reglab/statecodes huggingface dataset:
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-391 - Employment of counsel, accountants, and other experts; compensation.

§ 53-391. Employment of counsel, accountants, and other experts; compensation.
The Commissioner, for the purpose of exercising any power under the provisions of this Subpart, may (i) employ any liquidating agents, attorneys, accountants, consultants, and clerks necessary to properly conduct the business of or liquidate and distribute the assets of a State trust company; (ii) fix the compensation for the agents, attorneys, accountants, consultants, and clerks; and (iii) pay the compensation of those persons out of the assets of the State trust company. Provided, that all expenditures described in this section shall be approved by the resident or presiding judge in the county in which the action is pending. Payments made by the Commissioner pursuant to this section shall not be subject to the requirements of Article 3 of Chapter 143 of the General Statutes. As used in this Subpart, the term "Commissioner" includes the Commissioner's duly appointed agents. The Commissioner shall: (i) submit all proposed agreements or contracts for supplies, materials, printing, equipment, and contractual services that exceed one million dollars ($1,000,000) authorized by this section to the Attorney General or the Attorney General's designee for review as provided in G.S. 114-8.3; and (ii) include in all agreements or contracts to be awarded by the Commissioner under this section a standard clause which provides that the State Auditor and internal auditors of the Commissioner may audit the records of the contractor during and after the term of the agreement or contract to verify accounts and data affecting fees and performance. The Commissioner shall not award a cost plus percentage of cost agreement or contract for any purpose. (2001-263, s. 1; 2010-194, s. 4; 2011-326, s. 15(d).)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-392 - Unclaimed dividends held in trust.

§ 53-392. Unclaimed dividends held in trust.
Unclaimed dividends for claims described in subdivisions (a)(1) through (a)(4) of G.S. 53-389 shall be held by the Commissioner in trust for the claimants to whom the dividends are owed; and the dividends so held by the Commissioner shall be paid over to the persons entitled to the dividends when they furnish satisfactory evidence of their right to the dividends. In case of doubtful or conflicting claims, the Commissioner may apply to the superior court, by motion in the pending action, for an order from the resident or presiding judge of the superior court directing the payment of the dividends so claimed. Issues of fact raised by motion may, upon request of any claimant, be determined as in other civil actions. Interest earned on any unclaimed dividends so held shall be applied toward defraying the expenses incurred in the distribution of the unclaimed dividends. The balance of interest, if any, shall be deposited and held as other funds to the credit of the Commissioner. After the Commissioner has held any unclaimed dividends in trust under the provisions of this statute for the creditors of the liquidated State trust company for a period of three years following the resumption of business by or cancellation of the charter of the State trust company, the unclaimed dividends shall be subject to the provisions of Chapter 116B of the General Statutes. Upon payment of unclaimed dividends to the State Treasurer, the Commissioner shall be fully discharged from all further liability therefor. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-394 - Annual report of the Commissioner; items included; reports of condition of State trust companies.

§ 53-394. Annual report of the Commissioner; items included; reports of condition of State trust companies.
(a) The Commissioner shall file, as a part of an annual report to the Governor, a list of the names of any State trust companies of which possession was taken and liquidated in the preceding year, the sum of unclaimed assets with respect to each State trust company, and all depositories of all sums coming into the hands of the Commissioner under the provisions of this Part.
(b) The Commissioner shall, from time to time, compile and make available for public inspection reports showing the condition of State trust companies. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-395 - Compensation of the Commissioner's office.

§ 53-395. Compensation of the Commissioner's office.
The office of the Commissioner, for services rendered in connection with the duties described in this Subpart, shall be entitled to actual expenses incurred in connection with the liquidation of each State trust company, including a reasonable sum for the time of the examiners and other agents of the Commissioner. The Commissioner may adopt rules or orders for fixing these expenses. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-397 - Disposition of books and records.

