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90_HB1288eng SEE INDEX 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 HB1288 Engrossed 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 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 HB1288 Engrossed -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.) HB1288 Engrossed -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 3-4193-415of 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 HB1288 Engrossed -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 aan automatic teller machine14established and maintained in accordance with paragraph (16)15of Section 5 of this Act, or (ii) of any bank if the place is16a point of saleterminal 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 HB1288 Engrossed -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. HB1288 Engrossed -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, HB1288 Engrossed -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 HB1288 Engrossed -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, HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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; HB1288 Engrossed -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 HB1288 Engrossed -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 the31Corporate 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 HB1288 Engrossed -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 10519 years after acquiring title, either directly or indirectly,20unless a request for extension of time shall have been21submitted 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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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% 245%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 HB1288 Engrossed -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,surplusand reserve for operating27expensesas 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 HB1288 Engrossed -20- LRB9000532JSsbB 1 application by 5 or more incorporators who shall be 2 individualsand residents of this Stateexcept 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,surplusand reserve for7operating expenserequirements 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 HB1288 Engrossed -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 personal5character 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 expenses15of 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. HB1288 Engrossed -22- LRB9000532JSsbB 1 The original charter, duly certified by the Commissioner, 2shall be recorded, and the originalor 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 5recordingof 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. HB1288 Engrossed -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. HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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; HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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) HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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,6together with the Commissioner's written approval, shall7be recorded, a file marked copy delivered to the8Commissioner, and thereuponthe 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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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,and33, 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 HB1288 Engrossed -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 HB1288 Engrossed -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.) HB1288 Engrossed -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,and34, 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 HB1288 Engrossed -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 examinationat least once31in 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 HB1288 Engrossed -46- LRB9000532JSsbB 1 regulation, the Commissioner in lieu of thean annual2 examination mayevery other year shallaccept 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 HB1288 Engrossed -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. HB1288 Engrossed -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 yearand is performed at his direction, 31 the Commissioner may assess a reasonable additional fee 32 to recover the cost of the additional examination, but33the additional fee shall not exceed the sum of the34remittances from the Call Report Fees applicable to the 4HB1288 Engrossed -49- LRB9000532JSsbB 1consecutive quarterly statements of condition immediately2preceding 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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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. HB1288 Engrossed -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 HB1288 Engrossed -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. AnTheorder 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 HB1288 Engrossed -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 fact17upon which it is based shall not be made public or disclosed18to anyone except the director, officer, employee, or agent19involved and the directors of the bank involved, otherwise20than in connection with proceedings for a violation of or21failure 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 ofremoved byan 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 HB1288 Engrossed -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) HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -63- LRB9000532JSsbB 1 information therein contained;or2 (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 HB1288 Engrossed -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 HB1288 Engrossed -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 any12state bank or with respect to any company which directly or13indirectly owns or controls 25 per centum or more of the14voting shares of a state bank, that the business of the bank15or the company is being conducted in an unsafe or unsound16manner,The Commissioner may appoint a suitable person or 17 persons to make an examination of the affairs of anysuch18 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.) HB1288 Engrossed -66- LRB9000532JSsbB 1 Section 20. The Savings Bank Act is amended by changing 2 Sections 1006, 1007.20, 1008, 1009, 3004, 4008, 5001, 6002, 3 9011, 9014, 9015, 10001, 10002, and 10004, and by adding 4 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. HB1288 Engrossed -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 bankalsohas any powerconferred upon a13corporation by the Business Corporation Act of 198314 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 HB1288 Engrossed -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, HB1288 Engrossed -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 HB1288 Engrossed -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. HB1288 Engrossed -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 bankan associationin such bankers' bank exceed 14 10% of its capital and surplus (including undivided 15 profits) and in no event shall a savings bankan16associationacquire 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 HB1288 Engrossed -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 failfailsto 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 forand19maintaineither 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 HB1288 Engrossed -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, HB1288 Engrossed -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 the25organizational capital requirements in the Office of the26Secretary 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 HB1288 Engrossed -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 Corporationa paid-in surplus equal to 20% of its capital,5except that the Commissioner may waive this requirement for6any 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 Corporationtransfer not less11than one-half of its net profits of the preceding half year12to its paid-in surplus until it shall have paid-in surplus13equal 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 titleof not less duration than 10 years beyond the28maturity 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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 data23processing service shall inform the Commissioner at the24initiation, renewal, or changing of a contract for data25processing services with an outside data processing