Florida Senate - 2017 CS for SB 736
By the Committee on Banking and Insurance; and Senators Mayfield
and Steube
597-02146-17 2017736c1
1 A bill to be entitled
2 An act relating to international financial
3 institutions; amending s. 655.005, F.S.; redefining
4 the term “financial institution” to include
5 international trust entities and limited service
6 affiliates; amending s. 655.059, F.S.; specifying
7 conditions under which confidential books and records
8 of international trust entities may be disclosed to
9 their home-country supervisors; revising conditions
10 for such disclosure for international banking
11 corporations; redefining the term “home-country
12 supervisor”; requiring books and records pertaining to
13 trust accounts to be kept confidential by financial
14 institutions and their directors, officers, and
15 employees; providing an exception; providing
16 construction; creating s. 663.001, F.S.; providing
17 legislative intent; amending s. 663.01, F.S.;
18 redefining terms; deleting the definition of the term
19 “international trust company representative office”;
20 amending s. 663.02, F.S.; revising applicability of
21 the financial institutions codes as to international
22 banking corporations; amending s. 663.021, F.S.;
23 conforming a provision to changes made by the act;
24 amending s. 663.04, F.S.; deleting international trust
25 companies from requirements for carrying on financial
26 institution business; conforming a provision to
27 changes made by the act; authorizing the Office of
28 Financial Regulation to permit certain entities that
29 would otherwise be prohibited from carrying on
30 financial institution business to remain open and in
31 operation under certain circumstances; amending s.
32 663.05, F.S.; providing for an abbreviated application
33 procedure for certain entities established by an
34 international banking corporation; specifying that the
35 Financial Services Commission, rather than the office,
36 prescribes a certain application form; requiring the
37 commission to adopt rules for a time limitation for an
38 application decision after a specified date; revising
39 conditions for the office to issue an international
40 banking corporation license; conforming a provision to
41 changes made by the act; amending s. 663.055, F.S.;
42 revising capital requirements for international
43 banking corporations; amending s. 663.06, F.S.; making
44 technical changes; conforming a provision to changes
45 made by the act; creating s. 663.0601, F.S.; providing
46 an after-the-fact licensure process in the event of
47 the acquisition, merger, or consolidation of
48 international banking corporations; specifying
49 conditions for such license; amending s. 663.061,
50 F.S.; providing additional permissible activities for
51 international bank agencies; amending s. 663.062,
52 F.S.; providing additional permissible activities for
53 certain international representative offices; amending
54 s. 663.063, F.S.; providing additional permissible
55 activities for international administrative offices;
56 amending s. 663.064, F.S.; requiring the commission to
57 adopt rules relating to permissible deposits of
58 international branches; providing additional
59 permissible activities for international branches;
60 amending s. 663.09, F.S.; revising requirements for
61 the maintenance of books and records of international
62 banking corporations; authorizing the office to
63 require international banking corporations to
64 translate certain documents into English at the
65 expense of the international banking corporations;
66 amending s. 663.11, F.S.; authorizing the office to
67 permit certain entities that would otherwise be
68 prohibited from continuing business to remain open and
69 in operation under certain circumstances; making
70 technical and conforming changes; amending s. 663.12,
71 F.S.; conforming a provision to changes made by the
72 act; amending s. 663.17, F.S.; making technical
73 changes; providing a directive to the Division of Law
74 Revision and Information; creating part III of ch.
75 663, F.S., entitled “International Trust Company
76 Representative Offices”; creating s. 663.4001, F.S.;
77 providing legislative intent; creating s. 663.401,
78 F.S.; defining terms; creating s. 663.402, F.S.;
79 providing applicability of the financial institutions
80 codes as to international trust entities; creating s.
81 663.403, F.S.; providing applicability of the Florida
82 Business Corporation Act as to international trust
83 entities; creating s. 663.404, F.S.; specifying
84 requirements for an international trust entity or
85 certain related entities to conduct financial
86 institution business; authorizing the office to permit
87 an international trust company representative office
88 that would otherwise be prohibited from continuing
89 business to remain open and in operation under certain
90 circumstances; creating s. 663.405, F.S.; providing
91 that an international trust company representative
92 office is not required to produce certain books and
93 records under certain circumstances; providing
94 applicability; creating s. 663.406, F.S.; providing
95 requirements for applications for an international
96 trust entity license; requiring the office to disallow
97 certain financial resources from capitalization
98 requirements; requiring the international trust entity
99 to submit to the office a certain certificate;
100 providing an abbreviated application process for
101 certain international trust entities to establish
102 international trust company representative offices;
103 specifying parameters and requirements for the office
104 in determining whether to approve or disapprove an
105 application; requiring the commission to adopt by rule
106 general principles regarding the adequacy of
107 supervision of an international trust entity’s foreign
108 establishments rules; creating s. 663.407, F.S.;
109 providing capital requirements for an international
110 trust entity; requiring the commission to adopt rules;
111 creating s. 663.408, F.S.; providing permissible
112 activities under and requirements and limitations for
113 international trust entity licenses; providing
114 procedures, conditions, and requirements for the
115 suspension, revocation, or surrender of an
116 international trust entity license; creating s.
117 663.4081, F.S.; providing for an after-the-fact
118 licensure process in the event of the acquisition,
119 merger, or consolidation of international trust
120 entities; specifying conditions for such licensure;
121 transferring, renumbering, and amending s. 663.0625;
122 adding prohibited activities of representatives and
123 employees of an international trust company
124 representative office; conforming provisions to
125 changes made by the act; creating s. 663.410, F.S.;
126 requiring international trust entities to certify to
127 the office the amount of their capital accounts at
128 specified intervals; providing construction; creating
129 s. 663.411, F.S.; specifying reporting and
130 recordkeeping requirements for international trust
131 entities; providing penalties; authorizing the office
132 to require an international trust entity to translate
133 certain documents into English at the international
134 trust entity’s expense; creating s. 663.412, F.S.;
135 prohibiting an international trust entity from
136 conducting business under certain circumstances;
137 authorizing the office to permit the international
138 trust entity to remain open and in operation under
139 certain circumstances; requiring an international
140 trust entity or its surviving officers and directors
141 to deliver specified documents to the office;
142 providing construction; creating s. 663.413, F.S.;
143 specifying application and examination fees for
144 international trust company representative offices;
145 creating s. 663.414, F.S.; authorizing the commission
146 to adopt certain rules; providing an exemption from
147 statement of estimated regulatory costs requirements;
148 creating s. 663.415, F.S.; requiring international
149 trust company representative offices that are under
150 examination to reimburse domestic or foreign travel
151 expenses of the office; providing a directive to the
152 Division of Law Revision and Information; creating
153 part IV of ch. 663, F.S., entitled “Limited Service
154 Affiliates of International Trust Entities”; creating
155 s. 663.530, F.S.; defining terms; creating s. 663.531,
156 F.S.; specifying permissible and impermissible
157 activities of a limited service affiliate; requiring
158 specified notices to be posted on an international
159 trust entity’s or limited service affiliate’s website;
160 authorizing enforcement actions by the office;
161 providing construction; creating s. 663.532, F.S.;
162 specifying registration notice requirements and a fee
163 for limited service affiliates; providing requirements
164 and procedures for additional information requested by
165 the office; providing summary suspension requirements
166 and procedures; specifying grounds for denying a
167 registration; providing that violations, fines, or
168 penalties of certain entities do not necessarily
169 disqualify registrants from registration; authorizing
170 the office to consider certain factors in evaluating
171 registrations; providing that registrations are not
172 transferable or assignable; providing for deposit of
173 fees into a specified trust fund; requiring the
174 commission to adopt rules; requiring certain persons
175 or entities to be registered as limited service
176 affiliates by a specified date; creating s. 663.533,
177 F.S.; providing applicability of the financial
178 institutions codes as to limited service affiliates;
179 providing construction; creating s. 663.534, F.S.;
180 requiring a registrant to report changes of certain
181 information to the office within a specified
182 timeframe; creating s. 663.535, F.S.; requiring a
183 specified notice to customers in marketing documents,
184 advertisements, and displays at the limited service
185 affiliate’s location or at certain events; creating s.
186 663.536, F.S.; specifying recordkeeping requirements
187 relating to certain events that a registered limited
188 service affiliate participates in; creating s.
189 663.537, F.S.; authorizing the office to conduct
190 examinations or investigations of limited service
191 affiliates for certain purposes; specifying a minimum
192 interval of examinations to assess compliance;
193 authorizing the office to examine a person or entity
194 submitting a notice of registration for certain
195 purposes; requiring limited service affiliates to pay
196 specified costs of examination within a specified
197 time; defining the terms “costs” and “actual cost”;
198 providing penalties; specifying the trust fund where
199 examination fees must be deposited; requiring the
200 commission to adopt rules; creating s. 663.538, F.S.;
201 providing requirements and procedures relating to the
202 suspension, revocation, or voluntary surrender of a
203 limited service affiliate’s registration; providing a
204 penalty; authorizing the office to conduct
205 examinations under certain circumstances; prohibiting
206 the office from denying a request to terminate
207 operations except under certain circumstances;
208 providing construction; creating s. 663.539, F.S.;
209 requiring a limited service affiliate to renew its
210 registration biennially; specifying the renewal fee
211 and the trust fund where such fee must be deposited;
212 specifying requirements for the renewal registration;
213 creating s. 663.5395, F.S.; providing that limited
214 service affiliates are not required to produce certain
215 books and records under certain circumstances;
216 providing applicability; reenacting s. 663.16(4),
217 F.S., relating to definitions, to incorporate the
218 amendment made to s. 663.01, F.S., in a reference
219 thereto; providing an effective date.
220
221 Be It Enacted by the Legislature of the State of Florida:
222
223 Section 1. Paragraph (i) of subsection (1) of section
224 655.005, Florida Statutes, is amended to read:
225 655.005 Definitions.—
226 (1) As used in the financial institutions codes, unless the
227 context otherwise requires, the term:
228 (i) “Financial institution” means a state or federal
229 savings or thrift association, bank, savings bank, trust
230 company, international bank agency, international banking
231 corporation, international branch, international representative
232 office, international administrative office, international trust
233 entity, international trust company representative office,
234 limited service affiliate, credit union, or an agreement
235 corporation operating pursuant to s. 25 of the Federal Reserve
236 Act, 12 U.S.C. ss. 601 et seq. or Edge Act corporation organized
237 pursuant to s. 25(a) of the Federal Reserve Act, 12 U.S.C. ss.
238 611 et seq.
239 Section 2. Subsection (1) and paragraph (b) of subsection
240 (2) of section 655.059, Florida Statutes, are amended to read:
241 655.059 Access to books and records; confidentiality;
242 penalty for disclosure.—
243 (1) The books and records of a financial institution are
244 confidential and shall be made available for inspection and
245 examination only:
246 (a) To the office or its duly authorized representative;
247 (b) To any person duly authorized to act for the financial
248 institution;
249 (c) To any federal or state instrumentality or agency
250 authorized to inspect or examine the books and records of an
251 insured financial institution;
252 (d) With respect to an international banking corporation or
253 international trust entity, to the home-country supervisor of
254 the international banking corporation or international trust
255 entity, provided:
256 1. The home-country supervisor provides advance notice to
257 the office that the home-country supervisor intends to examine
258 the Florida office of the international banking corporation or
259 international trust entity. Such examination may be conducted
260 onsite or offsite and may include ongoing reporting by the
261 Florida office of the international banking corporation or
262 international trust entity to the home-country supervisor.
263 2. The home-country supervisor confirms to the office that
264 the purpose of the examination is to ensure the safety and
265 soundness of the international banking corporation or
266 international trust entity.
267 3. The books and records pertaining to customer deposit,
268 investment, and custodial, and trust accounts are not disclosed
269 to the home-country supervisor.