§ 53-397. Disposition of books and records.
All fiduciary records relating to the administration of particular accounts shall be turned over to the successors in charge of administration of the accounts. All other books, papers, and records of a State trust company that has been finally liquidated shall be deposited by the receiver in the office of the clerk of the superior court of the county in which the action is pending, or in any other place as in the clerk's judgment, after consultation with the Commissioner, will provide for the proper safekeeping and protection of those books, papers, and records. Such books, papers, and records shall be held subject to the orders of the clerk of the superior court of the county in which the action is pending, including orders necessary for preserving the confidentiality of any information relating to accounts contained in those books, papers, and records. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-398 - Destruction of books and records.

§ 53-398. Destruction of books and records.
(a) After the expiration of five years from the date of filing, in the office of the clerk of the superior court of the county in which the action is pending, of a final order approving the liquidation of a State trust company and the delivery to the clerk or into the clerk's custody of books, papers, records of the State trust company, the books, papers, and records may be destroyed by the clerk of the superior court of the county in which the action is pending.
(b) After five years from the filing by the Commissioner of a final report of liquidation of any insolvent State trust company, the Commissioner, by and with the consent of the Commission, may destroy the records of any State trust company held in the office of the Commissioner in connection with the liquidation of the State trust company. However, in connection with any unpaid dividends, the Commissioner shall preserve the records or other evidence of indebtedness of the State trust company with reference to the unpaid dividends until the dividends have been paid.
(c) Nothing in this section shall be construed to authorize the destruction by the clerk of superior court of any county or by the Commissioner of any of the formal records of liquidation or the records made in the office of the Commissioner with reference to the liquidation. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-399 - Petition for new trustee.

§ 53-399. Petition for new trustee.
Any person interested in any account, either as trustee, beneficiary, client, or otherwise, may petition the clerk of superior court of the county in which court accountings are filed or, if there is no such county, the county in which the account is being administered, for a new trustee or other successor to a State trust company in all cases in which use of the procedures set forth in this Part are employed. The petition and the order appointing a new trustee or other successor may relate to any number of accounts administered by the State trust company. Except as specified in this section, the procedure shall be as provided in Chapter 36A of the General Statutes for the appointment of successor trustees. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-400 - Report to the Secretary of State.

§ 53-400. Report to the Secretary of State.
The Commissioner shall, on or before the first day of each year, file with the Secretary of State a report showing any State trust companies under liquidation in this State and the names of any auditors or attorneys employed in connection with the liquidation of these State trust companies, together with the amounts paid or contracted to be paid to each of the auditors or attorneys. If any attorney has been employed on a fee contingent upon recovery, the report shall set forth the material terms of the fee arrangements. (2001-263, s. 1.)
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2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-401 - Provisions for conservator; duties and powers.

§ 53-401. Provisions for conservator; duties and powers.
Whenever the Commissioner deems it necessary in order to conserve the assets of a State trust company for the benefit of clients or creditors, the Commissioner may appoint a conservator for the State trust company and require of the conservator a bond with any surety the Commissioner deems necessary and proper in an amount deemed sufficient by the Commissioner. The conservator, under the direction of the Commissioner, shall take possession of the fiduciary records and other books, records, and assets of every description of the State trust company placed under conservatorship and take actions necessary to conserve those assets pending further disposition of its business as provided by law. Except as provided in G.S. 53-405, the conservator shall have all rights, powers, and privileges, subject to the approval of the Commissioner, now possessed by or given to the Commissioner under the provisions of Subpart B and Subpart D of this Part. All expenses of the conservator shall be paid out of the assets of the State trust company under conservatorship and shall be a lien thereon which shall be prior to any other lien provided by law. The compensation of the conservator shall be determined by the Commissioner and shall be based on the time and experience of the conservator and the complexity of the conservatorship. Compensation of the conservator shall not be subject to the requirements of Article 3 of Chapter 143 of the General Statutes. However, the Commissioner shall: (i) submit all proposed agreements or contracts for supplies, materials, printing, equipment, and contractual services that exceed one million dollars ($1,000,000) authorized by this section to the Attorney General or the Attorney General's designee for review as provided in G.S. 114-8.3; and (ii) include in all agreements or contracts to be awarded by the Commissioner under this section a standard clause which provides that the State Auditor and internal auditors of the Commissioner may audit the records of the conservator during and after the term of the agreement or contract to verify accounts and data affecting fees and performance. The Commissioner shall not award a cost plus percentage of cost agreement or contract for any purpose. (2001-263, s. 1; 2010-194, s. 5; 2011-326, s. 15(e).)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-403 - Termination of conservatorship.

