reglab/statecodes huggingface dataset:
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-4 - Use of words "safe deposit"

17:14A-4. Use of words "safe deposit"
A corporation organized under any law other than this chapter shall not use the words "safe deposit" as part of its name.
L.1983, c. 566, s. 17:14A-4.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-5 - Reservation of power

17:14A-5. Reservation of power
This chapter may be supplemented, altered, amended or repealed by the Legislature, and every corporation to which this chapter applies shall be bound thereby.
L.1983, c. 566, s. 17:14A-5.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-6 - Incorporators

17:14A-6. Incorporators
Any five or more persons who are residents of this State, hereinafter referred to as incorporators, may associate to form a corporation for the purposes of a safe deposit company upon the terms and conditions set forth in this chapter.
L.1983, c. 566, s. 17:14A-6.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-7 - Certificate of incorporation

17:14A-7. Certificate of incorporation
The incorporators shall personally sign and prove or acknowledge as is required for deeds of real estate, a certificate of incorporation, which shall state:
a. The name of the corporation, which shall contain the words "safe deposit" , and the name of the corporation shall not be one already in use by another corporation nor so similar thereto as to deceive the public or lead to uncertainty or confusion;
b. The street, street number, if any, and the municipality in this State where its business is to be carried on;
c. Its purposes and objects;
d. The amount of its capital stock, which shall not be less than $200,000.00 and shall be divided into shares having a par value of not less than $2.00 per share and be fully subscribed for in the certificate;
e. The name, residence (including street and number, if any) post office address and occupation of each incorporator;
f. The number of shares subscribed for by each incorporator;
g. The period, if any, limited for the duration of the company; and
h. The certificate may contain any provisions, consistent with the provisions of this chapter, which the incorporators may choose to insert for the regulation of its business, the conduct of its affairs, or for the defining, limiting and regulating the powers of its directors.
L.1983, c. 566, s. 17:14A-7.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-9 - Application to commissioner for approval; notice of hearing

17:14A-9. Application to commissioner for approval; notice of hearing
The certificate of incorporation and the bylaws shall be submitted to the commissioner for his approval. Within 10 days thereafter, the commissioner shall give written notice to each incorporator, of the time and place designated by him for a hearing, by mailing the notice to each incorporator at the post-office address stated in the certificate of incorporation. The time designated for the hearing shall be not less than six weeks nor more than eight weeks after the date after receipt by the commissioner of the application.
L.1983, c. 566, s. 17:14A-9.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-10 - Publishing notice of application and hearing by incorporators

17:14A-10. Publishing notice of application and hearing by incorporators
The incorporators shall give public notice of the application and of the time and place designated by the commissioner for the hearing thereon, by publishing it prior to the time of hearing at least once a week for four weeks in at least one newspaper published and circulating in the municipality where the principal office of the safe deposit company will be located. If there is no newspaper published in the municipality, the notice shall be published in a newspaper having a general circulation in the municipality.
The notice shall also state the proposed name of the company, the name of the municipality where the principal office of the company will be located, the names and addresses, both residence and post office, of the incorporators, and the aggregate amount which they have agreed to invest in the company before it commences business.
L.1983, c. 566, s. 17:14A-10.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-11 - Mailing copy of notice to other companies; request to commissioner to furnish names

17:14A-11. Mailing copy of notice to other companies; request to commissioner to furnish names
The incorporators shall also mail or cause to be mailed, at least three weeks prior to the time designated for the hearing, a copy of the notice to all safe deposit companies having principal or branch offices within the county where the principal office of the proposed company is to be located.
The commissioner shall, upon the request of the incorporators, furnish a written list showing the names and street addresses of all safe deposit companies to which the notice shall be sent.
L.1983, c. 566, s. 17:14A-11.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-12 - Hearing; examination or investigation by commissioner