270 4. At any time during the conduct of the examination, the
271 office reserves the right to have an examiner present, or to
272 participate jointly in the examination, or to receive copies of
273 all information provided to the home-country supervisor.
274
275 As used in For purposes of this paragraph, the term “home
276 country supervisor” means the governmental entity in the
277 international banking corporation’s or international trust
278 entity’s home country with responsibility for the supervision
279 and regulation of the safety and soundness of the international
280 banking corporation or international trust entity;
281 (e) As compelled by a court of competent jurisdiction,
282 pursuant to a subpoena issued pursuant to the Florida Rules of
283 Civil Procedure, the Florida Rules of Criminal Procedure, or the
284 Federal Rules of Civil Procedure, or pursuant to a subpoena
285 issued in accordance with state or federal law. Before Prior to
286 the production of the books and records of a financial
287 institution, the party seeking production must reimburse the
288 financial institution for the reasonable costs and fees incurred
289 in compliance with the production. If the parties disagree
290 regarding the amount of reimbursement, the party seeking the
291 records may request the court or agency having jurisdiction to
292 set the amount of reimbursement;
293 (f) As compelled by legislative subpoena as provided by
294 law, in which case the provisions of s. 655.057 apply;
295 (g) Pursuant to a subpoena, to any federal or state law
296 enforcement or prosecutorial instrumentality authorized to
297 investigate suspected criminal activity;
298 (h) As authorized by the board of directors of the
299 financial institution; or
300 (i) As provided in subsection (2).
301 (2)
302 (b) The books and records pertaining to trust accounts and
303 the deposit accounts and loans of depositors, borrowers,
304 members, and stockholders of any financial institution shall be
305 kept confidential by the financial institution and its
306 directors, officers, and employees and may shall not be released
307 except upon express authorization of the account holder as to
308 her or his own accounts, loans, or voting rights. However,
309 information relating to any loan made by a financial institution
310 may be released without the borrower’s authorization in a manner
311 prescribed by the board of directors for the purpose of meeting
312 the needs of commerce and for fair and accurate credit
313 information. Information may also be released, without the
314 authorization of a member or depositor but in a manner
315 prescribed by the board of directors, to verify or corroborate
316 the existence or amount of a customer’s or member’s account when
317 such information is reasonably provided to meet the needs of
318 commerce and to ensure accurate credit information. In addition,
319 a financial institution, affiliate, and its subsidiaries, and
320 any holding company of the financial institution or subsidiary
321 of such holding company, may furnish to one another information
322 relating to their customers or members, subject to the
323 requirement that each corporation receiving information that is
324 confidential maintain the confidentiality of such information
325 and not provide or disclose such information to any unaffiliated
326 person or entity. Notwithstanding this paragraph, nothing in
327 this subsection does not prohibit: shall prohibit
328 1. A financial institution from disclosing financial
329 information as referenced in this subsection as authorized
330 permitted by Pub. L. No. 106-102 (1999), as set forth in 15
331 U.S.C.A. s. 6802, as amended.
332 2. The Florida office of the international banking
333 corporation or international trust entity from sharing books and
334 records under this subsection with the home-country supervisor
335 in accordance with subsection (1).
336 Section 3. Section 663.001, Florida Statutes, is created in
337 part I of chapter 663, Florida Statutes, to read:
338 663.001 Purpose.—The purpose of this part is to establish a
339 legal and regulatory framework for the conduct by international
340 banking corporations of financial services business in this
341 state. This part is intended to:
342 (1) Support the Florida operations of international banking
343 corporations and promote the growth of international financial
344 services to benefit the economy and consumers in this state.
345 (2) Provide for appropriate supervision and regulatory
346 oversight to ensure that financial services activities of
347 international banking corporations in this state are conducted
348 responsibly and in a safe and sound manner.
349 Section 4. Subsections (6) and (9) and paragraph (b) of
350 subsection (11) of section 663.01, Florida Statutes, are amended
351 to read:
352 663.01 Definitions.—As used in this part, the term:
353 (6) “International banking corporation” means a banking
354 corporation organized and licensed under the laws of a foreign
355 country. The term “international banking corporation” includes,
356 without limitation, a foreign commercial bank, foreign merchant
357 bank, or other foreign institution that engages in banking
358 activities usual in connection with the business of banking in
359 the country where such foreign institution is organized or
360 operating, including a corporation: the sole shareholders of
361 which are one or more international banking corporations or
362 holding companies which own or control one or more international
363 banking corporations which are authorized to carry on a banking
364 business, or a central bank or government agency of a foreign
365 country and any affiliate or division thereof; which has the
366 power to receive deposits from the general public in the country
367 where it is chartered and organized; and which is under the
368 supervision of the central bank or other bank regulatory
369 authority of such country. The term also includes foreign trust
370 companies, or any similar business entities, including, but not
371 limited to, foreign banks with fiduciary powers which, that
372 conduct trust business as defined in the financial institutions
373 codes.
374 (9) “International trust company representative office”
375 means an office of an international banking corporation or trust
376 company organized and licensed under the laws of a foreign
377 country which office is established or maintained in this state
378 for the purpose of engaging in nonfiduciary activities described
379 in s. 663.0625, or any affiliate, subsidiary, or other person
380 that engages in such activities on behalf of such international
381 banking corporation or trust company from an office located in
382 this state.
383 (10)(11) “Nonresident” means:
384 (b) A person, other than an individual, whose principal
385 place of business or domicile is outside the United States and
386 includes a person who conducts a majority of its business
387 activities in a foreign country and any foreign government and
388 its subdivision, agencies, and instrumentalities. Any person who
389 conducts business in the United States is considered to have its
390 principal place of business outside the United States if any one
391 of the following requirements is satisfied for its most recent
392 fiscal year:
393 1. Its assets located outside the United States exceed its
394 assets located within the United States;
395 2. Its gross revenues generated outside the United States
396 exceed its gross revenues generated within the United States; or
397 3. Its payroll expenses incurred outside the United States
398 exceed its payroll expenses incurred within the United States.
399 Section 5. Section 663.02, Florida Statutes, is amended to
400 read:
401 663.02 Applicability of the financial institutions codes
402 state banking laws.—
403 (1) International banking corporations having offices in
404 this state are subject to all the provisions of the financial
405 institutions codes and chapter 655 as though such corporations
406 were state banks or trust companies, except where it may appear,
407 from the context or otherwise, that such provisions are clearly
408 applicable only to banks or trust companies organized under the
409 laws of this state or the United States. Without limiting the
410 foregoing general provisions, it is the intent of the
411 Legislature that the following provisions are applicable to such
412 banks or trust companies: s. 655.031, relating to administrative
413 enforcement guidelines; s. 655.032, relating to investigations,
414 subpoenas, hearings, and witnesses; s. 655.0321, relating to
415 hearings, proceedings, and related documents and restricted
416 access thereto; s. 655.033, relating to cease and desist orders;
417 s. 655.037, relating to removal by the office of an officer,
418 director, committee member, employee, or other person; s.
419 655.041, relating to administrative fines and enforcement; s.
420 655.50, relating to the control of money laundering and
421 terrorist financing; and any law for which the penalty is
422 increased under s. 775.31 for facilitating or furthering
423 terrorism. International banking corporations do not have the
424 powers conferred on domestic banks by s. 658.60, relating to
425 deposits of public funds. Chapter 687, relating to interest and
426 usury, applies to all bank loans.
427 (2) Neither an international bank agency nor an
428 international branch shall have any greater right under, or by
429 virtue of, this section than is granted to banks organized under
430 the laws of this state. Legal and financial terms used herein
431 shall be deemed to refer to equivalent terms used by the country
432 in which the international banking corporation is organized.
433 This chapter and the financial institutions codes may not be
434 construed to authorize any international banking corporation or
435 trust company to conduct trust business, as defined in s.
436 658.12, from an office in this state except for those activities
437 specifically authorized by s. 663.061(5) ss. 663.061(5) and
438 663.0625.
439 Section 6. Subsection (1) of section 663.021, Florida
440 Statutes, is amended to read:
441 663.021 Civil action subpoena enforcement.—
442 (1) Notwithstanding s. 655.059, an international
443 representative office, international bank agency, international
444 branch, international trust company representative office, or
445 international administrative office established under this
446 chapter is not required to produce a book or record pertaining
447 to a deposit account, investment account, or loan of a customer
448 of the international banking corporation’s offices that are
449 located outside the United States or its territories in response
450 to a subpoena if the book or record is maintained outside the
451 United States or its territories and is not in the possession,
452 custody, or control of the international banking corporation’s
453 office, agency, or branch established in this state.
454 Section 7. Section 663.04, Florida Statutes, is amended to
455 read:
456 663.04 Requirements for carrying on financial institution
457 business.—An international banking corporation or trust company,
458 or any affiliate, subsidiary, or other person or business entity
459 acting as an agent for, on behalf of, or for the benefit of such
460 international banking corporation or trust company who engages
461 in such activities from an office located in this state, may not
462 transact a banking or trust business, or maintain in this state
463 any office for carrying on such business, or any part thereof,
464 unless such corporation, trust company, affiliate, subsidiary,
465 person, or business entity:
466 (1) Has been authorized by its charter to carry on a
467 banking or trust business and has complied with the laws of the
468 jurisdiction in which it is chartered.
469 (2) Has furnished to the office such proof as to the nature
470 and character of its business and as to its financial condition
471 as the commission or office requires.
472 (3) Has filed with the office a certified copy of that
473 information required to be supplied to the Department of State
474 by those provisions of part I of chapter 607 which are
475 applicable to foreign corporations.
476 (4) Has received a license duly issued to it by the office.
477 (5) Has sufficient capital in accordance with the
478 requirements of capital accounts no less than the minimums
479 required per s. 663.055 and the rules adopted thereunder and is
480 not imminently insolvent or insolvent, as those terms are
481 defined in per s. 655.005(1).
482 (6)(a) Is not in bankruptcy, conservatorship, receivership,
483 liquidation, or similar status under the laws of any country.
484 (b) Is not operating under the direct control of the
485 government, regulatory, or supervisory authority of the
486 jurisdiction of its incorporation through government
487 intervention or any other extraordinary actions.
488 (c) Has not been in such status or control at any time
489 within the 3 7 years preceding the date of application for a
490 license.
491
492 Notwithstanding subsection (6), the office may, in its
493 discretion, permit an international branch, international bank
494 agency, international administrative office, or international
495 representative office to remain open and in operation under such
496 conditions as the office deems appropriate if the office
497 determines that it is in the public’s interest and that it
498 furthers international supervisory cooperation to allow the
499 international branch, international bank agency, international
500 administrative office, or international representative office to
501 remain open and in operation.
502 Section 8. Present subsections (4) through (8) of section
503 663.05, Florida Statutes, are redesignated as subsections (5)
504 through (9), respectively, a new subsection (4) is added to that
505 section, and present subsections (4), (5), and (6), paragraph
506 (c) of present subsection (7), and present subsection (8) are
507 amended, to read:
508 663.05 Application for license; approval or disapproval.—
509 (4) Notwithstanding subsection (1), an international
510 banking corporation that has operated an international branch,
511 international bank agency, international administrative office,
512 or international representative office in this state for a
513 minimum of 3 years in a safe and sound manner, as defined by
514 commission rule, and that is otherwise eligible to establish an
515 additional office may establish one or more additional
516 international branches, international bank agencies,
517 international administrative offices, or international
518 representative offices by providing an abbreviated application
519 and paying the appropriate license fee pursuant to s. 663.12.
520 This subsection does not permit an international banking
521 corporation to file an abbreviated application for any license
522 type whose permissible activities are broader than those in
523 which the international banking corporation is currently
524 authorized to engage.
525 (5)(4) An application filed pursuant to this section must
526 shall be made on a form prescribed by the commission office and
527 must shall contain such information as the commission or office
528 requires.
