; 89-317, eff. 8-11-95;  89-508,
18    eff.  7-3-96;  89-567,  eff.  7-26-96;  89-626,  eff. 8-9-96;
19    revised 9-9-96.)
20        (205 ILCS 5/48.3) (from Ch. 17, par. 360.2)
21        Sec.  48.3.  Disclosure  of  reports   of   examinations;
22    limitations.
23        (a)  Any   report   of   examination   prepared   by  the
24    Commissioner under Section 48 of this Act, Section 25 of  the
25    Electronic  Fund  Transfer  Act, Section 5-2 of the Corporate
26    Fiduciary Act, Section  3.1  of  the  Illinois  Bank  Holding
27    Company  Act  of  1957, and Section 18 of the Foreign Banking
28    Office  Act,  and  any  examination  prepared  by  the  state
29    regulatory authority of another state that examines a  branch
30    of  an  Illinois State bank in that state, or any document or
31    record obtained in connection with any examination  shall  be
32    the  property of the Commissioner and shall only be disclosed
33    under the circumstances and for the  purposes  set  forth  in
                            -59-              LRB9000532JSsbB
 1    this Section.
 2          The  Commissioner,  his officers, agents, and employees
 3    may disclose a report of  examination,  or  any  document  or
 4    record  obtained  in  connection  with  any examination, only
 5    under the following circumstances:
 6             (1)  The Commissioner may furnish to  the  Board  of
 7        Governors  of  the  Federal  Reserve  System, the federal
 8        reserve bank of the federal reserve district in which the
 9        State bank is located or in which  the  parent  or  other
10        affiliate  of  the State bank is located, any official or
11        examiner thereof duly accredited for the purpose, or  any
12        other  state regulator, federal regulator, or in the case
13        of a foreign bank possessing a certificate  of  authority
14        pursuant  to  the Foreign Banking Office Act or a license
15        pursuant to the Foreign Bank Representative  Office  Act,
16        the  bank regulator in the country where the foreign bank
17        is chartered, that the Commissioner determines to have an
18        appropriate regulatory interest, a copy or copies of  any
19        or all examinations of the bank and of any or all reports
20        made  by  the bank. He may give access to and disclose to
21        the Board, federal  reserve  bank,  or  any  official  or
22        examiner thereof duly accredited for the purpose, any and
23        all   information  possessed  by  the  Commissioner  with
24        reference to the condition or affairs of the State  bank.
25        Nothing contained in this Act shall be construed to limit
26        the  obligation  of  any member State bank to comply with
27        the requirements relative to examinations and reports  of
28        the  Federal Reserve Act and of the Board of Governors of
29        the Federal Reserve System or the federal reserve bank of
30        the  federal  reserve  district  in  which  the  bank  is
31        located, nor to limit  in  any  way  the  powers  of  the
32        Commissioner with reference to examinations and reports.
33             (2)  The  Commissioner  may  furnish  to  the United
34        States, any agency thereof  that  has  insured  a  bank's
                            -60-              LRB9000532JSsbB
 1        deposits in whole or in part, or any official or examiner
 2        thereof  duly accredited for the purpose a copy or copies
 3        of any or all examinations of the bank and of any or  all
 4        reports  made by the bank. He may also give access to and
 5        disclose to the United States, such an agency thereof, or
 6        any official or examiner thereof duly accredited for  the
 7        purpose   any   and  all  information  possessed  by  the
 8        Commissioner with reference to the condition  or  affairs
 9        of  any  such insured bank. Nothing contained in this Act
10        shall be construed to limit the  obligation  relative  to
11        examinations  and  reports of any State bank, deposits in
12        which are to any extent insured by the United States, any
13        agency thereof, nor to limit in any way the powers of the
14        Commissioner with reference to examination and reports of
15        such bank.
16             (3)  The Commissioner may furnish information to the
17        appropriate   law   enforcement   authorities   when   he
18        reasonably believes a bank, which he  has  caused  to  be
19        examined, has been a victim of a crime.
20             (4)  The   Commissioner   may   furnish  information
21        relating to a bank or other financial institution,  which
22        he  has  caused  to  be  examined,  to  be  sent  to  the
23        administrator  of  the  Uniform  Disposition of Unclaimed
24        Property Act.
25             (5)  The  Commissioner   may   furnish   information
26        relating  to a bank or other financial institution, which
27        he has caused to be examined, relating to its performance
28        of obligations under the Illinois Income Tax Act and  the
29        Illinois  Estate and Generation-Skipping Transfer Tax Act
30        to the Illinois Department of Revenue.
31             (6)  The  Commissioner   may   furnish   information
32        relating  to a bank or other financial institution, which
33        he has caused to be examined, under the federal  Currency
34        and  Foreign Transactions Reporting Act, Title 31, United
                            -61-              LRB9000532JSsbB
 1        States Code, Section 1051 et seq.
 2             (6.5)  The  Commissioner  may  furnish  information,
 3        including excerpts or summaries of information  contained
 4        in  a report of examination prepared by the Commissioner,
 5        to any other  agency  or  entity  that  the  Commissioner
 6        determines to have a legitimate regulatory interest.
 7             (7)  The  Commissioner may furnish information under
 8        any other statute that by its  terms  or  by  regulations
 9        promulgated   thereunder   requires   the  disclosure  of
10        financial  records  other  than  by  subpoena,   summons,
11        warrant, or court order.
12             (8)  At  the  request  of the affected bank or other
13        financial  institution,  the  Commissioner  may   furnish
14        information   relating  to  a  bank  or  other  financial
15        institution, which he  has  caused  to  be  examined,  in
16        connection  with  the  obtaining of insurance coverage or
17        the pursuit of an insurance claim for or on behalf of the
18        bank or other financial institution; provided that,  when
19        possible,  the  Commissioner shall disclose only relevant
20        information  while  maintaining  the  confidentiality  of
21        financial records not relevant to such insurance coverage
22        or claim and, when appropriate,  may  delete  identifying
23        data relating to any person or individual.
24             (9)  The Commissioner may furnish a copy of a report
25        of  any  examination performed by the Commissioner of the
26        condition and affairs of any electronic  data  processing
27        entity  to  the  banks  serviced  by  the electronic data
28        processing entity.
29             (10)  In addition to  the  foregoing  circumstances,
30        the  Commissioner  may, but is not required to, furnish a
31        copy of a report of  any  examination  performed  by  the
32        Commissioner  of the condition and affairs of any bank or
33        other financial institution under the same  circumstances
34        under   which  the  bank  or  financial  institution  may
                            -62-              LRB9000532JSsbB
 1        disclose the report of examination pursuant to subsection
 2        (b) of this Section, except that the  Commissioner  shall
 3        provide   a   copy  of  a  report  of  examination  under
 4        circumstances described in paragraph  (3)  of  subsection
 5        (b)  of this Section only upon the request of the bank or
 6        other financial institution.
 7        (b)  A  bank  or  other  financial  institution  or   its
 8    officers,  agents,  and  employees  may  disclose a report of
 9    examination  of  the  bank  or  other  financial  institution
10    prepared  by  the  Commissioner  only  under  the   following
11    circumstances:
12             (1)  to  the board of directors of the bank or other
13        financial  institution,  as  well   as   the   president,
14        vice-president,  cashier,  and other officers of the bank
15        or other financial  institution  to  whom  the  board  of
16        directors  may delegate duties with respect to compliance
17        with recommendations for action within the report, and to
18        the board of directors of a  bank  holding  company  that
19        owns at least 80% of the outstanding stock of the bank or
20        other financial institution;
21             (2)  to  attorneys  for  the bank or other financial
22        institution and to a certified public accountant  engaged
23        by  the State bank or financial institution to perform an
24        independent audit provided that the attorney or certified
25        public  accountant  shall  not  permit  the   report   of
26        examination   or   information   therein  to  be  further
27        disseminated;
28             (3)  to  any  person  who   seeks   to   acquire   a
29        controlling   interest   in   the   bank   or   financial
30        institution,   provided  that  all  attorneys,  certified
31        public accountants, officers,  agents,  or  employees  of
32        that  person  shall  agree  to  be  bound  to respect the
33        confidentiality of  the  information  in  the  report  of
34        examination   and   to   not   further   disseminate  the
                            -63-              LRB9000532JSsbB
 1        information therein contained; or
 2             (4)  in response  to  a  lawful  subpoena,  summons,
 3        warrant,  or  court  order that meets the requirements of
 4        subsection (c) of this Section; or.
 5             (5)  to the bank's insurance company in relation  to
 6        an  insurance  claim or the effort by the bank to procure
 7        insurance coverage, provided  that,  when  possible,  the
 8        bank  shall disclose only information that is relevant to
 9        the insurance claim or that is necessary to  procure  the
10        insurance coverage, while maintaining the confidentiality
11        of  financial  information pertaining to customers.  When
12        appropriate,  the  bank  may  delete   identifying   data
13        relating to any person.
14        (c)  A  bank  or  financial  institution shall disclose a
15    report of examination under paragraph (4) of  subsection  (b)
16    of  this  Section  pursuant  to  a  lawful subpoena, summons,
17    warrant, or court order only  after  the  bank  or  financial
18    institution  mails  a copy of the subpoena, summons, warrant,
19    or court order to the Commissioner by certified mail, postage
20    prepaid, at least 15 days prior to providing the report.  The
21    Commissioner  shall have the right to intervene in a court or
22    administrative proceeding at any time to obtain a  protective
23    order in the proceeding to protect the confidentiality of the
24    report.   If  the  date  by  which   the  bank  or  financial
25    institution is directed to provide the report is sooner  than
26    15  days,  then  the bank or financial institution shall give
27    notice telephonically, which notice  shall  be  confirmed  in
28    writing  in  the  manner provided in this subsection (c), and
29    the Commissioner shall have the right to intervene to  obtain
30    a protective order.
31        (d)  If  any  officer,  agent, attorney, or employee of a
32    bank  or  financial  institution  knowingly   and   willfully
33    furnishes  a  report  of  examination  in  violation  of this
34    Section, the Commissioner may impose a civil monetary penalty
                            -64-              LRB9000532JSsbB
 1    up to $1,000 for the violation against  the  officer,  agent,
 2    attorney, or employee.
 3    (Source: P.A.  89-208,  eff.  9-29-95;  89-310,  eff. 1-1-96;
 4    89-567, eff. 7-26-96; 89-626, eff. 8-9-96.)
 5        (205 ILCS 5/79) (from Ch. 17, par. 391)
 6        Sec. 79. Board, terms of office. The terms of  office  of
 7    the  Class  A  and  Class B members of the Board of Banks and
 8    Trust Companies who are in office on the  effective  date  of
 9    this  Amendatory  Act  of  1985  shall expire on December 31,
10    1985. The terms of office of Class A and Class B  members  of
11    the State Banking Board shall be as follows:
12        (a)  The  terms  of  office  of  all  Class A and Class B
13    members of the State Banking Board shall begin on January  1,
14    1986.
15        (b)  The  persons  first appointed as the Class A members
16    of the State Banking Board shall have the following terms  as
17    designated  by  the  Governor;  one  person for a term of one
18    year, one person for a term of 2 years, one person for a term
19    of 3 years and one person for a term of 4 years.  Thereafter,
20    the  term  of office of each Class A member shall be 4 years,
21    except that an appointment to fill a vacancy shall be for the
22    unexpired term of the member whose term is being filled.
23        (c)  The persons first appointed as Class  B  members  of
24    the  State  Banking  Board  shall have the following terms as
25    designated by the Governor; one member  for  a  term  of  one
26    year,  3  members for a term of 2 years, 3 members for a term
27    of 3 years, and 3 members for a term of 4 years.  Thereafter,
28    the term of office of each Class B member shall be  4  years,
29    except that an appointment to fill a vacancy shall be for the
30    unexpired term of the member whose term is being filled.
31        (d)  No  Class  A  or  Class B State Banking Board member
32    shall serve more than 2 full 4-year terms of office.
33        (e)  The term of office of a State Banking  Board  member
                            -65-              LRB9000532JSsbB
 1    shall terminate automatically when the member no longer meets
 2    the  qualifications for the member's appointment to the Board
 3    provided that an increase or decrease in the  asset  size  of
 4    the  member's  bank during the member's term of office on the
 5    State Banking Board shall not result in  the  termination  of
 6    the member's term of office.
 7    (Source: P.A. 84-905.)
 8        Section  15.  The  Illinois  Bank  Holding Company Act of
 9    1957 is amended by changing Section 3.1 as follows:
10        (205 ILCS 10/3.1) (from Ch. 17, par. 2510.1)
11        Sec. 3.1.  If the Commissioner finds with respect to  any
12    state  bank  or with respect to any company which directly or
13    indirectly owns or controls 25 per  centum  or  more  of  the
14    voting  shares of a state bank, that the business of the bank
15    or the company is being conducted in  an  unsafe  or  unsound
16    manner,  The  Commissioner  may  appoint a suitable person or
17    persons to make an examination of the  affairs  of  any  such
18    company  that  directly or indirectly owns or controls 25% or
19    more of the voting shares  of  a  State  bank.  A  person  so
20    appointed  shall  not be a stockholder or officer or employee
21    of any company which such person may be directed to  examine,
22    and  shall have the power to make a thorough examination into
23    all of the affairs of the company and in so doing to  examine
24    any  of  the  officers or agents or employees thereof on oath
25    and shall make a full and detailed report of the condition of
26    such company.  Such person shall require a  current  list  of
27    the  stockholders  of  the  company  including  the number of
28    shares of stock held by and the address of each  stockholder,
29    to  be  furnished  at  the time of examination or at any time
30    upon request of the Commissioner.
31    (Source: P.A. 84-1123.)
                            -66-              LRB9000532JSsbB
 1        Section 20.  The Savings Bank Act is amended by  changing
 2    changing  Sections  1006,  1007.20,  1008,  1009, 3004, 4008,
 3    5001, 6002, 9011, 9014, 9015, 10001, 10002, and 10004, and by
 4    adding 1007.115 as follows:
 5        (205 ILCS 205/1006) (from Ch. 17, par. 7301-6)
 6        Sec. 1006. Parity.
 7        (a)  Subject to the regulation of the Commissioner and in
 8    addition to the powers granted by  this  Act,   each  savings
 9    bank  operating  under  this  Act  shall possess those powers
10    granted by regulation promulgated under the  Federal  Deposit
11    Insurance Act for state savings banks.
12        (b)  A  savings bank may establish branches or offices at
13    which savings or investments are regularly received or  loans
14    approved as follows:
15             (1)  to  the  extent  branch  powers and offices are
16        granted to State banks under the Illinois Banking Act;
17             (2)  within the geographic area defined in Article 2
18        of this Act and subject to the provisions of Article 2 of
19        this Act;
20             (3)  within the same geographic areas or  states  as
21        those states from which a holding company is permitted to
22        acquire  an  Illinois savings bank or an Illinois savings
23        bank holding company;
24             (4)  to the same extent that holding  companies  and
25        savings  and  loan associations headquartered outside the
26        State of Illinois are allowed to operate in  Illinois  by
27        virtue  of Articles 1A and 2B of the Illinois Savings and
28        Loan Act of 1985;
29             (5)  as the result of  mergers,  consolidations,  or
30        bulk sales of facilities in the case of relocations.
