reglab/housing_qa huggingface dataset:
MS Code § 81-27-6.202 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.202. Bylaws

 Each state trust company shall adopt bylaws and may amend its bylaws from time to time for the purposes and in accordance with the procedures set forth in the Mississippi Business Corporation Act.   A limited liability trust company in which management is retained by the participants is not required to adopt bylaws if provisions required by law to be contained in the bylaws are contained in the articles of association or the participation agreement. If a limited liability trust company has adopted bylaws which designate each full liability participant, the limited liability trust company shall file with the commissioner a copy of the bylaws. Solely that portion of the bylaws designating each full liability participant shall be a public record.
MS Code § 81-27-6.204 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.204. Required board meetings

 The board of a state trust company shall hold at least one (1) regular meeting each quarter. At each regular meeting the board shall review and approve the minutes of the prior meeting and review the operations, activities, and financial condition of the state trust company. The board may designate committees from among its members to perform these duties and approve or disapprove the committees' reports at each regular meeting. All actions of the board must be recorded in its minutes.
MS Code § 81-27-6.205 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.205. Officers

 The board shall annually appoint the officers of the state trust company, who serve at the pleasure of the board. The state trust company must have a principal executive officer primarily responsible for the execution of board policies and operation of the state trust company and an officer responsible for the maintenance and storage of all corporate books and records of the state trust company and for required attestation of signatures. These positions may not be held by the same person. The board may appoint other officers of the state trust company as the board considers necessary.   Unless expressly authorized by a resolution of the board recorded in its minutes, an officer or employee may not create or dispose of a state trust company asset or create or incur a liability on behalf of the state trust company.
MS Code § 81-27-6.206 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.206. Certain criminal offenses

 An officer, director, manager, managing participant, employee, shareholder, or participant of a state trust company commits an offense if the person knowingly:    Conceals information or a fact, or removes, destroys, or conceals a book or record of the state trust company for the purpose of concealing information or a fact from the commissioner or an agent of the commissioner; or   For the purpose of concealing, removes or destroys any book or record of the state trust company that is material to a pending or anticipated legal or administrative proceeding.    An officer, director, manager, managing participant, or employee of a state trust company commits an offense if the person knowingly makes a false entry in the books or records or in any report or statement of the state trust company.   Any person committing an offense under this section is guilty of a felony and, upon conviction thereof, shall be fined not more than Ten Thousand Dollars ($10,000.00), or imprisoned in the State Penitentiary for not more than one (1) year, or both.
MS Code § 81-27-6.208 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.208. Fiduciary responsibility

 The board of a state trust company is responsible for the proper exercise of fiduciary powers by the state trust company and each matter pertinent to the exercise of fiduciary powers, including:    The determination of policies;   The investment and disposition of property held in a fiduciary capacity; and   The direction and review of the actions of each officer, employee, and committee used by the state trust company in the exercise of its fiduciary powers.
MS Code § 81-27-6.209 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.209. Record keeping

 A state trust company shall keep its fiduciary records separate and distinct from other records of the state trust company. The fiduciary records must contain all material information relative to each account as appropriate under the circumstances.
MS Code § 81-27-6.210 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.210. Bonding requirements

 The board of a state trust company shall require protection and indemnity for clients in reasonable amounts established by rules or regulations adopted under this article, against dishonesty, fraud, defalcation, forgery, theft, and other similar insurable losses, with corporate insurance or surety companies:    Authorized to do business in this state; or   Acceptable to the commissioner and otherwise lawfully permitted to issue the coverage against those losses in this state.    Except as otherwise provided by rule or regulation, coverage required under subsection (a) of this section must include each director, manager, managing participant, officer, and employee of the state trust company without regard to whether the person receives salary or other compensation.   A state trust company may apply to the commissioner for permission to eliminate the bonding requirement of this section for a particular individual. The commissioner shall approve the application if the commissioner finds that the bonding requirement is unnecessary or burdensome. Unless the application presents novel or unusual questions, the commissioner shall approve the application or set the application for hearing not later than the sixty-first day after the date the commissioner considers the application complete and accepted for filing.
MS Code § 81-27-6.211 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Board and Officers|§ 81-27-6.211. Reports of apparent crime

 A trust company that is the victim of a robbery, has a shortage of corporate or fiduciary funds in excess of Five Thousand Dollars ($5,000.00), or is the victim of an apparent or suspected misapplication of its corporate or fiduciary funds or property in any amount by a director, manager, managing participant, officer, or employee shall report such robbery, shortages or apparent or suspected misapplication to the commissioner within forty-eight (48) hours after the time it is discovered. The initial report may be oral if the report is promptly confirmed in writing. The trust company or a director, manager, managing participant, officer, employee, or agent is not subject to liability for defamation or another charge resulting from information supplied in the report.
MS Code § 81-27-6.301 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.301. Filing of notice of full liability