529 (6)(5) The office may, in its discretion, approve or
530 disapprove the application, but it may shall not approve the
531 application unless, in its opinion, the applicant meets each and
532 every requirement of this part and any other applicable
533 provision of the financial institutions codes. The office shall
534 approve the application only if it has determined that the
535 directors, executive officers, and principal shareholders of the
536 international banking corporation are qualified by reason of
537 their financial ability, reputation, and integrity and have
538 sufficient banking and other business experience to indicate
539 that they will manage and direct the affairs of the
540 international banking corporation in a safe, sound, and lawful
541 manner. In the processing of an application filed pursuant to
542 this section applications, the time limitations under the
543 Administrative Procedure Act do shall not apply as to approval
544 or disapproval of the application. For applications filed on or
545 after January 1, 2018, the time limitations for approval or
546 disapproval of an application must be prescribed by rule of the
547 commission.
548 (7)(6) The office may not issue a license to an
549 international banking corporation unless:
550 (a) It is chartered in a jurisdiction in which any
551 financial institution licensed or chartered by any state or any
552 federal bank regulatory agency in the United States bank or
553 trust company having its principal place of business in this
554 state may establish similar facilities or exercise similar
555 powers; or
556 (b) Federal law permits the appropriate federal regulatory
557 authority to issue a comparable license to the international
558 banking corporation.
559 (8)(7) The office may not issue a license to an
560 international banking corporation for the purpose of operating:
561 (c) A trust representative office in this state unless the
562 corporation:
563 1. Holds an unrestricted license to conduct trust business
564 in the foreign country under the laws of which it is organized
565 and chartered.
566 2. Has been authorized by the foreign country’s trust
567 business regulatory authority to establish the proposed
568 international trust representative office.
569 3. Is adequately supervised by the central bank or trust
570 regulatory agency in the foreign country in which it is
571 organized and chartered.
572 4. Meets all requirements under the financial institutions
573 codes for the operation of a trust company or trust department
574 as if it were a state chartered trust company or bank authorized
575 to exercise fiduciary powers.
576 (9)(8) The commission shall establish, by rule, the general
577 principles which shall determine the adequacy of supervision of
578 an international banking corporation’s foreign establishments.
579 These principles shall be based upon the need for cooperative
580 supervisory efforts and consistent regulatory guidelines and
581 shall address, at a minimum, the capital adequacy, asset
582 quality, management, earnings, liquidity, internal controls,
583 audits, and foreign exchange operations and positions of the
584 international banking corporation. This subsection does shall
585 not require examination by the home-country regulatory
586 authorities of any office of an international banking
587 corporation in this state. The commission may also establish, by
588 rule, other standards for approval of an application for a
589 license as considered necessary to ensure the safe and sound
590 operations of the international banking corporation bank or
591 trust representative office in this state.
592 Section 9. Section 663.055, Florida Statutes, is amended to
593 read:
594 663.055 Capital requirements.—
595 (1) To qualify for a license under the provisions of this
596 part, the proposed capitalization of the international banking
597 corporation must be in such amount as the office determines is
598 necessary, taking into consideration the risk profile of the
599 international banking corporation and the ability of the
600 international banking corporation to operate a licensed office
601 in a safe and sound manner. In making this determination, the
602 office must consider the financial resources of the
603 international banking corporation, including an international
604 banking corporation must have net capital accounts, calculated
605 according to United States generally accepted accounting
606 principles and practices, of at least:
607 (a) The international banking corporation’s current and
608 projected capital position, profitability, level of
609 indebtedness, and business and strategic plans Forty million
610 dollars for the establishment of an international bank agency,
611 an international branch, or an international administrative
612 office; or
613 (b) The financial condition of any of the international
614 banking corporation’s existing offices located in the United
615 States; Twenty million dollars for the establishment of an
616 international representative office or international trust
617 representative office.
618 (c) The minimum capital requirements of the international
619 banking corporation’s home-country jurisdiction; and
620 (d) The capital ratio standards used in the United States
621 and in the international banking corporation’s home-country
622 jurisdiction.
623 (2) The proposed capitalization of the international
624 banking corporation must be in such amount as the office deems
625 adequate, but in no case may the total capital accounts of the
626 international banking corporation be less than the minimum
627 required under s. 658.21(2) to establish a state bank
628 Notwithstanding the provisions of paragraph (1)(a), the office
629 may approve an application for a license to establish an
630 international bank agency, an international branch, or an
631 international administrative office if:
632 (a) The international banking corporation is licensed to
633 receive deposits from the general public in the country where it
634 is organized and licensed and to engage in such other activities
635 as are usual in connection with the business of banking in such
636 country;
637 (b) The office receives a certificate that is issued by the
638 banking or supervisory authority of the country in which the
639 international banking corporation is organized and licensed and
640 states that the international banking corporation is duly
641 organized and licensed and lawfully existing in good standing,
642 and is empowered to conduct a banking business; and
643 (c) The international banking corporation has been in the
644 business of banking for at least 10 years and is ranked by the
645 banking or supervisory authority of the country in which it is
646 organized and licensed as one of the five largest banks in that
647 country in terms of domestic deposits, as of the date of its
648 most recent statement of financial condition. However, in no
649 event shall the office approve an application under this
650 subsection for any international banking corporation with
651 capital accounts of less than $20 million.
652 (3) The office may specify such other conditions as it
653 determines are appropriate, considering the public interest and,
654 the need to maintain a safe, sound, and competitive banking
655 system in this state, and the preservation of an environment
656 conducive to the conduct of an international banking business in
657 this state. In translating the capital accounts of an
658 international banking corporation, the office may consider
659 monetary corrections accounts that reflect results consistent
660 with the requirements of generally accepted accounting
661 principles in the United States.
662 (4) For the purpose of this part, the capital accounts of
663 and capital ratio standards for an international banking
664 corporation must shall be determined in accordance with rules
665 adopted by the commission. In adopting such rules, the
666 commission shall consider similar rules adopted by bank
667 regulatory agencies in the United States and the need to provide
668 reasonably consistent regulatory requirements for international
669 banking corporations which will maintain the safe and sound
670 condition of international banking corporations doing business
671 in this state, as well as capital adequacy standards of an
672 international banking corporation’s home-country jurisdiction.
673 Section 10. Subsections (1) and (3) of section 663.06,
674 Florida Statutes, are amended to read:
675 663.06 Licenses; permissible activities.—
676 (1)(a) An international banking corporation licensed to
677 operate an office in this state may engage in the business
678 authorized by this part at the office specified in such license
679 for an indefinite period.
680 (b) An international banking corporation may operate more
681 than one licensed office, each at a different place of business,
682 provided that each office is shall be separately licensed.
683 (c) A No license is not transferable or assignable.
684 However, the location of a licensed office may be changed after
685 notification of the office.
686 (d) Every such license must shall be, at all times,
687 conspicuously displayed in the place of business specified
688 therein.
689 (3) The license for any international banking corporation
690 office in this state may be suspended or revoked by the office,
691 with or without examination, upon its determination that the
692 international banking corporation or the licensed office does
693 not meet all requirements for original licensing. Additionally,
694 the office shall revoke the license of any licensed office that
695 the office determines has been inactive for 6 months or longer.
696 The commission may by rule prescribe additional conditions or
697 standards under which the license of an international bank
698 agency, international branch, international representative
699 office, international trust company representative office, or
700 international administrative office may be suspended or revoked.
701 Section 11. Section 663.0601, Florida Statutes, is created
702 to read:
703 663.0601 After-the-fact licensure process in the event of
704 the acquisition, merger, or consolidation of international
705 banking corporations.—If an international banking corporation
706 proposes to acquire, merge, or consolidate with an international
707 banking corporation that presently operates an international
708 branch, international bank agency, international administrative
709 office, or international representative office licensed in this
710 state, the office may authorize the currently licensed
711 international branch, international bank agency, international
712 administrative office, or international representative office to
713 remain open and in operation after consummation of the proposed
714 acquisition, merger, or consolidation, if the acquiring
715 international banking corporation files an after-the-fact
716 application and all of the following conditions are met:
717 (1) The international banking corporation or corporations
718 resulting from the acquisition, merger, or consolidation will
719 not directly or indirectly own or control more than 5 percent of
720 any class of the voting securities of, or control, a United
721 States bank.
722 (2) Before consummation of the acquisition, merger, or
723 consolidation, the international banking corporation currently
724 licensed to operate an international branch, international bank
725 agency, international administrative office, or international
726 representative office in this state must provide the office at
727 least 30 days’ advance written notice, as prescribed by rules
728 adopted by the commission, of the proposed acquisition, merger,
729 or consolidation.
730 (3) Before consummation of the acquisition, merger, or
731 consolidation, each international banking corporation commits in
732 writing that it will either:
733 (a) Comply with the conditions in subsections (1) and (2)
734 and file an after-the-fact application for a license under s.
735 663.05(1) within 60 days after consummation of the proposed
736 acquisition, merger, or consolidation; and refrain from engaging
737 in new lines of business and from otherwise expanding the
738 activities of such establishment in this state until the
739 disposition of the after-the-fact license application, in
740 accordance with chapter 120; or
741 (b) Promptly wind down and close any international branch,
742 international bank agency, international administrative office,
743 or international representative office in this state if the
744 international banking corporations that are party to the
745 acquisition, merger, or consolidation elect not to file an
746 application for a license in accordance with paragraph (a); and,
747 before such wind-down and closure, refrain from engaging in new
748 lines of business or otherwise expanding the activities of such
749 establishment in this state.
750 Section 12. Subsection (1) of section 663.061, Florida
751 Statutes, is amended to read:
752 663.061 International bank agencies; permissible
753 activities.—
754 (1) An international bank agency licensed under this part
755 may make any loan, extension of credit, or investment which it
756 could make if incorporated and operating as a bank organized
757 under the laws of this state. An international bank agency may
758 act as custodian and may furnish investment management, and
759 investment advisory services authorized under rules adopted by
760 the commission, to nonresident entities or persons whose
761 principal places of business or domicile are outside the United
762 States and to resident entities or persons with respect to
763 international, or foreign, or domestic investments. An
764 international banking corporation that which has an
765 international bank agency licensed under the terms of this part
766 is shall be exempt from the registration requirements of s.
767 517.12. An international bank agency licensed by the office may
768 engage in any activity permissible for an international
769 administrative office or international representative office.
770 Section 13. Section 663.062, Florida Statutes, is amended
771 to read:
772 663.062 International representative offices; permissible
773 activities.—An international representative office may promote
774 or assist the deposit-taking, lending, or other financial or
775 banking activities of an international banking corporation. An
776 international representative office may serve as a liaison in
777 Florida between an international banking corporation and its
778 existing and potential customers. Representatives and employees
779 based at such office may solicit business for the international
780 banking corporation and its subsidiaries and affiliates, provide
781 information to customers concerning their accounts, answer
782 questions, receive applications for extensions of credit and
783 other banking services, transmit documents on behalf of
784 customers, and make arrangements for customers to transact
785 business on their accounts, but a representative office may not
786 conduct any banking or trust business in this state. An
787 international representative office of an international banking
788 corporation that has fiduciary powers may engage in the
789 international trust representative office activities enumerated
790 in s. 663.409.
791 Section 14. Subsection (2) of section 663.063, Florida
792 Statutes, is amended to read:
793 663.063 International administrative offices.—
794 (2) An office established pursuant to the provisions of
795 this section may not engage only in any activity except those
796 activities set forth in subsection (1) and the activities
797 permissible for an international representative office pursuant
798 to s. 663.062.
799 Section 15. Section 663.064, Florida Statutes, is amended
800 to read:
801 663.064 International branches; permissible activities;
802 requirements.—
803 (1) An international banking corporation that meets the
804 requirements of ss. 658.26, 663.04, and 663.05 may, with the
805 approval of the office, establish one or more branches in this
806 state. An international branch shall have the same rights and
807 privileges as a federally licensed international branch. The
808 operations of an international branch shall be conducted
809 pursuant to requirements determined by the office as necessary
810 to ensure compliance with the provisions of the financial
811 institutions codes, including requirements for the maintenance
812 of accounts and records separate from those of the international
813 banking corporation of which it is a branch.