17:14A-12. Hearing; examination or investigation by commissioner
At the hearing on the application to approve the certificate of incorporation or at any adjournment granted by the commissioner, anyone desiring to be heard shall be given the opportunity to be heard. The commissioner shall also make an independent examination or investigation of the application as the circumstances shall require. The commissioner may, in writing, waive a hearing on the application to approve the certificate of incorporation.
L.1983, c. 566, s. 17:14A-12.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-13 - Commissioner's findings

17:14A-13. Commissioner's findings
The commissioner shall approve the application and issue a certificate of approval which shall be endorsed upon or annexed to the certificate of incorporation if he finds that:
a. The establishment of the company is in the public interest; and
b. Will be of benefit to the area proposed to be served; and
c. The amount of the capital stock appears adequate or if he deems it inadequate the amount of capital stock or other form of capital investment he deems appropriate; and
d. The company will have a reasonable prospect of success; and
e. The character, responsibility and general fitness of the incorporators command confidence and warrant belief that the business of the company will be honestly and efficiently conducted; and
f. The name proposed for the company conforms with the requirements of this chapter and that the proposed bylaws are proper; and
g. The company has filed proofs as to the mailing of notice and publication required by the chapter.
L.1983, c. 566, s. 17:14A-13.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-14 - Commissioner's decision

17:14A-14. Commissioner's decision
Within 30 days after the close of the hearing, the commissioner shall announce his decision upon such application and file in his office, a written memorandum stating the reasons therefor which shall be open to public inspection; and he shall forthwith thereafter give written notice thereof to the incorporators.
L.1983, c. 566, s. 17:14A-14.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-15 - Filing certificate of incorporation as evidence

17:14A-15. Filing certificate of incorporation as evidence
If the application is approved by the commissioner, he shall endorse upon or annex to the certificate of incorporation a certificate of approval and the certificate of incorporation shall be filed in the department. The certificate or a copy thereof duly certified by the commissioner shall be evidence in all courts and places.
L.1983, c. 566, s. 17:14A-15.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-16 - Beginning of corporate existence; transaction of business

17:14A-16. Beginning of corporate existence; transaction of business
Upon the filing of the certificate of incorporation as provided in R.S. 17:14A-15, the subscribers to the certificate, their successors and assigns, shall be a corporation by the name stated in the certificate, subject to the provisions of this chapter, but a safe deposit company shall not transact any business whatsoever, except that relating to its organization, until it has received a certificate of authority from the commissioner to transact business as hereinafter provided.
L.1983, c. 566, s. 17:14A-16.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-17 - Payment of capital; filing proof with commissioner

17:14A-17. Payment of capital; filing proof with commissioner
The full amount of capital shall be paid in, in cash, before a safe deposit company transacts any business, except that which relates to its organization. The payment shall be certified to the commissioner under oath of two of its officers.
L.1983, c. 566, s. 17:14A-17.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-18 - Certificate of authority to transact business

17:14A-18. Certificate of authority to transact business
The commissioner shall issue a certificate of authority to a safe deposit company in which it shall be stated that the safe deposit company therein named has complied with the provisions of this chapter and is authorized to begin the transaction of business specified in the certificate of incorporation when he shall have verified by examination that:
a. The certificate of incorporation has been filed as provided in R.S. 17:14A-15;
b. The entire capital stock as stated in the certificate of incorporation has been fully paid in cash, unconditionally and without reservation;
c. The cash paid in or the capital stock is on deposit in a banking institution in this State, without offset, claim or demand whatsoever, and subject to withdrawal upon demand; and
d. Proof to the satisfaction of the commissioner that the proposed officers of the safe deposit company who will have control or supervision of the company's operations possess the qualifications, experience and character required for the duties and responsibilities with which they will be charged.
A copy of the certificate of authority shall be filed in the department.
L.1983, c. 566, s. 17:14A-18.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-19 - Time within which to issue certificate or notify company of refusal

