reglab/statecodes huggingface dataset:
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle D - SPECIAL PROVISIONS FOR LIMITED LIABILITY TRUST COMPANIES (§§ 81-27-6.301 — 81-27-6.310) › Section 81-27-6.304 - Management of limited liability trust company

(a)
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.
(b)
Participants of a limited liability trust company may not retain management and must elect a board of managers if:
(1)
Any participant is disqualified from serving as a managing participant under Section
81-27-6.203
;
(2)
The limited liability trust company has fewer than five (5) or more than twenty-five (25) participants; or
(3)
Any participant has been removed by the commissioner under Subarticle A of Article 6 of this chapter.
(c)
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.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle D - SPECIAL PROVISIONS FOR LIMITED LIABILITY TRUST COMPANIES (§§ 81-27-6.301 — 81-27-6.310) › Section 81-27-6.305 - Withdrawal or reduction of participant's contribution to capital

(a)
A participant may not receive from a limited liability trust company any part of the participant's contribution to capital until:
(1)
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;
(2)
All participants consent, unless the return of the contribution to capital may be demanded as provided by this article; or
(3)
The articles of association are canceled or amended to set out the withdrawal or reduction.
(b)
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
.
(c)
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.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle D - SPECIAL PROVISIONS FOR LIMITED LIABILITY TRUST COMPANIES (§§ 81-27-6.301 — 81-27-6.310) › Section 81-27-6.306 - Interest in limited liability trust company; transferability of interest

(a)
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.
(b)
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.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle D - SPECIAL PROVISIONS FOR LIMITED LIABILITY TRUST COMPANIES (§§ 81-27-6.301 — 81-27-6.310) › Section 81-27-6.307 - Dissolution

(a)
A limited liability trust company organized under this article is dissolved on:
(1)
The expiration of the period fixed for the duration of the limited liability trust company;
(2)
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;
(3)
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
(4)
The occurrence of an event of dissolution specified in the articles of association.
(b)
A dissolution under this section is considered to be the initiation of a voluntary liquidation under Subarticle B of Article 7 of this chapter.
(c)
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.
Laws, 1998, ch. 437, § 1; Laws, 2008, ch. 442, § 22, eff. 7/1/2008.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle D - SPECIAL PROVISIONS FOR LIMITED LIABILITY TRUST COMPANIES (§§ 81-27-6.301 — 81-27-6.310) › Section 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.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle D - SPECIAL PROVISIONS FOR LIMITED LIABILITY TRUST COMPANIES (§§ 81-27-6.301 — 81-27-6.310) › Section 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.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle D - SPECIAL PROVISIONS FOR LIMITED LIABILITY TRUST COMPANIES (§§ 81-27-6.301 — 81-27-6.310) › Section 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:
(1)
A manager and the board of managers are considered to be a director and the board of directors, respectively;
(2)
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;
(3)
A participant or participant-transferee is considered to be a shareholder;
(4)
A participation share is considered to be a share of stock; and
(5)
A distribution is considered to be a dividend.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.401 - Merger authority

(a)
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.
(b)
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.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.402 - Merger application

(a)
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.
(b)
The commissioner may approve the merger if:
(1)
Each resulting state trust company will be solvent and have adequate capitalization for its business and location;
(2)
Each resulting state trust company has in all respects complied with the statutes and rules relative to the organization of a state trust company;
(3)
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;
(4)
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
(5)
All conditions imposed by the commissioner have been satisfied or otherwise resolved.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.403 - Approval of commissioner

(a)
If the commissioner approves the merger and finds that all required filing fees and investigative costs have been paid, the commissioner shall:
(1)
Endorse the face of the original and each copy with the date of approval and the word "Approved";
(2)
File the original in the department's records; and
(3)
Deliver a certified copy of the articles of merger to each surviving, new, or acquiring entity.
(b)
A merger is effective on the date of approval, unless the merger agreement provides and the commissioner consents to a different effective date.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.404 - Rights of dissenters to mergers