814 (2) An international branch has the same rights and
815 privileges as a federally licensed international branch. The
816 permissible deposits of an international branch must be
817 determined in accordance with rules adopted by the commission.
818 In adopting such rules, the commission shall consider the
819 similar deposit-taking authority of a federally licensed
820 international branch and the need to provide reasonably
821 consistent regulatory requirements for international banking
822 corporations doing business in this state.
823 (3) An international branch licensed by the office may
824 engage in any activity permissible for an international bank
825 agency, international administrative office, or international
826 representative office.
827 Section 16. Subsection (3) of section 663.09, Florida
828 Statutes, is amended, and subsection (5) is added to that
829 section, to read:
830 663.09 Reports; records.—
831 (3) Each international banking corporation that which
832 operates an office licensed under this part shall cause to be
833 kept, at a location accepted by the office:
834 (a) Correct and complete books and records of account of
835 the business operations transacted by such office. All policies
836 and procedures relating specifically to governing the operations
837 of such office, as well as any existing general ledger or
838 subsidiary accounts, must shall be maintained in the English
839 language. Any policies and procedures of the international
840 banking corporation which are not specific to the operations of
841 such office may be maintained in a language other than English
842 The office may require that any other document not written in
843 the English language which the office deems necessary for the
844 purposes of its regulatory and supervisory functions be
845 translated into English at the expense of the international
846 banking corporation.
847 (b) Current copies of the charter and bylaws of the
848 international banking corporation, relative to the operations of
849 the office, and minutes of the proceedings of its directors,
850 officers, or committees relative to the business of the office.
851 Such records may be maintained in a language other than English
852 and must shall be kept pursuant to s. 655.91 and shall be made
853 available to the office, upon request, at any time during
854 regular business hours of the office. Any failure to keep such
855 records as aforesaid or any refusal to produce such records upon
856 request by the office is shall be grounds for suspension or
857 revocation of any license issued under this part.
858 (5) The office may require at any time that any document
859 not written in the English language which the office deems
860 necessary for the purposes of its regulatory and supervisory
861 functions be translated into English at the expense of the
862 international banking corporation.
863 Section 17. Section 663.11, Florida Statutes, is amended to
864 read:
865 663.11 Termination of international banking corporation’s
866 charter or authority.—
867 (1)(a) An international banking corporation that is
868 licensed to maintain an office in this state may not continue to
869 conduct its licensed business in this state if the international
870 banking corporation:
871 1. Is dissolved, or its authority or existence is otherwise
872 terminated or canceled in the jurisdiction of its
873 incorporation;,
874 2. Is in bankruptcy, conservatorship, receivership,
875 liquidation, or similar status under the laws of any country;,
876 or
877 3. Is operating under the direct control of the government
878 or the regulatory or supervisory authority of the jurisdiction
879 of its incorporation through government intervention or any
880 other extraordinary actions.
881 (b) Notwithstanding subparagraphs (a)2. and 3., the office
882 may, in its discretion, permit an international branch,
883 international bank agency, international administrative office,
884 or international representative office to remain open and in
885 operation under such conditions as the office deems appropriate,
886 if the office determines that it is in the public’s interest and
887 that it furthers international supervisory cooperation to allow
888 the international branch, international bank agency,
889 international administrative office, or international
890 representative office to remain open and in operation.
891 (2) A certificate of the official who is responsible for
892 records of banking corporations of the jurisdiction of
893 incorporation of such international banking corporation,
894 attesting to the occurrence of any such event, or a certified
895 copy of an order or decree of a court of such jurisdiction,
896 directing the dissolution of such international banking
897 corporation, the termination of its existence, or the
898 cancellation of its authority, or declaring its status in
899 bankruptcy, conservatorship, receivership, liquidation, or
900 similar proceedings, or other reliable documentation that the
901 international banking corporation is operating under the direct
902 control of its government or a regulatory or supervisory
903 authority, shall be delivered by The international banking
904 corporation or its surviving officers and directors shall
905 deliver to the office:.
906 (a) A certificate of the official who is responsible for
907 records of banking corporations of the jurisdiction of
908 incorporation of such international banking corporation,
909 attesting to the occurrence of any event described in paragraph
910 (1)(a);
911 (b) A certified copy of an order or decree of a court of
912 such jurisdiction, directing the dissolution of such
913 international banking corporation, the termination of its
914 existence, or the cancellation of its authority or declaring its
915 status in bankruptcy, conservatorship, receivership,
916 liquidation, or similar proceedings; or
917 (c) Other reliable documentation evidencing that the
918 international banking corporation is operating under the direct
919 control of its government or a regulatory or supervisory
920 authority.
921 (3) The filing of the certificate, order, documentation, or
922 decree has shall have the same effect as the revocation of the
923 license of such international banking corporation as provided in
924 s. 663.06, unless the office has permitted the international
925 branch, international bank agency, international administrative
926 office, or international representative office to remain open
927 and in operation pursuant to paragraph (1)(b).
928 Section 18. Subsection (1) of section 663.12, Florida
929 Statutes, is amended to read:
930 663.12 Fees; assessments; fines.—
931 (1) Each application for a license under the provisions of
932 this part must shall be accompanied by a nonrefundable filing
933 fee payable to the office in the following amount:
934 (a) Ten thousand dollars for establishing a state-chartered
935 investment company.
936 (b) Ten thousand dollars for establishing an international
937 bank agency or branch.
938 (c) Five thousand dollars for establishing an international
939 administrative office.
940 (d) Five thousand dollars for establishing an international
941 representative office.
942 (e) Five thousand dollars for establishing an international
943 trust company representative office.
944 (e)(f) An amount equal to the initial filing fee for an
945 application to convert from one type of license to another. The
946 commission may increase the filing fee for any type of license
947 to an amount established by rule and calculated in a manner so
948 as to cover the direct and indirect cost of processing such
949 applications.
950 Section 19. Subsection (11) of section 663.17, Florida
951 Statutes, is amended to read:
952 663.17 Liquidation; possession of business and property;
953 inventory of assets; wages; depositing collected assets;
954 appointing agents; appointment of judges.—
955 (11) The compensation of agents and any other employees
956 appointed by the office to assist in the liquidation of an
957 international banking corporation, or any of the corporation’s
958 licensed offices located in this state, the distribution of its
959 assets, or the expenses of supervision, must shall be paid out
960 of the assets of the corporation in the possession hands of the
961 office. Expenses of liquidation and approved claims for fees and
962 assessments due the office must shall be given first priority
963 among unsecured creditors.
964 Section 20. The Division of Law Revision and Information is
965 directed to create part III of chapter 663, Florida Statutes,
966 consisting of ss. 663.4001-663.416, Florida Statutes, to be
967 entitled “International Trust Company Representative Offices.”
968 Section 21. Section 663.4001, Florida Statutes, is created
969 to read:
970 663.4001 Purpose.—The purpose of this part is to establish
971 a legal and regulatory framework for the conduct by
972 international trust entities of financial services business in
973 this state. This part is intended to:
974 (1) Support the Florida operations of international trust
975 entities and promote the growth of international financial
976 services to benefit the economy and consumers in this state.
977 (2) Provide for appropriate supervision and regulatory
978 oversight to ensure that financial services activities of
979 international trust entities in this state are conducted
980 responsibly and in a safe and sound manner.
981 Section 22. Section 663.401, Florida Statutes, is created
982 to read:
983 663.401 Definitions.—
984 (1) “Affiliate” means a person or business or a group of
985 persons or businesses acting in concert which controls, is
986 controlled by, or is under common control of an international
987 trust entity.
988 (2) “International trust company representative office”
989 means an office of an international trust entity which is
990 established or maintained in this state for the purpose of
991 engaging in nonfiduciary activities described in s. 663.409, or
992 any affiliate, subsidiary, or other person that engages in such
993 activities on behalf of such international trust entity from an
994 office located in this state.
995 (3) “International trust entity” means an international
996 trust company or organization, or any similar business entity;
997 or an affiliated or subsidiary entity that is licensed,
998 chartered, or similarly permitted to conduct trust business in a
999 foreign country or countries under the laws where such entity is
1000 organized and supervised.
1001 Section 23. Section 663.402, Florida Statutes, is created
1002 to read:
1003 663.402 Applicability of the financial institutions codes.—
1004 (1) An international trust entity that operates an office
1005 licensed under this part is subject to all the financial
1006 institutions codes as though such international trust entity
1007 were a state trust company, except when it appears, from the
1008 context or otherwise, that such provisions are clearly
1009 applicable only to trust companies organized under the laws of
1010 this state or the United States. Without limiting the foregoing
1011 general provisions, it is the intent of the Legislature that the
1012 following provisions are applicable to such international trust
1013 entities having offices in this state: s. 655.031, relating to
1014 administrative enforcement guidelines; s. 655.032, relating to
1015 investigations, subpoenas, hearings, and witnesses; s. 655.0321,
1016 relating to restricted access hearings, proceedings, and related
1017 documents; s. 655.033, relating to cease and desist orders; s.
1018 655.037, relating to removal of a financial institution-related
1019 party by the office; s. 655.041, relating to administrative
1020 fines and enforcement; s. 655.50, the Florida Control of Money
1021 Laundering and Terrorist Financing in Financial Institutions
1022 Act; and any law for which the penalty is increased under s.
1023 775.31 for facilitating or furthering terrorism.
1024 (2) An international trust entity does not have any greater
1025 right under, or by virtue of, this section than is granted to
1026 trust companies organized under the laws of this state. Legal
1027 and financial terms used in this chapter are deemed to refer to
1028 equivalent terms used by the country in which the international
1029 trust entity is organized. This chapter and the financial
1030 institutions codes may not be construed to authorize any
1031 international trust entity to conduct trust business, as defined
1032 in s. 658.12, from an office in this state.
1033 Section 24. Section 663.403, Florida Statutes, is created
1034 to read:
1035 663.403 Applicability of the Florida Business Corporation
1036 Act.—Notwithstanding s. 607.01401(12), the provisions of part I
1037 of chapter 607 which are not in conflict with the financial
1038 institutions codes and which relate to foreign corporations
1039 apply to all international trust entities and their offices
1040 doing business in this state.
1041 Section 25. Section 663.404, Florida Statutes, is created
1042 to read:
1043 663.404 Requirements for conducting financial institution
1044 business.—An international trust entity, or any affiliated,
1045 subsidiary, or other person or business entity acting as an
1046 agent for, on behalf of, or for the benefit of such
1047 international trust entity, who engages in such activities from
1048 an office located in this state, may not transact a trust
1049 business, or maintain in this state any office for carrying on
1050 such business, or any part thereof, unless such international
1051 trust entity, affiliate, subsidiary, person, or business entity:
1052 (1) Has been authorized by charter, license, or similar
1053 authorization by operation of law to carry on trust business and
1054 has complied with the laws of each jurisdiction in which it is
1055 chartered, licensed, or otherwise authorized and created under
1056 operation of law.
1057 (2) Has furnished to the office such proof as to the nature
1058 and character of its business and as to its financial condition
1059 as the commission or office requires.
1060 (3) Has filed with the office a certified copy of that
1061 information required to be supplied to the Department of State
1062 by those provisions of part I of chapter 607 which are
1063 applicable to foreign corporations.
1064 (4) Has received a license duly issued to it by the office.
1065 (5) Has sufficient capital in accordance with the
1066 requirements of s. 663.407 and the rules adopted thereunder and
1067 is not imminently insolvent or insolvent, as those terms are
1068 defined under s. 655.005(1).
1069 (6)(a) Is not in bankruptcy, conservatorship, receivership,
1070 liquidation, or similar status under the laws of any country.