17:14A-19. Time within which to issue certificate or notify company of refusal
The commissioner shall, within 30 days after receipt of the company's certificate of incorporation and the verified certificate certifying as to the payment of capital, issue the certificate of authority to transact business or notify the safe deposit company in writing of his reasons for refusing it.
L.1983, c. 566, s. 17:14A-19.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-20 - Review of refusal to issue certificate of authority

17:14A-20. Review of refusal to issue certificate of authority
The commissioner's failure to issue the certificate of authority or to notify the company in writing of his reasons for refusal to issue the certificate of authority within the time specified in R.S. 17:14A-19 shall be subject to review by appeal to the Appellate Division of the Superior Court.
L.1983, c. 566, s. 17:14A-20.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-21 - Dissolution for failure to obtain certificate of authority or commence business

17:14A-21. Dissolution for failure to obtain certificate of authority or commence business
If a safe deposit company shall fail to obtain a certificate of authority within six months from the date of the commissioner's approval of its certificate of incorporation or within the extended time hereinafter provided, or if the safe deposit company shall fail to commence business within six months after the issuance of the certificate of authority or within the extended time hereinafter provided, the commissioner may make an order, to be filed in the department, forfeiting the safe deposit company's rights, powers and privileges as a corporation, and upon the filing of the order the corporate rights, powers and privileges of the safe deposit company shall cease. The commissioner may, upon good cause shown, extend the time to obtain a certificate of authority or commence business. The extension or extensions shall be for a period or periods as the commissioner may specify, not exceeding 12 months in all, and shall be evidenced by a certificate or certificates of the commissioner filed in the department.
L.1983, c. 566, s. 17:14A-21.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-22 - Tolling of time to obtain certificate of authority or commence business

17:14A-22. Tolling of time to obtain certificate of authority or commence business
If proceedings are instituted to review the commissioner's approval of an application to file a certificate of incorporation or to review the commissioner's failure to issue a certificate of authority, the period from the date of the commissioner's approval or failure to issue a certificate of authority to the entry of the final judgment in the proceedings shall not be considered in computing any 12 months' period limited in R.S. 17:14A-21.
L.1983 c. 566, s. 17:14A-22.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-23 - Powers

17:14A-23. Powers
In addition to the powers conferred by Title 14A of the New Jersey Statutes, Corporations, General, so far as they are not inconsistent with the provisions of this chapter, a safe deposit company may, as lessor, lease vaults, safe deposit boxes and other receptacles for the storage and safe keeping of personal property upon terms and conditions as may be prescribed by the safe deposit company with the lessees of the vaults, safe deposit boxes and other receptacles, but a safe deposit company shall not make any loans or advances upon any property left with it for storage nor have the power to transact the business of a bank, savings bank or savings and loan association or any other business except that of a safe deposit company.
L.1983, c. 566, s. 17:14A-23.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-24 - Directors; number; election; term

17:14A-24. Directors; number; election; term
The affairs of a safe deposit company shall be managed by a board of at least five directors elected by the stockholders of the company at each annual meeting. The persons receiving the greatest number of votes shall be the directors. The directors shall hold office for one year and until their successors are elected and qualified.
L.1983, c. 566, s. 17:14A-24.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-25 - Directors; voting rights of stockholders

17:14A-25. Directors; voting rights of stockholders
At a meeting of stockholders for the election of directors, a stockholder shall be entitled to one vote for each share of stock owned. A stockholder may vote by a proxy in writing signed by him.
L.1983, c. 566, s. 17:14A-25.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-26 - Directors; oath

17:14A-26. Directors; oath
Each director shall, following his election and before the assumption of any duties as a director, take an oath that he will, so far as the duty devolves upon him, diligently and honestly administer the affairs of the safe deposit company, and that he will not knowingly violate or knowingly permit to be violated any provision of this chapter. The oath subscribed by the director and certified by the officer before whom it is taken shall be transmitted to and filed in the office of the commissioner.
L.1983, c. 566, s. 17:14A-26.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-27 - Bonding of directors, officers and employees