31        (c)  The  Commissioner may adopt regulations that provide
32    for  the  establishment  of  branches  as  defined   by   the
33    Commissioner.
                            -67-              LRB9000532JSsbB
 1        (d)  Notwithstanding  any  other provision of this Act, a
 2    savings bank that purchases or assumes all or any part of the
 3    assets or liabilities of a bank, savings bank, or savings and
 4    loan association or  merges  or  consolidates  with  a  bank,
 5    savings  bank, or savings and loan association may retain and
 6    maintain the main premises or branches of  the  former  bank,
 7    savings  bank, or savings and loan association as branches of
 8    the  purchasing,  merging,  or  consolidating  savings  bank,
 9    provided it assumes the  deposit  liabilities  of  the  bank,
10    savings  bank,  or savings and loan association maintained at
11    the main premises or branches.
12        (e)  A savings bank also has any power conferred  upon  a
13    corporation   by   the   Business  Corporation  Act  of  1983
14    reasonably   incident,   convenient,   or   useful   to   the
15    accomplishment of  the  express  powers  conferred  upon  the
16    savings bank by this Act.
17    (Source: P.A. 88-4; 88-425; 88-670, eff. 12-2-94; 89-74, eff.
18    6-30-95.)
19        (205 ILCS 205/1007.20) (from Ch. 17, par. 7301-7.20)
20        Sec.  1007.20.   "Branch" or "branch office" includes any
21    location established by a savings  bank  where  deposits  are
22    received,  loans  are made, or checks are paid, but shall not
23    include any  place  where  only  records  thereof  are  made,
24    posted,  or  kept.  A place where the savings bank's business
25    is conducted only through an automatic teller machine  or  an
26    affiliate facility shall not be deemed a branch.
27    (Source: P.A. 86-1213.)
28        (205 ILCS 205/1007.115 new)
29        Sec. 1007.115.  Affiliate facility.  "Affiliate facility"
30    of  a savings bank means a depository institution main office
31    or branch office of an affiliate depository institution.  The
32    depository institution main office or branch office may be an
                            -68-              LRB9000532JSsbB
 1    affiliate facility with respect to  one  or  more  affiliated
 2    savings banks.
 3        (205 ILCS 205/1008) (from Ch. 17, par. 7301-8)
 4        Sec. 1008. General corporate powers.
 5        (a)  A  savings  bank operating under this Act shall be a
 6    body corporate and politic and shall have all of the specific
 7    powers conferred by this Act and  in  addition  thereto,  the
 8    following general powers:
 9             (1)  To sue and be sued, complain, and defend in its
10        corporate  name  and  to have a common seal, which it may
11        alter or renew at pleasure.
12             (2)  To obtain and maintain insurance by  a  deposit
13        insurance corporation as defined in this Act.
14             (3)  To act as a fiscal agent for the United States,
15        the  State of Illinois or any department, branch, arm, or
16        agency of the State or any unit of  local  government  or
17        school  district  in  the State, when duly designated for
18        that  purpose,  and  as  agent  to   perform   reasonable
19        functions as may be required of it.
20             (4)  To   become  a  member  of  or  deal  with  any
21        corporation or agency of the United States or  the  State
22        of  Illinois,  to  the  extent that the agency assists in
23        furthering or facilitating its purposes or powers and  to
24        that  end  to  purchase  stock  or  securities thereof or
25        deposit money therewith, and to  comply  with  any  other
26        conditions of membership or credit.
27             (5)  To make donations in reasonable amounts for the
28        public  welfare or for charitable, scientific, religious,
29        or educational purposes.
30             (6)  To  adopt  and  operate  reasonable  insurance,
31        bonus, profit sharing, and retirement plans for  officers
32        and  employees  and  for  directors  including,  but  not
33        limited  to,  advisory, honorary, and emeritus directors,
                            -69-              LRB9000532JSsbB
 1        who are not officers or employees.
 2             (7)  To reject any application  for  membership;  to
 3        retire   deposit   accounts  by  enforced  retirement  as
 4        provided in this Act and the bylaws;  and  to  limit  the
 5        issuance  of,  or payments on, deposit accounts, subject,
 6        however, to contractual obligations.
 7             (8)  To purchase stock in service  corporations  and
 8        to  invest  in  any  form  of indebtedness of any service
 9        corporation  as  defined  in   this   Act,   subject   to
10        regulations of the Commissioner.
11             (9)  To   purchase  stock  of  a  corporation  whose
12        principal purpose is to operate a safe deposit company or
13        escrow service company.
14             (10)  To  exercise  all  the  powers  necessary   to
15        qualify  as a trustee or custodian under federal or State
16        law, provided that the authority to  accept  and  execute
17        trusts  is  subject  to  the  provisions of the Corporate
18        Fiduciary Act and to the supervision of those  activities
19        by the Commissioner of Banks and Real Estate.
20             (11)  (Blank).
21             (12)  To  establish, maintain, and operate terminals
22        as authorized by the Electronic Fund Transfer  Act.   The
23        establishment,  maintenance,  operation,  and location of
24        those terminals shall be subject to the approval  of  the
25        Commissioner.
26             (13)  Pledge its assets:
27                  (A)  to  enable it to act as agent for the sale
28             of obligations of the United States;
29                  (B)  to secure deposits;
30                  (C)  to  secure  deposits  of  money   whenever
31             required by the National Bankruptcy Act;
32                  (D)  to   qualify  under  Section  2-9  of  the
33             Corporate Fiduciary Act; and
34                  (E)  to secure trust funds commingled with  the
                            -70-              LRB9000532JSsbB
 1             savings  bank's  funds,  whether  deposited  by  the
 2             savings bank or an affiliate of the savings bank, as
 3             required   under   Section   2-8  of  the  Corporate
 4             Fiduciary Act.
 5             (14)  To accept for payment at a future date not  to
 6        exceed one year from the date of acceptance, drafts drawn
 7        upon  it  by  its  customers;  and  to  issue, advise, or
 8        confirm letters of credit authorizing holders thereof  to
 9        draw drafts upon it or its correspondents.
10             (15)  Subject    to    the    regulations   of   the
11        Commissioner, to own and lease personal property acquired
12        by the savings bank  at  the  request  of  a  prospective
13        lessee  and,  upon the agreement of that person, to lease
14        the personal property.
15             (16)  To establish temporary service booths  at  any
16        International  Fair in this State that is approved by the
17        United States Department of Commerce for the duration  of
18        the  international  fair  for  the purpose of providing a
19        convenient place for foreign trade customers to  exchange
20        their   home   countries'  currency  into  United  States
21        currency or the converse.  To provide temporary  periodic
22        service  to persons residing in a bona fide nursing home,
23        senior  citizens'  retirement  home,  or  long-term  care
24        facility.   These  powers  shall  not  be  construed   as
25        establishing  a  new  place or change of location for the
26        savings bank providing the service booth.
27             (17)  To   indemnify   its   officers,    directors,
28        employees,  and  agents,  as  authorized for corporations
29        under Section 8.75 of the Business  Corporations  Act  of
30        1983.
31             (18)  To  provide data processing services to others
32        on a for-profit basis.
33             (19)  To  utilize  any  electronic   technology   to
34        provide customers with home banking services.
                            -71-              LRB9000532JSsbB
 1             (20)  Subject    to    the    regulations   of   the
 2        Commissioner, to enter into an  agreement  to  act  as  a
 3        surety.
 4             (21)  Subject    to    the    regulations   of   the
 5        Commissioner,  to  issue  credit  cards,  extend   credit
 6        therewith,  and  otherwise  engage  in  or participate in
 7        credit card operations.
 8             (22)  To purchase for  its  own  account  shares  of
 9        stock  of  a bankers' bank, described in Section 13(b)(1)
10        of the Illinois  Banking  Act,  on  the  same  terms  and
11        conditions  as  a  bank  may purchase such shares.  In no
12        event shall the total amount of  such  stock  held  by  a
13        savings  bank an association in such bankers' bank exceed
14        10% of  its  capital  and  surplus  (including  undivided
15        profits)  and  in  no  event  shall  a  savings  bank  an
16        association  acquire  more than 5% of any class of voting
17        securities of such bankers' bank.
18             (23)  With respect to affiliate facilities:
19                  (A)  to conduct at affiliate facilities any  of
20             the  following transactions for and on behalf of any
21             affiliated depository institution, if so  authorized
22             by  the affiliate or affiliates: receiving deposits;
23             renewing  deposits;  cashing  and  issuing   checks,
24             drafts,  money  orders, travelers checks, or similar
25             instruments; changing money; receiving  payments  on
26             existing  indebtedness;  and  conducting ministerial
27             functions  with  respect   to   loan   applications,
28             servicing   loans,   and   providing   loan  account
29             information; and
30                  (B)  to  authorize  an  affiliated   depository
31             institution  to conduct for and on behalf of it, any
32             of the transactions listed in this subsection at one
33             or more affiliate facilities.
34             A savings bank intending to conduct or to  authorize
                            -72-              LRB9000532JSsbB
 1        an  affiliated  depository  institution  to conduct at an
 2        affiliate facility any of the transactions  specified  in
 3        this   subsection   shall  give  written  notice  to  the
 4        Commissioner at least 30 days before any such transaction
 5        is conducted at an affiliate facility.  All conduct under
 6        this subsection shall be on terms  consistent  with  safe
 7        and sound banking practices and applicable law.
 8        (b)  If  this  Act  or the regulations adopted under this
 9    Act fail fails to provide specific  guidance  in  matters  of
10    corporate   governance,   the   provisions  of  the  Business
11    Corporation Act of 1983 may be used.
12    (Source: P.A. 88-112; 88-481; 88-670,  eff.  12-2-94;  89-74,
13    eff.  6-30-95;  89-310,  eff.  1-1-96;  89-317, eff. 8-11-95;
14    89-355, eff.  8-17-95;  89-508,  eff.  7-3-96;  89-603,  eff.
15    8-2-96; 89-626, eff. 8-9-96; revised 9-9-96.)
16        (205 ILCS 205/1009) (from Ch. 17, par. 7301-9)
17        Sec.  1009.  Status  as  IRS qualified thrift lender. All
18    savings banks operating under this Act must qualify  for  and
19    maintain either the 60% asset test of Section 7701 (a)(19) of
20    the  Internal Revenue Code of 1986 and any amendments thereto
21    or  an  asset  test  as  prescribed  by  regulations  of  the
22    Commissioner.
23    (Source: P.A. 86-1213; 87-1098.)
24        (205 ILCS 205/3004) (from Ch. 17, par. 7303-4)
25        Sec. 3004.  Contents of bylaws.
26        (a)  The bylaws of the savings bank shall provide for the
27    following matters consistent with any  applicable  provisions
28    of this Act:
29             (1)  The   number   of  directors  and  the  minimum
30        frequency of directors' meetings, which shall be at least
31        monthly,  except  that  less  frequent  meetings  may  be
32        allowed  with  prior   written   authorization   of   the
                            -73-              LRB9000532JSsbB
 1        Commissioner.
 2             (2)  The titles and duties of the officers.
 3             (3)  The   officers   authorized,   or  who  may  be
 4        authorized, by the directors to execute instruments.
 5             (4)  A description of the corporate seal.
 6             (5)  The fiscal year of the savings bank.
 7             (6)  The location of the business office.
 8             (7)  The date of the annual meeting of the  members,
 9        which  may  be  not more than 120 days after the close of
10        the savings bank's fiscal year.
11        (b)  The bylaws may provide also for any or  all  of  the
12    following   matters,   among   others,  consistent  with  any
13    applicable provisions of this Act:
14             (1)  The method of calling special meetings  of  the
15        members,  requirements  for  giving notice of meetings of
16        members in addition to the notice prescribed by this Act,
17        methods of nominating  directors  and  other  voting  and
18        election procedures.
19             (2)  The  method  of determining the record date for
20        voting, dividend, and other purposes.
21             (3)  The procedure for the transfer of ownership  of
22        capital and for the enforcement of charges and liens.
23             (4)  The  plan or plans under which deposit accounts
24        are to be issued; the classes  into  which  they  may  be
25        divided; and the characteristics of each class as to time
26        of  issuance,  times  and amounts of payments to be made,
27        classification for payment of interest, and  other  terms
28        as are permitted by this Act.
29             (5)  The  method  by which the directors may enforce
30        retirement of unpledged deposit accounts.
31             (6)  The frequency with which profits of the savings
32        bank  shall   be   apportioned   and   the   methods   of
33        apportionment.
34             (7)  Provision for establishment of executive, loan,
                            -74-              LRB9000532JSsbB
 1        investment,  and  appraisal  committees, other special or
 2        standing committees as  may  be  desirable,  and  for  an
 3        overall business plan for the savings bank.
 4        (c)  The  Commissioner  may  publish one or more standard
 5    forms of bylaws conforming to  the  provisions  of  this  Act
 6    which may be adopted by savings banks.
 7    (Source: P.A. 89-320, eff. 1-1-96.)
 8        (205 ILCS 205/4008) (from Ch. 17, par. 7304-8)
 9        Sec.  4008.  Directors.  The  business and affairs of the
10    savings bank shall be  exercised  by  its  elected  board  of
11    directors. The board of directors shall consist of the number
12    of directors fixed by the bylaws, but shall not be fewer than
13    5.  No  more  than  40%  of  the  directors shall be salaried
14    employees  of  the  savings  bank,  except  that   a   higher
15    percentage  may be allowed with the prior written approval of
16    the Commissioner.  At least two-thirds of the directors shall
17    be residents of this State.
18    (Source: P.A. 86-1213.)
19        (205 ILCS 205/5001) (from Ch. 17, par. 7305-1)
20        Sec. 5001.  Minimum Capital.
21        (a)  A saving bank  may  be  organized  to  exercise  the
22    powers  conferred  by this Act with minimum capital, surplus,
23    and reserves for operating  expenses  as  determined  by  the
24    Commissioner.     The    Commissioner    shall   record   the
25    organizational capital requirements  in  the  Office  of  the
26    Secretary   of  State.   In  no  case  may  the  Commissioner
27    establish requirements for insured savings banks at  a  level
28    less  than  that  required for insurance of accounts. For any
29    savings bank other than those resulting from conversion  from
30    an existing financial institution to one operating under this
31    Act,  the Commissioner must establish capital requirements no
32    less stringent than those required of banks  chartered  under
                            -75-              LRB9000532JSsbB
 1    the Illinois Banking Act.
 2        (b)  No  savings  bank may commence business until it has
 3    capital  as  required  by  the  Federal   Deposit   Insurance
 4    Corporation  a  paid-in  surplus equal to 20% of its capital,
 5    except that the Commissioner may waive this  requirement  for
 6    any depository institution converting to a savings bank.
 7        (c)  Each  depository institution converting to a savings
 8    bank, before declaration of a dividend on its capital  stock,
 9    must  maintain  the  minimum capital standards as required by
10    the Federal Deposit Insurance Corporation transfer  not  less
11    than  one-half  of its net profits of the preceding half year
12    to its paid-in surplus until it shall  have  paid-in  surplus
13    equal to 20% of capital stock.
14    (Source: P.A. 86-1213.)
15        (205 ILCS 205/6002) (from Ch. 17, par. 7306-2)
16        Sec.   6002.    Investment   in  loans.  Subject  to  the
17    regulations of the Commissioner,  a  savings  bank  may  loan
18    funds as follows:
19             (1)  On  the  security  of  deposit accounts, but no
20        such loan  shall  exceed  the  withdrawal  value  of  the
21        pledged account.