1071 (b) Is not operating under the direct control of the
1072 government or the regulatory or supervisory authority of the
1073 home jurisdiction in which it has been chartered, licensed, or
1074 otherwise authorized and created under operation of law, through
1075 government intervention or any other extraordinary actions.
1076 (c) Has not been in such status or control at any time
1077 within the 3 years preceding the date of application for a
1078 license.
1079
1080 Notwithstanding subsection (6), the office may, in its
1081 discretion, permit an international trust company representative
1082 office to remain open and in operation under such conditions as
1083 the office deems appropriate if the office determines that it is
1084 in the public’s interest and that it furthers international
1085 supervisory cooperation to allow the international trust company
1086 representative office to remain open and in operation.
1087 Section 26. Section 663.405, Florida Statutes, is created
1088 to read:
1089 663.405 Civil action subpoena enforcement.—
1090 (1) Notwithstanding s. 655.059, an international trust
1091 company representative office established under this chapter is
1092 not required to produce a book or record pertaining to a deposit
1093 account, investment account, trust account, or loan of a
1094 customer of the international trust entity’s offices that are
1095 located outside the United States or its territories in response
1096 to a subpoena, if the book or record is maintained outside the
1097 United States or its territories and is not in the possession,
1098 custody, or control of the international trust entity’s
1099 representative office established in this state.
1100 (2) This section applies only to a subpoena issued pursuant
1101 to the Florida Rules of Civil Procedure, the Federal Rules of
1102 Civil Procedure, or other similar law or rule of civil procedure
1103 in another state. This section does not apply to a subpoena
1104 issued by or on behalf of a federal, state, or local government
1105 law enforcement agency, administrative or regulatory agency,
1106 legislative body, or grand jury and does not limit the power of
1107 the office to access all books and records in the exercise of
1108 the office’s regulatory and supervisory powers under the
1109 financial institutions codes.
1110 Section 27. Section 663.406, Florida Statutes, is created
1111 to read:
1112 663.406 Application for license; approval or disapproval.—
1113 (1) An international trust entity, before being licensed by
1114 the office to maintain any office in this state, must subscribe
1115 and acknowledge, and submit to the office, an application that
1116 contains all of the following:
1117 (a) The name of the international trust entity.
1118 (b) The proposed location, by street and post office
1119 address and county, where its business is to be transacted in
1120 this state and the name of the person who will be in charge of
1121 the business and affairs of the office.
1122 (c) The location where its initial registered office will
1123 be located in this state.
1124 (d) The total amount of the capital accounts of the
1125 international trust entity.
1126 (e) A complete and detailed statement of its financial
1127 condition as of a date within 180 days before the date of such
1128 application, except that the office in its discretion may, when
1129 necessary or expedient, accept such statement of financial
1130 condition as of a date within 240 days before the date of such
1131 application. The office in its discretion may, when necessary or
1132 expedient, require an independent opinion audit or the
1133 equivalent satisfactory to the office.
1134 (f) A listing of any occasion within the 10 year period
1135 before the application on which either the international trust
1136 entity or any of its directors, executive officers, or principal
1137 shareholders have been arrested for, charged with, convicted of,
1138 or pled guilty or nolo contendere to, regardless of
1139 adjudication, any offense with respect to which the penalties
1140 include the possibility of imprisonment for 1 year or more, or
1141 to any offense involving money laundering, currency transaction
1142 reporting, facilitating or furthering terrorism, or fraud, or
1143 otherwise related to the operation of a financial institution.
1144 (2) The office shall disallow any illegally obtained
1145 currency, monetary instruments, funds, or other financial
1146 resources from the capitalization requirements of this section,
1147 and the existence of such illegally obtained resources is
1148 grounds for denial of the application for license.
1149 (3) An international trust entity that submits an
1150 application to the office shall concurrently submit a
1151 certificate issued by the supervisory authority of the country
1152 in which the international trust entity is chartered or
1153 organized which states that the international trust entity is
1154 duly organized and licensed, or otherwise authorized by
1155 operation of law to transact business as a trust entity, and
1156 lawfully existing in good standing.
1157 (4) An international trust entity that has operated an
1158 international trust company representative office in this state
1159 for at least 3 years in a safe and sound manner, as defined by
1160 commission rule, and that is otherwise eligible to establish an
1161 additional office may establish one or more international trust
1162 company representative offices by providing an abbreviated
1163 application, and paying the appropriate license fee pursuant to
1164 s. 663.413.
1165 (5) An application filed pursuant to this section must be
1166 made on a form prescribed by the commission and must contain
1167 such information as the commission or office requires.
1168 (6) The office may, in its discretion, approve or
1169 disapprove the application, but it may not approve the
1170 application unless, in its opinion, the applicant meets each and
1171 every requirement of this part and any other applicable
1172 provision of the financial institutions codes. The office may
1173 approve the application only if it has determined that the
1174 directors, executive officers, and principal shareholders of the
1175 international trust entity are qualified by reason of their
1176 financial ability, reputation, and integrity and have sufficient
1177 trust company and other business experience to indicate that
1178 they will manage and direct the affairs of the international
1179 trust entity in a safe, sound, and lawful manner. In the
1180 processing of any application filed pursuant to this section,
1181 the time limitations under the Administrative Procedure Act do
1182 not apply as to approval or disapproval of the application. For
1183 applications filed on or after January 1, 2018, the time
1184 limitations for approval or disapproval of an application must
1185 be prescribed by rule of the commission.
1186 (7) The office may not issue a license to an international
1187 trust entity unless it is chartered, licensed, or similarly
1188 authorized by operation of law in a jurisdiction in which any
1189 financial institution licensed or chartered by any state or
1190 federal regulatory agency in the United States may establish
1191 similar facilities or exercise similar powers.
1192 (8) The office may not issue a license to an international
1193 trust entity for the purpose of operating an international trust
1194 company representative office in this state unless the trust
1195 entity:
1196 (a) Holds an unrestricted license to conduct trust business
1197 in the foreign country under whose laws it is organized and
1198 chartered;
1199 (b) Has been authorized by the foreign country’s
1200 appropriate regulatory authority to establish the proposed
1201 international trust company representative office; and
1202 (c) Is adequately supervised by the appropriate regulatory
1203 agency in the foreign country in which it is organized and
1204 chartered.
1205 (9) The commission shall establish, by rule, the general
1206 principles that determine the adequacy of supervision of an
1207 international trust entity’s foreign establishments. These
1208 principles must be based upon the need for cooperative
1209 supervisory efforts and consistent regulatory guidelines and
1210 must address, at a minimum, the capital adequacy, asset quality,
1211 management, earnings, liquidity, internal controls, audits, and
1212 foreign exchange operations and positions of the international
1213 trust entity. This subsection does not require examination by
1214 the home-country regulatory authorities of any office of an
1215 international trust entity in this state. The commission may
1216 also establish, by rule, other standards for approval of an
1217 application for a license as considered necessary to ensure the
1218 safe and sound operations of the international trust entity in
1219 this state.
1220 Section 28. Section 663.407, Florida Statutes, is created
1221 to read:
1222 663.407 Capital requirements.—
1223 (1) For an international trust entity to qualify for a
1224 license under this part, the proposed capitalization of the
1225 international trust entity must be in such amount as the office
1226 determines is necessary, taking into consideration the risk
1227 profile of the international trust entity and the ability of the
1228 international trust entity to operate a licensed office in a
1229 safe and sound manner. In making this determination, the office
1230 shall consider the financial resources of the international
1231 trust entity, including:
1232 (a) The international trust entity’s current and projected
1233 capital position, profitability, level of indebtedness, business
1234 and strategic plans, and off-balance sheet asset management and
1235 administration activities;
1236 (b) The financial condition of any of the international
1237 trust entity’s existing offices located in the United States;
1238 (c) The minimum capital requirements of the international
1239 trust entity’s home-country jurisdiction; and
1240 (d) The capital ratio standards used in the United States
1241 and in the international trust entity’s home-country
1242 jurisdiction.
1243 (2) The proposed capitalization of the international trust
1244 entity must be in such amount as the office deems adequate, but
1245 in no case may the total capital accounts of the international
1246 trust entity be less than $1 million.
1247 (3) The office may specify such other conditions as it
1248 determines are appropriate, considering the public interest and
1249 the need to maintain a safe, sound, and competitive financial
1250 marketplace in this state.
1251 (4) For purposes of this part, the capital accounts of and
1252 capital ratio standards for an international trust entity must
1253 be determined in accordance with rules adopted by the
1254 commission. In adopting such rules, the commission shall
1255 consider similar rules adopted by regulatory agencies in the
1256 United States and the need to provide reasonably consistent
1257 regulatory requirements for international trust entities doing
1258 business in this state, as well as capital adequacy standards of
1259 an international trust entity’s home-country jurisdiction.
1260 Section 29. Section 663.408, Florida Statutes, is created
1261 to read:
1262 663.408 Licenses; permissible activities of licensees.—
1263 (1)(a) An international trust entity licensed to operate an
1264 office in this state may engage in the business authorized by
1265 this part at the office specified in such license for an
1266 indefinite period.
1267 (b) An international trust entity may operate more than one
1268 licensed office, each at a different place of business, provided
1269 that each office is separately licensed.
1270 (c) A license is not transferable or assignable. However,
1271 the location of a licensed office may be changed after
1272 notification to the office.
1273 (d) A license must at all times be conspicuously displayed
1274 in the place of business specified therein.
1275 (2) An international trust entity that proposes to
1276 terminate the operations of a licensed office in this state must
1277 surrender its license to the office and comply with such
1278 procedures as the commission may prescribe by rule.
1279 (3) The license for an international trust company
1280 representative office in this state may be suspended or revoked
1281 by the office, with or without examination, upon its
1282 determination that the international trust entity or the
1283 licensed office does not meet all requirements for original
1284 licensing. Additionally, the office shall revoke the license of
1285 any licensed office that the office determines has been inactive
1286 for 6 months or longer. The commission may by rule prescribe
1287 additional conditions or standards under which the license of an
1288 international trust company representative office may be
1289 suspended or revoked.
1290 (4) If any such license is surrendered by the international
1291 trust entity or is suspended or revoked by the office, all
1292 rights and privileges of the international trust entity to
1293 transact the business under the license cease. The commission
1294 shall prescribe by rule procedures for the surrender of a
1295 license and for the orderly cessation of business by an
1296 international trust entity in a manner that is not harmful to
1297 the interests of its customers or of the public.
1298 Section 30. Section 663.4081, Florida Statutes, is created
1299 to read:
1300 663.4081 After-the-fact licensure process in the event of
1301 the acquisition, merger, or consolidation of international trust
1302 entities.—If an international trust entity proposes to acquire,
1303 merge, or consolidate with an international trust entity that
1304 presently operates an international trust company representative
1305 office licensed in this state, the office may allow the
1306 currently licensed international trust company representative
1307 office to remain open and in operation after consummation of the
1308 proposed acquisition, merger, or consolidation, subject to the
1309 filing with the office of an after-the-fact license application
1310 in accordance with all of the following conditions:
1311 (1) The international trust entity or entities resulting
1312 from the acquisition, merger, or consolidation will not directly
1313 or indirectly own or control more than 5 percent of any class of
1314 the voting securities of, or control, a United States bank.
1315 (2) Before consummation of the acquisition, merger, or
1316 consolidation, the international trust entity currently licensed
1317 to operate an international trust company representative office
1318 in this state must provide the office at least 30 days’ advance
1319 written notice, as prescribed by rules adopted by the
1320 commission, of the proposed acquisition, merger, or
1321 consolidation.
1322 (3) Before consummation of the acquisition, merger, or
1323 consolidation, each international trust entity commits in
1324 writing that it will:
1325 (a) Comply with the conditions in subsections (1) and (2)
1326 and file an after-the-fact application for a license under s.