A shareholder, participant, or participant-transferee may dissent from the merger to the extent and by following the procedure provided by the Mississippi Business Corporation Act or rules or regulations adopted under this chapter.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.405 - Authority to act as disbursing agent

The purchasing trust institution may hold the purchase price and any additional funds delivered to it by the selling institution in trust for the selling institution and may act as agent of the selling institution in disbursing those funds in trust by paying the creditors of the selling institution. If the purchasing trust institution acts under written contract of agency approved by the commissioner that specifically names each creditor and the amount to be paid each, and if the agency as limited to the purely ministerial act of paying creditors the amounts due them as determined by the selling institution and reflected in the contract of agency and does not involve discretionary duties or authority other than the identification of the creditors named, the purchasing trust institution:
(1)
May rely on the contract of agency and the instructions included in it; and
(2)
Is not responsible for:
(A)
Any error made by the selling institution in determining its liabilities, and creditors to whom the liabilities are due, or the amounts due the creditors; or
(B)
Any preference that results from the payments made under the contract of agency and the instructions included in it.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.406 - Liquidation of selling state trust company

If the selling trust institution is at any time after the sale of assets voluntarily or involuntarily closed for liquidation by a state or federal regulatory agency, the purchasing trust company shall pay to the receiver of the selling institution the balance of the funds held by it in trust for the selling institution and not yet paid to the creditors of the selling institution. Without further action the purchasing trust institution is discharged of all responsibilities to the selling institution, its receiver, or its creditors, shareholders, or participants.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.407 - Payment to creditors

Payment to a creditor of the selling institution of the amount to be paid the person under the terms of the contract of agency may be made by the purchasing trust company by opening an agency account in the name of the creditor, crediting the account with the amount to be paid the creditor under the terms of the agency contract, and mailing or personally delivering a duplicate ticket evidencing the credit to the creditor at the person's address shown in the records of the selling institution. The relationship between the purchasing trust institution and the creditor is that of agent to creditor only to the extent of the credit reflected by the ticket.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 6 - ADDITIONAL DEFINITIONS; OWNERSHIP; GOVERNANCE; MERGERS (§§ 81-27-6.001 — 81-27-6.408) › Subarticle E - MERGER, CONSOLIDATION, TRANSFER OF ASSETS (§§ 81-27-6.401 — 81-27-6.408) › Section 81-27-6.408 - Sale of assets

(a)
The board of a state trust company, with the commissioner's approval, may cause a state trust company to sell all or substantially all of its assets, including the right to control accounts established with the trust company, without shareholder or participant approval if the commissioner finds:
(1)
The interests of the state trust company's clients, depositors, and creditors are jeopardized because of insolvency or imminent insolvency of the state trust company; and
(2)
The sale is in the best interest of the state trust company's clients and creditors; and
(3)
The Federal Deposit Insurance Corporation or its successor approves the transaction unless the deposits of the state trust company are not insured.
(b)
A sale under this section must include an assumption and promise by the buyer to pay or otherwise discharge:
(1)
All of the state trust company's liabilities to clients and depositors;
(2)
All of the state trust company's liabilities for salaries of the state trust company's employees incurred before the date of the sale;
(3)
Obligations incurred by the commissioner arising out of the supervision or sale of the state trust company; and
(4)
Fees and assessments due the department.
(c)
This section does not limit the incidental power of a state trust company to buy and sell assets in the ordinary course of business.
(d)
This section does not affect the commissioner's right to take action under another law. The sale by a trust company of all or substantially all of its assets with shareholder or participant approval is considered a voluntary dissolution and liquidation and is governed by Section
81-5-101
.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle A - SUPERVISION AND EXAMINATION (§§ 81-27-7.001 — 81-27-7.003) › Section 81-27-7.001 - Commissioner shall have supervision over authorized trust institutions and shall examine