22             (2)  On the security of real estate:
23                  (A)  of  a value, determined in accordance with
24             this Act,  sufficient  to  provide  good  and  ample
25             security for the loan;
26                  (B)  with  a  fee  simple  title or a leasehold
27             title of not less duration than 10 years beyond  the
28             maturity of the loan;
29                  (C)  with  the title established by evidence of
30             title as is consistent with sound lending  practices
31             in the locality;
32                  (D)  with  the  security  interest  in the real
33             estate   evidenced   by   an   appropriate   written
                            -76-              LRB9000532JSsbB
 1             instrument and the loan evidenced by a  note,  bond,
 2             or   similar  written  instrument;  a  loan  on  the
 3             security of the whole of the beneficial interest  in
 4             a  land  trust  satisfies  the  requirements of this
 5             paragraph if the title to the  land  is  held  by  a
 6             corporate trustee and if the real estate held in the
 7             land  trust  meets  the  other  requirements of this
 8             subsection;
 9                  (E)  with a mortgage  loan  not  to  exceed  40
10             years.
11             (3)  For   the   purpose   of  repair,  improvement,
12        rehabilitation, furnishing, or equipment of real estate.
13             (4)  For the purpose of financing or refinancing  an
14        existing  ownership  interest  in  certificates of stock,
15        certificates of beneficial interest, other evidence of an
16        ownership interest in, or  a  proprietary  lease  from  a
17        corporation, trust, or partnership formed for the purpose
18        of  the  cooperative ownership of real estate, secured by
19        the assignment  or  transfer  of  certificates  or  other
20        evidence of ownership of the borrower.
21             (5)  Through the purchase of loans that, at the time
22        of  purchase,  the  savings bank could make in accordance
23        with this Section and the bylaws.
24             (6)  Through the purchase of  installment  contracts
25        for  the  sale  of  real estate and title thereto that is
26        subject to the contracts, but in each  instance  only  if
27        the  savings  bank, at the time of purchase, could make a
28        mortgage loan of the same amount and for the same  length
29        of time on the security of the real estate.
30             (7)  Through  loans guaranteed or insured, wholly or
31        in  part,  by  the  United   States   or   any   of   its
32        instrumentalities.
33             (8)  Subject   to   regulations   adopted   by   the
34        Commissioner,  through  secured  or  unsecured  loans for
                            -77-              LRB9000532JSsbB
 1        business,   corporate,   commercial,   or    agricultural
 2        purposes;  provided  that  the total of all loans granted
 3        under this paragraph shall not exceed 15% of the  savings
 4        bank's total assets unless a greater amount is authorized
 5        in writing by the Commissioner.
 6             (9)  For   the  purpose  of  mobile  home  financing
 7        subject, however, to the regulation of the Commissioner.
 8             (10)  Through loans secured by  the  cash  surrender
 9        value of any life insurance policy or any collateral that
10        would  be  a legal investment under the terms of this Act
11        if made by the savings bank.
12             (11)  Any  provision  of  this   Act,   except   for
13        paragraph   (18)   of   Section  6003,  to  the  contrary
14        notwithstanding  and  subject   to   the   Commissioner's
15        regulations,  any  savings  bank  may  make  any  loan or
16        investment or engage in any activity that it  could  make
17        or  engage  in  if it were organized under State law as a
18        savings and loan association or under federal  law  as  a
19        federal  savings  and loan association or federal savings
20        bank.
21             (12)  A savings bank may issue letters of credit  or
22        other  similar  arrangements  only  as  provided  for  by
23        regulation  of  the Commissioner with regard to aggregate
24        amounts permitted,  take  out  commitments  for  stand-by
25        letters   of   credit,   underlying   documentation   and
26        underwriting,  legal  limitations on loans of the savings
27        bank,  control  and   subsidiary   records,   and   other
28        procedures deemed necessary by the Commissioner.
29             (13)  For   the  purpose  of  automobile  financing,
30        subject to the regulation of the Commissioner.
31             (14)  For  the   purpose   of   financing   primary,
32        secondary, undergraduate, or postgraduate education.
33             (15)  Through  revolving  lines  of  credit  on  the
34        security  of  a  first  or  junior lien on the borrower's
                            -78-              LRB9000532JSsbB
 1        personal residence, based  primarily  on  the  borrower's
 2        equity,  the  proceeds  of  which  may  be  used  for any
 3        purpose; those loans being commonly referred to  as  home
 4        equity loans.
 5             (16)  As  secured  or  unsecured credit to cover the
 6        payment of checks, drafts, or other funds transfer orders
 7        in excess of the available balance of an account on which
 8        they  are  drawn,  subject  to  the  regulations  of  the
 9        Commissioner.
10    (Source: P.A. 87-498; 88-112.)
11        (205 ILCS 205/9011) (from Ch. 17, par. 7309-11)
12        Sec. 9011. Record keeping and retention of records  by  a
13    savings bank.
14        (a) Each savings bank is required to maintain appropriate
15    books  and records, as required by the Commissioner, that are
16    in accordance with generally accepted  accounting  principles
17    and  the  requirements of its insurer of accounts.  All books
18    and  records  shall  be  current,  complete,  organized,  and
19    accessible to the Commissioner, the Commissioner's agents and
20    examiners,  and  to   the   savings   bank's   auditors   and
21    accountants.
22        (b)  Each   savings   bank   employing  an  outside  data
23    processing service  shall  inform  the  Commissioner  at  the
24    initiation,  renewal,  or  changing  of  a  contract for data
25    processing services with an outside data processing  service.
26    The   contract   or  agreement  shall  be  submitted  to  the
27    Commissioner  90  days  prior  to  its  implementation.   Any
28    contract  with  a  data  processing  service  or   for   data
29    processing  services  must  provide  that  records maintained
30    shall at all times be available for examination and audit  by
31    the Commissioner.  Each savings bank shall implement internal
32    control   and  security  measures  for  its  data  processing
33    activities.   A contract with a data  processing  service  or
                            -79-              LRB9000532JSsbB
 1    for  data  processing  services  must  provide  that  records
 2    maintained  shall  at  all times be available for examination
 3    and audit by the Commissioner.
 4        (c)  The Commissioner may further regulate these  matters
 5    by  the promulgation of rules concerning data processing.  As
 6    used  herein,  "data  processing"  means  all  electronic  or
 7    automated systems of communication  and  data  processing  by
 8    computer.
 9        (d)  Unless   a   federal  law  requires  otherwise,  the
10    Commissioner shall by regulation prescribe  periods  of  time
11    for  which savings banks operating under this Act must retain
12    records and after the expiration of which, the  savings  bank
13    may destroy those records.  No liability shall accrue against
14    the  savings  bank,  the  Commissioner,  or  this  State  for
15    destruction  of  records  according  to  regulations  of  the
16    Commissioner promulgated under the authority of this Section.
17    In any cause or proceeding in which any records may be called
18    in  question or be demanded by any savings bank, a showing of
19    the  expiration  of  the  period  so  prescribed   shall   be
20    sufficient excuse for failure to produce them.
21    (Source: P.A. 86-1213.)
22        (205 ILCS 205/9014) (from Ch. 17, par. 7309-14)
23        Sec. 9014. Annual audit.
24        (a)  At least once in each year, but in no case more than
25    12  months  after  the  last audit conducted pursuant to this
26    Section, it shall be mandatory for each savings bank to cause
27    its  books,  records,  and  accounts  to  be  audited  by  an
28    independent licensed public accountant not connected with the
29    savings bank.  This audit must produce a certified  financial
30    statement.   The  Commissioner may prescribe the scope of the
31    audit within generally accepted auditing standards.
32        (b)  The  report  of  the  audit  shall  be  given  to  a
33    committee composed of not fewer than 3 members of  the  board
                            -80-              LRB9000532JSsbB
 1    of  directors, a majority none of whom may not be an officer,
 2    employee, or agent of the savings  bank,  and  the  committee
 3    shall,  at  the  meeting  of the board of directors following
 4    receipt of the report, present in detail the nature,  extent,
 5    and   result  of  the  report.   A  written  summary  of  the
 6    committee's presentation, including a detailed listing of all
 7    criticisms made by the accountant conducting  the  audit  and
 8    any  responses  thereto  made  by  any member of the board of
 9    directors or any officer of the savings bank, shall  be  sent
10    by  registered  mail to all members of the board of directors
11    not present at the meeting at which the  committee  made  its
12    presentation.
13        (c)  A  copy  of  the  audit  report, including a balance
14    sheet of the savings bank on the date  of  the  audit  and  a
15    statement  of  income and expenses of the savings bank during
16    the year ending with the date of the audit and, if  and  when
17    such  is  used,  a  copy  of any written summary prepared for
18    absent members of the board of directors shall be filed  with
19    the Commissioner by the committee receiving the report within
20    90  days of the audit date; except that the Commissioner may,
21    for good cause shown, extend the filing date  for  up  to  60
22    additional days.
23        (d)  The  report  filed  with  the  Commissioner shall be
24    certified  by  the  independent  licensed  public  accountant
25    conducting the audit.  If any savings bank required  to  make
26    an  audit  shall  fail  to  cause  an  audit  to be made, the
27    Commissioner  shall  cause  the  audit  to  be  made  by   an
28    independent  licensed public accountant at the savings bank's
29    expense.  In lieu of the audit required by this Section,  the
30    Commissioner  may  accept any audit or financial statement or
31    portion thereof made exclusively for or in accordance and  in
32    compliance  with  regulations  adopted by the Federal Deposit
33    Insurance Corporation.
34        (e)  A savings bank holding company shall cause its books
                            -81-              LRB9000532JSsbB
 1    and records to be  audited  at  least  once  annually  by  an
 2    independent  licensed  public  accountant.   A  copy  of  the
 3    independent  licensed  public accountant's report, along with
 4    all  supporting  documentation,  shall  be  filed  with   the
 5    Commissioner.  The report of audit shall be on a consolidated
 6    basis  unless, in the auditor's opinion, certain subsidiaries
 7    or  parent  entities  should  be  reported  separately.    If
 8    separate reports are prepared, they shall be prepared on  the
 9    same basis as the report on the holding company.
10    (Source: P.A. 89-320, eff. 1-1-96.)
11        (205 ILCS 205/9015) (from Ch. 17, par. 7309-15)
12        Sec.  9015.   Unsafe  and  unsound  practices;  orders of
13    prohibition and removal.
14        (a)  The violation of any of the following provisions  of
15    this Act:  Article 5, subsection (b) of Section 4009, Section
16    7006  subsection  (b)  of  Section  7008,  Section  9005, and
17    Section 9014 is deemed to be an unsafe and  unsound  practice
18    and  creates  an  unsafe and unsound condition in the savings
19    bank.  The savings bank or the institution  affiliated  party
20    responsible   for   the  violation  may  be  subject  to  the
21    assessment of civil money  penalties  and  other  enforcement
22    powers  of the Commissioner, as specified in this Article, in
23    Article 11, and by regulation of the Commissioner.
24        (b)  Continued violation of any of those provisions after
25    the  Commissioner  issues  formal  notice  to  correct  shall
26    subject the  directors  of  the  savings  bank  at  fault  to
27    immediate  removal from the board and to a permanent order of
28    prohibition from direct  or  indirect  participation  in  the
29    affairs of any financial institution subject to this Act, the
30    Illinois  Savings  and  Loan  Act of 1985, or the Residential
31    Mortgage License Act of 1987.
32        (c)  The  Commissioner   shall   promulgate   rules   and
33    regulations to implement this Section.
                            -82-              LRB9000532JSsbB
 1    (Source: P.A. 86-1213.)
 2        (205 ILCS 205/10001) (from Ch. 17, par. 7310-1)
 3        Sec. 10001.  Commissioner's authority to take custody and
 4    appoint a conservator or a receiver.
 5        (a) The Commissioner, in his discretion, may take custody
 6    of  and  appoint a conservator for the property, liabilities,
 7    books, records,  business,  and  assets  of  every  kind  and
 8    character  of  any  savings  bank  for  any  of  the purposes
 9    hereinafter enumerated if it appears from reports made to the
10    Commissioner or from examination made by or on behalf of  the
11    Commissioner:
12             (1)  That  the savings bank has failed to produce an
13        annual audited financial statement, after  receiving  one
14        extension from the Commissioner as permitted by this Act.
15             (2)  That  the  savings  bank's  books  and records,
16        after  at  least   2   consecutive   notices   from   the
17        Commissioner  spanning  at  least  2 consecutive calendar
18        quarters, are in an inaccurate and  incomplete  condition
19        to  the  extent  that the Commissioner is unable, through
20        the  normal  supervisory  process,   to   determine   the
21        financial condition of the savings bank or the details or
22        purpose of any transaction that may materially affect the
23        savings bank's financial condition.
24             (3)  That the savings bank has failed or is about to
25        fail  to  meet  its  capital requirement and can meet its
26        requirements and restore its capital only with assistance
27        from its federal insurer.
28             (4)  That the savings bank is insolvent in that  its
29        assets  are  less  than its obligations to its creditors,
30        including its depositors.
31             (5)  That   the   savings   bank   has   experienced
32        substantial dissipation of assets due to any violation of
33        a law, regulation, or order of the Commissioner or due to
                            -83-              LRB9000532JSsbB
 1        any unsafe or unsound practice.
 2             (6)  That there is a  likelihood  that  the  savings
 3        bank  will  not  be  able  to  meet  the  demands  of its
 4        depositors or pay its obligations in the normal course of
 5        business.
 6             (7)  That losses have  occurred  or  are  likely  to
 7        occur  that have or will deplete all or substantially all
 8        of the savings  bank's  capital  and  that  there  is  no
 9        reasonable  prospect  for  replenishment  of  the savings
10        bank's capital without federal assistance.
11             (8)  That  the  savings  bank   or   its   officers,
12        directors,  or employees are violating a law, regulation,
13        or supervisory order of the Commissioner or of another of
14        its financial regulators.
15             (9)  That the  savings  bank  is  in  an  unsafe  or
16        unsound   condition  likely  to  cause  insolvency  or  a
17        substantial dissipation of assets or earnings  that  will
18        weaken  the  condition  of  the  savings  bank  and  will
19        prejudice the interests of its depositors.
20             (10)  That  the  directors,  officers,  trustees, or
21        liquidators have neglected, failed, or  refused  to  take
22        any  action  that the Commissioner may deem necessary for
23        the protection of the savings bank, including  production
24        of   an  annual  audited  financial  statement  after  an
25        extension was granted, have  continued  to  maintain  the
26        savings  bank's  books  and  records in an inaccurate and
27        incomplete condition for 2 consecutive quarters  after  2
28        notices   from  the  Commissioner,  or  have  impeded  or
29        obstructed an examination.
30             (11)  That the deposit accounts of the savings  bank
31        are  impaired  to the extent that the realizable value of
32        its assets is insufficient to pay in full  its  creditors
33        and   holders   of  its  deposit  accounts  or  meet  its
34        obligations in the normal course of business; or that its
                            -84-              LRB9000532JSsbB
 1        capital stock is impaired.
 2             (12)  That the savings bank is  unable  to  continue
 3        operation.
 4             (13)  That  the  business  of  the  savings  bank or
 5        savings bank in  liquidation  is  being  conducted  in  a
 6        fraudulent, illegal, or unsafe or unsound manner.
 7             (14)  That  the  officers,  employees,  trustees, or
 8        liquidators have continued to assume  duties  or  perform
 9        acts without giving bond as required by the provisions of
10        this Act.
