HB 1825

1	A bill to be entitled
2	An act relating to banking; amending s. 494.0025, F.S.;
3	prohibiting the use of the name or logo of a financial
4	institution or its affiliates or subsidiaries under
5	certain circumstances without written consent; amending
6	ss. 516.07 and 520.995, F.S.; providing that the use of
7	the name or logo of a financial institution or its
8	affiliates or subsidiaries under certain circumstances
9	without written consent is grounds for denial of a license
10	or for disciplinary action; amending s. 626.9541, F.S.;
11	providing that deceptive use of a name is an unfair method
12	of competition and an unfair or deceptive act or practice;
13	amending ss. 655.005 and 655.0322, F.S.; including
14	international branches within the definitions of certain
15	financial institutions; amending s. 655.0385, F.S.;
16	clarifying an appointment notification requirement;
17	requiring a nonrefundable fee to accompany certain
18	notifications; amending s. 655.045, F.S.; exempting
19	certain financial institutions from certain audit
20	requirements; amending s. 655.059, F.S.; providing for
21	inspection and examination of a financial institution's
22	records and books pursuant to subpoena; requiring
23	reimbursement of reasonable costs and fees for compliance;
24	providing for setting reimbursement amount when certain
25	charges are contested; amending s. 655.921, F.S.;
26	providing an additional limitation on out-of-state
27	financial institution qualifications for certain exempt
28	transactions; removing language relating to authorization
29	to maintain an office in the state; amending s. 655.922,
30	F.S.; including financial institutions authorized to do
31	business in this state pursuant to the financial
32	institutions codes of another state within an
33	authorization to engage in certain business in this state;
34	expanding a list of names or titles limited to use by
35	financial institutions; prohibiting the use of the name or
36	logo of a financial institution or its affiliates or
37	subsidiaries under certain circumstances; requiring the
38	Financial Services Commission to adopt certain
39	implementing rules; amending s. 655.94, F.S.; removing a
40	limitation on notary publics authorized to open a safety
41	deposit box under certain circumstances; specifying use of
42	certified mail for sending certain certificate copies;
43	amending s. 658.16, F.S.; providing criteria for certain
44	banks or trust companies to be considered incorporated
45	under the financial institutions codes; providing
46	definitions; amending s. 658.23, F.S.; deleting a bylaws
47	filing requirement; amending s. 658.26, F.S.; authorizing
48	certain financial institutions to establish or relocate an
49	office under certain circumstances; providing for waiver
50	of certain application, fee, and publication requirements;
51	providing application requirements to relocate a branch;
52	requiring an application filing fee; providing for
53	compliance investigations by the office; prohibiting
54	moving a main office outside the state under certain
55	circumstances; deleting certain office relocation
56	provisions; amending s. 658.33, F.S.; expanding the list
57	of persons required to meet certain qualification criteria
58	to be an officer of a bank or trust company; providing an
59	additional criterion for granting a waiver of
60	qualification requirements; amending s. 658.37, F.S.;
61	prohibiting imminently insolvent banks from paying
62	dividends; amending s. 658.48, F.S.; prohibiting
63	imminently insolvent banks from making new loans or
64	discounts; providing exceptions; amending s. 658.67, F.S.;
65	providing an additional time criterion for determining the
66	value of certain property acquired as security; amending
67	s. 658.73, F.S.; limiting individuals or entities required
68	to pay a fee for a "certificate of good standing";
69	amending s. 663.16, F.S.; revising certain definitions;
70	amending s. 663.304, F.S.; deleting a requirement to
71	include evidence of a reservation of a proposed corporate
72	name with certain applications; amending s. 665.034, F.S.;
73	revising a minimum percentage requirement for designating
74	control of an association; amending s. 674.406, F.S.;
75	revising certain required time periods for purposes of
76	protecting against unauthorized signatures or alterations;
77	amending ss. 655.948, 658.60, 663.02, and 663.318, F.S.;
78	deleting provisions relating to a repealed section;
79	repealing s. 658.68, F.S., relating to liquidity
80	requirements for a state bank; providing an effective
81	date.
82
83	Be It Enacted by the Legislature of the State of Florida:
84
85	Section 1.  Subsection (10) is added to section 494.0025,
86	Florida Statutes, to read:
87	494.0025  Prohibited practices.--It is unlawful for any
88	person:
89	(10)  To use the name or logo of a financial institution or
90	its affiliates or subsidiaries when marketing or soliciting
91	existing or prospective customers if such marketing materials
92	are used without the express written consent of the financial
93	institution and in a manner that would lead a reasonable person
94	to believe that the material or solicitation originated from,
95	was endorsed by, or is in any way related to or the
96	responsibility of the financial institution or its affiliates or
97	subsidiaries.
98	Section 2.  Paragraph (o) is added to subsection (1) of
99	section 516.07, Florida Statutes, to read:
100	516.07  Grounds for denial of license or for disciplinary
101	action.--
102	(1)  The following acts are violations of this chapter and
103	constitute grounds for denial of an application for a license to
104	make consumer finance loans and grounds for any of the
105	disciplinary actions specified in subsection (2):
106	(o)  Using the name or logo of a financial institution or
107	its affiliates or subsidiaries when marketing or soliciting
108	existing or prospective customers if such marketing materials
109	are used without the express written consent of the financial
110	institution and in a manner that would lead a reasonable person
111	to believe that the material or solicitation originated from,
112	was endorsed by, or is in any way related to or the
113	responsibility of the financial institution or its affiliates or
114	subsidiaries.