17:14A-27. Bonding of directors, officers and employees
Every safe deposit company shall, at its own expense, cause to be bonded, by a surety company or companies authorized to transact business in New Jersey, each director, all officers and employees of the company in an amount as shall be approved by the board of directors. The bonds may be individual bonds or may be one or more blanket bonds. The board of directors shall annually examine all the bonds, shall pass upon their sufficiency and may require a new bond or bonds or increases in the amounts thereof. The commissioner may from time to time order an increase in the amounts of the bonds. A bond shall not be deemed to comply with this section unless the bond contains a provision that it shall not be cancellable for any cause unless notice of intention to cancel is filed in the office of the commissioner at least five days before the day upon which cancellation is to take effect.
L.1983, c. 566, s. 17:14A-27.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-28 - Bonding of directors, officers and employees; waiver

17:14A-28. Bonding of directors, officers and employees; waiver
If a safe deposit company is unable to obtain the bond or bonds required by R.S. 17:14A-27, the commissioner may, in his discretion, waive the requirements of R.S. 17:14A-27 for a period of one year, upon terms as he may deem appropriate, that the company is adequately capitalized and that a waiver will not otherwise endanger the financial condition of the company.
L.1983, c. 566, s. 17:14A-28.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-29 - Branch offices; capital requirements; location

17:14A-29. Branch offices; capital requirements; location
A safe deposit company may, pursuant to a resolution of its board of directors and by an amendment to its certificate of incorporation to increase its capital stock in an amount of at least $100,000.00 for each branch office to be established and maintained, establish and maintain a branch office or offices as hereinafter provided.
L.1983, c. 566, s. 17:14A-29.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-30 - Branch offices; application, approval

17:14A-30. Branch offices; application, approval
Before a branch office shall be established, the safe deposit company shall file a written application in the department for the commissioner's approval. The commissioner shall, within 90 days after the filing of the application, approve the application if he finds, after investigation or hearings or both, that:
a. The safe deposit company has complied with R.S. 17:14A-29;
b. The interests of the public will be served to advantage by the establishment of the branch office; and
c. The conditions in the locality in which the proposed branch is to be established afford reasonable promise of successful operation.
L.1983, c. 566, s. 17:14A-30.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-31 - Branch offices; failure to open and operate

17:14A-31. Branch offices; failure to open and operate
The failure of a safe deposit company to open and operate a branch office within six months after the commissioner approves the application therefor shall automatically terminate the right of safe deposit company to open the branch office, and it shall make no further application to establish a branch office at the location, or in the area which would be served by a safe deposit company doing business at the location, until after the expiration of one year from the date of such approval; except that, for good cause shown, the commissioner may, in his discretion, on application of the safe deposit company made before the expiration of the six months period, extend for additional periods, not in excess of six months each, the time within which the branch office may be opened.
L.1983, c. 566, s. 17:14A-31.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-32 - Branch offices; discontinuance

17:14A-32. Branch offices; discontinuance
By resolution of its board of directors, a safe deposit company may discontinue a branch office. Upon adoption of the resolution, the safe deposit company shall file a certificate in the department specifying the location of the branch office to be discontinued, and the date upon which the discontinuance shall be effective.
L.1983, c. 566, s. 17:14A-32.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-33 - Change of principal or branch office; application

17:14A-33. Change of principal or branch office; application
A safe deposit company may change the location of its principal office or of a branch office to a location by filing an application in the department.
L.1983, c. 566, s. 17:14A-33.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-34 - Change of principal or branch office; approval

17:14A-34. Change of principal or branch office; approval
The commissioner shall approve the application for a change of location of the principal office of a safe deposit company or a branch office if it shall appear from the application or from any investigation he may make that the area to be served by the office after its change in location would not be substantially different from the area previously served by the office.
L.1983, c. 566, s. 17:14A-34.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-35 - Merger