§ 53-403. Termination of conservatorship.
If the Commissioner is satisfied that the conservatorship may be terminated with safety to the clients, creditors, and shareholders of the State trust company, and to the public, the Commissioner may terminate the conservatorship of a State trust company and permit the company to resume the transaction of its business, subject to such terms, conditions, restrictions, and limitations as the Commissioner prescribes. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-404 - Rights and liabilities of conservator.

§ 53-404. Rights and liabilities of conservator.
A conservator appointed pursuant to the provisions of this Subpart is subject to the provisions of G.S. 53-331 and to the penalties prescribed by G.S. 53-129 and G.S. 53-355. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-405 - Naming of conservator not liquidation.

§ 53-405. Naming of conservator not liquidation.
No power conferred in this Subpart upon the Commissioner, when exercised, shall be deemed as an act of possession for the purposes of liquidation; and whenever the Commissioner shall, with reference to any State trust company for which a conservator is appointed, deem that liquidation is necessary, the Commissioner shall exercise the powers for the purposes of liquidation as provided in Subpart B of Part 5 of this Article. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-406 - Sale of assets by board of jeopardized State trust company.

§ 53-406. Sale of assets by board of jeopardized State trust company.
(a) With the Commissioner's approval, the board of directors of a jeopardized State trust company, acting without shareholder approval and notwithstanding any other provision of this Article or any other law, or any of the provisions of the articles of incorporation or bylaws of the State trust company, may cause the State trust company to sell to one or more buyers all or substantially all of its assets, including the right to control and act as fiduciary for accounts established with the trust company, if the Commissioner finds:
(1) The interests of the State trust company's clients, creditors, and shareholders are jeopardized by the continued operation of the State trust company; and
(2) The sale is in the best interests of the State trust company's clients and creditors.
(b) Sales under the provisions of this section shall include assumptions and promises by one or more buyers to pay or otherwise discharge, except as provided in G.S. 53-407:
(1) All of the State trust company's liabilities to clients and creditors;
(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) Expenses incurred by the Commissioner arising out of the supervision or sale of the State trust company; and
(4) Taxes owed and fees and assessments due the Commissioner's office.
(c) This section does not limit the 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 or sale under other provisions of this Article. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-407 - Authority to act as disbursing agent.

§ 53-407. Authority to act as disbursing agent.
If a purchasing trust institution acts under a written agency contract that (i) is approved by the Commissioner; (ii) specifically names each creditor and the amount to be paid each; and (iii) limits the agency to the purely ministerial act of paying creditors the amounts due them as determined by the selling institution and does not involve discretionary duties or authority other than the identification of the creditors named, then 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, the 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. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-408 - Payment to creditors.

§ 53-408. Payment to creditors.
Payment to a creditor of the selling institution of the amount to be paid under the terms of a contract of agency described in G.S. 53-407 may be made by the purchasing trust company by (i) opening an agency account in the name of the creditor; (ii) crediting the account with the amount to be paid the creditor under the terms of the agency contract; and (iii) mailing or personally delivering a duplicate ticket evidencing the credit to the creditor at the creditor's address shown in the records of the selling institution. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-409 - Issuance of preferred shares by jeopardized trust company.