115	Section 3.  Paragraph (j) is added to subsection (1) of
116	section 520.995, Florida Statutes, to read:
117	520.995  Grounds for disciplinary action.--
118	(1)  The following acts are violations of this chapter and
119	constitute grounds for the disciplinary actions specified in
120	subsection (2):
121	(j)  Using the name or logo of a financial institution or
122	its affiliates or subsidiaries when marketing or soliciting
123	existing or prospective customers if such marketing materials
124	are used without the express written consent of the financial
125	institution and in a manner that would lead a reasonable person
126	to believe that the material or solicitation originated from,
127	was endorsed by, or is in any way related to or the
128	responsibility of the financial institution or its affiliates or
129	subsidiaries.
130	Section 4.  Paragraph (bb) is added to subsection (1) of
131	section 626.9541, Florida Statutes, to read:
132	626.9541  Unfair methods of competition and unfair or
133	deceptive acts or practices defined.--
134	(1)  UNFAIR METHODS OF COMPETITION AND UNFAIR OR DECEPTIVE
135	ACTS.--The following are defined as unfair methods of
136	competition and unfair or deceptive acts or practices:
137	(bb)  Deceptive use of name.--Using the name or logo of a
138	financial institution or its affiliates or subsidiaries when
139	marketing or soliciting existing or prospective customers if
140	such marketing materials are used without the express written
141	consent of the financial institution and in a manner that would
142	lead a reasonable person to believe that the material or
143	solicitation originated from, was endorsed by, or is in any way
144	related to or the responsibility of the financial institution or
145	its affiliates or subsidiaries.
146	Section 5.  Paragraphs (h) and (p) of subsection (1) of
147	section 655.005, Florida Statutes, are amended to read:
148	655.005  Definitions.--
149	(1)  As used in the financial institutions codes, unless
150	the context otherwise requires, the term:
151	(h)  "Financial institution" means a state or federal
152	association, bank, savings bank, trust company, international
153	bank agency, international branch, representative office or
154	international administrative office, or credit union.
155	(p)  "State financial institution" means a state-chartered
156	or state-organized association, bank, investment company, trust
157	company, international bank agency, international branch,
158	international representative office, international
159	administrative office, or credit union.
160	Section 6.  Subsection (1) of section 655.0322, Florida
161	Statutes, is amended to read:
162	655.0322  Prohibited acts and practices; criminal
163	penalties.--
164	(1)  As used in this section, the term "financial
165	institution" means a financial institution as defined in s.
166	655.50 which includes a state trust company, state or national
167	bank, state or federal association, state or federal savings
168	bank, state or federal credit union, Edge Act or agreement
169	corporation, international bank agency, international branch,
170	representative office or administrative office, or other
171	business entity as defined by the commission by rule, whether
172	organized under the laws of this state, the laws of another
173	state, or the laws of the United States, which institution is
174	located in this state.
175	Section 7.  Subsection (1) of section 655.0385, Florida
176	Statutes, is amended, subsection (4) of said section is
177	renumbered as subsection (5), and a new subsection (4) is added
178	to said section, to read:
179	655.0385  Disapproval of directors and executive
180	officers.--
181	(1)  Each state financial institution shall notify the
182	office of the proposed appointment of any individual to the
183	board of directors or the appointment or employment of any
184	individual as an executive officer or equivalent position at
185	least 60 days before such appointment or employment becomes
186	effective, if the state financial institution:
187	(a)  Has been chartered for less than 2 years;
188	(b)  Has undergone a change in control or conversion within
189	the preceding 2 years. The office may exempt a financial
190	institution from this paragraph if it operates in a safe and
191	sound manner;
192	(c)  Is not in compliance with the minimum capital
193	requirements applicable to such financial institution; or
194	(d)  Is otherwise operating in an unsafe and unsound
195	condition, as determined by the office, on the basis of such
196	financial institution's most recent report of condition or
197	report of examination.
198	(4)  Beginning 1 year after a financial institution opens,
199	each notification of a proposed appointment of an individual to
200	the board of directors must be accompanied by a nonrefundable
201	fee of $35.
202	Section 8.   Paragraph (c) is added to subsection (3) of
203	section 655.045, Florida Statutes, to read:
204	655.045  Examinations, reports, and internal audits;
205	penalty.--
206	(3)
207	(c)  Any de novo state financial institution open for fewer
208	than 4 months shall be exempt from the audit requirements of
209	this section.
