2023 New York Laws › BNK - Banking › Article 3-A - Bank Holding Companies; Control of Banking Institutions › 141 - Definitions.

§ 141.  Definitions.  1.  "Banking  institution,"  when  used  in this
  article, means a bank, a trust company, a stock-form savings bank  or  a
  stock-form savings and loan association.
2.  "Company,"  when  used  in  this  article,  means any corporation,
  partnership, trust, unincorporated association, joint stock  association
  or  similar  organization  organized  under the laws of the state of New
  York, or if not so organized, doing business in the state of  New  York,
  or  any  individual residing or doing business in the state of New York,
  or any combination of individuals which combination is  residing  or  is
  doing  business  in  the  state  of  New  York,  any  combination of the
  foregoing which combination is residing or  is  doing  business  in  the
  state  of  New  York,  or  any  such individual and any of the foregoing
  acting in concert,  but  shall  not  include  (a)  any  corporation  the
  majority  of  the stock of which is owned by the United States or by any
  state unless the superintendent determines  that  it  would  be  in  the
  public  interest  to deem such a corporation to constitute a company, or
  (b) any corporation or community chest, fund, or  foundation,  organized
  and  operated  exclusively  for  religious,  charitable,  or educational
  purposes, no part of the net earnings of which inures to the benefit  of
  any  private  stockholder  or individual, and no substantial part of the
  activities of which is the  carrying  on  of  propaganda,  or  otherwise
  attempting to influence legislation unless the superintendent determines
  that  it  would  be  in  the public interest to deem such a corporation,
  community chest, fund, or foundation to constitute a company, or (c) any
  corporation or partnership  owning  or  controlling  stock  acquired  in
  connection with an underwriting of securities and which is held only for
  such  period  of  time as will permit the sale thereof upon a reasonable
  basis.
3. "Bank holding company,"  when  used  in  this  article,  means  any
  company  which  (a)  directly  or indirectly, or through a subsidiary or
  subsidiaries, owns, controls, or holds with power to vote  (i)  ten  per
  centum  or  more  of the voting stock of a company which is or becomes a
  bank holding company by virtue of this article, or (ii) ten  per  centum
  or more of the voting stock of a banking institution, or (b) controls in
  any  manner the election of a majority of the directors of (i) a banking
  institution, or (ii) a company  which  is  or  becomes  a  bank  holding
  company  by virtue of this article, or (c) is a company, for the benefit
  of whose stockholders or members ten per centum or more  of  the  voting
  stock  of  a  banking  institution or of a company which is or becomes a
  bank holding company by virtue of this  article  is  held,  directly  or
  indirectly,  by  a  trustee or trustees, or (d) through a combination of
  (i) ownership, control or holding, directly  or  indirectly,  of  voting
  stock  and  (ii)  voting  stock  and  held, directly or indirectly, by a
  trustee or trustees for the benefit of the members  or  stockholders  of
  such  company,  if  such  voting  stock  is  voting stock of one or more
  banking institutions or of one of more companies  which  are  or  become
  bank holding companies by virtue of this article, as the case may be, is
  a company which would be a bank holding company if the aggregate of such
  voting stock were either entirely owned, controlled or held, directly or
  indirectly, by such company or entirely held, directly or indirectly, by
  a  trustee or trustees for the benefit of the members or stockholders of
  such company. Notwithstanding the foregoing, no company shall be a  bank
  holding  company  by  virtue of its ownership or control of either stock
  acquired in a fiduciary capacity, except where such stock  is  held  for
  the  benefit  of  the stockholders or members of such company; or voting
  rights of stock acquired in the court  of  a  proxy  solicitation  by  a
  company  formed  and  operated  for the sole purpose of participating in
  proxy solicitations by virtue of its control of voting rights  of  stock

  in  any  banking  institution  or  bank  holding company acquired in the
  course of such solicitations.
4.  "Subsidiary," when used in this article, means (a) any company ten
  per centum or more of whose voting stock is directly or  indirectly,  or
  through  a  subsidiary  or subsidiaries, owned, controlled, or held with
  power to vote, by a  bank  holding  company;  or  (b)  any  company  the
  election of a majority of whose directors is controlled in any manner by
  a  bank  holding  company;  or (c) any company ten per centum or more of
  whose voting stock is directly or indirectly owned, controlled, or  held
  with  power  to  vote,  by  a trustee or trustees for the benefit of the
  stockholders or members of a bank holding company; or (d) any company at
  least ten per centum of  the  voting  stock  of  which  is  directly  or
  indirectly,  or  through a subsidiary or subsidiaries, owned, controlled
  or held with power to vote by a combination of a  bank  holding  company
  and  by  a  trustee  or  trustees for the benefit of the stockholders or
  members of such bank holding company. For purposes of this  subdivision,
  voting  stock  shall  not be deemed to include voting stock owned by the
  United States or by any company wholly owned by the United  States.  Any
  company  having  any  of  the  relationships with a bank holding company
  described in clauses (a), (b), (c) or (d) of this subdivision  shall  be
  deemed to be a subsidiary of such bank holding company.
5.  "Doing  business,"  when  used  in this article, shall include the
  maintenance by a foreign company of a place of business in  this  state,
  or  the conduct by a foreign company of operations in this state, or the
  acquisition, owning or holding by a foreign  company  of  any  stock  or
  assets  of  any  banking  institution  or  any company which directly or
  indirectly owns, controls or holds with power to vote ten per centum  or
  more of the voting stock of a banking institution.
6. "Banking subsidiary," when used in this article, means a subsidiary
  that  is  a  banking institution, and a "non-banking subsidiary" means a
  subsidiary that is not a banking institution.