11        (b)  If   any   condition  exists  that  would  give  the
12    Commissioner  authority  to  take  custody  of   an   insured
13    depository institution, the action of the Commissioner may be
14    withheld  pending  a satisfactory resolution of the condition
15    as suggested  by  the  insurance  corporation,  provided  the
16    savings  bank  has  sufficient  liquidity and has adopted and
17    implemented an  operating  plan  considered  prudent  by  the
18    Commissioner.
19        (c)  No  action  or  inaction  of  the Commissioner taken
20    under  this  Article  shall  cause  the  Commissioner  to  be
21    personally liable for that  action  or  inaction  unless  the
22    Commissioner's action or inaction is found to be in violation
23    of a criminal statute.
24        (d)  The   Commissioner   shall   promulgate   rules  and
25    regulations to govern the  determination  of  a  need  for  a
26    conservator  or  receiver, the selection and appointment of a
27    conservator or receiver, and the conduct of a conservatorship
28    or receivership,  including  allocation  of  the  payment  of
29    costs.
30        (e)  The  proceedings  pursuant  to this Article shall be
31    the exclusive remedy and,  except  for  the  Federal  Deposit
32    Insurance  Corporation acting pursuant to the Federal Deposit
33    Insurance Act, shall be the only proceedings commenced in any
34    court for the taking of custody, the dissolution, the winding
                            -85-              LRB9000532JSsbB
 1    up of the affairs, or the appointment of  a  receiver  for  a
 2    savings bank.
 3    (Source: P.A. 86-1213.)
 4        (205 ILCS 205/10002) (from Ch. 17, par. 7310-2)
 5        Sec.  10002.  Purposes of taking custody. The purposes of
 6    taking  custody  of  a  savings  bank  may  be   examination;
 7    production   of   an  audited  financial  statement;  further
 8    examination;   reconstruction   of   books    and    records;
 9    conservation  of assets; restoration of impaired capital; the
10    making of any necessary or  equitable  adjustment,  including
11    changes  in  officers  and management, as deemed necessary by
12    the  Commissioner  under  any  plan  of  reorganization,   or
13    liquidation,;   restructuring,  dissolution,  winding  up  of
14    affairs, or appointment of  receiver;  restructuring  of  the
15    savings  bank through a merger or formation of a bridge bank;
16    establishment of a conservatorship to operate  and  manage  a
17    savings  bank  as  an  ongoing  concern until the grounds for
18    custody and conservatorship are remedied; or the maturing  of
19    the obligation of the insurance corporation.
20    (Source: P.A. 86-1213.)
21        (205 ILCS 205/10004) (from Ch. 17, par. 7310-4)
22        Sec.  10004.  Custody  of  insured  savings  banks.  If a
23    savings bank of which the Commissioner  takes  custody  under
24    authority  of  this  Article  is an insured savings bank, the
25    Commissioner, in addition to  powers  conferred  in  Sections
26    10002 and 10003, is authorized to:
27             (1)  Notify the deposit insurance corporation of the
28        custody and his reasons therefor, including a copy of the
29        Commissioner's report of examination and condition of the
30        savings  bank,  and  to  appoint  the  deposit  insurance
31        corporation  or  its  designee as receiver or conservator
32        for the savings bank.
                            -86-              LRB9000532JSsbB
 1             (2)  Permit the  deposit  insurance  corporation  to
 2        submit  any  plan  or  proposal  for  the reorganization,
 3        merger, or liquidation, dissolution,  or  winding  up  of
 4        affairs of the savings bank that it may deem feasible.
 5             (3)  Determine and declare the savings bank to be in
 6        default,  find  from  his examination and from reports of
 7        the savings bank the amount of insured deposits, and make
 8        any necessary orders, findings, and  determinations  that
 9        may  be  required for the purpose of making the insurance
10        available to the depositors.
11    (Source: P.A. 86-1213.)
12        Section 25.  The Electronic Fund Transfer Act is  amended
13    by changing Sections 70 and 75 as follows:
14        (205 ILCS 616/70)
15        Sec.  70.   Illinois  Electronic  Fund  Transfer Advisory
16    Committee.
17        (a)  The  Illinois  Electronic  Fund  Transfer   Advisory
18    Committee shall consist of the Commissioner, who shall be its
19    Chairman, and 10 additional members who shall be appointed by
20    the  Governor  with  the advice and consent of the Senate and
21    whose respective qualifications shall be as follows:  (i) one
22    member shall be from a State bank, (ii) one member  shall  be
23    from  a national bank, (iii) one member shall be from a State
24    savings and loan association or savings bank, (iv) one member
25    shall be from a  federal  savings  and  loan  association  or
26    savings  bank,  (v)  one  member shall be from a State credit
27    union, (vi) one member shall be from a federal credit  union,
28    (vii)  2  members  shall  be  sellers  of goods and services,
29    (viii) 2 members shall be from  networks  or  companies  that
30    provide  network-related  data  processing  services  who are
31    executive officers within the electronic fund transfer  field
32    of  their  respective  businesses, and all of whom shall have
                            -87-              LRB9000532JSsbB
 1    had  no  less  than  2  years  experience  in  the  field  of
 2    commercial electronic fund transfer activity. The members  of
 3    the  Committee  created  under  the  Electronic Fund Transfer
 4    Transmission Facility Act who hold office  on  the  effective
 5    date  of this Act shall be the members of the Committee under
 6    this Act and shall continue to hold office for the  term  for
 7    which they were appointed.
 8        (b)  The  terms of office of the members of the Committee
 9    shall be as follows:
10             (i)  The term of office of each member  shall  be  4
11        years, except that an appointment to fill a vacancy shall
12        be  for the unexpired term of the member whose vacancy is
13        being filled.
14             (ii)  No member shall serve more than 2 full  4-year
15        terms of office.
16             (iii)  The  term  of  office  of  any  member of the
17        Illinois  Electronic  Fund  Transfer  Advisory  Committee
18        shall terminate automatically when the member  no  longer
19        meets the qualifications for that member's appointment to
20        the Committee.
21        (c)  The Electronic Fund Transfer Committee shall meet at
22    least  once  in  each calendar year.  Special meetings may be
23    called by the Commissioner or  upon  the  request  of  any  4
24    members  of  the  Committee.  Each member shall serve without
25    compensation, but shall be reimbursed for  any  ordinary  and
26    necessary  expenses  incurred  in  attending  meetings of the
27    Committee.
28        (d)  The Committee shall have the following powers:
29             (i)  to make  recommendations  to  the  Commissioner
30        concerning  matters  which  he may refer to the Committee
31        for consideration;
32             (ii)  to make recommendations on its own  initiative
33        concerning   electronic   fund  transfer  administration,
34        examination and supervision policies and practices to the
                            -88-              LRB9000532JSsbB
 1        Commissioner, the Governor or the General Assembly;
 2             (iii)  to make recommendations to  the  Commissioner
 3        for  the  purpose of preventing and minimizing unsafe and
 4        unsound  practices  in  the  field  of  electronic   fund
 5        transfer; and
 6             (iv)  to  foster  and  encourage  the  interest  and
 7        cooperation  of  members  involved  in  the  delivery  of
 8        electronic  fund  transfer  services to the public and in
 9        the improvement of electronic fund transfer services.
10    (Source: P.A. 89-310, eff. 1-1-96.)
11        (205 ILCS 616/75)
12        Sec. 75.  Illinois Electronic  Data  Processing  Advisory
13    Committee.
14        (a)  The  Illinois  Electronic  Data  Processing Advisory
15    Committee shall consist of the Commissioner, who shall be its
16    Chairman, and 8 additional members.  The 8 additional members
17    shall be appointed  by  the  Governor  with  the  advice  and
18    consent of the Senate.   The members of the Committee created
19    under  the Electronic Fund Transfer Transmission Facility Act
20    who hold office on the effective date of this  Act  shall  be
21    the  members  of  the  Committee  under  this  Act  and shall
22    continue to hold office for the  term  for  which  they  were
23    appointed.  The  members  shall  be  divided  into 2 separate
24    groups and shall have the following qualifications:
25             (i)  Group 1 shall consist  of  4  members  who  are
26        executive  officers of State bank data processing service
27        bureaus and who shall have  had  no  less  than  2  years
28        experience in the field of electronic data processing.
29             (ii)  Group  2  shall  consist  of 4 members who are
30        executive officers of independent data processing service
31        bureaus located in the State of Illinois  and  who  shall
32        have  no  less  than  2  years experience in the field of
33        electronic data processing.
                            -89-              LRB9000532JSsbB
 1        (b)  The terms of office of  all  Group  1  and  Group  2
 2    members of the Committee shall be as follows:
 3             (i)  The term of office of each Group 1 member shall
 4        be  4 years, except that an appointment to fill a vacancy
 5        shall be for the  unexpired  term  of  the  member  whose
 6        vacancy is being filled.
 7             (ii)  The  term  of  office  of  each Group 2 member
 8        shall be 4 years, except that an appointment  to  fill  a
 9        vacancy  shall  be  for  the unexpired term of the member
10        whose vacancy is being filled.
11             (iii)  No Group 1 or Group 2 member shall serve more
12        than 2 full 4-year terms of office.
13             (iv)  The term  of  office  of  any  member  of  the
14        Illinois  Electronic  Data  Processing Advisory Committee
15        shall terminate automatically when the member  no  longer
16        meets the qualifications for that member's appointment to
17        the Committee.
18        (c)  The  Electronic  Data  Processing Advisory Committee
19    shall meet at least once  in  each  calendar  year.   Special
20    meetings  may  be  called  by  the  Commissioner  or upon the
21    request of any 3 members of the Committee.  Each member shall
22    serve without compensation, but shall be reimbursed  for  any
23    ordinary   and   necessary  expenses  incurred  in  attending
24    meetings of the Committee.
25        (d)  The Committee shall have the following powers:
26             (i)  to make  recommendations  to  the  Commissioner
27        concerning  matters  which  he may refer to the Committee
28        for consideration;
29             (ii)  to make recommendations on its own  initiative
30        concerning  electronic  data  processing  administration,
31        examination and supervision policies and practices to the
32        Commissioner, the Governor or the General Assembly;
33             (iii)  to  make  recommendations to the Commissioner
34        for the purpose of preventing and minimizing  unsafe  and
                            -90-              LRB9000532JSsbB
 1        unsound   practices  in  the  field  of  electronic  data
 2        processing; and
 3             (iv)  to  foster  and  encourage  the  interest  and
 4        cooperation  of  members  involved  in  the  delivery  of
 5        electronic data processing services to the public and  in
 6        the improvement of electronic data processing services.
 7    (Source: P.A. 89-310, eff. 1-1-96.)
 8        Section  30.  The  Corporate  Fiduciary Act is amended by
 9    changing Sections 1-8, 2-7, 5-2, 5-6, 9-1,  and  9-2  and  by
10    adding Section 2-12 as follows:
11        (205 ILCS 620/1-8) (from Ch. 17, par. 1551-8)
12        Sec. 1-8.  A corporate fiduciary holding a certificate of
13    authority issued pursuant to this Act must notify and receive
14    written  approval  from  the Commissioner before changing its
15    name or changing the location of its corporate  headquarters.
16    A  corporate fiduciary which is a State bank chartered by the
17    Commissioner and which  accomplishes  a  change  of  name  in
18    compliance  with  Section 13 of the Illinois Banking Act or a
19    change of location in by compliance with Section  17  of  the
20    Illinois  Banking  Act, as now or hereafter amended, shall be
21    deemed to have complied with this Section 1-8.
22    (Source: P.A. 86-754.)
23        (205 ILCS 620/2-7) (from Ch. 17, par. 1552-7)
24        Sec. 2-7.   A  corporate  fiduciary  so  incorporated  or
25    authorized after January 1, 1988, shall have minimum capital,
26    surplus  and  reserve for operating expenses as determined by
27    the  Commissioner  as  are  necessary  for  safe  and   sound
28    operation  of  a corporate fiduciary.  The Commissioner shall
29    record  such  organization  capital,  surplus   and   reserve
30    requirements  in the Office of the Secretary of State. During
31    the time that a corporate fiduciary  shall  continue  in  its
                            -91-              LRB9000532JSsbB
 1    fiduciary  business,  it  shall not withdraw, or permit to be
 2    withdrawn, either in the form of dividends or otherwise,  any
 3    portion   of   its   capital   except   as  approved  by  the
 4    Commissioner.   The  Commissioner  may,  after  a   corporate
 5    fiduciary   has   been  incorporated  or  authorized  require
 6    additional capital if the Commissioner  finds  the  condition
 7    and  operations  of  the  corporate fiduciary or its proposed
 8    scope  of  operations  require  such  additional  capital  to
 9    achieve or maintain a safe and sound condition.
10    (Source: P.A. 86-754.)
11        (205 ILCS 620/2-12 new)
12        Sec.  2-12.  Employment  of  persons  with   convictions.
13    Except with the prior written consent of the Commissioner, no
14    person having a certificate of authority under this Act shall
15    knowingly  employ  or otherwise permit an individual to serve
16    as an officer, director, employee, or agent if the individual
17    has been convicted of a felony or  of  any  criminal  offense
18    relating to dishonesty or breach of trust.
19        (205 ILCS 620/5-2) (from Ch. 17, par. 1555-2)
20        Sec. 5-2.  Examinations of corporate fiduciaries.
21        (a)  The  Commissioner, no less frequently than 18 months
22    following the preceding examination annually, and whenever in
23    his judgment it is necessary or expedient,  either personally
24    or by one or more competent persons appointed by  him,  shall
25    visit and examine every corporate fiduciary in this State and
26    may,  to  the  extent  the Commissioner determines necessary,
27    examine   the   affairs   of   the   corporate    fiduciary's
28    subsidiaries,  affiliates,  parent  companies and contractual
29    service providers for fiduciary  services  of  the  corporate
30    fiduciary  as  shall  be  necessary  to  fully  disclose  the
31    condition  of such subsidiaries, affiliates, parent companies
32    and contractual service providers and  the  relation  between
                            -92-              LRB9000532JSsbB
 1    the  corporate  fiduciary  and such subsidiaries, affiliates,
 2    parent companies and contractual service  providers  and  the
 3    effect  of  such relations upon the affairs of such corporate
 4    fiduciary.  Fiduciary services  shall  include,  but  not  be
 5    limited  to,  clerical, accounting, bookkeeping, statistical,
 6    data processing,  safekeeping  or  similar  functions  for  a
 7    corporate fiduciary.
 8        (b)  The   Commissioner   and  every  such  examiner  may
 9    administer an oath to any person whose testimony is  required
10    on  any  such  examination,  and  compel  the  appearance and
11    attendance of any such person for the purpose of examination,
12    by  summons,  subpoena  or  attachment,  in  the  manner  now
13    authorized  in  respect  to  the  attendance  of  persons  as
14    witnesses in the circuit court;  and  all  books  and  papers
15    which  are  necessary  to  be examined by the Commissioner or
16    examiner so appointed shall be produced, and their production
17    may be compelled in like manner.
18        (c)  The expense of every examination, if any,  shall  be
19    paid  by  the corporate fiduciary examined, in such amount as
20    the Commissioner certifies to be just and reasonable.