210	Section 9.  Paragraph (e) of subsection (1) of section
211	655.059, Florida Statutes, is amended to read:
212	655.059  Access to books and records; confidentiality;
213	penalty for disclosure.--
214	(1)  The books and records of a financial institution are
215	confidential and shall be made available for inspection and
216	examination only:
217	(e)  As compelled by a court of competent jurisdiction or
218	pursuant to a subpoena issued in accordance with and subject to
219	the provisions of the Florida Rules of Civil or Criminal
220	Procedure or the Federal Rules of Civil Procedure or pursuant to
221	a subpoena issued in accordance with the provisions of the laws
222	of this state or of the United States. Prior to the production
223	of the books and records of a financial institution, the party
224	seeking production shall reimburse the financial institution for
225	the reasonable costs and fees incurred in compliance with the
226	production. If the parties disagree regarding the amount of
227	reimbursement, the party seeking the records may request the
228	court or agency having jurisdiction over the matter to set the
229	amount of the reimbursement;
230	Section 10.  Section 655.921, Florida Statutes, is amended
231	to read:
232	655.921  Transaction of business by out-of-state financial
233	institutions; exempt transactions in the financial institutions
234	codes.--
235	(1)  Nothing in the financial institutions codes shall be
236	construed to prohibit a financial institution having its
237	principal place of business outside this state, and not
238	operating any branches in this state, from:
239	(a)  Contracting in this state with any person to acquire
240	from such person a part, or the entire, interest in a loan that
241	such person proposes to make, has heretofore made, or hereafter
242	makes, together with a like interest in any security instrument
243	covering real or personal property in the state proposed to be
244	given or hereafter or heretofore given to such person to secure
245	or evidence such loan.
246	(b)  Entering into mortgage servicing contracts with
247	persons authorized to transact business in this state and
248	enforcing in this state the obligations heretofore or hereafter
249	acquired by it in the transaction of business outside this state
250	or in the transaction of any business authorized by this
251	section.
252	(c)  Acquiring, holding, leasing, mortgaging, contracting
253	with respect to, or otherwise protecting, managing, or conveying
254	property in this state which has heretofore or may hereafter be
255	assigned, transferred, mortgaged, or conveyed to it as security
256	for, or in whole or in part in satisfaction of, a loan or loans
257	made by it or obligations acquired by it in the transaction of
258	any business authorized by this section.
259	(d)  Making loans or committing to make loans to any person
260	located in this state and soliciting compensating deposit
261	balances in connection therewith.
262	(2)  No such financial institution shall be deemed to be
263	transacting business in this state, or be required to qualify so
264	to do, solely by reason of the performance of any of the acts or
265	business authorized in this section. This section does not
266	authorize or permit any such financial institution to maintain
267	an office within the state.
268	Section 11.  Section 655.922, Florida Statutes, is amended
269	to read:
270	655.922  Banking business by unauthorized persons; use of
271	name.--
272	(1)  No person other than a financial institution
273	authorized to do business in this state pursuant to the
274	financial institutions codes of this state or another state or
275	federal law shall, in this state, engage in the business of
276	soliciting or receiving funds for deposit or of issuing
277	certificates of deposit or of paying checks; and no person shall
278	establish or maintain a place of business in this state for any
279	of the functions, transactions, or purposes mentioned in this
280	subsection. Any person who violates the provisions of this
281	subsection is guilty of a felony of the third degree, punishable
282	as provided in s. 775.082, s. 775.083, or s. 775.084. This
283	subsection does not prohibit the issuance or sale by a financial
284	institution of traveler's checks, money orders, or other
285	instruments for the transmission or payment of money, by or
286	through employees or agents of the financial institution off the
287	financial institution's premises.
288	(2)  No person other than a financial institution shall, in
289	this state:
290	(a)  Transact business under any name or title, including a
291	corporate name, fictitious name, trademark, or in any other
292	manner, that contains the words "bank," "banco," "banque,"
293	"banc," "banker," "banking," "trust company," "savings and loan
294	association," "savings bank," or "credit union," or words of
295	similar import, in any context or in any manner;
296	(b)  Use any name, word, sign, symbol, or device in any
297	context or in any manner; or
298	(c)  Circulate or use any letterhead, billhead, circular,
299	paper, or writing of any kind or otherwise advertise or
300	represent in any manner,
301
302	which indicates or reasonably implies that the business being
303	conducted or advertised is the kind or character of business
304	transacted or conducted by a financial institution or which is
305	likely to lead any person to believe that such business is that
306	of a financial institution; however, the words "bank," "banco,"
307	"banque," "banc," "banker," "banking," "trust company," "savings
308	and loan association," "savings bank," or "credit union," or the
309	plural of any thereof, may be used by, and in the corporate or
310	other name or title of, any company which is or becomes a
311	financial institution holding company pursuant to federal law;
312	any subsidiary of any such financial institution holding company
313	which includes as a part of its name or title all or any part,
314	or abbreviations, of the name or title of the financial
315	institution holding company of which it is a subsidiary; any
316	trade organization or association, whether or not incorporated,
317	functioning for the purpose of promoting the interests of
318	financial institutions or financial institution holding
319	companies, the active members of which are financial
320	institutions or financial institution holding companies; and any
321	international development bank chartered pursuant to part II of
322	chapter 663.
323	(3)  No person may use the name or logo of any financial
324	institution or an affiliate or subsidiary of such institution,
325	or use a name similar to that of a financial institution or an
326	affiliate or subsidiary of such institution, to market or
327	solicit business from a customer or prospective customer if:
328	(a)  The solicitation is done without the express written
329	consent of the financial institution or its affiliate or
330	subsidiary; and
331	(b)  A reasonable person would believe that the materials
332	originated from, are endorsed by, or are in any way connected
333	with the financial institution or its affiliates or
334	subsidiaries.
