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23-51-155. Sale of assets.
Arkansas Code — all titles (historical 2020) · legal_authorities
23-51-155. Sale of assets.
(a) The board of a state trust company, with the Bank Commissioner's approval, may cause a state trust company to sell all or substantially all of its assets, including the right to control accounts established with the trust company, without shareholder approval if the commissioner finds:
(1) The interests of the state trust company's clients, depositors, and creditors are jeopardized because of insolvency or imminent insolvency of the state trust company;
(2) The sale is in the best interest of the state trust company's clients and creditors; and
(3) The Federal Deposit Insurance Corporation or its successor approves the transaction unless the deposits of the state trust company are not insured.
(b) A sale under this section must include an assumption and promise by the buyer to pay or otherwise discharge:
(1) All of the state trust company's liabilities to clients and depositors;
(2) All of the state trust company's liabilities for salaries of the state trust company's employees incurred before the date of the sale;
(3) Obligations incurred by the commissioner arising out of the supervision or sale of the state trust company; and
(4) Fees and assessments due the State Bank Department.
(c) This section does not limit the incidental power of a state trust company to buy and sell assets in the ordinary course of business.
(d) This section does not affect the commissioner's right to take action under any other law. The sale by a trust company of all or substantially all of its assets with shareholder approval is deemed a voluntary dissolution and liquidation and shall be governed by § 23-49-119.
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-51-155
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. A text match is a research starting point; applicability is not established.
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Stable record: arkansas_code:legal_authorities:23-51-155
Source file: gov.ar.code.title.23.odt
Pages: Not recorded – Not recorded
Passage SHA-256: edf6fa977ba9ea277d818e46e83d5c55921cc01fae3931e57085d55bdb5d5e51
Source location: content.xml paragraph 25935
Stored source content
23-51-155. Sale of assets.
(a) The board of a state trust company, with the Bank Commissioner's approval, may cause a state trust company to sell all or substantially all of its assets, including the right to control accounts established with the trust company, without shareholder approval if the commissioner finds:
(1) The interests of the state trust company's clients, depositors, and creditors are jeopardized because of insolvency or imminent insolvency of the state trust company;
(2) The sale is in the best interest of the state trust company's clients and creditors; and
(3) The Federal Deposit Insurance Corporation or its successor approves the transaction unless the deposits of the state trust company are not insured.
(b) A sale under this section must include an assumption and promise by the buyer to pay or otherwise discharge:
(1) All of the state trust company's liabilities to clients and depositors;
(2) All of the state trust company's liabilities for salaries of the state trust company's employees incurred before the date of the sale;
(3) Obligations incurred by the commissioner arising out of the supervision or sale of the state trust company; and
(4) Fees and assessments due the State Bank Department.
(c) This section does not limit the incidental power of a state trust company to buy and sell assets in the ordinary course of business.
(d) This section does not affect the commissioner's right to take action under any other law. The sale by a trust company of all or substantially all of its assets with shareholder approval is deemed a voluntary dissolution and liquidation and shall be governed by § 23-49-119.
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Arkansas Code — all titles (historical 2020) · legal_authorities
23-49-119. Voluntary liquidation.
(a)(1) An application for approval to voluntarily liquidate the affairs of an institution shall be submitted to the Bank Commissioner in the manner and form that the commissioner may prescribe, shall include the information set forth in subsection (b) of this section, and shall contain such additional information which the commissioner may require.
(2) The application shall include duplicate copies of a resolution authorizing the dissolution and duplicate copies of a certificate, verified by the applicant's president or chief executive officer or a vice president, stating the facts pertaining to the resolution and that the applicant's liabilities have been paid in full.
(b) Each duplicate certificate shall have annexed thereto, over the official signatures, evidence showing:
(1) The date on which the resolution was authorized by the affirmative vote of the holders of at least a simple majority of the outstanding shares entitled to vote thereon;
(2) The number of shares of each class entitled to vote on the resolution which were outstanding on the date of the stockholders' meeting;
(3) The number of shares of each class entitled to vote on the resolution whose owners were present in person or by proxy;
(4) The number of shares of each class voted for and against the resolution; and
(5) The manner in which the meeting was called and the time and manner of giving notice, with a certification that the meeting was lawfully called and held.
(c)(1) Upon receipt of the application, the commissioner shall investigate its merits.
(2) If the commissioner is satisfied that the application is complete and that all applicable provisions of law have been complied with, he or she shall cause an examination to be made of the applican
Source: Arkansas Code — historical release 78 (November 6, 2020) · 23-49-119
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 23-49-119. This identifies an authority to review, not proof of applicability.