§ 23-0.5-3-5 — Use of "bank" or derivative; review; violation; administrative dissolution; appeal

Indiana § 23-0.5-3-5

• Jurisdiction: Indiana
• Title 23: BUSINESS AND OTHER ASSOCIATIONS
• Art. 0.5: UNIFORM BUSINESS ORGANIZATIONS CODE
• Ch. 3: Name of Entity

Text

(a) If a new filing or an amendment changing
the name of the filing entity is received by the secretary of state and the
new filing or the amendment contains "bank", or any derivative of
"bank", in the filing entity's name, the filing must be forwarded to the
department of financial institutions for review and a determination
concerning whether the use of the term "bank" (or the derivative)
violates IC 28-1-20-4.
(b) A document under subsection (a) may be filed by the secretary
of state only after the filing has been approved by the department of
financial institutions.
(c) The department of financial institutions shall review each filing
forwarded to the department of financial institutions under subsection
(a) and provide notice of the results of the review to the secretary of
state.
(d) If the department of financial institutions determines that a filing
entity has violated IC 28-1-20-4, the department of financial
institutions shall notify the secretary of state of the violation.
(e) The secretary of state shall commence a proceeding under this
section to administratively dissolve a filing entity if:
(1) the name of the filing entity contains the word, or a derivation
of the word, "bank", "banc", "banco", or "bankcor"; and
(2) the department of financial institutions determines that the
filing entity violates IC 28-1-20-4.
(f) If the secretary of state commences an administrative dissolution
under subsection (e), the secretary of state shall provide to the filing
entity written notice of the determination under subsection (e)(2). The
secretary of state shall, at the same time notice is sent to the filing
entity, provide a copy of the notice to the department of financial
institutions.
(g) If a filing entity that receives a notice under subsection (f) does
not:
(1) correct the grounds for dissolution; or
(2) demonstrate to the reasonable satisfaction of the department
of financial institutions that the grounds for dissolution do not
exist;
at any time after sixty (60) days after the notice is provided, the
department of financial institutions shall notify the secretary of state in
writing of the continuing violation. After receiving the written notice
from the department of financial institutions, the secretary of state shall
administratively dissolve the filing entity by signing a certificate of
administrative dissolution that recites the grounds for dissolution and
the effective date of the dissolution. The secretary of state shall file the
original certificate of administrative dissolution and provide a copy of
the certificate of administrative dissolution to the filing entity.
(h) A filing entity administratively dissolved under this section may
carry on only those activities necessary to wind up and liquidate the
filing entity's affairs.
(i) The filing entity may appeal the administrative dissolution to the
circuit court or superior court of the county:
(1) where the filing entity's principal office is located; or
(2) if the principal office is not located in Indiana, where the filing
entity's registered office is located;
not later than thirty (30) days after service of the notice of denial is
perfected.
(j) The court may do the following:
(1) Order the secretary of state to reinstate the dissolved filing
entity.
(2) Take other action the court considers appropriate.
(k) The court's final decision may be appealed as in other civil
proceedings.
(l) Dissolution under this section is in addition to any penalties
imposed upon the filing entity under IC 28-1-20-4(j), as well as any
other penalties under IC 28.

Legislative History

As added by P.L.118-2017, SEC.5. Amended by P.L.52-2018, SEC.9.