21        (d)  On every examination, inquiry shall be  made  as  to
22    the  condition  and  resources  of  the  corporate  fiduciary
23    generally,  the  mode of conducting and managing its affairs,
24    the action of its directors or trustees, the  investments  of
25    its  funds,  the  safety  and prudence of its management, the
26    security afforded to those by whom its engagements are  held,
27    and  whether  the requirements of its charter and of the laws
28    have been complied with in the administration of its affairs.
29    The nature and condition of the assets in  or  investment  of
30    any  bonus,  pension,  or profit sharing plan for officers or
31    employees of a corporate fiduciary  shall  be  deemed  to  be
32    included  in  the affairs of that corporate fiduciary subject
33    to examination by the Commissioner.
34        (e)  Whenever  any  corporate  fiduciary  causes  to   be
                            -93-              LRB9000532JSsbB
 1    performed,  by  contract or otherwise, any fiduciary services
 2    for itself, whether on or off its premises:
 3        (1)  such performance shall be subject to examination  by
 4    the  Commissioner  to the same extent as if the services were
 5    being performed by the corporate fiduciary itself on its  own
 6    premises; and
 7        (2)  the    corporate    fiduciary   shall   notify   the
 8    Commissioner of the existence of  the  service  relationship.
 9    Such notification shall be submitted within 30 days after the
10    making  of  such  service contract, or the performance of the
11    service, whichever occurs first.  The Commissioner  shall  be
12    notified of each subsequent contract in the same manner.
13        For  purposes of this subsection (e), the term "fiduciary
14    services" shall include such services as the computation  and
15    posting   of   interest   and   other  credits  and  charges;
16    preparation and mailing of checks,  statements,  notices  and
17    similar items; clerical, bookkeeping, accounting, statistical
18    or  similar  functions;  and  any  other  function  which the
19    corporate fiduciary, in the ordinary course of its  business,
20    could have performed itself.
21        Any  report  of  examination pursuant to this Section and
22    any copies thereof shall be the property of the Commissioner,
23    confidential  and   may   only   be   disclosed   under   the
24    circumstances  set  forth  in  Section  48.3  of the Illinois
25    Banking Act, as now or hereafter amended.
26    (Source: P.A. 89-364, eff. 8-18-95.)
27        (205 ILCS 620/5-6) (from Ch. 17, par. 1555-6)
28        Sec. 5-6.  Removal orders.  Whenever, in the  opinion  of
29    the  Commissioner,  any director, officer, employee, or agent
30    of a corporate fiduciary shall have violated any  law,  rule,
31    or  order  relating  to the corporate fiduciary or shall have
32    engaged in an unsafe or unsound practice  in  conducting  the
33    business  of  the  corporate  fiduciary, the Commissioner may
                            -94-              LRB9000532JSsbB
 1    issue  an  order  of  removal.  If  in  the  opinion  of  the
 2    Commissioner, any  former  director,  officer,  employee,  or
 3    agent  of  a  corporate  fiduciary violated any law, rule, or
 4    order relating to the corporate fiduciary or  engaged  in  an
 5    unsafe  or unsound practice in conducting the business of the
 6    corporate fiduciary prior to the termination of  his  or  her
 7    service  with  the  corporate fiduciary, the Commissioner may
 8    issue an order prohibiting that person from  further  service
 9    with  a corporate fiduciary as a director, officer, employee,
10    or agent.  An The order issued pursuant to this Section shall
11    be served upon the director, officer, employee, or agent.   A
12    copy  of  the  order  shall  be  sent to each director of the
13    corporate fiduciary affected by personal  service,  certified
14    mail  return  receipt  requested,  or  any  other method that
15    provides proof of service and receipt.  The  person  affected
16    by  the  action shall be immediately removed and cease to act
17    as director, officer, employee, or agent, but may  request  a
18    hearing before the State Banking Board of Illinois, hereafter
19    "the  Board",  within  10  days after receipt of the order of
20    removal or prohibition.  The hearing shall  be  held  by  the
21    Board  according  to  the  same  procedures  used pursuant to
22    Section 48 of the Illinois Banking Act, and the hearing shall
23    be held within 30 days after the request has been received by
24    the Board.  After concluding the  hearing,  the  Board  shall
25    make  a  determination  approving, modifying, or disapproving
26    the order of the Commissioner  as  its  final  administrative
27    decision.   A  copy of the order of the Board shall be served
28    upon the person against whom the order is directed and a copy
29    shall be served upon the corporate  fiduciary  of  which  the
30    person  is a director, officer, employee, or agent, whereupon
31    the immediate removal by the Commissioner shall be confirmed,
32    and the  person  shall  cease  to  be  a  director,  officer,
33    employee,  or  agent  of the corporate fiduciary.  Any person
34    who has been  removed  or  prohibited  by  an  order  of  the
                            -95-              LRB9000532JSsbB
 1    Commissioner  under this Section or subsection (7) of Section
 2    48 of the Illinois Banking Act may not  thereafter  serve  as
 3    director,  officer,  employee,  or agent of any State bank or
 4    corporate fiduciary, or of any other entity that  is  subject
 5    to  licensure or regulation by the Commissioner or the Office
 6    of Banks and Real Estate unless the Commissioner has  granted
 7    prior  approval  in  writing.   An  order  of  removal by the
 8    Commissioner or an order of the Board reviewing such order of
 9    the Commissioner and the findings  of  fact   upon  which  an
10    order  is  based  shall  not  be  made public or disclosed to
11    anyone except  the  director,  officer,  employee,  or  agent
12    involved,  the directors of the corporate fiduciary involved,
13    and to any  others  the  Commissioner  deems  appropriate  to
14    protect  beneficiaries  or the corporate fiduciary including,
15    but  not  limited  to,  other  regulators,  law   enforcement
16    agencies,  and  the  insurance  or  bonding  companies of the
17    corporate  fiduciary,   other   than   in   connection   with
18    proceedings  to  enforce  the  order  or  in  connection with
19    proceedings for a violation of or failure to comply with this
20    Section and any order issued hereunder.  The Commissioner may
21    institute a  civil  action  against  the  director,  officer,
22    employee,  or  agent  subject  to  an order issued under this
23    Section  and  against  the  corporate  fiduciary  to  enforce
24    compliance with or to enjoin any violation of  the  terms  of
25    the order.
26    (Source: P.A. 86-754; 87-1136.)
27        (205 ILCS 620/9-1) (from Ch. 17, par. 1559-1)
28        Sec.  9-1.  Illinois Fiduciary Advisory Committee.  There
29    is created an Illinois  Fiduciary  Advisory  Committee  which
30    shall  consist of the Commissioner, who shall be its Chairman
31    and 8 additional members divided  into  2  groups  designated
32    Group  one  and Group two. These 8 members shall be appointed
33    by the Governor with the advice and consent of the Senate and
                            -96-              LRB9000532JSsbB
 1    shall have the following qualification:
 2        Group one shall consist of 6 members, each of whom  shall
 3    be  a  trust officer of a State chartered bank, savings bank,
 4    or savings and loan  association  located  in  the  State  of
 5    Illinois, and shall have experience in the field of corporate
 6    fiduciary administration.
 7        Group  two shall consist of 2 members, each of whom shall
 8    be an executive  officer  of  an  independent  trust  company
 9    located in the State of Illinois and shall have experience in
10    the field of corporate fiduciary administration.
11    (Source: P.A. 89-364, eff. 8-18-95.)
12        (205 ILCS 620/9-2) (from Ch. 17, par. 1559-2)
13        Sec.  9-2.   The  terms  of  office of the members of the
14    Committee shall be as follows: (a) The terms of office of all
15    members initially appointed shall begin on January 1, 1986.
16        (b)  The members first appointed  as  Group  one  members
17    shall have the following terms as designated by the Governor:
18    two  members for a term of 1 year, one member for a term of 2
19    years, two members for a term of 3 years and one member for a
20    term of 4 years.  Thereafter, the  term  of  office  of  each
21    Group  one  member  shall  be  for  4  years,  except that an
22    appointment to fill a vacancy shall be for the unexpired term
23    of the member whose vacancy is being filled.
24        (c)  The members first appointed  as  Group  two  members
25    shall  have  the  following terms designated by the Governor:
26    One member for a term of 2 years and one member for a term of
27    4 years.  Thereafter, the terms of office of each  Group  two
28    member  shall  be  for 4 years, except that an appointment to
29    fill a vacancy shall be for the unexpired term of the  member
30    whose vacancy is being filled.
31        (d)  No  member  may serve more than 2 consecutive 4-year
32    terms; however, no initial term of office  beginning  January
33    1,  1986  which is less than 4 years and no part of a term of
                            -97-              LRB9000532JSsbB
 1    office to which a member may have been appointed  to  fill  a
 2    vacancy,  shall  be  considered  in determining the number of
 3    consecutive terms which a member may serve.
 4        (e)  The term of office of any  member  of  the  Illinois
 5    Fiduciary  Advisory  Committee  shall terminate automatically
 6    when the member no longer meets the qualifications  for  that
 7    member's appointment to the Committee.
 8    (Source: P.A. 85-858.)
 9        Section 35.  The Residential Mortgage License Act of 1987
10    is  amended by changing Sections 2-4, 2-6, 2-7, 3-4, 4-2, and
11    4-8 as follows:
12        (205 ILCS 635/2-4) (from Ch. 17, par. 2322-4)
13        Sec. 2-4.  Averments of Licensee.  Each  application  for
14    license  shall  be  accompanied  by  the  following averments
15    stating that the applicant:
16        (a)  Will maintain  at  least  one  full  service  office
17    within  the State of Illinois pursuant to Section 3-4 of this
18    Act;
19        (b)  Will maintain staff reasonably adequate to meet  the
20    requirements of Section 3-4 of this Act;
21        (c)  Will  keep  and  maintain  for  36  months  the same
22    written records as  required  by  the  federal  Equal  Credit
23    Opportunity  Act,  and  any  other  information  required  by
24    regulations  of  the Commissioner regarding any home mortgage
25    in the course of the  conduct  of  its  residential  mortgage
26    business;
27        (d)  Will  file  with  the  Commissioner,  when  due, any
28    report or reports which it is required to file under  any  of
29    the provisions of this Act;
30        (e)  Will  not  engage, whether as principal or agent, in
31    the practice of rejecting residential  mortgage  applications
32    without  reasonable  cause,  or  varying terms or application
                            -98-              LRB9000532JSsbB
 1    procedures without reasonable cause, for  home  mortgages  on
 2    real  estate  within  any  specific  geographic area from the
 3    terms or procedures generally provided by the licensee within
 4    other geographic areas of the State;
 5        (f)  Will  not  engage  in   fraudulent   home   mortgage
 6    underwriting practices;
 7        (g)  Will   not   make   payment,   whether  directly  or
 8    indirectly, of any kind to any in house or fee  appraiser  of
 9    any  government or private money lending agency with which an
10    application for a  home  mortgage  has  been  filed  for  the
11    purpose  of  influencing  the  independent  judgment  of  the
12    appraiser  with respect to the value of any real estate which
13    is to be covered by such home mortgage;
14        (h)  Has filed tax returns (State and  Federal)  for  the
15    past  3  years or filed with the Commissioner an accountant's
16    or attorney's statement as to why no return was filed;
17        (i)  Will not engage in any discrimination  or  redlining
18    activities prohibited by Section 3-8 of this Act;
19        (j)  Will not knowingly make any false promises likely to
20    influence    or    persuade,    or   pursue   a   course   of
21    misrepresentation  and   false   promises   through   agents,
22    solicitors, advertising or otherwise;
23        (k)  Will   not  knowingly  misrepresent,  circumvent  or
24    conceal, through whatever subterfuge or device,  any  of  the
25    material  particulars  or  the  nature  thereof,  regarding a
26    transaction to which it is a party to the injury  of  another
27    party thereto;
28        (1)  Will   disburse   funds   in   accordance  with  its
29    agreements;
30        (m)  Has not committed a crime against the  law  of  this
31    State,  any  other  state  or of the United States, involving
32    moral turpitude, fraudulent or dishonest dealing, and that no
33    final judgment has been entered against it in a civil  action
34    upon  grounds of fraud, misrepresentation or deceit which has
                            -99-              LRB9000532JSsbB
 1    not been previously reported to the Commissioner;
 2        (n)  Will account or deliver to any person  any  personal
 3    property   such   as  money,  fund,  deposit,  check,  draft,
 4    mortgage, other document or thing of value,  which  has  come
 5    into  its possession, and which is not its property, or which
 6    it is not in law or  equity  entitled  to  retain  under  the
 7    circumstances,  at  the time which has been agreed upon or is
 8    required by law, or, in the absence of  a  fixed  time,  upon
 9    demand   of  the  person  entitled  to  such  accounting  and
10    delivery;
11        (o)  Has not engaged in any conduct which would be  cause
12    for denial of a license;
13        (p)  Has not become insolvent;
14        (q)  Has not submitted an application for a license under
15    this Act which contains a material misstatement;
16        (r)  Has   not   demonstrated   by   course  of  conduct,
17    negligence or incompetence in performing any act for which it
18    is required to hold a license under this Act;
19        (s)  Will advise  the  Commissioner  in  writing  of  any
20    changes  to  the  information  submitted  on  the most recent
21    application for license within 30 45  days  of  said  change.
22    The  written  notice  must  be signed in the same form as the
23    application for license being amended;
24        (t)  Will comply with the provisions of this Act, or with
25    any lawful order, rule or regulation made or issued under the
26    provisions of this Act;
27        (u)  Will  submit  to   periodic   examination   by   the
28    Commissioner as required by this Act; and
29        (v)  Will advise the Commissioner in writing of judgments
30    entered  against,  and  bankruptcy  petitions by, the license
31    applicant within 5 days of occurrence;.
32        (w)  Will advise the Commissioner in  writing  within  30
33    days  when  the  license  applicant requests a licensee under
34    this  Act  to  repurchase  a  loan,  and  the   circumstances
                            -100-             LRB9000532JSsbB
 1    therefor; and
 2        (x)  Will  advise  the  Commissioner in writing within 30
 3    days when the  license  applicant  is  requested  by  another
 4    entity to repurchase a loan, and the circumstances therefor.
 5    (Source: P.A. 86-137.)
 6        (205 ILCS 635/2-6) (from Ch. 17, par. 2322-6)
 7        Sec. 2-6.  License issuance and renewal; fee.
 8        (a)  Beginning   May  1,  1992,  licenses  issued  before
 9    January 1, 1988, shall be renewed every 2  years  on  May  1.
10    Beginning May 1, 1992, licenses issued on or after January 1,
11    1988,  shall  be  renewed every 2 years on the anniversary of
12    the date of the issuance of the original  license.   Licenses
13    issued  for  first  time  applicants on or after May 1, 1992,
14    shall be renewed on the first anniversary of  their  issuance
15    and  every  2  years thereafter.   Properly completed renewal
16    application forms and filing fees must  be  received  by  the
17    Commissioner 45 60 days prior to the renewal date.
18        (b)  It  shall  be the responsibility of each licensee to
19    accomplish renewal of its license; failure of the licensee to
20    receive renewal forms absent a request sent by certified mail
21    for such forms will not waive said responsibility. Failure by
22    a licensee to submit a properly completed renewal application
23    form and fees in a timely fashion, absent a written extension
24    from the Commissioner,  will  result  in  the  assessment  of
25    additional fees, as follows:
26             (1)  A  fee of $500 will be assessed to the licensee
27        30 days after the proper renewal  date  and  $1,000  each
28        month  thereafter, until the license is either renewed or
29        expires pursuant to Section 2-6, subsections (c) and (d),
30        of this Act.