1327 663.406(1) within 60 days after consummation of the proposed
1328 acquisition, merger, or consolidation and refrain from engaging
1329 in new lines of business and from otherwise expanding the
1330 activities of such establishment in this state until the
1331 disposition of the after-the-fact license application, in
1332 accordance with chapter 120; or
1333 (b) Promptly wind down and close any international trust
1334 company representative office in this state if the international
1335 trust entities that are party to the acquisition, merger, or
1336 consolidation elect not to file an application for a license in
1337 accordance with paragraph (a) and, before such wind-down and
1338 closure, refrain from engaging in new lines of business or
1339 otherwise expanding the activities of such establishment in this
1340 state.
1341 Section 31. Section 663.0625, Florida Statutes, is
1342 transferred, renumbered as section 663.409, Florida Statutes,
1343 and amended to read:
1344 663.409 663.0625 International trust company representative
1345 offices; permissible activities; requirements.—
1346 (1) An international trust company representative office
1347 may conduct any nonfiduciary activities that are ancillary to
1348 the fiduciary business of its international trust entity banking
1349 corporation or trust company, but may not act as a fiduciary.
1350 Permissible activities include advertising, marketing, and
1351 soliciting for fiduciary business on behalf of an international
1352 trust entity banking corporation or trust company; contacting
1353 existing or potential customers, answering questions, and
1354 providing information about matters related to their accounts;
1355 serving as a liaison in this state between the international
1356 trust entity banking corporation or trust company and its
1357 existing or potential customers; and engaging in any other
1358 activities approved by the office or under rules of the
1359 commission.
1360 (2) Representatives and employees at such office may not
1361 act as a fiduciary, including, but not limited to, accepting the
1362 fiduciary appointment, executing the fiduciary documents that
1363 create the fiduciary relationship, or making discretionary
1364 decisions regarding the investment or distribution of fiduciary
1365 accounts, or accepting custody of any trust property or any
1366 other good, asset, or thing of value on behalf of the affiliated
1367 international trust entity, its subsidiaries or affiliates, or
1368 subsidiaries and affiliates of the international trust company
1369 representative office.
1370 (3) An international trust company representative office
1371 licensed by the office may engage in any activities permissible
1372 for a limited service affiliate under part IV of this chapter.
1373 Section 32. Section 663.410, Florida Statutes, is created
1374 to read:
1375 663.410 Certification of capital accounts.—Before opening
1376 an office in this state, and annually thereafter so long as an
1377 international trust company representative office is maintained
1378 in this state, an international trust entity licensed pursuant
1379 to this part must certify to the office the amount of its
1380 capital accounts, expressed in the currency of the home
1381 jurisdiction where it has been authorized by charter, license,
1382 or similar authorization by operation of law to carry on trust
1383 business. The dollar equivalent of these amounts, as determined
1384 by the office, is deemed to be the amount of its capital
1385 accounts. The annual certification of capital accounts must be
1386 received by the office on or before June 30 of each year.
1387 Section 33. Section 663.411, Florida Statutes, is created
1388 to read:
1389 663.411 Reports; records.—
1390 (1) An international trust entity that operates an office
1391 licensed under this part shall, at such times and in such form
1392 as the commission prescribes, make written reports in the
1393 English language to the office, under the oath of one of its
1394 officers, managers, or agents transacting business in this
1395 state, showing the amount of its assets and liabilities and
1396 containing such other matters as the commission or office
1397 requires. An international trust entity that maintains two or
1398 more representative offices may consolidate such information in
1399 one report unless the office requires otherwise for purposes of
1400 its supervision of the condition and operations of each such
1401 office. The late filing of such reports is subject to an
1402 administrative fine as prescribed under s. 655.045(2). If the
1403 international trust entity fails to make such report as directed
1404 by the office or if such report contains a false statement
1405 knowingly made, the same are grounds for revocation of the
1406 license of the international trust entity.
1407 (2) An international trust entity that operates an office
1408 licensed under this part shall cause to be kept, at a location
1409 accepted by the office:
1410 (a) Correct and complete books and records of account of
1411 the business operations transacted by such office. All policies
1412 and procedures relating specifically to the operations of such
1413 office, as well as any existing general ledger or subsidiary
1414 accounts, must be maintained in the English language; however,
1415 any policies and procedures of the international trust entity
1416 which are not specific to the operations of such office may be
1417 maintained in a language other than English.
1418 (b) Current copies of the charter or statement of operation
1419 and bylaws of the international trust entity, relative to the
1420 operations of the international trust company representative
1421 office, and minutes of the proceedings of its directors,
1422 officers, or committees relative to the business of the
1423 international trust company representative office. Such records
1424 may be maintained in a language other than English and must be
1425 kept pursuant to s. 655.91 and be made available to the office,
1426 upon request, at any time during regular business hours of the
1427 international trust company representative office.
1428 (3) Any failure to keep such records as required in
1429 subsection (2) or any refusal to produce such records upon
1430 request by the office is grounds for suspension or revocation of
1431 any license issued under this part.
1432 (4) The office may require at any time that any document
1433 not written in the English language which the office deems
1434 necessary for the purposes of its regulatory and supervisory
1435 functions be translated into English at the expense of the
1436 international trust entity.
1437 Section 34. Section 663.412, Florida Statutes, is created
1438 to read:
1439 663.412 Termination of international trust entity’s charter
1440 or authority.—
1441 (1)(a) An international trust entity that is licensed to
1442 maintain an office in this state may not continue to conduct its
1443 licensed business in this state if the international trust
1444 entity:
1445 1. Is dissolved, or its authority or existence is otherwise
1446 terminated or canceled in the home jurisdiction where it has
1447 been authorized by charter, license, or similar authorization by
1448 operation of law to carry on trust business;
1449 2. Is in bankruptcy, conservatorship, receivership,
1450 liquidation, or similar status under the laws of any country; or
1451 3. Is operating under the direct control of the government
1452 or the regulatory or supervisory authority of the jurisdiction
1453 where it has been authorized by charter, license, or similar
1454 authorization by operation of law to carry on trust business
1455 through government intervention or any other extraordinary
1456 actions.
1457 (b) Notwithstanding subparagraphs (a)2. and 3., the office
1458 may, in its discretion, permit an international trust company
1459 representative office to remain open and in operation under such
1460 conditions as the office deems appropriate, if the office
1461 determines that it is in the public’s interest and that it
1462 furthers international supervisory cooperation to allow the
1463 international trust company representative office to remain open
1464 and in operation.
1465 (2) The international trust entity or its surviving
1466 officers and directors shall deliver to the office:
1467 (a) A certificate of the official who is responsible for
1468 records of trust companies in the jurisdiction where the
1469 international trust entity has been authorized by charter,
1470 license, or similar authorization by operation of law to carry
1471 on trust business of the international trust entity, attesting
1472 to the occurrence of any event described in paragraph (1)(a);
1473 (b) A certified copy of an order or decree of a court of
1474 such jurisdiction, directing the dissolution of such
1475 international trust entity, the termination of its existence, or
1476 the cancellation of its authority, or declaring its status in
1477 bankruptcy, conservatorship, receivership, liquidation, or
1478 similar proceedings; or
1479 (c) Other reliable documentation evidencing that the
1480 international trust entity is operating under the direct control
1481 of its government or a regulatory or supervisory authority.
1482 (3) The filing of the certificate, order, documentation, or
1483 decree has the same effect as the revocation of the license of
1484 such international trust entity as provided in s. 663.408,
1485 unless the office has permitted the international trust company
1486 representative office to remain open and in operation pursuant
1487 to paragraph (1)(b).
1488 Section 35. Section 663.413, Florida Statutes, is created
1489 to read:
1490 663.413 Application and examination fees.—
1491 (1) An application for a license to establish an
1492 international trust company representative office under this
1493 part must be accompanied by a nonrefundable $5,000 filing fee,
1494 payable to the office.
1495 (2) An international trust entity that maintains an office
1496 licensed under this part must pay to the office examination fees
1497 that are determined by the commission by rule and that are
1498 calculated in a manner so as to be equal to the actual cost of
1499 each examiner’s participation in the examination, as measured by
1500 the examiner’s pay scale, plus any other expenses directly
1501 incurred in the examination. However, the examination fees may
1502 not be less than $200 per day for each examiner participating in
1503 the examination.
1504 Section 36. Section 663.414, Florida Statutes, is created
1505 to read:
1506 663.414 Rules; exemption from statement of estimated
1507 regulatory costs requirements.—In addition to any other
1508 rulemaking authority it has under the financial institutions
1509 codes, the commission may adopt reasonable rules that it deems
1510 advisable for the administration of international trust
1511 companies under this part in the interest of protecting
1512 depositors, creditors, borrowers, or the public interest and in
1513 the interest of maintaining a sound banking and trust system in
1514 this state. Because of the difficulty in obtaining economic data
1515 with regard to such trusts, ss. 120.54(3)(b) and 120.541 do not
1516 apply to the adoption of rules pursuant to this section.
1517 Section 37. Section 663.415, Florida Statutes, is created
1518 to read:
1519 663.415 Travel expenses.—If domestic or foreign travel is
1520 deemed necessary by the office to effectuate the purposes of
1521 this part, the office must be reimbursed for actual, reasonable,
1522 and necessary expenses incurred in such domestic or foreign
1523 travel by the international trust company representative office
1524 under examination.
1525 Section 38. The Division of Law Revision and Information is
1526 directed to create part IV of chapter 663, Florida Statutes,
1527 consisting of ss. 663.530-663.540, Florida Statutes, to be
1528 entitled “Limited Service Affiliates of International Trust
1529 Entities.”
1530 Section 39. Section 663.530, Florida Statutes, is created
1531 to read:
1532 663.530 Definitions.—
1533 (1) As used in ss. 663.531-663.539, the term:
1534 (a) “Foreign country” means a country other than the United
1535 States and includes any colony, dependency, or possession of
1536 such country notwithstanding any definitions in chapter 658, and
1537 any territory of the United States, including Guam, American
1538 Samoa, the Virgin Islands, and the Commonwealth of Puerto Rico.
1539 (b) “Home-country regulator” means the supervisory
1540 authority or equivalent or other similarly sanctioned body,
1541 organization, governmental entity, or recognized authority,
1542 which has similar responsibilities in a foreign country in which
1543 and by whom an international trust entity is licensed,
1544 chartered, or has similar authorization to organize and operate.
1545 (c) “International trust entity” means an international
1546 trust company or any international business, international
1547 business organization, or an affiliated or subsidiary entity
1548 that is licensed, chartered, or similarly permitted to conduct
1549 trust business in a foreign country or countries under the laws
1550 of which it is organized and supervised.
1551 (d) “Limited service affiliate” means a marketing and
1552 liaison office that engages in the permissible activities
1553 enumerated in s. 663.531 for the benefit of an international
1554 trust entity.
1555 (e) “Nonresident” has the same meaning as in s. 663.01.
1556 (f) “Professional” means an accountant, attorney, or other
1557 financial services and wealth planning professional who is
1558 licensed by a governing body or affiliated with a licensed,
1559 chartered, or similarly authorized entity.
1560 (g) “Registrant” means a person or entity that is
1561 registered to perform the permissible activities outlined in s.
1562 663.531 related to or for the benefit of an affiliated
1563 international trust entity.
1564 (2) As used in ss. 663.531-663.539, the terms “affiliate,”
1565 “commission,” “executive officer,” “financial institution,”
1566 “financial institution-affiliated party,” “financial
1567 institutions codes,” “office,” “officer,” “state,” and
1568 “subsidiary” have the same meaning as provided in s. 655.005.