§ 53-409. Issuance of preferred shares by jeopardized trust company.
Notwithstanding any other provisions of this Article or any other laws, and notwithstanding any of the provisions of its articles of incorporation or bylaws, any jeopardized State trust company may, with the approval of the Commissioner, and by vote of shareholders owning a majority of the shares of such State trust company, upon not less than two days' notice given by registered mail pursuant to action taken at a meeting of its board of directors (which may be held upon not less than one day's notice) issue shares of preferred stock in such amount, with such voting rights, with such preferences, at such dividend rate, and with such other rights and limitations as shall be approved by the Commissioner. A copy of the minutes of such directors' and shareholders' meetings, certified by the proper officer and under the corporate seal of the State trust company, and accompanied by the written approval of the Commissioner, shall be immediately filed in the office of the Secretary of State, and when so filed, shall be deemed and treated as an amendment to the articles of incorporation of such State trust company. For purposes of this section, a State trust company shall be considered jeopardized when it is critical that the State trust company obtain additional equity capital to avoid, or to cease to be in, a hazardous condition, and other means of raising additional equity capital do not appear to be feasible. No issue of preferred shares shall be valid until the amount of all shares so issued shall have been paid for in full in cash, except as may otherwise be specifically approved by the Commissioner. The provisions of this section do not limit the authority of a State trust company to issue shares as provided under other applicable law. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-410 - Commissioner to act under authority of the Commission.

§ 53-410. Commissioner to act under authority of the Commission.
All the powers, duties, and functions granted to or imposed upon the Commissioner by law shall be exercised under the direction and supervision of the Commission. Wherever provision is made in this Article authorizing and permitting the Commissioner to make rules, the words "the Commissioner" shall be construed to mean the Commission. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-411 - Rules.

§ 53-411. Rules.
The Commission may adopt rules in accordance with Chapter 150B of the General Statutes to carry out the provisions of this Article relating to authorized trust institutions and to ensure safe and conservative management of authorized trust institutions under its supervision, taking into consideration the appropriate interests of the clients, creditors, shareholders, and the public in their relations with the authorized trust institutions. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-412 - Commissioner hearings; appeals.

§ 53-412. Commissioner hearings; appeals.
(a) This section does not grant a right to a hearing to a person that is not otherwise granted by governing law.
(b) The Commissioner may convene a hearing to receive evidence and argument regarding any matter before the Commissioner for decision or review under the provisions of this Article. The hearing shall be conducted in accordance with Article 3A of Chapter 150B of the General Statutes.
(c) Disputes over decisions and actions of the Commissioner under the provisions of this Article shall be "contested cases" as defined in G.S. 150B-2(2).
(d) Except as expressly provided otherwise by this Chapter, an order of the Commissioner may be appealed, in writing, to the Commission for review, pursuant to G.S. 53C-2-6. The Commission may affirm, modify, or reverse a decision of the Commissioner.
(e) Petitions for judicial review from the Commission shall be made to the Wake County Superior Court and shall proceed as provided in G.S. 53C-2-6. (2001-263, s. 1; 2009-57, s. 11; 2012-56, s. 34.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-413 - Civil enforcement.

§ 53-413. Civil enforcement.
The Commissioner may bring any appropriate civil action against any person the Commissioner believes has committed or is about to commit a violation of this Article or a rule, order, or declaratory ruling of the Commissioner pertaining to this Article. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-414 - Cancellation of charter.

§ 53-414. Cancellation of charter.
Whenever a merger, share exchange, sale of assets, liquidation, or other transaction occurs by which a State trust company ceases to exist or ceases to be eligible for a charter, the Commissioner shall cancel the State trust company's charter, revoke its license, and provide notice of the revocation in the manner provided in G.S. 53-163. The filing, in the office of the Secretary of State, of a certified copy of the cancellation under seal of the Commissioner shall authorize the cancellation of the charter of the State trust company, subject, however, to its continued existence, as provided by this Article and the general law relative to corporations, for the purpose of winding up and liquidating its business and affairs. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-415 - Severability.