17:14A-35. Merger
Any safe deposit company may, with the approval of the commissioner, merge with any other safe deposit company, bank, savings bank or savings and loan association subject to any applicable law relating to the merger of banks, savings banks or savings and loan associations as hereinafter provided. In a merger with a bank, savings bank or savings and loan association, the surviving company shall be a bank, savings bank or savings and loan association.
L.1983, c. 566, s. 17:14A-35.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-36 - Merger agreement; authorization

17:14A-36. Merger agreement; authorization
The boards of directors of each company proposing to merge shall authorize the execution of a merger agreement which shall contain:
a. The names of the safe deposit companies proposing to merge and the location of the principal office and branch offices of the merging company;
b. The name of the company into which they propose to merge, which is hereinafter designated as the surviving company;
c. The location of the principal office of the surviving company;
d. The names of the persons who will be the directors of the surviving company;
e. The names of the persons who will be the officers of the surviving company;
f. The locations then occupied by the principal offices, branch offices of the merging companies and the surviving company which will be continued as branch offices of the surviving company;
g. The effective date of the merger;
h. The amount of capital stock, the number of shares into which it will be divided, the par value of each share, which the surviving company will have after the merger is affected;
i. The manner and basis of converting the shares of each merging company into shares, other securities, or obligations of the surviving company, or into cash or other consideration which may include shares or other securities or obligations of a corporation not a party to the merger, or into any combinations thereof;
j. A statement of any amendments in the certificate of incorporation of the surviving company to be effected by the merger; and
k. Any other provisions, not inconsistent with this chapter, which may be necessary or appropriate to effect the merger.
L.1983, c. 566, s. 17:14A-36.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-38 - Consolidation plan; authorization

17:14A-38. Consolidation plan; authorization
The boards of directors of each safe deposit company proposing to consolidate into a new company shall authorize the execution of a plan of consolidation which shall contain:
a. The names of the safe deposit companies proposing to consolidate;
b. The name of the new company into which the safe deposit companies propose to consolidate, which is hereinafter designated as the new company;
c. The location of the principal office of the new company;
d. The names of the persons who will be directors of the new company;
e. The names of the persons who will be officers of the new company;
f. The effective date of the consolidation;
g. The amount of capital stock, the number of shares into which it will be divided, the par value of each share, which the new company will have after the consolidation is effective;
h. The manner and basis of converting the shares of each company into shares, other securities or obligations of the new company, or into cash or other consideration which may include shares or other securities or obligations of a corporation not a party to the consolidation, or any combination thereof;
i. With respect to the new corporation, all of the statements required to be set forth in the certificate of incorporation for companies organized under this chapter, except it will not be necessary to set forth the names and addresses of each incorporator; and
j. Any other provisions, not inconsistent with this chapter, which may be necessary or appropriate to effect the consolidation.
L.1983, c. 566, s. 17:14A-38.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-39 - Approval or disapproval of merger agreement or consolidation plan by commissioner

17:14A-39. Approval or disapproval of merger agreement or consolidation plan by commissioner
The merger agreement or consolidation plan, executed by all the parties thereto, shall be submitted to the commissioner who shall, within 60 days from the date of submission, endorse thereon his approval or disapproval. If the commissioner shall disapprove the agreement or plan, he shall forthwith file a memorandum in the department stating the reasons for his disapproval, and shall mail a copy of the memorandum to each of the companies which is a party to the merger agreement or consolidation plan. The commissioner shall not withhold his approval unless he shall find that the merger agreement or consolidation plan contains provisions which do not conform to this chapter, or that the merger or consolidation will not be in the public interest.
L.1983, c. 566, s. 17:14A-39.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-40 - Review of commissioner's disapproval of merger agreement or consolidation plan