(a)
For the purposes of this article, the term "authorized trust institution" means any state trust company, trust office or representative trust office.
(b)
Every authorized trust institution shall be under the supervision of the commissioner. The commissioner shall execute and enforce through the department and such other agents as are now or may hereafter be created or appointed, all laws which are now or may hereafter be enacted relating to authorized trust institutions. For the more complete and thorough enforcement of the provisions of this chapter, the commissioner may promulgate such rules or regulations not inconsistent with the provisions of the chapter, as may, in its opinion, be necessary to carry out the provisions of the laws relating to authorized trust institutions and as may be further necessary to insure safe and conservative management of an authorized trust institution under its supervision taking into consideration the appropriate interest of the creditors, stockholders, participants and the public in their relations with such authorized trust institutions. All authorized trust institutions doing business under the provisions of this chapter shall conduct their business in a manner consistent with all laws relating to authorized trust institutions, and all rules, regulations, and instructions that may be promulgated or issued by the commissioner.
(c)
The commissioner, or his duly authorized representative, for the purpose of discovering violations of this chapter and for the purpose of determining whether companies or offices are subject to the provisions of this article, may examine authorized trust institutions that have a charter, license or registration under this chapter and companies or offices that are reasonably suspected by the commissioner of conducting business that requires a charter, license or registration under this chapter, including all relevant books, records and papers employed by those companies or offices in the transaction of their business, and may summon witnesses and examine them under oath concerning matters relating to the business of those companies or offices, or such other matters as may be relevant to the discovery of violations of this chapter, including without limitation the conduct of business without a charter, license or registration as required under this chapter.
Laws, 1998, ch. 437, § 1; Laws, 2007, ch. 341, § 1, eff. 3/14/2007.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle A - SUPERVISION AND EXAMINATION (§§ 81-27-7.001 — 81-27-7.003) › Section 81-27-7.002 - Fees for examination

The fees for examination of authorized trust institutions shall be assessed and collected by the commissioner.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle A - SUPERVISION AND EXAMINATION (§§ 81-27-7.001 — 81-27-7.003) › Section 81-27-7.003 - Department to act under authority of the commissioner

All the powers, duties and functions granted to or imposed upon the department under this chapter shall be exercised under the direction and supervision of the commissioner.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle B - ENFORCEMENT ORDERS; TRUST COMPANY MANAGEMENT (§§ 81-27-7.101 — 81-27-7.105) › Section 81-27-7.101 - Administrative orders; penalties for violation

(a)
In addition to any other powers conferred by this chapter, the commissioner shall have the power to:
(1)
Order any authorized trust institution, or subsidiary thereof, or any director, officer, or employee to cease and desist violating any provision of this chapter or any lawful rule or regulation issued under this chapter.
(2)
Order any authorized trust institution, or subsidiary thereof, or any director, officer, or employee to cease and desist from a course of conduct that is unsafe or unsound and which is likely to cause insolvency or dissipation of assets or is likely to jeopardize or otherwise seriously prejudice the interests of the public in their relationship with the authorized trust institution.
(3)
Order any company to cease engaging in an unauthorized trust activity.
(4)
Enter any order pursuant to Section
81-27-2.302
.
(b)
The commissioner may impose a civil money penalty of not more than One Thousand Dollars ($1,000.00) for each violation by any authorized trust institution, or subsidiary thereof, or any director, officer, or employee of an order issued under paragraph (1) of subsection (a) of this section. In addition, the commissioner may impose a civil money penalty of not more than One Thousand Dollars ($1,000.00) per day for each day that an authorized trust institution, or subsidiary thereof, or any director, officer, or employee violates a cease and desist order issued under paragraph (2) or (3) of subsection (a) of this section. All civil money penalties collected under this section shall be deposited in the State General Fund.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle B - ENFORCEMENT ORDERS; TRUST COMPANY MANAGEMENT (§§ 81-27-7.101 — 81-27-7.105) › Section 81-27-7.102 - Notice and opportunity for hearing

Notice and opportunity for a hearing shall be provided before any of the foregoing actions may be undertaken by the commissioner. However, in cases involving extraordinary circumstances requiring immediate action, the commissioner may take such action, but shall promptly afford a subsequent hearing upon application to rescind the action taken.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle B - ENFORCEMENT ORDERS; TRUST COMPANY MANAGEMENT (§§ 81-27-7.101 — 81-27-7.105) › Section 81-27-7.103 - Subpoena power and examination under oath