 A limited liability trust company shall file with the commissioner a copy of any participation agreement by which a participant of the limited liability trust company agrees to become a full liability participant and the name and address of each full liability participant. Solely that portion of the filed copy containing the designation of each full liability participant shall be a public record.   The commissioner may require a complete copy of the participation agreement to be filed with the department, regardless of whether the state trust company has a full liability participant, except that the provisions of the participation agreement other than those by which a participant of the limited liability trust company agrees to become a full liability participant are confidential and subject to release only as provided by Subarticle B of Article 2 of this chapter.
MS Code § 81-27-6.302 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.302. Liability of participants and managers

 Except as provided by subsection (b) of this section, the participants, participant-transferees, and managers of a limited liability trust company may not be held liable for a debt, obligation, or liability of the limited liability trust company, including a debt, obligation, or liability under a judgment, decree, or order of court. A participant, other than a full liability participant, or a manager of a limited liability trust company is not a proper party to proceedings by or against a limited liability trust company, unless the object of the proceeding is to enforce a participant's or manager's right against or liability to a limited liability trust company.   A full liability participant of a limited liability trust company is liable under a judgment, decree, or order of court for a debt, obligation, or liability of the limited liability trust company that accrued during the participation of the full liability participant in the limited liability trust company and before the full liability participant or a successor in interest files a notice of withdrawal as a full liability participant from the limited liability trust company with the commissioner. The filed notice of withdrawal is a public record.
MS Code § 81-27-6.303 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.303. Contracting debts and obligations

 Except as provided by this section or the articles of association of the limited liability trust company, debts, liabilities, and other obligations may be contracted for or incurred on behalf of a limited liability trust company by:    A majority of the managers, if management of the limited liability trust company has been vested in a board of managers;   A majority of the managing participants; or   An officer or other agent vested with actual or apparent authority to contract for or incur the debt, liability, or other obligation.
MS Code § 81-27-6.304 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.304. Management of limited liability trust company

 Management of a limited liability trust company is vested in the participants in proportion to each participant's contribution to capital, as adjusted periodically to properly reflect any additional contribution. The articles of association may provide that management of a limited liability trust company is vested in a board of managers to be elected annually by the participants as prescribed by the bylaws.   Participants of a limited liability trust company may not retain management and must elect a board of managers if:    Any participant is disqualified from serving as a managing participant under Section 81-27-6.203;   The limited liability trust company has fewer than five (5) or more than twenty-five (25) participants; or   Any participant has been removed by the commissioner under Subarticle A of Article 6 of this chapter.    The articles of association, bylaws, and participation agreement of a limited liability trust company may use the terms "director" and "board" instead of "manager" and "board of managers," respectively.
MS Code § 81-27-6.305 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.305. Withdrawal or reduction of participant's contribution to capital

 A participant may not receive from a limited liability trust company any part of the participant's contribution to capital until:    All liabilities of the state trust company, except liabilities to participants on account of contribution to capital, have been paid or, if after the withdrawal or reduction, sufficient property of the state trust company will remain to pay all liabilities of the state trust company, except liabilities to participants on account of contribution to capital;   All participants consent, unless the return of the contribution to capital may be demanded as provided by this article; or   The articles of association are canceled or amended to set out the withdrawal or reduction.    A participant may demand the return of the participant's contribution to capital on the dissolution of the limited liability trust company and the failure by the full liability participants to exercise the right for the business of the limited liability trust company to be carried on by the remaining participants as provided by Section 81-27-6.307.   Unless allowed by the articles of association or by the unanimous consent of all participants of the limited liability trust company, a participant may demand the return of the participant's contribution to capital only in cash.
MS Code § 81-27-6.306 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.306. Interest in limited liability trust company; transferability of interest

 The interest of a participant or participant-transferee in a limited liability trust company is the personal estate of the participant or the participant-transferee and may be transferred as provided by the bylaws or the participation agreement. A transferee of a participant's interest has the status of a participant-transferee and does not by the transfer become a participant or obtain a right to participate in the management of the limited liability trust company. A participant-transferee is entitled to receive only a share of profits, return of contribution, or other distributive benefit in respect to the interest transferred to which the participant who transferred the interest would have been entitled. A participant-transferee may become a participant only as provided by the bylaws or the participation agreement.   A limited liability trust company may add additional participants in the same manner as participant-transferees after payment in full of the capital contribution to the limited liability trust company payable for the issuance of additional participation interests.
MS Code § 81-27-6.307 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.307. Dissolution