335	(4)(3)  Any court, in a proceeding brought by the office,
336	by any financial institution the principal place of business of
337	which is in this state, or by any other person residing, or
338	whose principal place of business is located, in this state and
339	whose interests are substantially affected thereby, may enjoin
340	any person from violating any of the provisions of this section.
341	For the purposes of this subsection, the interests of a trade
342	organization or association are deemed to be substantially
343	affected if the interests of any of its members are so affected.
344	In addition, the office may issue and serve upon any person who
345	violates any of the provisions of this section a complaint
346	seeking a cease and desist order in accordance with the
347	procedures and in the manner prescribed by s. 655.033.
348	(5)(4)  Nothing in this section shall be construed to
349	prohibit the lawful establishment or the lawful operations of a
350	financial institution and nothing in this code shall be
351	construed to prohibit any advertisement or other activity in
352	this state by any person if such prohibition would contravene
353	any applicable federal law which preempts the law of this state.
354	(6)  The commission shall develop rules to implement this
355	section.
356	Section 12.  Subsection (1) of section 655.94, Florida
357	Statutes, is amended to read:
358	655.94  Special remedies for nonpayment of rent.--
359	(1)  If the rental due on a safe-deposit box has not been
360	paid for 3 months, the lessor may send a notice by registered
361	mail to the last known address of the lessee stating that the
362	safe-deposit box will be opened and its contents stored at the
363	expense of the lessee unless payment of the rental is made
364	within 30 days. If the rental is not paid within 30 days from
365	the mailing of the notice, the box may be opened in the presence
366	of an officer of the lessor and of a notary public who is not a
367	director, officer, employee, or stockholder of the lessor. The
368	contents shall be sealed in a package by a notary public who
369	shall write on the outside the name of the lessee and the date
370	of the opening. The notary public shall execute a certificate
371	reciting the name of the lessee, the date of the opening of the
372	box, and a list of its contents. The certificate shall be
373	included in the package, and a copy of the certificate shall be
374	sent by certified registered mail to the last known address of
375	the lessee. The package shall then be placed in the general
376	vaults of the lessor at a rental not exceeding the rental
377	previously charged for the box. The lessor has a lien on the
378	package and its contents to the extent of any rental due and
379	owing plus the actual, reasonable costs of removing the contents
380	from the safe-deposit box.
381	Section 13.  Section 658.16, Florida Statutes, is amended
382	to read:
383	658.16  Creation of banking or trust corporation.--
384	(1)  When authorized by the office, as provided herein, a
385	corporation may be formed under the laws of this state for the
386	purpose of becoming a state bank or a state trust company and
387	conducting a general banking or trust business.
388	(2)  A bank or trust company that is chartered as a limited
389	liability company under the laws of any state is deemed to be
390	incorporated under the financial institutions codes if:
391	(a)  The institution is not subject to automatic
392	termination, dissolution, or suspension upon the occurrence of
393	some event, other than the passage of time, including, but not
394	limited to, the death, disability, bankruptcy, expulsion, or
395	withdrawal of an owner of the institution.
396	(b)  The exclusive authority to manage the institution is
397	vested in a board of managers or directors that is elected or
398	appointed by the owners and that operates in substantially the
399	same manner as, and has substantially the same rights, powers,
400	privileges, duties, and responsibilities as, a board of
401	directors of a bank or trust company chartered as a corporation.
402	(c)  Neither the laws of the state of the institution's
403	organization nor the institution's operating agreement bylaws or
404	other organizational documents:
405	1.  Provide that an owner of the institution is liable for
406	the debts, liabilities, and obligations of the institution in
407	excess of the amount of the owner's investment; or
408	2.  Require the consent of any other owner of the
409	institution in order for an owner to transfer an ownership
410	interest in the institution, including voting rights.
411	(3)  For purposes of the financial institutions codes:
412	(a)  The terms "stockholder" and "shareholder" include an
413	owner of any interest in a bank or trust company chartered as a
414	limited liability company, including a member or participant.
415	(b)  The term "director" includes a manager or director of
416	a bank or trust company chartered as a limited liability
417	company, or other person who has, with respect to such a bank or
418	trust company, authority substantially similar to that of a
419	director of a corporation.
420	(c)  The term "officer" includes an officer of a bank or
421	trust company chartered as a limited liability company, or other
422	person who has, with respect to such a bank or trust company,
423	authority substantially similar to that of an officer of a
424	corporation.
425	(d)  The terms "stock," "voting stock," "voting shares,"
426	and "voting securities" include similar ownership interests in a
427	bank or trust company chartered as a limited liability company,
428	as well as any certificates or other evidence of such ownership
429	interests.
430	(e)  The terms "articles of incorporation" and "bylaws" of
431	a bank or trust company chartered as a limited liability company
432	mean the institution's articles of organization and operating
433	agreement or other such organizational documentation as is
434	substantially similar to that of a corporation.
435	(f)  The term "par value" when used with respect to any
436	ownership interest in a bank or trust company chartered as a
437	limited liability company means the amount of capital which must
438	be invested for each unit of ownership.