31             (2)  Such fee will be assessed without prior  notice
32        to  the  licensee,  but  will  be  assessed only in cases
33        wherein the Commissioner has in  his  or  her  possession
                            -101-             LRB9000532JSsbB
 1        documentation  of  the licensee's continuing activity for
 2        which the unrenewed license was issued.
 3        (c)  A license which is not renewed by the date  required
 4    in  this  Section  shall  automatically  become inactive.  No
 5    activity regulated by this Act  shall  be  conducted  by  the
 6    licensee  when  a  license  becomes  inactive.   An  inactive
 7    license may be reactivated by filing a completed reactivation
 8    application  with  the  Commissioner,  payment of the renewal
 9    fee, and payment of a reactivation fee equal to  the  renewal
10    fee.
11        (d)  A  license  which  is not renewed within one year of
12    becoming inactive shall expire.
13        (e)  A  licensee  ceasing  an  activity   or   activities
14    regulated  by  this Act and desiring to no longer be licensed
15    shall so inform the Commissioner in writing and, at the  same
16    time,  convey the license and all other symbols or indicia of
17    licensure.   The  licensee  shall  include  a  plan  for  the
18    withdrawal from regulated business, including a timetable for
19    the disposition  of  the  business.   Upon  receipt  of  such
20    written  notice,  the  Commissioner  shall  issue a certified
21    statement canceling cancelling the license.
22    (Source: P.A. 86-137; 87-642; 87-1098.)
23        (205 ILCS 635/2-7) (from Ch. 17, par. 2322-7)
24        Sec. 2-7.  Waiver of licensing fee.  The Commissioner may
25    waive the licensing fee upon receipt of:
26        (a)  an application for a residential mortgage license in
27    Illinois,
28        (b)  an addendum requesting waiver of the fee stating the
29    grounds in support of such waiver, including but not  limited
30    to, not for profit status, bankruptcy or the showing of undue
31    hardship, and
32        (c)  in  case  of  an  out-of-state  servicer of loans in
33    Illinois, the following documentation is required:
                            -102-             LRB9000532JSsbB
 1             (1)  A verification that the firm services only  100
 2        25  or  fewer  loans  secured  by residential real estate
 3        situated in Illinois;
 4             (2)  An agreement  not  to  originate,  purchase  or
 5        acquire   additional   servicing   of  loans  secured  by
 6        residential real estate situated in Illinois;
 7             (3)  An agreement to maintain a dedicated toll  free
 8        (800) number for exclusive use by the licensee's Illinois
 9        customers;
10             (4)  An  agreement  to  provide  a written notice at
11        least  annually  to  the  licensee's  Illinois  customers
12        advising them of the dedicated toll  free  (800)  number;
13        and  to  furnish  the  Commissioner  with  a copy of such
14        written notice.
15        A request for waiver of the filing fee must be  submitted
16    each year in conjunction with the license renewal procedure.
17    (Source: P.A. 86-137; 87-1098.)
18        (205 ILCS 635/3-4) (from Ch. 17, par. 2323-4)
19        Sec. 3-4.  Office and staff within the State.
20        (a)  A licensee shall maintain, in the State of Illinois,
21    at  least  one  full  service  office  with  staff reasonably
22    adequate to handle efficiently communications, questions, and
23    all other matters relating to  any  application  for  a  home
24    mortgage  or  an existing home mortgage with respect to which
25    such licensee is performing services, regardless of kind, for
26    any borrower or lender, note owner or holder, or for  himself
27    or   herself   while  engaged  in  the  residential  mortgage
28    business.
29        (b)  Notwithstanding the requirements of  subsection  (a)
30    of  this  Section,  upon  application  of  the  licensee, the
31    Commissioner may waive the  requirements  of  subsection  (a)
32    upon  receipt  of  a  notarized  affidavit  stating a written
33    finding that:
                            -103-             LRB9000532JSsbB
 1             (1)  the licensee does not solicit, with respect  to
 2        activity  licensable  under  this  Act,  in any manner or
 3        amount, Illinois consumers seeking residential mortgages;
 4             (2)  the  licensee  does  not  originate  or  broker
 5        residential mortgage loans;
 6             (3)  the licensee has no unresolved complaints under
 7        Section 4-6 of this Act;
 8             (4)  the licensee's principal place of  business  is
 9        not within this State; and
10             (5)  the licensee is in compliance with this Act.
11        (c)  No  waiver  granted  under  subsection  (b)  of this
12    Section shall run longer than the  term  of  the  license  in
13    effect  when  the  waiver  was  granted.  Upon renewal of the
14    license, the  waiver  may  be  renewed  upon  application  as
15    provided in subsection (b).
16    (Source: P.A. 89-355, eff. 8-17-95.)
17        (205 ILCS 635/4-2) (from Ch. 17, par. 2324-2)
18        Sec. 4-2.  Examination; prohibited activities.
19        (a)  The  business  affairs  of a licensee under this Act
20    shall be examined for compliance with this Act  as  often  as
21    the   Commissioner   deems   necessary   and   proper.    The
22    Commissioner  shall  promulgate  rules  with  respect  to the
23    frequency and manner of examination.   The Commissioner shall
24    appoint a suitable person to perform such  examination.   The
25    Commissioner and his appointees may examine the entire books,
26    records,  documents,  and operations of each licensee and may
27    examine any of the licensee's officers, directors,  employees
28    and agents under oath.
29        (b)  The  Commissioner  shall prepare a full and detailed
30    report of each licensee's examination, shall issue a copy  of
31    such  report  to  each  licensee's  principals,  officers, or
32    directors  and  shall  take  appropriate  steps   to   ensure
33    correction of violations of this Act.
                            -104-             LRB9000532JSsbB
 1        (c)  Affiliates   of  a  licensee  shall  be  subject  to
 2    examination by the Commissioner on  the  same  terms  as  the
 3    licensee,  but  only  when  reports from, or examination of a
 4    licensee  provides  for  documented  evidence   of   unlawful
 5    activity   between   a  licensee  and  affiliate  benefiting,
 6    affecting or deriving from the activities regulated  by  this
 7    Act.
 8        (d)  The  expenses of any examination of the licensee and
 9    affiliates shall be borne by the licensee and assessed by the
10    Commissioner as established by regulation.
11        (e)  Upon completion of the examination, the Commissioner
12    shall issue  a  report  to  the  licensee.   The  examination
13    report, and the work papers of the report shall belong to the
14    Commissioner's  office  and  may  not  be disclosed to anyone
15    other than the licensee, law enforcement officials  or  other
16    regulatory   agencies   that   shall   be  defined  in  rules
17    promulgated by the Commissioner, or to a party  presenting  a
18    lawful  subpoena  to  the Office of the Commissioner. Reports
19    required of licensees by the Commissioner under this Act  and
20    results  of  examinations performed by the Commissioner under
21    this Act shall be the property of only the licensee  and  the
22    Commissioner.  Access under this Act to the books and records
23    of each licensee shall be limited to the Commissioner and his
24    agents  as  provided  in this Act and to the licensee and its
25    authorized agents and designees.  No other person shall  have
26    access to the books and records of a licensee under this Act.
27        (f)  The    Commissioner,   deputy   commissioners,   and
28    employees of the Office of Banks and  Real  Estate  shall  be
29    subject  to  the  restrictions provided in Section 2.5 of the
30    Office of  Banks  and  Real  Estate  Act  including,  without
31    limitation, the restrictions on (i) owning shares of stock or
32    holding  any  other  equity  interest  in an entity regulated
33    under this Act or in any corporation or company that owns  or
34    controls  an  entity  regulated under this Act; (ii) being an
                            -105-             LRB9000532JSsbB
 1    officer, director, employee, or agent of an entity  regulated
 2    under  this  Act;  and  (iii) obtaining a loan or accepting a
 3    gratuity from an entity regulated under this Act.
 4        (g)  After the initial examination  for  those  licensees
 5    whose  only  mortgage  activity is servicing fewer than 1,000
 6    500 Illinois residential loans, the examination  required  in
 7    subsection (a) may be waived upon submission of a letter from
 8    the   licensee's   independent  certified  auditor  that  the
 9    licensee serviced fewer than 1,000 500  Illinois  residential
10    loans during the year in which the audit was performed.
11    (Source: P.A. 89-355, eff. 8-17-95; 89-508, eff. 7-3-96.)
12        (205 ILCS 635/4-8) (from Ch. 17, par. 2324-8)
13        Sec. 4-8.  Default Gross delinquency rate; examination.
14        (a)  The   Commissioner   shall   obtain  from  the  U.S.
15    Department of Housing and Urban Development on a  semi-annual
16    basis  that Department's default claim rates for endorsements
17    issued by that Department. The gross delinquency rate of each
18    licensee shall be determined annually  by  the  Commissioner.
19    The  gross  delinquency  rate shall be the figure used by the
20    Commissioner  to  monitor  the  delinquency  performance   of
21    licensees dealing in mortgages.
22        (b)  The  Commissioner  shall  conduct  an examination of
23    each licensee having a default gross delinquency  rate  equal
24    to  or  greater  than 5% the product of (1) the average gross
25    delinquency  rate  of  all  licensees  for  the   immediately
26    preceding  calendar  year,  as determined by the Commissioner
27    under subsection (a) and (2) the delinquency rate  factor  as
28    set by rule of the Commissioner.
29        (c)  Notwithstanding  the provisions of subsection (b), a
30    licensee with an annual gross delinquency rate that  is  less
31    than  or  equal  to 5% for the immediately preceding calendar
32    year shall not be  examined  by  the  Commissioner  for  that
33    calendar  year.   This subsection shall not be construed as a
                            -106-             LRB9000532JSsbB
 1    limitation of the Commissioner's examination authority  under
 2    Section 4-2 of this Act or as otherwise provided in this Act.
 3    The  Commissioner  may  require  a  licensee  to provide loan
 4    default data as the  Commissioner  deems  necessary  for  the
 5    proper enforcement of the Act.
 6        (c)  (d)  The purpose of the examination under subsection
 7    (b)  shall  be  to  determine  whether  the   default   gross
 8    delinquency  rate of the licensee has resulted from practices
 9    which deviate from sound and accepted  mortgage  underwriting
10    practices,   including  but  not  limited  to  credit  fraud,
11    appraisal fraud and  property  inspection  fraud.    For  the
12    purpose  of conducting this examination, the Commissioner may
13    accept materials prepared for the U.S. Department of  Housing
14    and  Urban Development. At the conclusion of the examination,
15    the Commissioner shall make his or her findings available  to
16    the Residential Mortgage Board.
17        (d)  (e)  The Commissioner, at his or her discretion, may
18    hold public hearings, or at the direction of the  Residential
19    Mortgage  Board,  shall  hold public hearings. Such testimony
20    shall be by a homeowner or  mortgagor  or  his  agent,  whose
21    residential  interest  is  affected  by the activities of the
22    residential mortgage licensee subject  to  such  hearing.  At
23    such  public  hearing, a witness may present testimony on his
24    or her behalf concerning  only  his  or  her  home,  or  home
25    mortgage  or  a witness may authorize a third party to appear
26    on his or her behalf.  The testimony shall be  restricted  to
27    information  and  comments related to a specific residence or
28    specific residential mortgage application or applications for
29    a residential mortgage or residential loan transaction.   The
30    testimony must be preceded by either a letter of complaint or
31    a   completed  consumer  complaint  form  prescribed  by  the
32    Commissioner.
33        (e) (f)  The Commissioner shall, at the conclusion of the
34    public hearings, release his or her findings and  shall  also
                            -107-             LRB9000532JSsbB
 1    make  public  any  action taken with respect to the licensee.
 2    The Commissioner shall also give full  consideration  to  the
 3    findings  of  this examination whenever reapplication is made
 4    by the licensee for a new license under this Act.
 5        (f)  (g)  A  licensee  that  is  examined   pursuant   to
 6    subsection  (b) shall submit to the Commissioner a plan which
 7    shall be designed to reduce  that  licensee's  default  gross
 8    delinquency rate to a figure that is less than 5% or equal to
 9    the  average gross delinquency rate for all licensees for the
10    calendar year for which the delinquency data  was  submitted.
11    The  plan shall be implemented by the licensee as approved by
12    the Commissioner.  A licensee that is  examined  pursuant  to
13    subsection  (b)  shall report monthly, for a one year period,
14    one, 2, and 3 month defaults delinquencies.
15        (g)  (h)  Whenever  the   Commissioner   finds   that   a
16    licensee's   default   gross   delinquency  rate  on  insured
17    mortgages is unusually high within  a  particular  geographic
18    area,  he  or  she shall require that licensee to submit such
19    information  as  is  necessary  to  determine  whether   that
20    licensee's practices have constituted credit fraud, appraisal
21    fraud  or  property inspection fraud.  The Commissioner shall
22    promulgate such rules as are necessary to  determine  whether
23    any  licensee's  default  gross delinquency rate is unusually
24    high within a particular area.
25    (Source: P.A. 89-355, eff. 1-1-96; 89-626, eff. 8-9-96.)
26        (205 ILCS 635/4-9 rep.)
27        Section 40.  The Residential Mortgage License Act of 1987
28    is amended by repealing Section 4-9.
29        Section 45.  The Foreign Banking Office Act is amended by
30    changing Sections 5, 9, 11, and 13 as follows:
31        (205 ILCS 645/5) (from Ch. 17, par. 2712)
                            -108-             LRB9000532JSsbB
 1        (Text of Section before amendment by P.A. 89-208)
 2        Sec. 5. There shall be delivered to the Commissioner  (1)
 3    duplicate originals of the application of the foreign banking
 4    corporation  for a certificate of authority and (2) a copy of
 5    its charter or articles of incorporation and  all  amendments
 6    thereto,  duly  authenticated  by  the  proper officer of the
 7    country under which  such  foreign  banking  corporation  was
 8    organized.
 9        If,  according  to  law,  a  certificate  of authority to
10    establish and  maintain  a  banking  office  in  the  central
11    business district of Chicago and to conduct thereat a general
12    banking  business,  should  be issued to such foreign banking
13    corporation, the Commissioner shall, when all fees have  been
14    paid as in this Act prescribed:
15        (a)  endorse  on each of such documents the word "Filed",
16    and the date of the filing thereof;
17        (b)  file in his office one of such  duplicate  originals
18    of  the  application and a copy of the charter or articles of
19    incorporation and amendments thereto; and
20        (c)  issue a certificate of  authority  to  such  foreign
21    banking  corporation,  to  which  he  shall  affix  the other
22    duplicate original application.
23        The certificate of authority, with the duplicate original
24    of the application affixed thereto by the Commissioner, shall
25    be  returned  to  the  foreign  banking  corporation  or  its
26    representative and shall be filed for record in the Office of
27    the recorder of Cook County, Illinois, within 30  days  after
28    its issuance.
29    (Source: P.A. 83-358.)
30        (Text of Section after amendment by P.A. 89-208)
31        Sec.  5.  Documents  required  by the Commissioner. There
32    shall  be  delivered  to  the  Commissioner   (1)   duplicate
33    originals   of   the   application  of  the  foreign  banking
34    corporation for a certificate of authority and (2) a copy  of
                            -109-             LRB9000532JSsbB
 1    its  charter  or articles of incorporation and all amendments
 2    thereto, duly authenticated by  the  proper  officer  of  the
 3    country  under  which  such  foreign  banking corporation was
 4    organized.