§ 53-415. Severability.
If any provision of this Article, or its application, is found by any court of competent jurisdiction in the United States to be invalid as to any trust institution or other person or circumstance, or to be superseded by federal law, the provision shall be deemed modified only to the extent and only in the particular circumstances necessary to render the provision valid, and the remaining provisions of this Article shall not be affected and shall continue to apply to any trust institution or other person or circumstance. (2001-263, s. 1.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-420 - Affiliate transfers authorized; procedure.

§ 53-420. Affiliate transfers authorized; procedure.
(a) A trust institution may make an affiliate transfer of one or more accounts subject to the provisions of this Part unless the provisions governing the account explicitly provide that an affiliate transfer shall not be made.
(b) The affiliate transfer shall be made pursuant to a written agreement between the transferring trust institution and the transferee trust institution.
(c) Between 90 and 30 days prior to the proposed date of the affiliate transfer, the transferring trust institution shall give written notice of the proposed affiliate transfer to all clients and other persons to whom the transferring trust institution last sent reports or statements for the account or to whom the next regular report or statement would be sent. The notice shall include the following information:
(1) A brief description of the proposed affiliate transfer.
(2) The client's right to object in writing to the affiliate transfer, and the physical and mailing addresses to which the written objection may be sent; the transferring trust institution also may provide electronic mail or facsimile addresses, or both, as additional methods for giving written notice of objection.
(3) The date upon which the affiliate transfer is proposed to be effective.
(4) The identity, mailing address, and telephone number of one or more employees of the transferee trust institution who can respond to inquiries if the affiliate transfer is complete.
(5) The identity, mailing address, and telephone number of one or more employees of the transferring trust institution who can respond to inquiries about the proposed affiliate transfer.
(d) Notices shall be sent to the addresses for clients or their representatives on record with the transferring trust institution and shall be effective upon receipt. Notices shall be deemed received three days after they have been posted for mailing with the United States Postal Service or deposited for delivery with a reputable courier service, with all postage or delivery charges prepaid. (2005-274, s. 2.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-421 - Objection to affiliate transfer.

§ 53-421. Objection to affiliate transfer.
If a client, or a person acting on behalf of the client, delivers a written objection to the affiliate transfer to the transferring trust institution at anytime prior to the date of the affiliate transfer, the transferring trust institution shall exclude that account from the affiliate transfer unless the objection is withdrawn. An objection to an affiliate transfer shall not affect the right of the transferring trust institution to continue to administer the account or to seek to transfer the account pursuant to the documents and law governing the account. (2005-274, s. 2.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-422 - Effect of affiliate transfer.

§ 53-422. Effect of affiliate transfer.
(a) Following an affiliate transfer, the transferee trust institution shall have all of the rights, powers, privileges, appointments, accounts, and designations of the transferring trust institution and shall be deemed successor to the transferring trust institution in any deed, trust, agreement, filing, instrument, notice, certificate, pleading, or other document related to the account.
(b) Following an affiliate transfer, the transferee trust institution is responsible for the performance of all duties, responsibilities, and obligations related to an account subject to the affiliate transfer.
(c) The affiliate transfer does not limit the transferring trust institution's liability for any of its acts as fiduciary.
(d) Unless the affiliate transfer is authorized by the documents governing the account, the transferring trust institution remains liable and responsible, while affiliated with the transferee trust institution, for the transferee trust institution's administration of accounts subject to an affiliate transfer. For purposes of this subsection, an affiliate transfer of an account made in reliance on subsection (e) of this section shall not be deemed to be authorized by the documents governing the account.
(e) Except as explicitly provided in provisions or laws governing accounts:
(1) Qualifications for administration such as capital, assets, assets under management, or similar standards set forth in documents or laws governing the account may be satisfied by the combined financial resources of the transferring trust institution and the transferee trust institution.
(2) Standards relating to the location or charter of the trust institution administering the account may be satisfied by the transferring trust institution or the transferee trust institution.
(f) Nothing in this Part shall be construed to impair any right of a trust institution to resign from administration of an account, or the right of a trust institution or a person interested in the account to seek the appointment of a replacement.
(g) Neither the rights of creditors to nor any liens upon the property held in an account shall be impaired by an affiliate transfer.
(h) Any claim or proceeding by or against the transferring trust institution pending at the time of the affiliate transfer may proceed as if the affiliate transfer had not taken place. (2005-274, s. 2.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-423 - Trust institution as agent.