439	(g)  The term "dividend" includes distributions of earnings
440	to the owners of a bank or trust company chartered as a limited
441	liability company.
442	Section 14.  Subsection (5) of section 658.23, Florida
443	Statutes, is amended to read:
444	658.23  Submission of articles of incorporation; contents;
445	form; approval; filing; commencement of corporate existence;
446	bylaws.--
447	(5)  Unless the articles of incorporation provide
448	otherwise, the board of directors shall have authority to adopt
449	or amend bylaws that do not conflict with bylaws that may have
450	been adopted by the stockholders. The bylaws shall be for the
451	governance government of the bank or trust company, subordinate
452	only to the articles of incorporation and the laws of the United
453	States and of this state. A current copy of the bylaws shall be
454	filed with the office at all times.
455	Section 15.  Section 658.26, Florida Statutes, is amended
456	to read:
457	658.26  Places of transacting business; branches;
458	facilities.--
459	(1)  Any bank or trust company heretofore or hereafter
460	incorporated pursuant to this chapter shall have one main
461	office, which shall be located within the state.
462	(2)(a)  In addition, with the approval of the office and
463	upon such conditions as the commission or office prescribes, any
464	state bank or trust company may establish branches or relocate
465	offices within or outside the state. With the approval of the
466	office upon a determination that the resulting bank or trust
467	company will be of sound financial condition, any bank or trust
468	company incorporated pursuant to this chapter may establish
469	branches by merger with any other bank or trust company.
470	(b)  As provided by commission rules, a financial
471	institution operating in a safe and sound manner may establish
472	or relocate an office by filing a written notice with the office
473	at least 30 days before opening or relocating that office. In
474	such case, the financial institution need not file an
475	application or pay an application fee. The notification shall
476	specify the name and location of the office and effective date
477	of the change. The relocation of a main office to a location
478	outside this state shall be by application only.
479	(c)  Applications filed pursuant to this subsection shall
480	not be published in the Florida Administrative Weekly but shall
481	otherwise be subject to the provisions of chapter 120.
482	(d)(b)  An application to establish for a branch by a bank
483	ineligible that does not meet the requirements for the branch
484	notification process shall be in writing in such form as the
485	commission prescribes and be supported by such information,
486	data, and records as the commission or office may require to
487	make findings necessary for approval. Applications filed
488	pursuant to this subsection shall not be published in the
489	Florida Administrative Weekly but shall otherwise be subject to
490	the provisions of chapter 120. Upon the filing of an application
491	and a nonrefundable filing fee for the establishment of any
492	branch permitted by paragraph (a), the office shall make an
493	investigation with respect to compliance with the requirements
494	of paragraph (a) and shall investigate and consider all factors
495	relevant to such requirements, including the following:
496	1.  The sufficiency of capital accounts in relation to the
497	deposit liabilities of the bank, or in relation to the number
498	and valuation of fiduciary accounts of the trust company,
499	including the proposed branch, and the additional fixed assets,
500	if any, which are proposed for the branch and its operations,
501	without undue risk to the bank or its depositors, or undue risk
502	to the trust company or its fiduciary accounts;
503	2.  The sufficiency of earnings and earning prospects of
504	the bank or trust company to support the anticipated expenses
505	and any anticipated operating losses of the branch during its
506	formative or initial years;
507	3.  The sufficiency and quality of management available to
508	operate the branch;
509	4.  The name of the proposed branch to determine if it
510	reasonably identifies the branch as a branch of the main office
511	and is not likely to unduly confuse the public; and
512	5.  Substantial compliance by the applicants with
513	applicable law governing their operations.
514	(e)(c)  As provided by commission rule, a financial
515	institution operating in a safe and sound manner may establish a
516	branch by filing a written notice with the office at least 30
517	days before opening that branch. In such case, the financial
518	institution need not file a branch application or pay a branch
519	application fee.
520	(f)  Upon the filing of a relocation application and
521	payment of a nonrefundable filing fee, the office shall
522	investigate to determine substantial compliance by the financial
523	institution with the applicable laws governing its operations.
524	Additional investments in land, buildings, leases, and leasehold
525	improvements resulting from such relocation shall comply with
526	the limitations imposed by s. 658.67(7)(a). A main office may
527	not be moved outside this state unless expressly authorized by
528	the financial institutions codes or by federal law. In addition,
529	a financial institution in operation for fewer than 24 months
530	must provide evidence that the criteria of s. 658.21(1) will be
531	met.
532	(3)(a)  An office in this state may be relocated with prior
533	written approval of the office. An application for relocation
534	shall be in writing in such form as the commission prescribes
535	and shall be supported by such information, data, and records as
536	the commission or office may require to make findings necessary
537	for approval.
538	(g)(b)  A state bank wanting to relocate a branch but
539	ineligible to do so by notification as provided in this
540	subsection shall file an application in the form required by the
541	commission. Applications filed pursuant to this subsection shall
542	not be published in the Florida Administrative Weekly but shall
543	otherwise be subject to the provisions of chapter 120. Upon the
544	filing of a relocation application and a nonrefundable filing
545	fee, the office shall investigate to determine substantial
546	compliance by the financial institution with applicable law
547	governing its operations. Additional investments in land,
548	buildings, leases, and leasehold improvements resulting from
549	such relocation shall comply with the limitations imposed by s.