17:14A-40. Review of commissioner's disapproval of merger agreement or consolidation plan
The commissioner's disapproval of a merger agreement or consolidation plan, as provided in R.S. 17:14A-39, shall be subject to review by appeal to the Appellate Division of the Superior Court.
L.1983, c. 566, s. 17:14A-40.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-41 - Submission of merger agreement or consolidation plan to stockholders

17:14A-41. Submission of merger agreement or consolidation plan to stockholders
If the commissioner approves the merger agreement or consolidation plan, or if the merger agreement or consolidation plan is approved after review as provided in R.S. 17:14A-40, it shall, within 180 days after the date of approval, be submitted to the stockholders of each of the companies which are parties to the agreement or plan, at separate meetings called for that purpose upon at least 20 days' notice prior to the meeting, by mail, postage prepaid, addressed to each stockholder at his address as it appears on the books of the company. The notice shall specify the place, day and the hour of the meeting and the nature of the business to be transacted. A copy of the merger agreement or consolidation plan shall be mailed to each stockholder of each company, together with the notice of the meeting.
L.1983, c. 566, s. 17:14A-41.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-42 - Approval by stockholders; filing agreement or plan

17:14A-42. Approval by stockholders; filing agreement or plan
If the merger agreement or consolidation plan is approved by the affirmative vote of 2/3 of the stockholders of each company, that fact shall be certified as to each company by its president or a vice president and the certifications shall be attached to the merger agreement or consolidation plan and filed in the department at which time it shall become effective.
L.1983, c. 566, s. 17:14A-42.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-43 - Merger agreement or consolidation plan as evidence

17:14A-43. Merger agreement or consolidation plan as evidence
A copy of the merger agreement or consolidation plan, certified by the commissioner, shall be evidence in all courts and places.
L.1983, c. 566, s. 17:14A-43.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-44 - Recording copy of merger agreement or consolidation plan with county recording officer

17:14A-44. Recording copy of merger agreement or consolidation plan with county recording officer
A copy of the merger agreement or consolidation plan, certified by the commissioner, may be recorded in the office of the county recording officer charged with the duty of recording instruments affecting title to real property in the county, and the record shall have the same effect as if duly executed and acknowledged deeds to real property and assignments of mortgages affecting real or personal property owned by the merging or consolidating companies had been made and delivered by the merging companies to the surviving company and the consolidating companies to the new company, and had been duly recorded.
L.1983, c. 566, s. 17:14A-44.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-45 - Effect of merger or consolidation

17:14A-45. Effect of merger or consolidation
Upon the merger or consolidation of two or more safe deposit companies:
a. The parties to the merger agreement or plan of consolidation shall be a single company, which, in the case of a merger, shall be the corporation designated in the merger agreement as the surviving company, and in the case of a consolidation, shall be the new company provided for in the consolidation plan;
b. The separate existence of all parties to the merger agreement or consolidation plan, except the surviving company or new company, shall cease;
c. The surviving or new company shall, to the extent consistent with its certificate of incorporation as amended or established by the merger or consolidation, possess all the rights, privileges, powers, immunities, purposes and franchises, both public and private, of each of the merging or consolidating companies;
d. All real property and personal property, tangible and intangible, of every kind and description, belonging to each of the companies so merged or consolidated shall be vested in the surviving or new company without further act or deed, and the title to any real estate, or any interest therein, vested in any of the companies shall not revert or be in any way impaired by reason of the merger or consolidation;
e. The surviving or new company shall be liable for all the obligations and liabilities of each of the companies so merged or consolidated, and any claim existing or action or proceeding pending by or against any of the companies may be enforced as if the merger or consolidation had not taken place and neither the rights of creditors nor any liens upon, or security interests in, the property of any of the companies shall be impaired by the merger or consolidation;
f. In the case of a merger, the certificate of incorporation of the surviving company shall, without further act or deed, be amended to the extent, if any, stated in the plan of merger, and, in the case of a consolidation, the statements set forth in the certificate of consolidation and which are required or permitted to be set forth in the certificate of incorporation of companies organized under this chapter shall be the certificate of incorporation of the new company; and
g. The directors named in the merger agreement or consolidation plan shall be the directors of the surviving company or new company and shall serve until the time new directors are elected at the annual meeting of stockholders following the effective date of the merger or consolidation.
L.1983, c. 566, s. 17:14A-45.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-46 - Merger or consolidation; issuance of new stock certificates

