§ 141 — Definitions

New York § 141

• Jurisdiction: New York
• Law BNK: Banking
• Art. 3-A: Bank Holding Companies; Control of Banking Institutions

Text

§ 141. Definitions. 1. "Banking institution," when used in this\narticle, means a bank, a trust company, a stock-form savings bank or a\nstock-form savings and loan association.\n 2. "Company," when used in this article, means any corporation,\npartnership, trust, unincorporated association, joint stock association\nor similar organization organized under the laws of the state of New\nYork, or if not so organized, doing business in the state of New York,\nor any individual residing or doing business in the state of New York,\nor any combination of individuals which combination is residing or is\ndoing business in the state of New York, any combination of the\nforegoing which combination is residing or is doing business in the\nstate of New York, or any such individual and any of the foregoing\nacting in concert, but shall not include (a) any corporation the\nmajority of the stock of which is owned by the United States or by any\nstate unless the superintendent determines that it would be in the\npublic interest to deem such a corporation to constitute a company, or\n(b) any corporation or community chest, fund, or foundation, organized\nand operated exclusively for religious, charitable, or educational\npurposes, no part of the net earnings of which inures to the benefit of\nany private stockholder or individual, and no substantial part of the\nactivities of which is the carrying on of propaganda, or otherwise\nattempting to influence legislation unless the superintendent determines\nthat it would be in the public interest to deem such a corporation,\ncommunity chest, fund, or foundation to constitute a company, or (c) any\ncorporation or partnership owning or controlling stock acquired in\nconnection with an underwriting of securities and which is held only for\nsuch period of time as will permit the sale thereof upon a reasonable\nbasis.\n 3. "Bank holding company," when used in this article, means any\ncompany which (a) directly or indirectly, or through a subsidiary or\nsubsidiaries, owns, controls, or holds with power to vote (i) ten per\ncentum or more of the voting stock of a company which is or becomes a\nbank holding company by virtue of this article, or (ii) ten per centum\nor more of the voting stock of a banking institution, or (b) controls in\nany manner the election of a majority of the directors of (i) a banking\ninstitution, or (ii) a company which is or becomes a bank holding\ncompany by virtue of this article, or (c) is a company, for the benefit\nof whose stockholders or members ten per centum or more of the voting\nstock of a banking institution or of a company which is or becomes a\nbank holding company by virtue of this article is held, directly or\nindirectly, by a trustee or trustees, or (d) through a combination of\n(i) ownership, control or holding, directly or indirectly, of voting\nstock and (ii) voting stock and held, directly or indirectly, by a\ntrustee or trustees for the benefit of the members or stockholders of\nsuch company, if such voting stock is voting stock of one or more\nbanking institutions or of one of more companies which are or become\nbank holding companies by virtue of this article, as the case may be, is\na company which would be a bank holding company if the aggregate of such\nvoting stock were either entirely owned, controlled or held, directly or\nindirectly, by such company or entirely held, directly or indirectly, by\na trustee or trustees for the benefit of the members or stockholders of\nsuch company. Notwithstanding the foregoing, no company shall be a bank\nholding company by virtue of its ownership or control of either stock\nacquired in a fiduciary capacity, except where such stock is held for\nthe benefit of the stockholders or members of such company; or voting\nrights of stock acquired in the court of a proxy solicitation by a\ncompany formed and operated for the sole purpose of participating in\nproxy solicitations by virtue of its control of voting rights of stock\nin any banking institution or bank holding company acquired in the\ncourse of such solicitations.\n 4. "Subsidiary," when used in this article, means (a) any company ten\nper centum or more of whose voting stock is directly or indirectly, or\nthrough a subsidiary or subsidiaries, owned, controlled, or held with\npower to vote, by a bank holding company; or (b) any company the\nelection of a majority of whose directors is controlled in any manner by\na bank holding company; or (c) any company ten per centum or more of\nwhose voting stock is directly or indirectly owned, controlled, or held\nwith power to vote, by a trustee or trustees for the benefit of the\nstockholders or members of a bank holding company; or (d) any company at\nleast ten per centum of the voting stock of which is directly or\nindirectly, or through a subsidiary or subsidiaries, owned, controlled\nor held with power to vote by a combination of a bank holding company\nand by a trustee or trustees for the benefit of the stockholders or\nmembers of such bank holding company. For purposes of this subdivision,\nvoting stock shall not be deemed to include voting stock owned by the\nUnited States or by any company wholly owned by the United States. Any\ncompany having any of the relationships with a bank holding company\ndescribed in clauses (a), (b), (c) or (d) of this subdivision shall be\ndeemed to be a subsidiary of such bank holding company.\n 5. "Doing business," when used in this article, shall include the\nmaintenance by a foreign company of a place of business in this state,\nor the conduct by a foreign company of operations in this state, or the\nacquisition, owning or holding by a foreign company of any stock or\nassets of any banking institution or any company which directly or\nindirectly owns, controls or holds with power to vote ten per centum or\nmore of the voting stock of a banking institution.\n 6. "Banking subsidiary," when used in this article, means a subsidiary\nthat is a banking institution, and a "non-banking subsidiary" means a\nsubsidiary that is not a banking institution.\n