The commissioner shall have the power to subpoena witnesses, compel their attendance, require the production of evidence, administer oaths, and examine any person under oath in connection with any subject related to a duty imposed or a power vested in the commissioner.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle B - ENFORCEMENT ORDERS; TRUST COMPANY MANAGEMENT (§§ 81-27-7.101 — 81-27-7.105) › Section 81-27-7.104 - Removal of directors, officers and employees

Consistent with Section
81-27-7.102
, the commissioner may require the immediate removal from office of any officer, director, or employee of any authorized trust institution, who is found to be dishonest, incompetent, or reckless in the management of the affairs of the authorized trust institution, or who persistently violates the laws of this state or the lawful orders, instructions, and regulations issued by the commissioner.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 7 - ENFORCEMENT ACTIONS (§§ 81-27-7.001 — 81-27-7.105) › Subarticle B - ENFORCEMENT ORDERS; TRUST COMPANY MANAGEMENT (§§ 81-27-7.101 — 81-27-7.105) › Section 81-27-7.105 - Review by the court

Administrative orders issued by the commissioner and civil money penalties imposed for violation of such orders shall be subject to review by the Chancery Court of the First Judicial District of Hinds County, Mississippi.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle A - VOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.001 — 81-27-8.006) › Section 81-27-8.001 - Required vote of shareholders or participants

A state trust company may go into voluntary liquidation and be closed, and may surrender its charter and franchise as a corporation of this state by the affirmative votes of its shareholders or participants owning two-thirds (2/3) of its stock or participation shares.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle A - VOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.001 — 81-27-8.006) › Section 81-27-8.002 - Corporate procedure

Shareholder or participant action to liquidate a state trust company shall be taken at a meeting of the shareholders or participants duly called by resolution of the board of directors or members, written notice of which, stating the purpose of the meeting, shall be mailed to each shareholder or participant, or in case of a shareholder's or participant's death, to such shareholder's or participant's legal representative or heirs at law, addressed to the shareholder's or participant's last known residence ten (10) days previous to the date of such meeting. If stockholders or participants shall, by the required vote, elect to liquidate a trust company, a certified copy of all proceedings of the meeting at which such action shall have been taken, verified by the oath of the president and secretary, shall be transmitted to the commissioner for approval.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle A - VOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.001 — 81-27-8.006) › Section 81-27-8.003 - Authority to liquidate; publication

If the commissioner shall approve the liquidation, the commissioner shall issue to the state trust company under the commissioner's seal, a permit for such purpose. No such permit shall be issued by the commissioner until the commissioner shall be satisfied that provision has been made by the state trust company to satisfy and pay off all creditors. If not so satisfied, the commissioner shall refuse to issue a permit, and shall be authorized to take possession of the state trust company and its assets and business, and hold the same and liquidate the state trust company in the manner provided in this chapter. When the commissioner shall approve the voluntary liquidation of a state trust company, the directors of the state trust company shall cause to be published in a newspaper in the county in which the same is located, or if no newspaper is published in such county, then in a newspaper having a general circulation in such county, a notice that the state trust company is closing down its affairs and going into liquidation, and notify its creditors to present their claims for payment. Such notice shall be published once a week for four (4) consecutive weeks.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle A - VOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.001 — 81-27-8.006) › Section 81-27-8.004 - Examination and reports

When any state trust company shall be in process of voluntary liquidation, it shall be subject to examination by the commissioner, and shall furnish such reports from time to time as may be called for by the commissioner.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle A - VOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.001 — 81-27-8.006) › Section 81-27-8.005 - Unclaimed property

All unclaimed property remaining in the hands of a liquidated state trust company shall be subject to the provisions of Uniform Disposition of Unclaimed Property Act (Section
89-12-1
et seq.).
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle A - VOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.001 — 81-27-8.006) › Section 81-27-8.006 - Sell or transfer of property