 5        If, according to  law,  a  certificate  of  authority  to
 6    establish  and  maintain  a  banking  office  and  to conduct
 7    thereat a general banking business, should be issued to  such
 8    foreign banking corporation, the Commissioner shall, when all
 9    fees have been paid as in this Act prescribed:
10        (a)  endorse  on each of such documents the word "Filed",
11    and the date of the filing thereof;
12        (b)  file in his office one of such  duplicate  originals
13    of  the  application and a copy of the charter or articles of
14    incorporation and amendments thereto; and
15        (c)  issue a certificate of  authority  to  such  foreign
16    banking  corporation,  to  which  he  shall  affix  the other
17    duplicate original application.
18        The certificate of authority, with the duplicate original
19    of the application affixed thereto by the Commissioner, shall
20    be  returned  to  the  foreign  banking  corporation  or  its
21    representative and shall be filed for record in the Office of
22    the recorder of Cook County, Illinois, within 30  days  after
23    its issuance.
24    (Source: P.A. 89-208, eff. 6-1-97.)
25        (205 ILCS 645/9) (from Ch. 17, par. 2716)
26        (Text of Section before amendment by P.A. 89-208)
27        Sec.  9.  Each  foreign banking corporation authorized to
28    establish and  maintain  a  banking  office  in  the  central
29    business  district  of  Chicago  shall  have and continuously
30    maintain in the City of Chicago:
31        (a)  a registered office which may be, but need  not  be,
32    the same as its place of business in the City of Chicago; and
33        (b)  a  registered  agent,  which  agent may be either an
                            -110-             LRB9000532JSsbB
 1    individual, resident in this State, whose business office  is
 2    identical  with  such  registered  office,  or  a corporation
 3    authorized to  transact  business  in  this  State  having  a
 4    business office identical with such registered office.
 5        A  registered  agent may at any time vacate his office as
 6    registered agent by filing in the office of the  Commissioner
 7    a  statement  setting forth his resignation and the effective
 8    date thereof, which shall not be less than 60 days  nor  more
 9    than  90  days  after  the  date  of  filing.  A  copy of the
10    statement shall be served on the foreign banking  corporation
11    by  the  registered  agent  so  resigning  by  registered  or
12    certified  mail addressed to such foreign banking corporation
13    at its principal office as such is known  to  such  resigning
14    agent and directed to the attention of the secretary or other
15    comparable  officer  of  such corporation within 5 days after
16    the date of filing.
17        A foreign banking  corporation  may  from  time  to  time
18    change the address of its registered office; and shall change
19    its  registered  agent  if the office of the registered agent
20    becomes vacant for any reason  or  if  its  registered  agent
21    becomes  disqualified  or  incapacitated  to  act,  or  if it
22    revokes the appointment of its  registered  agent.  Any  such
23    change  of  registered  office  or  registered  agent  may be
24    effected  by  filing  in  the  office  of  the   Commissioner
25    duplicate  originals of a statement setting forth the details
26    with respect to such change and the effective  date  thereof.
27    The  Commissioner  shall  endorse  on  each of such duplicate
28    originals the word "Filed" and the date  of  filing  thereof,
29    and  file  in  his office one of such duplicate originals. He
30    shall return the other  duplicate  original  to  the  foreign
31    banking  corporation or its representative to be filed within
32    30 days in  the  office  of  the  recorder  of  Cook  County,
33    Illinois.
34    (Source: P.A. 83-358.)
                            -111-             LRB9000532JSsbB
 1        (Text of Section after amendment by P.A. 89-208)
 2        Sec.   9.  Registered  office  and  agent.  Each  foreign
 3    banking corporation authorized to establish  and  maintain  a
 4    banking office shall have and continuously maintain:
 5        (a)  a  registered  office  in Illinois which may be, but
 6    need not be, the same as its place of business; and
 7        (b)  a registered agent, which agent  may  be  either  an
 8    individual,  resident in this State, whose business office is
 9    identical with  such  registered  office,  or  a  corporation
10    authorized  to  transact  business  in  this  State  having a
11    business office identical with such registered office.
12        A registered agent may at any time vacate his  office  as
13    registered  agent by filing in the office of the Commissioner
14    a statement setting forth his resignation and  the  effective
15    date  thereof,  which shall not be less than 60 days nor more
16    than 90 days  after  the  date  of  filing.  A  copy  of  the
17    statement  shall be served on the foreign banking corporation
18    by  the  registered  agent  so  resigning  by  registered  or
19    certified mail addressed to such foreign banking  corporation
20    at  its  principal  office as such is known to such resigning
21    agent and directed to the attention of the secretary or other
22    comparable officer of such corporation within  5  days  after
23    the date of filing.
24        A  foreign  banking  corporation  may  from  time to time
25    change the address of its registered office; and shall change
26    its registered agent if the office of  the  registered  agent
27    becomes  vacant  for  any  reason  or if its registered agent
28    becomes disqualified  or  incapacitated  to  act,  or  if  it
29    revokes  the  appointment  of  its registered agent. Any such
30    change of  registered  office  or  registered  agent  may  be
31    effected   by  filing  in  the  office  of  the  Commissioner
32    duplicate originals of a statement setting forth the  details
33    with  respect  to such change and the effective date thereof.
34    The Commissioner shall endorse  on  each  of  such  duplicate
                            -112-             LRB9000532JSsbB
 1    originals  the  word  "Filed" and the date of filing thereof,
 2    and file in his office one of such  duplicate  originals.  He
 3    shall  return  the  other  duplicate  original to the foreign
 4    banking corporation or its representative to be filed  within
 5    30  days in the office of the recorder of deeds in the county
 6    in which the banking office is located.
 7    (Source: P.A. 89-208, eff. 6-1-97.)
 8        (205 ILCS 645/11) (from Ch. 17, par. 2718)
 9        (Text of Section before amendment by P.A. 89-208)
10        Sec.  11.  A  foreign  banking  corporation   holding   a
11    certificate  of  authority  issued pursuant to this Act shall
12    keep  on  deposit,  in  accordance  with   such   rules   and
13    regulations  as  the  Commissioner  has promulgated, with the
14    Federal Reserve  Bank  of  Chicago  or  such  State  bank  or
15    national   bank  as  such  foreign  banking  corporation  may
16    designate and the Commissioner may approve,  interest-bearing
17    stocks  and  bonds, notes, debentures or other obligations of
18    the United States or any agency or instrumentality thereof or
19    guaranteed by the United States, or of this State,  or  of  a
20    city,    county,   town,   village,   school   district,   or
21    instrumentality of this State or guaranteed by this State, or
22    dollar deposits, or obligations of the International Bank for
23    Reconstruction and Development, or obligations issued by  the
24    Inter-American  Development Bank, or obligations of the Asian
25    Development Bank, or obligations of the  African  Development
26    Bank,   or   obligations   of   the   International   Finance
27    Corporation,  or  such other assets as the Commissioner shall
28    permit, to an aggregate amount, based upon  principal  amount
29    or  market  value,  whichever  is  lower,  in the case of the
30    above-described securities, and subject to  such  limitations
31    as  he  shall  prescribe,  of  not  less  than the greater of
32    $100,000 or 5% of the total liabilities (including contingent
33    liabilities) of such banking office,  including  acceptances,
                            -113-             LRB9000532JSsbB
 1    but  excluding (i) accrued expenses, and (ii) amounts due and
 2    other liabilities to other offices, agencies or branches  of,
 3    and  wholly-owned  (except for a nominal number of directors'
 4    shares) subsidiaries of, such  foreign  banking  corporation,
 5    and (iii) such contingent liabilities as the Commissioner may
 6    exclude.  The  deposit  shall  be maintained with the Federal
 7    Reserve Bank of Chicago or any such State  bank  or  national
 8    bank  pursuant  to  a  deposit  agreement  in  such  form and
 9    containing  such  conditions  and  limitations  (including  a
10    deposit in the name of the  Commissioner  in  trust  for  the
11    depositors  of  such  banking office) as the Commissioner may
12    prescribe. So long as it continues business in  the  ordinary
13    course  such  banking  office shall, however, be permitted to
14    collect interest on the securities so deposited and from time
15    to time exchange, examine and compare such securities.
16        Notwithstanding the provisions of this Section, any  such
17    foreign  banking  corporation  whose  liabilities  are either
18    required to be or  are  exempt  from  being  insured  by  the
19    Federal  Deposit  Insurance  Corporation  pursuant to Section
20    6(b) of the International Banking Act of 1978 (12 USC  3104),
21    as  now  or  hereafter  amended,  shall  be  exempt  from the
22    requirements of this Section.
23    (Source: P.A. 86-272; 86-754; 86-1028; 87-575.)
24        (Text of Section after amendment by P.A. 89-208)
25        Sec.   11.  Pledging    requirements;    discretion    of
26    Commissioner.    A  foreign  banking  corporation  holding  a
27    certificate of authority issued pursuant to this Act  may  be
28    required,  when  deemed  necessary  and  appropriate  in  the
29    opinion  of  the  Commissioner,  to  keep on deposit with the
30    Federal Reserve  Bank  of  Chicago  or  such  State  bank  or
31    national   bank  as  such  foreign  banking  corporation  may
32    designate and the Commissioner may approve,  interest-bearing
33    stocks  and  bonds, notes, debentures or other obligations of
34    the United States or any agency or instrumentality thereof or
                            -114-             LRB9000532JSsbB
 1    guaranteed by the United States, or of this State,  or  of  a
 2    city,    county,   town,   village,   school   district,   or
 3    instrumentality of this State or guaranteed by this State, or
 4    dollar deposits, or obligations of the International Bank for
 5    Reconstruction and Development, or obligations issued by  the
 6    Inter-American  Development Bank, or obligations of the Asian
 7    Development Bank, or obligations of the  African  Development
 8    Bank,   or   obligations   of   the   International   Finance
 9    Corporation,  or  such other assets as the Commissioner shall
10    permit, to an aggregate amount, based upon  principal  amount
11    or  market  value,  whichever  is  lower,  in the case of the
12    above-described securities, and subject to  such  limitations
13    as  he  shall  prescribe,  of  not  less  than the greater of
14    $100,000 or 5% of the total liabilities (including contingent
15    liabilities of such banking  office,  including  acceptances,
16    but  excluding (i) accrued expenses, and (ii) amounts due and
17    other liabilities to other offices, agencies or branches  of,
18    and  wholly-owned  (except for a nominal number of directors'
19    shares) subsidiaries of, such  foreign  banking  corporation,
20    and (iii) such contingent liabilities as the Commissioner may
21    exclude.  The  deposit  shall  be maintained with the Federal
22    Reserve Bank of Chicago or any such State  bank  or  national
23    bank  pursuant  to  a  deposit  agreement  in  such  form and
24    containing  such  conditions  and  limitations  (including  a
25    deposit in the name of the  Commissioner  in  trust  for  the
26    depositors  of  such  banking office) as the Commissioner may
27    prescribe. So long as it continues business in  the  ordinary
28    course  such  banking  office shall, however, be permitted to
29    collect interest on the securities so deposited and from time
30    to time exchange, examine and compare such securities.
31    (Source: P.A. 89-208, eff. 6-1-97.)
32        (205 ILCS 645/13) (from Ch. 17, par. 2720)
33        Sec. 13. Each  such  foreign  banking  corporation  shall
                            -115-             LRB9000532JSsbB
 1    hold,  in  this  State,  currency,  bonds, notes, debentures,
 2    drafts, bills of exchange or other evidences of  indebtedness
 3    or  other  obligations  payable  in  the  United States or in
 4    United States funds  or,  with  the  prior  approval  of  the
 5    Commissioner,  in funds freely convertible into United States
 6    funds, or such other assets as the Commissioner shall permit,
 7    in an amount  which  shall  bear  such  relationship  as  the
 8    Commissioner   shall   prescribe  to  liabilities  (including
 9    contingent liabilities) of such foreign  banking  corporation
10    payable  at  or  through  its  banking  office in this State,
11    including acceptances, but excluding amounts  due  and  other
12    liabilities to other offices, agencies or banking offices of,
13    and  wholly-owned  (except for a nominal number of directors'
14    shares) subsidiaries of, such foreign banking corporation and
15    such other liabilities (including contingent liabilities)  as
16    the  Commissioner  shall  permit.  For  the  purposes of this
17    Section  the  Commissioner   (a)   shall   value   marketable
18    securities  at principal amount or market value, whichever is
19    lower, (b) shall have the right to determine the value of any
20    nonmarketable bond, note, debenture, draft, bill of exchange,
21    other evidence of indebtedness, or of  any  other  obligation
22    held  by  or  owed  to the foreign banking corporation or its
23    banking office within this State, and (c) in determining  the
24    amount of assets for the purpose of computing the above ratio
25    of  assets  to  liabilities, may exclude any particular asset
26    but shall give credit to assets  required  to  be  maintained
27    pursuant to Section 11, to reserves required to be maintained
28    pursuant  to  Section  15, or federal reserves referred to in
29    Section 15, and, subject to such rules and regulations as the
30    Commissioner may from time to time  promulgate,  to  deposits
31    and  credit  balances  with unaffiliated banking institutions
32    outside this State if such deposits or  credit  balances  are
33    payable  in  United  States  funds  or  in  currencies freely
34    convertible into United States funds. Credit given  for  such
                            -116-             LRB9000532JSsbB
 1    deposits  and  credit  balances  may  not, however, exceed in
 2    aggregate amount such percentage, but not less  than  8%,  as
 3    the  Commissioner  may  from  time  to  time prescribe of the
 4    aggregate amount  of  liabilities  of  such  foreign  banking
 5    corporation,  determined  as provided in this Section. If, by
 6    reason of  the  existence  or  the  potential  occurrence  of
 7    unusual  and  extraordinary  circumstances,  the Commissioner
 8    deems it necessary or desirable  for  the  maintenance  of  a
 9    sound  financial  condition,  the  protection  of depositors,
10    creditors, and the public interest, and  to  maintain  public
11    confidence in the business of the banking office of a foreign
12    banking  corporation, he may, notwithstanding anything to the
13    contrary contained in this Section, reduce the credit  to  be
14    given  for  deposits  and  credit  balances with unaffiliated
15    banking institutions outside  this  State  and  require  such
16    foreign  banking  corporation  to deposit, in accordance with
17    such rules and regulations as he has promulgated, the  assets
18    required to be held in this State pursuant to this Section 13
19    with  such  State  banks  or  national  banks as such foreign
20    banking corporation may designate and  the  Commissioner  may
21    approve.
22    (Source: P.A. 82-257.)
23        Section  50.  The  Foreign Bank Representative Office Act
24    is amended by adding Section 7 as follows:
25        (205 ILCS 650/7 new)
26        Sec. 7.  Powers of the  Commissioner.   the  Commissioner
27    shall  have  under  this Act all of the powers granted to him
28    under the Illinois Banking Act to  the  extent  necessary  to
29    enable  the  Commissioner  to  supervise  the  representative
30    office of a foreign bank holding a license.
31        Section  55.  The  Business  Corporation  Act  of 1983 is
                            -117-             LRB9000532JSsbB
 1    amended by changing Section 1.80 and  adding  Sections  11.31
 2    and 11.32 as follows:
 3        (805 ILCS 5/1.80) (from Ch. 32, par. 1.80)
 4        Sec.  1.80.  Definitions. As used in this Act, unless the
 5    context otherwise requires, the words and phrases defined  in
 6    this Section shall have the meanings set forth herein.