550	658.67(7)(a). A main office may not be moved outside this state
551	unless expressly authorized by the financial institutions codes
552	or by federal law.
553	(c)  A relocation application filed by a state bank or
554	trust company that is operating in a safe and sound manner which
555	is not denied within 10 working days after receipt shall be
556	deemed approved unless the office notifies the financial
557	institution in writing that the application was not complete.
558	(d)  In addition to the application required by paragraph
559	(a), a financial institution whose main office in this state has
560	been in operation less than 24 months must provide evidence that
561	the criteria of s. 658.21(1) will be met.
562	(e)  A branch office may be closed with 30 days' prior
563	written notice to the office. The notice shall include any
564	information the commission prescribes by rule.
565	(3)(4)  With prior written notification to the office, any
566	bank may operate facilities which are not physically connected
567	to the main or branch office of the bank, provided that the
568	facilities are situated on the property of the main or branch
569	office or property contiguous thereto. Property which is
570	separated from the main or branch office of a bank by only a
571	street, and one or more walkways and alleyways are determined to
572	be, for purposes of this subsection, contiguous to the property
573	of the main or branch office.
574	(4)(5)  A bank may provide, directly or through a contract
575	with another company, off-premises armored car service to its
576	customers. Armored car services shall not be considered a branch
577	for the purposes of subsection (2).
578	(5)(6)(a)  Any state bank that is a subsidiary of a bank
579	holding company may agree to receive deposits, renew time
580	deposits, close loans, service loans, and receive payments on
581	loans and other obligations, as an agent for an affiliated
582	depository institution.
583	(b)  The term "close loan" does not include the making of a
584	decision to extend credit or the extension of credit.
585	(c)  As used in this section, "receive deposits" means the
586	taking of deposits to be credited to an existing account and
587	does not include the opening or origination of new deposit
588	accounts at an affiliated institution by the agent institution.
589	(d)  Under this section, affiliated banks may act as agents
590	for one another regardless of whether the institutions are
591	located in the same or different states. This section applies
592	solely to affiliated depository institutions acting as agents,
593	and has no application to agency relationships concerning
594	nondepositories as agent, whether or not affiliated with the
595	depository institution.
596	(e)  In addition, under this section, agent banks may
597	perform ministerial functions for the principal bank making a
598	loan. Ministerial functions include, but are not limited to,
599	such activities as providing loan applications, assembling
600	documents, providing a location for returning documents
601	necessary for making the loan, providing loan account
602	information, and receiving payments. It does not include such
603	loan functions as evaluating applications or disbursing loan
604	funds.
605	Section 16.  Subsection (5) of section 658.33, Florida
606	Statutes, is amended to read:
607	658.33  Directors, number, qualifications; officers.--
608	(5)  The president, the or chief executive officer, and any
609	other person, regardless of title, who has equivalent rank or
610	otherwise leads or directs the overall operations of a bank or
611	trust company must have had at least 1 year of direct experience
612	as an executive officer, director, or regulator of a financial
613	institution within the last 3 years. This requirement may be
614	waived by the office after considering the overall experience
615	and expertise of the proposed officer and the condition of the
616	bank or trust company as reflected in the most recent regulatory
617	report of examination and other data available to the office.
618	Section 17.  Section 658.37, Florida Statutes, is amended
619	to read:
620	658.37  Dividends and surplus.--
621	(1)  The directors of any bank or trust company, after
622	charging off bad debts, depreciation, and other worthless assets
623	if any, and making provision for reasonably anticipated future
624	losses on loans and other assets, may quarterly, semiannually,
625	or annually declare a dividend of so much of the aggregate of
626	the net profits of that period combined with its retained net
627	profits of the preceding 2 years as they shall judge expedient,
628	and, with the approval of the office, any bank or trust company
629	may declare a dividend from retained net profits which accrued
630	prior to the preceding 2 years, but each bank or trust company
631	shall, before the declaration of a dividend on its common stock,
632	carry 20 percent of its net profits for such preceding period as
633	is covered by the dividend to its surplus fund, until the same
634	shall at least equal the amount of its common and preferred
635	stock then issued and outstanding. No bank or trust company
636	shall declare any dividend at any time at which its net income
637	from the current year combined with the retained net income from
638	the preceding 2 years is a loss or which would cause the capital
639	accounts of the bank or trust company to fall below the minimum
640	amount required by law, regulation, order, or any written
641	agreement with the office or a state or federal regulatory
642	agency. A bank or trust company may, however, split up or divide
643	the issued shares of capital stock into a greater number of
644	shares without increasing or decreasing the capital accounts of
645	the bank or trust company, and such shall not be construed to be
646	a dividend within the meaning of this section.
647	(2)  No bank that has been determined to be imminently
648	insolvent shall pay dividends.
649	Section 18.  Subsection (10) of section 658.48, Florida
650	Statutes, is renumbered as subsection (11), and a new subsection
651	(10) is added to said section to read:
652	658.48  Loans.--A state bank may make loans and extensions
653	of credit, with or without security, subject to the following
654	limitations and provisions:
655	(10)  When the office has determined that a state bank is
656	imminently insolvent, the state bank may not make any new loans
657	or discounts otherwise than by discounting or purchasing bills
658	of exchange payable at sight.