Whenever the commissioner shall approve it, any state trust company may sell and transfer to any other trust institution, whether state or federally chartered, all of its assets of every kind upon such terms as may be agreed upon and approved by the commissioner and by two-thirds (2/3) vote of its board of directors or members. A certified copy of the minutes of any meeting at which such action is taken, under the oath of the president and secretary, together with a copy of the contract of sale and transfer, shall be filed with the commissioner. Whenever voluntary liquidation shall be approved by the commissioner or the sale and transfer of the assets of any state trust company shall be approved by the commissioner, a certified copy of such approval under seal of the commissioner, filed in the office of the Secretary of State, shall authorize the cancellation of the charter of such state trust company, subject, however, to its continued existence, as provided by this chapter and the general law relative to corporations.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle B - INVOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.101 — 81-27-8.131) › Section 81-27-8.101 - When commissioner may take charge

The commissioner may forthwith take possession of the business and property of any state trust company to which this chapter is applicable whenever it shall appear that such state trust company:
(1)
Has violated its charter or any laws applicable thereto;
(2)
Is conducting its business in an unauthorized or unsafe manner;
(3)
Is in an unsafe or unsound condition to transact its business;
(4)
Has an impairment of its capital;
(5)
Has become otherwise insolvent;
(6)
Has neglected or refused to comply with the terms of a duly issued lawful order of the commissioner;
(7)
Has refused, upon proper demand, to submit its records, affairs, and concerns for inspection and examination of a duly appointed or authorized examiner of the commissioner;
(8)
Its officers have refused to be examined upon oath regarding its affairs; or
(9)
Has made a voluntary assignment of its assets to trustees.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle B - INVOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.101 — 81-27-8.131) › Section 81-27-8.102 - Directors may act

Any state trust company may place its assets and business under the control of the commissioner for liquidation by a resolution of a majority of its directors or members upon notice to the commissioner, and, upon taking possession of the state trust company, the commissioner, or duly appointed agent, shall retain possession thereof until such state trust company shall be authorized by the commissioner to resume business or until the affairs of the state trust company shall be fully liquidated as provided in this article. No state trust company shall make any general assignment for the benefit of its creditors except by surrendering possession of its assets to the commissioner, as herein provided. Whenever any state trust company for any reason shall suspend operations for any length of time, the state trust company shall, immediately upon such suspension of operations, be deemed in the possession of the commissioner and subject to liquidation hereunder.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle B - INVOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.101 — 81-27-8.131) › Section 81-27-8.103 - Notice of seizure; bar to attachment

When the commissioner, or duly appointed agent, shall take possession of any state trust company under Section
81-27-8.101
or Section
81-27-8.102
, the commissioner or agent shall within forty-eight (48) hours, file with the chancery clerk of the county where the state trust company is located, a notice of such action which shall state the reason therefor, and such notice shall be deemed the equivalent of a summons and complaint against the state trust company in an action in the chancery court except that it shall not be necessary to make service thereof. The taking possession of any state trust company shall be effective on the date when such authority was exercised and from and after such time all assets and property of such state trust company, of whatever nature, shall be deemed to be in possession of the commissioner, and the exercise of such authority shall operate as a bar to any attachment, or other legal proceeding against the state trust company or its assets. After the commissioner's exercise of authority, no lien shall be acquired, in any manner binding or affecting any of the assets of the state trust company and every transfer or assignment made thereafter by the state trust company, or by its authority, of the whole or any part of its assets, shall be null and void; and the commissioner, shall be substituted in place of the state trust company in all actions in the state or federal courts, pending at the time of the exercise of such authority.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle B - INVOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.101 — 81-27-8.131) › Section 81-27-8.104 - Notice to trust institutions, corporations and others holding assets; liens not to accrue

Upon taking possession of the assets and business of any state trust company, the commissioner, or duly appointed agent, shall forthwith give notice, by mail or otherwise, of such action to all trust institutions or other persons or corporations holding, or having in possession, any assets of such state trust company. No trust company or other person or corporation shall have a lien or charge for any payment, advance or clearance made, or liability incurred against any of the assets of the state trust company after possession has been taken as provided under this section, except as hereinafter provided.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle B - INVOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.101 — 81-27-8.131) › Section 81-27-8.105 - Permission to resume business