1569 Section 40. Section 663.531, Florida Statutes, is created
1570 to read:
1571 663.531 Permissible activities; prohibited activities.—
1572 (1) Registration as a limited service affiliate under this
1573 part does not provide any exemption from licensure,
1574 registration, application, and requirements to conduct licensed
1575 business activities in this state. A limited service affiliate
1576 may engage in any of the following permissible activities, which
1577 are not meant to be restrictive unless an activity is prohibited
1578 under subsection (2):
1579 (a) Marketing and liaison services related to or for the
1580 benefit of the affiliated international trust entities, directed
1581 exclusively at professionals and current or prospective
1582 nonresident clients of an affiliated international trust entity;
1583 (b) Advertising and marketing at trade, industry, or
1584 professional events;
1585 (c) Transmission of documents between the international
1586 trust entity and its current or prospective clients or a
1587 designee of such clients; and
1588 (d) Transmission of information about the trust or trust
1589 holdings of current clients between current clients or their
1590 designees and the international trust entity.
1591 (2) A limited service affiliate may not engage in any of
1592 the following activities:
1593 (a) Advertising and marketing related to or for the benefit
1594 of the international trust entity which are directed to the
1595 general public;
1596 (b) Acting as a fiduciary, including, but not limited to,
1597 accepting the fiduciary appointment, executing the fiduciary
1598 documents that create the fiduciary relationship, or making
1599 discretionary decisions regarding the investment or distribution
1600 of fiduciary accounts;
1601 (c) Accepting custody of any trust property or any other
1602 good, asset, or thing of value on behalf of the affiliated
1603 international trust entity, its subsidiaries or affiliates, or
1604 subsidiaries and affiliates of the international trust company
1605 representative office;
1606 (d) Soliciting business within this state from the general
1607 public related to or for the benefit of an affiliated
1608 international trust entity;
1609 (e) Adding a financial institution-affiliated party to the
1610 limited service affiliate without prior written notification to
1611 the office;
1612 (f) Commencing services for an international trust entity
1613 without complying with the requirements of s. 663.532;
1614 (g) Providing services for any international trust entity
1615 that is in bankruptcy, conservatorship, receivership,
1616 liquidation, or a similar status under the laws of any country;
1617 or
1618 (h) Otherwise conducting banking or trust business.
1619 (3) The provisions of subsection (2) are not deemed to
1620 prevent the limited service affiliate’s use of an international
1621 trust entity’s website, or its own website, if the posted
1622 information or communication includes the following:
1623 (a) The following statement: “Certain described services
1624 are not offered to the general public in Florida, but are
1625 marketed by ...(insert name of limited service affiliate)...
1626 exclusively to professionals and current or prospective non-U.S.
1627 resident clients of the affiliated international trust entity or
1628 entities.”
1629 (b) The notice required by s. 663.535.
1630 (4) In addition to any other power conferred upon it to
1631 enforce and administer this chapter and the financial
1632 institutions codes, the office may impose any remedy or penalty
1633 pursuant to s. 655.033, relating to cease and desist orders; s.
1634 655.034, relating to injunctions; s. 655.037, relating to
1635 removal of a financial institution-affiliated party by the
1636 office; or s. 655.041, relating to administrative fines and
1637 enforcement, if a limited service affiliate engages in any of
1638 the impermissible activities in subsection (2).
1639 Section 41. Section 663.532, Florida Statutes, is created
1640 to read:
1641 663.532 Registration.—
1642 (1) To register as a limited service affiliate, a proposed
1643 registrant must file a written notice with the office, in the
1644 manner and on a form prescribed by the commission, together with
1645 a nonrefundable $2,500 registration fee. Such written notice
1646 must include:
1647 (a) The name under which the proposed registrant will
1648 conduct business in this state;
1649 (b) A copy of the articles of incorporation or articles of
1650 organization, or the equivalent, of the proposed registrant;
1651 (c) The physical address where the proposed registrant will
1652 conduct business;
1653 (d) The mailing address of the proposed registrant;
1654 (e) The name and biographical information of the executive
1655 officer or managing member of the proposed registrant, to be
1656 submitted on a form prescribed by the commission;
1657 (f) The number of officers and employees of the proposed
1658 registrant;
1659 (g) A detailed list and description of the activities to be
1660 conducted by the proposed registrant. The detailed list and
1661 description must include:
1662 1. The services and activities of the proposed registrant;
1663 2. An explanation of how the services and activities of the
1664 proposed registrant serve the business purpose of each
1665 international trust entity; and
1666 3. An explanation of how the services and activities of the
1667 proposed registrant are distinguishable from those of the
1668 permissible activities of an international trust company
1669 representative office described under s. 663.409;
1670 (h) Disclosure of any instance occurring within the prior
1671 10 years of a director, executive officer, principal
1672 shareholder, manager, or the equivalent who was arrested for,
1673 charged with, or convicted of, or who pled guilty or nolo
1674 contendere to, regardless of adjudication, any offense that is
1675 punishable by imprisonment for a term exceeding 1 year, or to
1676 any offense that involves money laundering, currency transaction
1677 reporting, tax evasion, facilitating or furthering terrorism,
1678 fraud, theft, larceny, embezzlement, fraudulent conversion,
1679 misappropriation of property, dishonesty, breach of trust,
1680 breach of fiduciary duty, or moral turpitude, or that is
1681 otherwise related to the operation of a financial institution
1682 and caused or is likely to cause more than a minimal financial
1683 loss to, or a significant adverse effect on, the financial
1684 institution;
1685 (i) A declaration under penalty of perjury, signed by the
1686 executive officer or managing member of the proposed registrant,
1687 that, to the best of his or her knowledge:
1688 1. No financial institution-affiliated party of the
1689 proposed registrant or financial institution-affiliated party of
1690 any affiliated international trust entity:
1691 a. Has been fined or sanctioned as a result of a complaint
1692 to the office or any other state or federal regulatory agency;
1693 b. Has been convicted of a felony; or
1694 c. Has been ordered to pay a fine or penalty within the
1695 prior 10 years in a proceeding initiated by a federal, state,
1696 foreign, or local law enforcement agency or an international
1697 agency which is related to money laundering, currency
1698 transaction reporting, tax evasion, facilitating or furthering
1699 terrorism, fraud, theft, larceny, embezzlement, fraudulent
1700 conversion, misappropriation of property, dishonesty, breach of
1701 trust, breach of fiduciary duty, moral turpitude, or which is
1702 otherwise related to the operation of a financial institution
1703 and is related to any offense that caused or is likely to cause
1704 more than a minimal financial loss to, or a significant adverse
1705 effect on, the financial institution.
1706 2. No financial institution-affiliated party of the
1707 proposed registrant:
1708 a. Provides, or will provide, banking services; promotes or
1709 sells, or will promote or sell, investments; or accepts, or will
1710 accept, custody of assets; and
1711 b. Acts, or will act, as a fiduciary in this state, which
1712 includes, but is not limited to, accepting the fiduciary
1713 appointment, executing the fiduciary documents that create the
1714 fiduciary relationship, or making discretionary decisions
1715 regarding the investment or distribution of fiduciary accounts.
1716 3. The jurisdiction of the international trust entity or
1717 its offices, subsidiaries, or any affiliates that are directly
1718 involved in or facilitate the financial services functions,
1719 banking, or fiduciary activities of the international trust
1720 entity is not listed on the Financial Action Task Force Public
1721 Statement or on its list of jurisdictions with deficiencies in
1722 anti-money laundering or counterterrorism;
1723 (j) For each international trust entity that the proposed
1724 registrant will provide services for in this state, the
1725 following:
1726 1. The name of the international trust entity;
1727 2. A list of the current officers and directors of the
1728 international trust entity;
1729 3. Any country where the international trust entity is
1730 organized or authorized to do business;
1731 4. The name of the home-country regulator;
1732 5. Proof that the international trust entity has been
1733 authorized by charter, license, or similar authorization by its
1734 home-country regulator to engage in trust business;
1735 6. Proof that the international trust entity lawfully
1736 exists and is in good standing under the laws of the
1737 jurisdiction where it is chartered, licensed, or organized;
1738 7. A statement that the international trust entity is not
1739 in bankruptcy, conservatorship, receivership, liquidation, or a
1740 similar status under the laws of any country;
1741 8. Proof that the international trust entity is not
1742 operating under the direct control of the government or the
1743 regulatory or supervisory authority of the jurisdiction of its
1744 incorporation, through government intervention or any other
1745 extraordinary actions, and confirmation that it has not been in
1746 such a status or under such control at any time within the prior
1747 3 years;
1748 9. Proof and confirmation that the proposed registrant is
1749 affiliated with the international trust entities provided in the
1750 notice; and
1751 10. Proof that the jurisdictions where the international
1752 trust entity or its offices, subsidiaries, or any affiliates
1753 that are directly involved in or that facilitate the financial
1754 services functions, banking, or fiduciary activities of the
1755 international trust entity are not listed on the Financial
1756 Action Task Force Public Statement or on its list of
1757 jurisdictions with deficiencies in anti-money laundering or
1758 counterterrorism; and
1759 (k) A declaration under penalty of perjury, signed by an
1760 executive officer or managing member of each affiliated
1761 international trust entity, declaring that the information
1762 provided to the office is true and correct to the best of his or
1763 her knowledge.
1764
1765 The proposed registrant may provide additional information in
1766 the form of exhibits when attempting to satisfy any of the
1767 registration requirements. All information that the proposed
1768 registrant desires to present to support the written notice must
1769 be submitted with the notice.
1770 (2) The office may request additional information as the
1771 office reasonably requires. Any request for additional
1772 information must be made by the office within 30 days after
1773 initial receipt of the written notice and the full amount of the
1774 fee specified in subsection (1). Additional information must be
1775 submitted within 60 days after a request has been made by the
1776 office. Failure to respond to such request within 60 days after
1777 the date of the request is a ground for denial of the
1778 registration. A notice is not deemed complete until all
1779 requested information has been submitted to the office. Upon
1780 deeming the notice complete, the office has 120 days to register
1781 the limited service affiliate or issue a denial. An order
1782 denying a registration must contain notice of opportunity for a
1783 hearing pursuant to ss. 120.569 and 120.57.
1784 (3) A registration under this part must be summarily
1785 suspended by the office if the limited service affiliate made a
1786 material false statement in the written notice. The summary
1787 suspension must remain in effect until a final order is entered
1788 by the office. For purposes of s. 120.60(6), a material false
1789 statement made in the limited service affiliate’s written notice
1790 constitutes an immediate and serious danger to the public
1791 health, safety, and welfare. If a limited service affiliate made
1792 a material false statement in the written notice, the office
1793 must enter a final order revoking the registration and may
1794 impose a fine as prescribed by s. 655.041 or issue an order of
1795 suspension, removal, or prohibition under s. 655.037 to a
1796 financial institution-affiliated party of the limited service
1797 affiliate.
1798 (4) Any instance in which a director, executive officer,
1799 principal shareholder, manager, or the equivalent has ever been
1800 arrested for, charged with, convicted of, or pled guilty or nolo
1801 contendere to, regardless of adjudication, any offense that
1802 involves money laundering, currency transaction reporting, tax
1803 evasion, facilitating or furthering terrorism, fraud, theft,
1804 larceny, embezzlement, fraudulent conversion, misappropriation
1805 of property, dishonesty, breach of trust, breach of fiduciary
1806 duty, or moral turpitude, or that is otherwise related to the
1807 operation of a financial institution and caused or is likely to
1808 cause more than a minimal financial loss to, or a significant
1809 adverse effect on, the financial institution, is a ground for
1810 denial of the registration.
1811 (5) The existence of any previous violation, fine, or
1812 penalty of a financial institution-affiliated party of a limited
1813 service affiliate or the affiliated international trust entity
1814 does not necessarily disqualify a registrant under this part.
1815 When evaluating a registration, the office may consider factors
1816 reasonably related to the violation, fine, or penalty, such as
1817 mitigating factors, a history of multiple violations, the
1818 severity of the offense, and a showing of rehabilitation.
1819 (6) A registration is not transferable or assignable.
1820 (7) Fees collected under this section must be submitted in
1821 the manner prescribed by the commission and must be deposited
1822 into the Financial Institutions’ Regulatory Trust Fund pursuant
1823 to s. 655.049 for the purpose of administering this part.