659	Section 19.  Paragraph (a) of subsection (9) of section
660	658.67, Florida Statutes, is amended to read:
661	658.67  Investment powers and limitations.--A bank may
662	invest its funds, and a trust company may invest its corporate
663	funds, subject to the following definitions, restrictions, and
664	limitations:
665	(9)  ACQUISITIONS OF PROPERTY AS SECURITY.--A bank or trust
666	company may acquire property of any kind to secure, protect, or
667	satisfy a loan or investment previously made in good faith, and
668	such property shall be entered on the books of the bank or trust
669	company and held and disposed of subject to the following
670	conditions and limitations:
671	(a)  The book entry shall be the lesser of the balance of
672	the loan or investment plus acquisition costs and accrued
673	interest or the appraisal value or market value of the property
674	acquired which shall be determined and dated within 1 year prior
675	or 90 days subsequent to the date of acquisition and in
676	compliance with s. 655.60.
677	Section 20.  Subsection (4) of section 658.73, Florida
678	Statutes, is amended to read:
679	658.73  Fees and assessments.--
680	(4)  Any individual or entity other than a financial
681	institution chartered or licensed in this state Each state bank
682	and state trust company shall pay to the office $25 for each
683	"certificate of good standing" certifying that a state-chartered
684	financial institution is licensed to conduct business in this
685	state under the financial institutions codes. All such requests
686	shall be in writing. The office shall waive this fee when the
687	request is by a state or federal regulatory agency or law
688	enforcement agency.
689	Section 21.  Subsections (4) and (7) of section 663.16,
690	Florida Statutes, are amended to read:
691	663.16  Definitions; ss. 663.17-663.181.--As used in ss.
692	663.17-663.181, the term:
693	(4)  Except where the context otherwise requires,
694	"international banking corporation" or "corporation" means any
695	international bank agency or branch operating in this state.
696	(7)  "Control" means any person or group of persons acting
697	in concert, directly or indirectly, owning, controlling, or
698	holding the power to 25 vote more than 50 percent or more of the
699	voting stock of a company, or having the ability in any manner
700	to elect a majority of directors of a corporation, or otherwise
701	exercising a controlling influence over the management and
702	policies of a corporation as determined by the office.
703	Section 22.  Paragraph (b) of subsection (1) of section
704	663.304, Florida Statutes, is amended to read:
705	663.304  Application for authority to organize an
706	international development bank.--
707	(1)  A written application for authority to organize an
708	international development bank shall be filed with the office by
709	the proposed incorporator and shall include:
710	(b)  The proposed corporate name and evidence of
711	reservation of the proposed corporate name with the Department
712	of State.
713	Section 23.  Paragraph (a) of subsection (4) of section
714	665.034, Florida Statutes, is amended to read:
715	665.034  Acquisition of assets of or control over an
716	association.--
717	(4)  For purposes of this section, a person or group of
718	persons shall be deemed to have control of an association if
719	such person or group of persons:
720	(a)  Directly or indirectly, or acting in concert with one
721	or more persons or through one or more subsidiaries, owns,
722	controls, holds with powers to vote, or holds proxies
723	representing more than 25 percent or more of the voting common
724	stock of such association.
725	Section 24.  Subsections (2) and (6) of section 674.406,
726	Florida Statutes, are amended to read:
727	674.406  Customer's duty to discover and report
728	unauthorized signature or alteration.--
729	(2)  If the items are not returned to the customer, the
730	person retaining the items shall either retain the items or, if
731	the items are destroyed, maintain the capacity to furnish
732	legible copies of the items until the expiration of 5 7 years
733	after receipt of the items. A customer may request an item from
734	the bank that paid the item, and that bank must provide in a
735	reasonable time either the item or, if the item has been
736	destroyed or is not otherwise obtainable, a legible copy of the
737	item.
738	(6)  Without regard to care or lack of care of either the
739	customer or the bank, a customer who does not within 90 days 1
740	year after the statement or items are made available to the
741	customer (subsection (1)) discover and report the customer's
742	unauthorized signature on or any alteration on the item or who
743	does not within 1 year from that time discover and report any
744	unauthorized endorsement is precluded from asserting against the
745	bank the unauthorized signature or alteration. If there is a
746	preclusion under this subsection, the payor bank may not recover
747	for breach of warranty under s. 674.2081 with respect to the
748	unauthorized signature or alteration to which the preclusion
749	applies.
750	Section 25.  Paragraph (a) of subsection (2) of section
751	655.948, Florida Statutes, is amended to read:
752	655.948  Significant events; notice required.--
753	(2)  Events for which disclosure forms must be filed and
754	the filing schedule for each are as follows:
755	(a)  To be disclosed within 30 days of the occurrence of
756	the event:
757	1.  The addition, resignation, or termination of a
758	director, executive officer, independent internal auditor, or
759	independent credit review officer;
760	2.  The acquisition or divestiture of an asset or assets
761	the value of which exceeds 20 percent of capital as of the date
762	of the most recent call report. Any assets listed in s.