service.26The contract or agreement shall be submitted to the27Commissioner 90 days prior to its implementation. Any28contract with a data processing service or for data29processing services must provide that records maintained30shall at all times be available for examination and audit by31the 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 HB1288 Engrossed -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 HB1288 Engrossed -80- LRB9000532JSsbB 1 of directors, a majoritynoneof 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 HB1288 Engrossed -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 7006subsection (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. HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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,or13 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. HB1288 Engrossed -86- LRB9000532JSsbB 1 (2) Permit the deposit insurance corporation to 2 submit any plan or proposal for the reorganization, 3 merger,orliquidation, 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 HB1288 Engrossed -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 HB1288 Engrossed -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. HB1288 Engrossed -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 HB1288 Engrossed -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 inbycompliance 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,26surplus and reserve for operating expensesas determined by 27 the Commissioner asarenecessary for safe and sound 28 operation of a corporate fiduciary. The Commissioner shall 29 record such organization capital, surplus and reserve30 requirements in the Office of the Secretary of State. During 31 the time that a corporate fiduciary shall continue in its HB1288 Engrossed -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 examinationannually, 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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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. AnTheorder 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 actionshall be immediately removed and cease to act17as director, officer, employee, or agent, butmay 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 orderof the Board shall be served28upon the person against whom the order is directed and a copy29 shall be served upon the corporate fiduciary of which the 30 person is a director, officer, employee, or agent, whereupon 31the immediate removal by the Commissioner shall be confirmed,32andthe 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 HB1288 Engrossed -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 the8Commissioner or an order of the Board reviewing such order of9the Commissioner and the findings of fact upon which an10order is based shall not be made public or disclosed to11anyone except the director, officer, employee, or agent12involved, the directors of the corporate fiduciary involved,13and to any others the Commissioner deems appropriate to14protect beneficiaries or the corporate fiduciary including,15but not limited to, other regulators, law enforcement16agencies, and the insurance or bonding companies of the17corporate fiduciary, other than in connection with18proceedings to enforce the order or in connection with19proceedings for a violation of or failure to comply with this20Section 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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 3045days 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;and29 (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 HB1288 Engrossed -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 4560days 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 HB1288 Engrossed -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 cancelingcancellingthe 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: HB1288 Engrossed -102- LRB9000532JSsbB 1 (1) A verification that the firm services only 100 225or 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 statinga written33findingthat: HB1288 Engrossed -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. HB1288 Engrossed -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 HB1288 Engrossed -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 6500Illinois 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 1,000500Illinois 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. DefaultGross delinquencyrate; 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 each18licensee shall be determined annually by the Commissioner.19The gross delinquency rate shall be the figure used by the20Commissioner to monitor the delinquency performance of21licensees dealing in mortgages.22 (b) The Commissioner shall conduct an examination of 23 each licensee having a defaultgross delinquencyrate equal 24 to or greater than 5%the product of (1) the average gross25delinquency rate of all licensees for the immediately26preceding calendar year, as determined by the Commissioner27under subsection (a) and (2) the delinquency rate factor as28set by rule of the Commissioner. 29(c) Notwithstanding the provisions of subsection (b), a30licensee with an annual gross delinquency rate that is less31than or equal to 5% for the immediately preceding calendar32year shall not be examined by the Commissioner for that33calendar year.This subsection shall not be construed as a HB1288 Engrossed -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 defaultgross8delinquencyrate 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 HB1288 Engrossed -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 defaultgross8delinquencyrate to a figure that is less than 5%or equal to9the average gross delinquency rate for all licensees for the10calendar 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 defaultsdelinquencies. 15 (g)(h)Whenever the Commissioner finds that a 16 licensee's defaultgross delinquencyrate 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 defaultgross delinquencyrate 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) HB1288 Engrossed -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 representativeand shall be filed for record in the Office of27the recorder of Cook County, Illinois, within 30 days after28its 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 HB1288 Engrossed -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 representativeand shall be filed for record in the Office of22the recorder of Cook County, Illinois, within 30 days after23its 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 HB1288 Engrossed -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 representativeto be filed within3230 days in the office of the recorder of Cook County,33Illinois. 34 (Source: P.A. 83-358.) HB1288 Engrossed -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 HB1288 Engrossed -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 representativeto be filed within530 days in the office of the recorder of deeds in the county6in 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, HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 maintained28pursuant to Section 15, or federal reserves referred to in29Section 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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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. HB1288 Engrossed -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 HB1288 Engrossed -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 HB1288 Engrossed -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 33 authenticated by the Commissioner of Banks and Real Estate. HB1288 Engrossed -123- LRB9000532JSsbB 1 The filing fee shall be the same as for filing articles of 2 merger. 3 (c) For the purpose of this Section 11.32, a "trust 4 company" means a corporation organized under this Act for the 5 purpose of accepting and executing trusts. 6 Section 95. No acceleration or delay. Where this Act 7 makes changes in a statute that is represented in this Act by 8 text that is not yet or no longer in effect (for example, a 9 Section represented by multiple versions), the use of that 10 text does not accelerate or delay the taking effect of (i) 11 the changes made by this Act or (ii) provisions derived from 12 any other Public Act. 13 Section 99. Effective date. This Act takes effect upon 14 becoming law. HB1288 Engrossed -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 HB1288 Engrossed -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