17:14A-46. Merger or consolidation; issuance of new stock certificates
A surviving company or the new company resulting from a merger or consolidation shall require each stockholder of a company participating in a merger or consolidation to surrender his certificates of capital stock of each participating company, and shall upon the surrender thereof, issue or deliver in lieu thereof, certificates for the number of its own shares of capital stock, or other securities or obligations of the surviving company or new company, or cash or other consideration including shares or other securities or obligations of a corporation not a party to the merger or consolidation, as the stockholder is entitled to receive pursuant to the terms of the merger agreement or consolidation plan.
L.1983, c. 566, s. 17:14A-46.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-47 - Liability of stockholders

17:14A-47. Liability of stockholders
The holders of shares of capital stock of a safe deposit company shall not be liable, by reason of their owning the stock, for any debts, contracts or obligations of the safe deposit company.
L.1983, c. 566, s. 17:14A-47.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-48 - Language in rental agreement

17:14A-48. Language in rental agreement
An agreement for the rental of vaults, safe deposit boxes, and other receptacles for the storage and safekeeping of personal property shall be written in simple, clear, understandable and easily readable language as provided in P.L.1980, c. 125 (C. 56:12-1 et seq.).
L.1983, c. 566, s. 17:14A-48.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-49 - Notice to lessee as to insurance and contents of vaults, etc.

17:14A-49. Notice to lessee as to insurance and contents of vaults, etc.
An agreement for the rental vaults, safe deposit boxes or other receptacles for the storage and safekeeping of personal property shall contain language in bold face type substantially as follows:
Important Notice
The contents of your vault, safe deposit box or storage receptacle are not protected against loss by the lessor unless specifically indicated in this notice, and for your protection you may wish to secure your own insurance for protection against loss with an insurance company of your own choice.
You should keep a complete list and description of all your property stored in your vault, safe deposit box or storage receptacle and any available proof of ownership.
A copy of the notice shall be posted in the principal office of the company and in each branch office and shall be given to each lessee before the lessee enters into an agreement for the rental of a vault, safe deposit box or other receptacle for the storage and safekeeping of personal property.
L.1983, c. 566, s. 17:14A-49.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-50 - Books and records

17:14A-50. Books and records
A safe deposit company shall keep and maintain all books and records required by law and in addition thereto shall keep and maintain all books and records as may be required under rules and regulations promulgated by the commissioner pursuant to P.L.1958, c. 66 (C. 17:1-8.1 et seq.), and a list setting forth the names and addresses of all lessees, together with the numbers of their respective safe deposit boxes.
L.1983, c. 566, s. 17:14A-50.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-52 - Accessibility to vault, safe deposit box or receptacle

17:14A-52. Accessibility to vault, safe deposit box or receptacle
The right of access to a vault, safe deposit box or receptacle rented to a lessee by a safe deposit company shall be governed by the rental agreement, the provisions of P.L.1955, c. 151 (C. 46:39-1 et seq.), R.S. 54:35-19 and R.S. 54:35-20.
L.1983, c. 566, s. 17:14A-52.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-53 - Control of safe deposit company

17:14A-53. Control of safe deposit company
It shall be unlawful for any person or company, except with the approval of the commissioner, to acquire control of a safe deposit company incorporated under this chapter.
L.1983, c. 566, s. 17:14A-53.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-54 - Control of safe deposit company; "control" defined