763	657.042(1) or s. 658.67(1) are excluded from such disclosure
764	requirements;
765	3.  Any change in general counsel or outside auditors who
766	are used to certify financial statements;
767	4.  Any interruption of fidelity insurance coverage;
768	5.  Any credit extension to an executive officer and his or
769	her related interests that, when aggregated with the amount of
770	all other extensions of credit to that executive officer and his
771	or her related interests, exceeds 15 percent of the capital
772	accounts of the financial institution;
773	6.  The failure to meet the minimum daily liquidity
774	required of s. 658.68;
775	6.7.  Any suspected criminal act perpetrated against a
776	financial institution, subsidiary, or service corporation.
777	However, no liability shall be incurred by any financial
778	institution, subsidiary, service corporation, or financial
779	institution-affiliated party as a result of making a good faith
780	effort to fulfill this disclosure requirement; or
781	7.8.  The acquisition or divestiture of a wholly owned or
782	majority owned subsidiary or service corporation.
783	Section 26.  Subsection (2) of section 658.60, Florida
784	Statutes, is amended to read:
785	658.60  Depositories of public moneys and pledge of
786	assets.--
787	(2)  Notwithstanding any other provision of this section or
788	the provisions of any other law requiring security for deposits
789	of funds in the form of surety bond, in the form of the deposit
790	or pledge of securities, or in any other form, security for such
791	deposits shall not be required to the extent that such deposits
792	are insured under the provisions of the Federal Deposit
793	Insurance Act, as now or hereafter amended. Recognition is
794	accorded to the custom and usage, and its practicality, of the
795	deposit or pledge of securities by banks, as security for
796	deposits, in an aggregate amount which, because of the
797	fluctuation from time to time of the aggregate amount of the
798	deposits secured thereby, may at times be in an amount in excess
799	of the required amount of such security without withdrawing and
800	redepositing securities with each decrease and increase of the
801	aggregate amount of deposits secured thereby. In order to
802	effectuate the provisions of the first sentence of this
803	subsection, and in recognition of the availability of such
804	excess securities for inclusion in the liquidity of state banks
805	as provided in s. 658.68, whenever the amount of securities
806	deposited or pledged exceeds the amount required for the
807	deposits secured thereby, securities in an amount equal to such
808	excess shall, for all purposes and laws, while such excess
809	exists be, and be treated as, freed and discharged from such
810	deposit and pledge even though not physically withdrawn or
811	removed from such deposit or pledge, and, in determining the
812	securities which are so freed and discharged, those securities
813	which are eligible for inclusion in a state bank's liquidity as
814	provided in s. 658.68 shall first be included in such
815	determination. However, such excess securities which are not
816	physically withdrawn or removed from deposit or from the pledge
817	thereof shall immediately and automatically, for all purposes
818	and laws, be, and be treated as, redeposited and repledged at
819	such time or times as, and to the extent that, there is an
820	increase in the amount of security required for funds deposited
821	with the bank, and, in determining the securities which are so
822	automatically and immediately redeposited and repledged, there
823	shall first be included those securities which are not eligible
824	for the aforesaid liquidity under s. 658.68.
825	Section 27.  Subsection (1) of section 663.02, Florida
826	Statutes, is amended to read:
827	663.02  Applicability of state banking laws.--
828	(1)  International banking corporations having offices in
829	this state shall be subject to all the provisions of the
830	financial institutions codes and chapter 655 as though such
831	international banking corporations were state banks, except
832	where it may appear, from the context or otherwise, that such
833	provisions are clearly applicable only to banks or trust
834	companies organized under the laws of this state or the United
835	States. Without limiting the foregoing general provisions, it is
836	the intent of the Legislature that the following provisions
837	shall be applicable to such banks or corporations: s. 655.031,
838	relating to administrative enforcement guidelines; s. 655.032,
839	relating to investigations, subpoenas, hearings, and witnesses;
840	s. 655.0321, relating to hearings, proceedings, and related
841	documents and restricted access thereto; s. 655.033, relating to
842	cease and desist orders; s. 655.037, relating to removal by the
843	office of an officer, director, committee member, employee, or
844	other person; s. 655.041, relating to administrative fines and
845	enforcement; and s. 658.49, relating to loans by banks not
846	exceeding $50,000. International banking corporations shall not
847	have the powers conferred on domestic banks by the provisions of
848	s. 658.60, relating to deposits of public funds. International
849	banking corporations shall not be subject to the provisions of
850	s. 658.68, relating to liquidity. The provisions of chapter 687,
851	relating to interest and usury, shall apply to all loans not
852	subject to s. 658.49.
853	Section 28.  Subsection (3) of section 663.318, Florida
854	Statutes, is amended to read:
855	663.318  Reserve requirements.--
856	(3)  The amounts of liquidity reserves of an international
857	development bank organized under chapter 607 as a corporation
858	for profit shall be subject to the provisions of s. 658.68,
859	relating to liquidity reserves, in the same manner and to the
860	same extent as a state bank, except that the amounts of such
861	reserves required to be maintained by an international
862	development bank shall be those specified in Regulation D of the
863	Board of Governors of the Federal Reserve System.
864	Section 29.  Section 658.68, Florida Statutes, is repealed.
865	Section 30.  This act shall take effect upon becoming a
866	law.

CODING: Words stricken are deletions; words underlined are additions.