 7        (a)  "Corporation"  or  "domestic  corporation"  means  a
 8    corporation  subject  to the provisions of this Act, except a
 9    foreign corporation.
10        (b)  "Foreign corporation" means a corporation for profit
11    organized under laws other than the laws of this  State,  but
12    shall  not  include a banking corporation organized under the
13    laws of another state or of  the  United  States,  a  foreign
14    banking  corporation  organized  under  the laws of a country
15    other than the United States and  holding  a  certificate  of
16    authority  from  the  Commissioner  of  Banks and Real Estate
17    issued pursuant to the  Foreign  Banking  Office  Act,  or  a
18    banking  corporation  holding a license from the Commissioner
19    of Banks and Real Estate issued pursuant to the Foreign  Bank
20    Representative Office Act.
21        (c)  "Articles   of  incorporation"  means  the  original
22    articles  of  incorporation,  including   the   articles   of
23    incorporation  of a new corporation set forth in the articles
24    of  consolidation,  and  all  amendments   thereto,   whether
25    evidenced  by  articles  of  amendment,  articles  of merger,
26    articles  of  exchange,  statement  of  correction  affecting
27    articles, resolution  establishing  series  of  shares  or  a
28    statement  of  cancellation  under  Section  9.05.   Restated
29    articles   of  incorporation  shall  supersede  the  original
30    articles of incorporation and all amendments thereto prior to
31    the effective  date  of  filing  the  articles  of  amendment
32    incorporating the restated articles of incorporation.
33        (d)  "Subscriber"  means one who subscribes for shares in
                            -118-             LRB9000532JSsbB
 1    a corporation, whether before or after incorporation.
 2        (e)  "Incorporator" means  one  of  the  signers  of  the
 3    original articles of incorporation.
 4        (f)  "Shares"  means the units into which the proprietary
 5    interests in a corporation are divided.
 6        (g)  "Shareholder" means one who is a holder of record of
 7    shares in a corporation.
 8        (h)  "Certificate" representing shares  means  a  written
 9    instrument  executed  by  the  proper  corporate officers, as
10    required by Section 6.35 of this  Act,  evidencing  the  fact
11    that  the person therein named is the holder of record of the
12    share or shares therein described.   If  the  corporation  is
13    authorized  to issue uncertificated shares in accordance with
14    Section 6.35 of this Act, any reference in this Act to shares
15    represented  by   a   certificate   shall   also   refer   to
16    uncertificated  shares  and  any  reference  to a certificate
17    representing shares shall also refer to the written notice in
18    lieu of a certificate provided for in Section 6.35.
19        (i)  "Authorized shares" means the  aggregate  number  of
20    shares  of all classes which the corporation is authorized to
21    issue.
22        (j)  "Paid-in capital" means the  sum  of  the  cash  and
23    other   consideration   received,  less  expenses,  including
24    commissions,  paid  or  incurred  by  the   corporation,   in
25    connection  with  the  issuance  of shares, plus any cash and
26    other consideration contributed to the corporation by  or  on
27    behalf of its shareholders, plus amounts added or transferred
28    to  paid-in  capital  by  action of the board of directors or
29    shareholders pursuant to a share dividend,  share  split,  or
30    otherwise,  minus  reductions  from  that  sum effected by an
31    acquisition and cancellation of its own shares, to the extent
32    of the cost of the  reacquired  and  cancelled  shares  or  a
33    lesser   amount   as  may  be  elected  by  the  corporation.
34    Irrespective of the manner of designation thereof by the laws
                            -119-             LRB9000532JSsbB
 1    under which a foreign corporation is  or  may  be  organized,
 2    paid-in  capital of a foreign corporation shall be determined
 3    on the same basis and in the same manner as  paid-in  capital
 4    of  a  domestic  corporation,  for  the  purpose of computing
 5    license fees, franchise taxes and other  charges  imposed  by
 6    this Act.
 7        (k)  "Net  assets",  for  the  purpose of determining the
 8    right of a corporation to purchase  its  own  shares  and  of
 9    determining  the  right  of  a corporation to declare and pay
10    dividends and make other  distributions  to  shareholders  is
11    equal to the difference between the assets of the corporation
12    and the liabilities of the corporation.
13        (l)  "Registered  office" means that office maintained by
14    the corporation in this State, the address  of  which  is  on
15    file  in  the  office of the Secretary of State, at which any
16    process, notice or demand required or permitted by law may be
17    served upon the registered agent of the corporation.
18        (m)  "Insolvent" means that a corporation  is  unable  to
19    pay  its  debts as they become due in the usual course of its
20    business.
21        (n)  "Anniversary" means that day each year  exactly  one
22    or more years after:
23             (1)  the  date  on  the certificate of incorporation
24        issued under Section 2.10 of this Act, in the case  of  a
25        domestic corporation;
26             (2)  the date on the certificate of authority issued
27        under Section 13.15 of this Act, in the case of a foreign
28        corporation; or
29             (3)  the  date  on  the certificate of consolidation
30        issued under Section 11.25 of this Act in the case  of  a
31        consolidation,  unless the plan of consolidation provides
32        for a delayed effective date, pursuant to Section 11.40.
33        (o)  "Anniversary month" means the  month  in  which  the
34    anniversary of the corporation occurs.
                            -120-             LRB9000532JSsbB
 1        (p)  "Extended  filing  month"  means  the month (if any)
 2    which  shall  have  been   established   in   lieu   of   the
 3    corporation's  anniversary  month  in accordance with Section
 4    14.01.
 5        (q)  "Taxable year" means that 12 month period commencing
 6    with the first day of the anniversary month of a  corporation
 7    through  the  last day of the month immediately preceding the
 8    next occurrence of the anniversary month of the  corporation,
 9    except that in the case of a corporation that has established
10    an  extended  filing month "taxable year" means that 12 month
11    period commencing with the first day of the  extended  filing
12    month through the last day of the month immediately preceding
13    the next occurrence of the extended filing month.
14        (r)  "Fiscal year" means the 12 month period with respect
15    to  which  a  corporation ordinarily files its federal income
16    tax return.
17        (s)  "Close corporation" means  a  corporation  organized
18    under  or  electing  to be subject to Article 2A of this Act,
19    the articles of incorporation of which contain the provisions
20    required  by  Section  2.10,  and  either  the  corporation's
21    articles of incorporation or an agreement entered into by all
22    of its shareholders provide that all of the issued shares  of
23    each   class   shall  be  subject  to  one  or  more  of  the
24    restrictions on transfer set forth in Section  6.55  of  this
25    Act.
26        (t)  "Common   shares"   means   shares   which  have  no
27    preference over any other shares with respect to distribution
28    of assets on  liquidation  or  with  respect  to  payment  of
29    dividends.
30        (u)  "Delivered",  for  the purpose of determining if any
31    notice required by this Act is effective, means:
32             (1)  transferred or presented to someone in  person;
33        or
34             (2)  deposited  in  the United States Mail addressed
                            -121-             LRB9000532JSsbB
 1        to the person at his, her or its address as it appears on
 2        the  records  of   the   corporation,   with   sufficient
 3        first-class postage prepaid thereon.
 4        (v)  "Property"  means  gross  assets  including, without
 5    limitation, all  real,  personal,  tangible,  and  intangible
 6    property.
 7        (w)  "Taxable   period"   means   that   12-month  period
 8    commencing with the first day of the second  month  preceding
 9    the corporation's anniversary month in the preceding year and
10    prior  to  the  first  day  of  the  second month immediately
11    preceding its anniversary month in the current  year,  except
12    that,  in  the  case of a corporation that has established an
13    extended filing month, "taxable period" means  that  12-month
14    period   ending   with  the  last  day  of  its  fiscal  year
15    immediately preceding the extended filing month.
16        (x)  "Treasury shares" mean (1) shares of  a  corporation
17    that have been issued, have been subsequently acquired by and
18    belong  to  the  corporation,  and have not been cancelled or
19    restored to the status of authorized but unissued shares  and
20    (2)  shares  (i) declared and paid as a share dividend on the
21    shares referred to in clause (1) or this clause (2), or  (ii)
22    issued  in  a share split of the shares referred to in clause
23    (1) or this clause (2).  Treasury shares shall be  deemed  to
24    be  "issued"  shares  but not "outstanding" shares.  Treasury
25    shares may not be  voted,  directly  or  indirectly,  at  any
26    meeting or otherwise.  Shares converted into or exchanged for
27    other  shares  of  the  corporation shall not be deemed to be
28    treasury shares.
29    (Source: P.A. 88-151; 89-508, eff. 7-3-96.)
30        (805 ILCS 5/11.31 new)
31        Sec. 11.31.  Merger of mid-tier bank holding company into
32    subsidiary bank.
33        (a)  A mid-tier bank holding company may merge  into  its
                            -122-             LRB9000532JSsbB
 1    subsidiary in the following manner:
 2             (1)  The  mid-tier bank holding company shall comply
 3        with the provisions of  this  Act  with  respect  to  the
 4        merger   of  domestic  corporations,  and  the  surviving
 5        subsidiary bank  shall  comply  with  the  provisions  of
 6        Section 30.5 of the Illinois Banking Act.
 7             (2)  Section  11.50 of this Act shall, insofar as it
 8        is applicable, apply to  mergers  between  mid-tier  bank
 9        holding companies and their subsidiary banks.
10        (b)  For  the  purpose  of  this Section 11.31, "mid-tier
11    bank holding company"  means a corporation (1) that owns 100%
12    of the issued and outstanding shares of each class  of  stock
13    of  a State bank, (2) that has no other subsidiaries, and (3)
14    of which 100% of the issued and outstanding shares are  owned
15    by a parent bank holding company.
16        (805 ILCS 5/11.32 new)
17        Sec. 11.32.  Merger or conversion of trust company into a
18    State bank.
19        (a)  A  trust  company may merge into a State bank in the
20    following manner:
21             (1)  The  trust  company  shall  comply   with   the
22        provisions  of  this  Act  with  respect to the merger of
23        domestic corporations, and the surviving State bank shall
24        comply with the provisions of Section 30 of the  Illinois
25        Banking Act.
26             (2)  Section  11.50 of this Act shall, insofar as it
27        is applicable, apply to mergers between  trust  companies
28        and State banks.
29        (b)  Whenever  a  trust company shall effect a conversion
30    into a State bank pursuant to  Section  30  of  the  Illinois
31    Banking  Act,  it  shall forthwith file with the Secretary of
32    State  a  copy  of  the  certificate   of   conversion   duly
                            -123-             LRB9000532JSsbB
 1    authenticated  by  the Commissioner of Banks and Real Estate.
 2    The filing fee shall be the same as for  filing  articles  of
 3    merger.
 4        (c)  For  the  purpose  of  this  Section 11.32, a "trust
 5    company" means a corporation organized under this Act for the
 6    purpose of accepting and executing trusts.
 7        Section 95.  No acceleration or delay.   Where  this  Act
 8    makes changes in a statute that is represented in this Act by
 9    text  that  is not yet or no longer in effect (for example, a
10    Section represented by multiple versions), the  use  of  that
11    text  does  not  accelerate or delay the taking effect of (i)
12    the changes made by this Act or (ii) provisions derived  from
13    any other Public Act.
14        Section  99.  Effective date.  This Act takes effect upon
15    becoming law.
                            -124-             LRB9000532JSsbB
 1                                INDEX
 2               Statutes amended in order of appearance
 3    20 ILCS 3205/5            from Ch. 17, par. 455
 4    205 ILCS 5/2              from Ch. 17, par. 302
 5    205 ILCS 5/5              from Ch. 17, par. 311
 6    205 ILCS 5/7              from Ch. 17, par. 314
 7    205 ILCS 5/8              from Ch. 17, par. 315
 8    205 ILCS 5/9              from Ch. 17, par. 316
 9    205 ILCS 5/13             from Ch. 17, par. 320
10    205 ILCS 5/13.5 new
11    205 ILCS 5/14             from Ch. 17, par. 321
12    205 ILCS 5/16             from Ch. 17, par. 323
13    205 ILCS 5/16.5 new
14    205 ILCS 5/17             from Ch. 17, par. 324
15    205 ILCS 5/32             from Ch. 17, par. 339
16    205 ILCS 5/34             from Ch. 17, par. 342
17    205 ILCS 5/35             from Ch. 17, par. 343
18    205 ILCS 5/48             from Ch. 17, par. 359
19    205 ILCS 5/48.3           from Ch. 17, par. 360.2
20    205 ILCS 5/79             from Ch. 17, par. 391
21    205 ILCS 10/3.1           from Ch. 17, par. 2510.1
22    205 ILCS 205/1006         from Ch. 17, par. 7301-6
23    205 ILCS 205/1007.20      from Ch. 17, par. 7301-7.20
24    205 ILCS 205/1007.115 new
25    205 ILCS 205/1008         from Ch. 17, par. 7301-8
26    205 ILCS 205/1009         from Ch. 17, par. 7301-9
27    205 ILCS 205/3004         from Ch. 17, par. 7303-4
28    205 ILCS 205/4008         from Ch. 17, par. 7304-8
29    205 ILCS 205/5001         from Ch. 17, par. 7305-1
30    205 ILCS 205/6002         from Ch. 17, par. 7306-2
31    205 ILCS 205/9011         from Ch. 17, par. 7309-11
32    205 ILCS 205/9014         from Ch. 17, par. 7309-14
33    205 ILCS 205/9015         from Ch. 17, par. 7309-15
34    205 ILCS 205/10001        from Ch. 17, par. 7310-1
                            -125-             LRB9000532JSsbB
 1    205 ILCS 205/10002        from Ch. 17, par. 7310-2
 2    205 ILCS 205/10004        from Ch. 17, par. 7310-4
 3    205 ILCS 616/70
 4    205 ILCS 616/75
 5    205 ILCS 620/1-8          from Ch. 17, par. 1551-8
 6    205 ILCS 620/2-7          from Ch. 17, par. 1552-7
 7    205 ILCS 620/2-12 new
 8    205 ILCS 620/5-2          from Ch. 17, par. 1555-2
 9    205 ILCS 620/5-6          from Ch. 17, par. 1555-6
10    205 ILCS 620/9-1          from Ch. 17, par. 1559-1
11    205 ILCS 620/9-2          from Ch. 17, par. 1559-2
12    205 ILCS 635/2-4          from Ch. 17, par. 2322-4
13    205 ILCS 635/2-6          from Ch. 17, par. 2322-6
14    205 ILCS 635/2-7          from Ch. 17, par. 2322-7
15    205 ILCS 635/3-4          from Ch. 17, par. 2323-4
16    205 ILCS 635/4-2          from Ch. 17, par. 2324-2
17    205 ILCS 635/4-8          from Ch. 17, par. 2324-8
18    205 ILCS 635/4-9 rep.
19    205 ILCS 645/5            from Ch. 17, par. 2712
20    205 ILCS 645/9            from Ch. 17, par. 2716
21    205 ILCS 645/11           from Ch. 17, par. 2718
22    205 ILCS 645/13           from Ch. 17, par. 2720
23    205 ILCS 650/7 new
24    805 ILCS 5/1.80           from Ch. 32, par. 1.80
25    805 ILCS 5/11.31 new
26    805 ILCS 5/11.32 new

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