§ 53-423. Trust institution as agent.
A trust institution may appoint another trust institution that is its affiliate as its agent for the performance of acts, obligations, and responsibilities with respect to any account. In that event, the trust institution shall remain fully responsible and liable with respect to all actions of the affiliated trust institution as if those actions were performed by the trust institution. Except as explicitly provided in documents or laws governing an account, appointment of an affiliate agent is not:
(1) An impermissible delegation of responsibility or duty by the appointing trust institution.
(2) A transfer or relinquishment of account powers by the appointing institution.
(3) A resignation or disqualification from the account by the appointing trust institution. (2005-274, s. 2.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 24 - Trust Companies and Interstate Trust Business. › § 53-424 - Construction.

§ 53-424. Construction.
(a) Except as expressly provided in this Part, nothing in this Part shall be construed to amend or modify the laws of this State governing the establishment or administration of accounts or the actions of trust institutions.
(b) An affiliate transfer is not, in itself, a transfer of substantially all of the transferring trust institution's assets and liabilities.
(c) Except as explicitly provided by the documents governing the account, neither an affiliate transfer nor an agency appointment under G.S. 53-423 shall be subject to any provision of law requiring court approval for removal of fiduciary funds from this State.
(d) Except as explicitly provided by the documents governing the account, an affiliate transfer, but not an agency appointment, shall be subject to any provision of law requiring notice of a transfer of the principal place of administration of the account. The manner or timing of a notice required under G.S. 53-420(c) may be altered to comport with any provision of law requiring notice of a transfer of the principal place of administration of the account. (2005-274, ss. 2, 3.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 25 - Asset-Backed Securities Facilitation. › § 53-425 - Definitions.

§ 53-425. Definitions.
The following definitions apply in this Article:
(1) Beneficial interest. – Debt or equity interests or obligations of any type that are issued by a special purpose entity and entitle the holder of the interest or obligation to receive payments that depend primarily on the cash flow from financial assets owned by the special purpose entity.
(2) Financial asset. – Cash or a contract or instrument that conveys to an entity a contractual right to receive cash or another financial instrument from another entity.
(3) Securitization. – The issuance by a special purpose entity of evidences of beneficial interest that meets one of the following criteria:
a. Its most senior class at the time of issuance is rated in one of the four highest categories assigned to long-term debt or in an equivalent short-term category (within either of which there may be sub-categories or graduations indicating relative standing) by one or more nationally recognized rating organizations.
b. It is sold in transactions by an issuer not involving any public offering under section 4 of the Securities Act of 1933 (15 U.S.C. 77d), as amended, or in transactions exempt from registration under the Securities Act of 1933 pursuant to Regulation S issued in accordance with the Act, or any successor regulations issued under the Act.
(4) Special purpose entity. – A trust, corporation, limited liability company, or other entity demonstrably distinct from the transferor that is primarily engaged in acquiring and holding (or transferring to another special purpose entity) financial assets, and in activities related or incidental thereto, in connection with the issuance by the special purpose entity (or by another special purpose entity that acquires financial assets directly or indirectly from the special purpose entity) of evidences of beneficial interests.
(5) Transferor. – A financial institution insured by the Federal Deposit Insurance Corporation. (2002-88, s. 1; 2002-159, s. 33.)
2023 North Carolina General Statutes › Chapter 53 - Regulation of Financial Services › Article 25 - Asset-Backed Securities Facilitation. › § 53-426 - Waiver of equity of redemption.