 A limited liability trust company organized under this article is dissolved on:    The expiration of the period fixed for the duration of the limited liability trust company;   A vote to dissolve or the execution of a written consent to dissolve by all full liability participants, if any, and a sufficient number of other participants that combined with all full liability participants hold at least two-thirds (2/3) of the participation shares in each class in the association, or a greater fraction as provided by the articles of association;   Except as provided by the articles of association, the death, adjudication of incompentence, expulsion, bankruptcy, retirement, or resignation of a participant unless a majority in interest of all remaining participants elect in writing not later than the ninetieth day after the date of the event to continue the business of the association; or   The occurrence of an event of dissolution specified in the articles of association.    A dissolution under this section is considered to be the initiation of a voluntary liquidation under Subarticle B of Article 7 of this chapter.   An event of dissolution described by subsection (a)(3) of this section does not cancel or revoke a contract to which the state trust company is a party, including a trust indenture or agreement or voluntary dissolution under Subarticle B of Article 7 of this chapter, until the period for the remaining participants to continue the business of the state trust company has expired without the remaining participants having completed the necessary action to continue the business of the state trust company.
MS Code § 81-27-6.308 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.308. Allocation of profits and losses

 The profits and losses of a limited liability trust company may be allocated among the participants and among classes of participants as provided by the participation agreement. Without the prior written approval of the commissioner, the profits and losses must be allocated based on the relative interests of the participants as reflected in the articles of association and related documents filed with and approved by the commissioner.
MS Code § 81-27-6.309 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.309. Distributions

 Subject to Section 81-27-4.106, distributions of cash or other assets of a limited liability trust company may be made to the participants as provided by the participation agreement. Without the prior written approval of the commissioner, distributions must be made to the participants based on the relative interests of the participants as reflected in the articles of association and related documents filed with and approved by the commissioner.
MS Code § 81-27-6.310 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Special Provisions for Limited Liability Trust Companies|§ 81-27-6.310. Other provisions related to a limited liability trust company

 For purposes of the provisions of this chapter other than this subarticle, as the context requires:    A manager and the board of managers are considered to be a director and the board of directors, respectively;   If there is not a board of managers, a participant is considered to be a director and all of the participants are considered to be the board of directors;   A participant or participant-transferee is considered to be a shareholder;   A participation share is considered to be a share of stock; and   A distribution is considered to be a dividend.
MS Code § 81-27-6.401 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Merger, Consolidation, Transfer of Assets|§ 81-27-6.401. Merger authority

 With the prior written approval of the commissioner, a state trust company may merge or consolidate with another person to the same extent as a business corporation under the Mississippi Business Corporation Act, subject to this subarticle.   Implementation of the plan of merger by the parties and approval of the board, shareholders, participants, or owners of the parties must be made or obtained as provided by the Mississippi Business Corporation Act as if the state trust company were a domestic corporation and all other parties to the merger were foreign corporations and other entities, except as otherwise provided by rules or regulations adopted under this article.
MS Code § 81-27-6.402 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Merger, Consolidation, Transfer of Assets|§ 81-27-6.402. Merger application

 The original articles of merger, a number of copies of the articles of merger equal to the number of surviving, new, and acquiring entities, and an application in the form required by the commissioner must be filed with the commissioner. The commissioner shall investigate the condition of the merging parties. The commissioner may require the submission of additional information as considered necessary to an informed decision.   The commissioner may approve the merger if:    Each resulting state trust company will be solvent and have adequate capitalization for its business and location;   Each resulting state trust company has in all respects complied with the statutes and rules relative to the organization of a state trust company;   All fiduciary obligations and liabilities of each state trust company that is a party to the merger have been properly discharged or otherwise lawfully assumed or retained by a state trust company or other fiduciary;   Each surviving, new, or acquiring person that is not authorized to engage in the trust business will not engage in the trust business and has in all respects complied with the laws of this state; and   All conditions imposed by the commissioner have been satisfied or otherwise resolved.
MS Code § 81-27-6.403 (2020)
2020 Mississippi Code|Title 81 - Banks and Financial Institutions|Chapter 27 - Multistate, State and Limited Liability Trust Institutions|Article 6 - Additional Definitions; Ownership; Governance; Mergers|Merger, Consolidation, Transfer of Assets|§ 81-27-6.403. Approval of commissioner

 If the commissioner approves the merger and finds that all required filing fees and investigative costs have been paid, the commissioner shall:    Endorse the face of the original and each copy with the date of approval and the word "Approved";   File the original in the department's records; and   Deliver a certified copy of the articles of merger to each surviving, new, or acquiring entity.    A merger is effective on the date of approval, unless the merger agreement provides and the commissioner consents to a different effective date.