1824 (8) A person or entity in operation as of January 1, 2018,
1825 which meets the definition of a limited service affiliate under
1826 s. 663.530 must, on or before March 31, 2018, apply for
1827 registration as a limited service affiliate or cease doing
1828 business in this state.
1829 (9) No later than March 31, 2018, a person or entity that
1830 previously qualified under the moratorium in s. 663.041 must
1831 register under this part or cease doing business in this state.
1832 A person or entity that previously qualified under the
1833 moratorium in s. 663.041 may remain open and in operation until
1834 March 31, 2018, without registering under this part, but shall
1835 refrain from engaging in new lines of business in this state
1836 until the disposition of registration under this part.
1837 Section 42. Section 663.533, Florida Statutes, is created
1838 to read:
1839 663.533 Applicability of the financial institutions codes.
1840 A limited service affiliate is subject to the financial
1841 institutions codes. Without limiting the foregoing, the
1842 following provisions are applicable to a limited service
1843 affiliate:
1844 (1) Section 655.012, relating to general supervisory powers
1845 of the office.
1846 (2) Section 655.031, relating to administrative enforcement
1847 guidelines.
1848 (3) Section 655.032, relating to investigations, subpoenas,
1849 hearings, and witnesses.
1850 (4) Section 655.0321, relating to restricted access to
1851 certain hearings, proceedings, and related documents.
1852 (5) Section 655.033, relating to cease and desist orders.
1853 (6) Section 655.034, relating to injunctions.
1854 (7) Section 655.037, relating to removal of a financial
1855 institution-affiliated party by the office.
1856 (8) Section 655.041, relating to administrative fines and
1857 enforcement.
1858 (9) Section 655.057, relating to restrictions on access to
1859 public records.
1860 (10) Section 655.059, relating to access to books and
1861 records.
1862 (11) Section 655.0591, relating to trade secret documents.
1863 (12) Section 655.91, relating to records of institutions
1864 and copies thereof; retention and destruction.
1865 (13) Section 655.968, relating to financial institutions;
1866 transactions relating to Iran or terrorism.
1867
1868 This section does not prohibit the office from investigating or
1869 examining an entity to ensure that it is not in violation of
1870 this chapter or applicable provisions of the financial
1871 institutions codes.
1872 Section 43. Section 663.534, Florida Statutes, is created
1873 to read:
1874 663.534 Events that require notice to be provided to the
1875 office.—A registrant must report to the office, within 15 days
1876 of its knowledge of the occurrence, any changes to the
1877 information previously relied upon by the office when
1878 registering or renewing a registration under this part.
1879 Section 44. Section 663.535, Florida Statutes, is created
1880 to read:
1881 663.535 Notice to customers.—All marketing documents and
1882 advertisements and any display at the location of the limited
1883 service affiliate or at any trade or marketing event must
1884 contain the following statement in a contrasting color in at
1885 least 10-point type: “The Florida Office of Financial Regulation
1886 DOES NOT provide safety and soundness oversight of this company,
1887 does not provide any opinion as to any affiliated companies or
1888 products, and does not provide the oversight of this company’s
1889 affiliated international trust entities or the jurisdictions
1890 within which they operate. This company may not act as a
1891 fiduciary and may not accept the fiduciary appointment, execute
1892 or transmit fiduciary documents, take possession of any assets,
1893 create a fiduciary relationship, make discretionary decisions
1894 regarding the investment or distribution of fiduciary accounts,
1895 provide banking services, or promote or sell investments.”
1896 Section 45. Section 663.536, Florida Statutes, is created
1897 to read:
1898 663.536 Recordkeeping requirements for trade, industry, or
1899 professional events.—A registrant registered only under this
1900 part who participates in a trade, industry, or professional
1901 event pursuant to s. 663.531 must keep a record of its
1902 participation in the event. The record must be maintained for at
1903 least 2 years following the event and must contain the following
1904 information:
1905 (1) The date, time, and location of the event;
1906 (2) To the extent known or available, a list of
1907 participants in the event, including other vendors, presenters,
1908 attendees, and targeted attendees;
1909 (3) The nature and purpose of the event;
1910 (4) The registrant’s purpose for participating in the
1911 event; and
1912 (5) Samples of materials or, when samples are unavailable,
1913 descriptions of materials provided by the registrant to
1914 attendees and other participants.
1915 Section 46. Section 663.537, Florida Statutes, is created
1916 to read:
1917 663.537 Examination or investigation of a limited service
1918 affiliate.—
1919 (1) The office may conduct an examination or investigation
1920 of a limited service affiliate at any time that it deems
1921 necessary to determine whether the limited service affiliate or
1922 financial institution-affiliated party thereof has violated, or
1923 is about to violate, any provision of this chapter, any
1924 applicable provision of the financial institutions codes, or any
1925 rule adopted by the commission pursuant to this chapter or the
1926 financial institutions codes. The office shall conduct an
1927 examination of each limited service affiliate at least once
1928 every 18 months to assess compliance with this part and the
1929 financial institutions codes. The office may conduct an
1930 examination, before or after registration, of any person or
1931 entity that submits a notice for registration to confirm
1932 information provided in the registration filing and to confirm
1933 the activities of the person or entity seeking registration.
1934 (2) For each examination of a limited service affiliate
1935 authorized under this part, the limited service affiliate shall
1936 pay a fee for the costs of the examination by the office. As
1937 used in this section, the term “costs” means the salary and
1938 travel expenses of field staff which are directly attributable
1939 to the examination of the registrant and the travel expenses of
1940 any supervisory and support staff required as a result of
1941 examination findings. The costs of examination must be
1942 determined as follows:
1943 (a) The office shall charge each limited service affiliate
1944 in this state an examination fee equal to the actual cost of
1945 each examiner’s participation during each examination of such
1946 limited service affiliate. The examination fee must equal the
1947 actual cost of the examination, but such fees, inclusive of
1948 travel expenses and other incidental expenses, may not be less
1949 than $200 per day for each examiner participating in the
1950 examination.
1951 (b) As used in this section, the term “actual cost” means
1952 the direct salary, excluding employee benefits; travel expenses;
1953 and other incidental expenses required as a result of the
1954 examination staff’s onsite and offsite examination of the
1955 limited service affiliate. In addition, the term includes the
1956 travel expenses of any supervisory staff required as a result of
1957 examination findings.
1958 (3) All examination fee payments must be received within 30
1959 days after receipt of an invoice from the office and must be
1960 submitted in a manner prescribed by the commission. The office
1961 may levy a late fee of up to $100 per day that a payment is
1962 overdue, unless waived by the office for good cause. However, if
1963 the late payment of costs is intentional, the office may levy an
1964 administrative fine of up to $1,000 per day for each day the
1965 payment is overdue.
1966 (4) All fees collected under this section must be submitted
1967 in the manner prescribed by the commission and must be deposited
1968 into the Financial Institutions’ Regulatory Trust Fund pursuant
1969 to s. 655.049 for the purpose of administering this part.
1970 Section 47. Section 663.538, Florida Statutes, is created
1971 to read:
1972 663.538 Suspension, revocation, or voluntary surrender of
1973 registration.—
1974 (1) A registrant that proposes to terminate operations in
1975 this state shall surrender its registration to the office and
1976 comply with such procedures as required by rule of the
1977 commission.
1978 (2) A registrant that fails to renew its registration may
1979 be subject to a fine and penalty; however, such registrant may
1980 renew its registration within 30 days after expiration or may
1981 surrender the registration in accordance with procedures
1982 prescribed by commission rule.
1983 (3) The registration of a limited service affiliate in this
1984 state may be suspended or revoked by the office, with or without
1985 examination, upon the office’s determination that the registrant
1986 does not meet all requirements for original or renewal
1987 registration.
1988 (4) If a registrant surrenders its registration or its
1989 registration is suspended or revoked by the office, all rights
1990 and privileges afforded by this part to the registered limited
1991 service affiliate cease.
1992 (5) At least 60 days before a proposed date of voluntary
1993 termination of a registration, a registrant must provide to the
1994 office written notice by letter of its intention to surrender
1995 its registration and terminate operations. The notice must
1996 include the proposed date of termination and the name of the
1997 officer in charge of the termination procedures.
1998 (6) The office may conduct an examination of the books and
1999 records of a limited service affiliate at any time after receipt
2000 of the notice of surrender of registration to confirm the
2001 winding down of operations.
2002 (7) Operations of a registrant are deemed terminated
2003 effective upon the later of the expiration of 60 days from the
2004 date of the filing of the notice of voluntary surrender or upon
2005 the date provided in the notice of voluntary surrender, unless
2006 the office provides written notice specifying the grounds for
2007 denial of such proposed termination. The office may not deny a
2008 request to terminate unless it learns of the existence of any
2009 outstanding claim or claims against the registrant, it finds
2010 that the requirements to terminate operations have not been
2011 satisfied, or there is an immediate and serious danger to the
2012 public health, safety, and welfare if the termination occurred.
2013 Section 48. Section 663.539, Florida Statutes, is created
2014 to read:
2015 663.539 Biennial registration renewal.—A registration must
2016 be renewed every 2 years. A registration must be renewed by
2017 furnishing such information as the commission requires, together
2018 with payment of a $500 nonrefundable renewal fee. All fees
2019 received by the office pursuant to this section must be
2020 submitted in the manner prescribed by the commission and must be
2021 deposited into the Financial Institutions’ Regulatory Trust Fund
2022 pursuant to s. 655.049 for the purpose of administering this
2023 part. A complete biennial renewal of registration must include a
2024 declaration under penalty of perjury, signed by the executive
2025 officer or managing member of the registrant, declaring that the
2026 information submitted for the purposes of renewal is true and
2027 correct to the best of his or her knowledge, and confirming or
2028 providing all of the following:
2029 (1) That the registrant is in compliance with this part.
2030 (2) The physical location of the principal place of
2031 business of the registrant.
2032 (3) The telephone number of the registrant.
2033 (4) A list of current financial institution-affiliated
2034 parties operating under the registration to be renewed.
2035 (5) Any updates or changes in information which were not
2036 previously provided either in the initial registration or in
2037 subsequent registration renewals or which were not previously
2038 disclosed to the office.
2039 Section 49. Section 663.5395, Florida Statutes, is created
2040 to read:
2041 663.5395 Civil action subpoena enforcement.—
2042 (1) Notwithstanding s. 655.059, a limited service affiliate
2043 established under this chapter is not required to produce a book
2044 or record pertaining to a customer of an affiliated
2045 international trust entity that is located outside the United
2046 States or its territories in response to a subpoena if the book
2047 or record is maintained outside the United States or its
2048 territories and is not in the possession, custody, or control of
2049 the affiliated limited service affiliate established in this
2050 state.
2051 (2) This section applies only to a subpoena issued pursuant
2052 to the Florida Rules of Civil Procedure, the Federal Rules of
2053 Civil Procedure, or other similar law or rule of civil procedure
2054 in another state or territory of the United States. This section
2055 does not apply to a subpoena issued by or on behalf of a
2056 federal, state, or local government law enforcement agency,
2057 administrative or regulatory agency, legislative body, or grand
2058 jury and does not limit the power of the office to access all
2059 books and records in the exercise of the office’s regulatory and
2060 supervisory powers under the financial institutions codes.
2061 Section 50. For the purpose of incorporating the amendment
2062 made by this act to section 663.01, Florida Statutes, in a
2063 reference thereto, subsection (4) of section 663.16, Florida
2064 Statutes, is reenacted to read:
2065 663.16 Definitions; ss. 663.17-663.181.—As used in ss.
2066 663.17-663.181, the term:
2067 (4) Except where the context otherwise requires,
2068 “international banking corporation” or “corporation” has the
2069 same meaning as that provided in s. 663.01 and includes any
2070 licensed office of an international banking corporation
2071 operating in this state.
2072 Section 51. This act shall take effect January 1, 2018.