§ 53-426. Waiver of equity of redemption.
(a) Notwithstanding any other provision of law, except to the extent otherwise set forth in the transaction documents relating to a securitization, all of the following apply:
(1) Any property, assets, or rights purported to be transferred, in whole or in part, in a securitization or in connection with a securitization are considered no longer the property, assets, or rights of the transferor, to the extent purported to be transferred.
(2) A transferor in the securitization, its creditors, and, in any insolvency proceeding with respect to the transferor or the transferor's property, a bankruptcy trustee, receiver, debtor, debtor in possession, or similar person, to the extent the transfer is governed by State law, has no rights, legal or equitable, to reacquire, reclaim, recover, repudiate, disaffirm, redeem, or recharacterize as property of the transferor any property, assets, or rights purported to be transferred to the special purpose entity, in whole or in part, by the transferor.
(3) In the event of a bankruptcy, receivership, or other insolvency proceeding with respect to the transferor or the transferor's property, to the extent the transfer of property, assets, and rights are governed by State law, the property, assets, and rights are not considered part of the transferor's property, assets, rights, or estate.
(b) Nothing in this Article:
(1) Requires any securitization to be treated as a sale for federal or state tax purposes;
(2) Precludes the treatment of any securitization as debt for federal or state tax purposes; or
(3) Changes any applicable laws relating to the perfection and priority of security or ownership interests of persons other than the transferor, any hypothetical lien creditor of the transferor, or, in the event of a bankruptcy, receivership, or other insolvency proceeding with respect to the transferor or its property, a bankruptcy trustee, receiver, debtor, debtor in possession, or other similar person. (2002-88, s. 1; 2002-159, s. 33.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-35 - Short Title.

§ 53A-35. Short Title.
This Article shall be known and may be cited as the North Carolina Enterprise Corporation Act. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-36 - Legislative findings and purpose.

§ 53A-36. Legislative findings and purpose.
(a) The General Assembly finds and declares that there exists in the State of North Carolina a serious shortage of mezzanine finance capital and credit available for investment in rural areas in the State. This shortage of mezzanine finance capital and credit is severe throughout the rural areas of the State, has persisted for a number of years, and constitutes a grave threat to the welfare and prosperity of all residents of the State.
(b) The General Assembly finds and declares further that private enterprise and existing federal and State governmental programs have not adequately alleviated the severe shortage of mezzanine finance capital and credit available for investments in rural areas in the State.
(c) The General Assembly finds and declares that it is a matter of grave public necessity that North Carolina Enterprise Corporations be authorized to be created and to be empowered to alleviate these severe shortages of mezzanine finance capital and credit for investment in rural areas of the State. North Carolina Enterprise Corporations shall help eliminate barriers to rural economic development by providing mezzanine finance capital and credit, and other types of financing as appropriate, to businesses in rural areas that have been unable to obtain sufficient financing through traditional financial institutions. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-37 - Definitions.

§ 53A-37. Definitions.
The following definitions apply in this Article:
(1) Business. A corporation, partnership, association, or sole proprietorship operated for profit.
(2) Equity security. Common stock, preferred stock, an interest in a partnership, subordinated debt, or a warrant that is convertible into, or entitles the holder to receive upon its exercise, common stock, preferred stock, or an interest in a partnership.
(3) Mezzanine finance. An investment in the equity securities or subordinated debt of a Qualified North Carolina Business.
(4) Qualified North Carolina Business. A business whose headquarters and principal business operations are located in North Carolina and which, together with its affiliates on a consolidated basis, had gross income during the immediately preceding fiscal year, determined in accordance with generally accepted accounting principles without taking into account extraordinary items, of less than forty million dollars ($40,000,000).
(5) Rural areas. Any county in North Carolina which does not include within its boundaries a city, as defined by G.S. 160A-1(2), with a population greater than one percent (1%) of the population of North Carolina.
(6) Security. A security as defined in G.S. 78A-2(11).
(7) Subordinated debt. Indebtedness that is or will be subordinated to other indebtedness of the issuer. Subordinated debt may be convertible into common stock, preferred stock, or an interest in a partnership.
(8) Traditional Financial Institutions. Corporations or associations chartered under Chapters 53 or 54B of the General Statutes. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-38 - Incorporation authorized.