After the commissioner has taken possession of any state trust company, such state trust company may resume business as provided by law.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle B - INVOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.101 — 81-27-8.131) › Section 81-27-8.106 - Remedy for seizure; answer to notice, injunction; and appeal

Whenever any state trust company, of whose assets and business the commissioner has taken possession as herein provided, except where possession is taken under Section
81-27-8.102
, shall deem itself aggrieved thereby, and it may, at any time within ten (10) days after the filing of the notice with the chancery clerk, file an answer to the notice and may also upon notice to the commissioner, apply to the presiding chancellor of the district for an injunction to enjoin further proceedings by the commissioner. The chancellor may cite the commissioner to show cause within ten (10) days thereafter why further proceedings should not be enjoined, and after hearing the allegations and proof of the parties with respect to the condition of the state trust company, may dismiss such application for injunction or may enjoin further proceedings under this section by the commissioner. If the chancellor shall enjoin further action of the commissioner and permit the reopening of the state trust company, the chancellor shall have authority to require of such state trust company a surety bond as the chancellor deems necessary to insure its solvency, payable to the commissioner for the sole benefit of the general creditors of the state trust company, and upon such terms as the chancellor may deem proper. Either party shall have the right to appeal to the Supreme Court as in other actions.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 81 - BANKS AND FINANCIAL INSTITUTIONS (§§ 81-1-1 — 81-29-3) › Chapter 27 - MULTISTATE, STATE AND LIMITED LIABILITY TRUST INSTITUTIONS (§§ 81-27-1.001 — 81-27-8.131) › Article 8 - DISSOLUTION AND RECEIVERSHIP; CONSERVATORSHIP (§§ 81-27-8.001 — 81-27-8.131) › Subarticle B - INVOLUNTARY DISSOLUTION AND LIQUIDATION (§§ 81-27-8.101 — 81-27-8.131) › Section 81-27-8.107 - Collection of debts and claims; commissioner succeeds to all property of the state trust company

(a)
Upon taking possession of the assets and business of any state trust company by the commissioner, or a duly appointed agent, the commissioner or agent is authorized to collect all money due the state trust company, and to do such other acts as are necessary to conserve its assets and property, and shall proceed to liquidate the affairs thereof, as hereinafter provided. The commissioner, or a duly appointed agent, shall collect all debts due and claims belonging to the state trust company, by suit, if necessary; and, by motion in the pending action, and, upon authority of an order of the presiding chancellor of the district, may sell, compromise or compound any bad or doubtful debt or claim, and may upon such order, sell the real and personal property of the state trust company on such terms as the order may provide or direct, except that where the sale is made under power contained in any mortgage or lien bond or other paper wherein the title is retained for sale and the terms of sale set out, sale may be made under that authority.
(b)
Upon taking possession of any state trust company under this section, the commissioner and/or the duly appointed agent, shall have the possession and the right to the possession of all the property, assets, choses in action, rights and privileges of the state trust company, including the right to resign the trust or exercise the power in all papers executed to secure the payment of money in any form in which the state trust company shall have been named as trustee and/or pledgee, and such property right and privileges shall vest in the commissioner and/or duly appointed liquidating agent absolutely, for the purpose of liquidating, and sales and conveyance of the same, together with any and all other incidental rights, privileges, and powers necessary and convenient for the enjoyment of the right of conveyance and sale and for the exercise of the same. Upon the motion made, the state trust company or any person interested, may be heard, but the chancellor hearing the motion shall enter an order as in the chancellor's discretion will best serve the parties interested.
(c)
The officers and directors of any state trust company, or any state trust company that is in liquidation as provided by law, shall not hereafter exercise any powers herein declared to be vested in the commissioner, and/or the duly appointed liquidating agent.
Laws, 1998, ch. 437, § 1, eff. 7/1/1998.