§ 53A-38. Incorporation authorized.
(a) One or more persons, a majority of whom are residents of this State, may, by filing a certificate of incorporation as provided in subsection (b), incorporate a North Carolina Enterprise Corporation under the provisions of this Article.
(b) Persons who wish to associate themselves for the purpose of establishing a North Carolina Enterprise Corporation shall file a certificate of incorporation with the Secretary of State. The certificate shall be in accordance with G.S. 55-7. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-39 - Purpose.

§ 53A-39. Purpose.
The purpose of a North Carolina Enterprise Corporation shall be to promote, stimulate, develop, and advance economic prosperity and stimulate job creation in North Carolina's rural areas primarily through mezzanine finance investments in Qualified North Carolina Businesses. To stimulate development broadly across the State, a North Carolina Enterprise Corporation, to the maximum extent feasible consistent with sound business practices, will make mezzanine financing and other types of financing available to small businesses and to businesses located throughout all the rural areas of North Carolina. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-40 - Corporate name.

§ 53A-40. Corporate name.
The name of the corporation shall include the words "North Carolina Enterprise Corporation". (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-41 - Governing law.

§ 53A-41. Governing law.
Except as otherwise provided in this Article, a North Carolina Enterprise Corporation shall be governed by Chapter 55 of the General Statutes. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-42 - Powers.

§ 53A-42. Powers.
A North Carolina Enterprise Corporation created under this Article shall have all the powers conferred on business corporations by Chapter 55 of the General Statutes. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-43 - Primary investments.

§ 53A-43. Primary investments.
The primary investments of a North Carolina Enterprise Corporation shall be in Qualified North Carolina Businesses that have significant potential to create jobs and diversify and stabilize the economy of rural areas of this State. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-44 - Prohibited investments.

§ 53A-44. Prohibited investments.
Investments by a North Carolina Enterprise Corporation shall not be made in any business unless the business can demonstrate to the satisfaction of the North Carolina Enterprise Corporation that the business cannot obtain sufficient financing through traditional financial institutions. (1987 (Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-45 - Board of directors.

§ 53A-45. Board of directors.
The business and affairs of a North Carolina Enterprise Corporation shall be managed and conducted by a board of directors and by such officers and agents as the corporation by its bylaws shall authorize. The initial board of directors shall be those listed in the Articles of Incorporation. At the initial shareholders meeting, and thereafter annually, the voting common stock shareholders shall elect a board of directors comprised of not less than thirteen (13) members in accordance with the following conditions:
(1) Not less than five (5) members who are employed by the North Carolina banks that invest in the common stock of the North Carolina Enterprise Corporation;
(2) Not less than five (5) members who are representatives of North Carolina savings and loans, insurance companies, utility companies, endowment funds, public investors, private businesses, private individuals, or others that invest in the common stock of the North Carolina Enterprise Corporation;
(3) Not less than two (2) members who are the representatives of appropriate public interests, which persons shall not be employed by any bank, entity, or person that owns common stock of the North Carolina Enterprise Corporation;
(4) One member who is the President or the Chief Executive Officer of the North Carolina Enterprise Corporation. (1987, Reg. Sess., 1988), c. 882, s. 1.)
2023 North Carolina General Statutes › Chapter 53A - Business Development Corporations and North Carolina Capital Resource Corporations › Article 3 - North Carolina Enterprise Corporations. › § 53A-47 - Charter void unless business begun; Article void unless corporation organized.

§ 53A-47. Charter void unless business begun; Article void unless corporation organized.
If a corporation organized pursuant to this Article fails to begin business within three years after the effective date of its charter then its charter is void. If, at the expiration of three years after July 1, 1988, no corporation has been organized pursuant to this Article, then on that date this Article shall expire. (1987 (Reg. Sess., 1988), c. 882, s. 1.)