17:14A-54. Control of safe deposit company; "control" defined
As used in R.S. 17:14A-53, "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a safe deposit company, whether by means of the ownership of the stock or equity interests of the safe deposit company by means of a contractual arrangement, or otherwise. Control shall be presumed to exist if any person or company, directly or indirectly, owns, controls or holds with power to vote 10% or more of the stock of the safe deposit company or of any company which owns, controls or holds with power to vote 10% or more of the stock of the safe deposit company, but a person shall not be deemed to control a safe deposit company solely by reason of his being an officer or director of the safe deposit company.
L.1983, c. 566, s. 17:14A-54.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-55 - Control of safe deposit company; "company" defined

17:14A-55. Control of safe deposit company; "company" defined
As used in R.S. 17:14A-53, "company" means a corporation, joint stock company, business trust, investment trust, general or limited partnership, voting trust, association, and any similar organized group of persons, whether incorporated or not, and whether or not organized or incorporated under the laws of this State or any other state or any territory or possession of the United States or under the laws of a foreign country, territory, colony or possession thereof.
L.1983, c. 566, s. 17:14A-55.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-56 - Control of safe deposit company; application to commissioner

17:14A-56. Control of safe deposit company; application to commissioner
A person or company seeking to acquire control of a safe deposit company shall file a written application therefor with the commissioner which shall be in such form and contain such information as the commissioner may require.
L.1983, c. 566, s. 17:14A-56.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-57 - Control of safe deposit company; investigation by commissioner

17:14A-57. Control of safe deposit company; investigation by commissioner
After the filing of the application as provided in R.S. 17:14A-56, the commissioner shall conduct an investigation to determine whether:
a. The acquisition of control of the safe deposit company is not contrary to law;
b. The acquisition of control of the safe deposit company is in the best interest of the public;
c. The character, responsibility and general fitness of the person or company seeking to acquire control of the safe deposit company are such as to command confidence and warrant belief that the business of the safe deposit company will be honestly and efficiently conducted in a manner consistent with the public interest, the interests of lessees and creditors of the safe deposit company; and
d. The exercise of control of the safe deposit company may impair the safe and sound conduct of the business of the safe deposit company, the conservation of its assets or public confidence in its business.
L.1983, c. 566, s. 17:14A-57.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-58 - Control of safe deposit company; approval or disapproval of application

17:14A-58. Control of safe deposit company; approval or disapproval of application
The commissioner shall notify the applicant in writing of his approval or disapproval of the application to acquire control within 90 days after its filing unless he shall advise the applicant in writing before the expiration of the 90-day period of his determination to extend the period for an additional 90 days. If the commissioner shall disapprove the application, he shall set forth his reasons therefor in the notification to the application.
L.1983, c. 566, s. 17:14A-58.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-59 - Control of safe deposit company; review of commissioner's disapproval

17:14A-59. Control of safe deposit company; review of commissioner's disapproval
The commissioner's disapproval of an application to acquire control of a safe deposit company shall be subject to review by appeal in the Appellate Division of the Superior Court.
L.1983, c. 566, s. 17:14A-59.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-60 - Communications received from the commissioner

17:14A-60. Communications received from the commissioner
Every official communication directed to and received by a safe deposit company or any of its officers or directors shall be submitted to the board of directors at the board's next meeting following receipt and noted in the minutes of the meeting.
L. 1983, c. 566, s. 17:14A-60.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-61 - Examination of safe deposit company affairs; by whom made

17:14A-61. Examination of safe deposit company affairs; by whom made
The board of directors of a safe deposit company shall have an examination of the company's affairs made, from time to time, by or under the supervision of a person who is a certified public accountant, a public accountant or a person whose qualifications for making the examination have been approved by the commissioner. A person who is an officer, director or employee of the company or who was an officer, director or employee of the company within a period of 13 months preceding the commencement of the examination shall not participate in any examination required by this section.
L. 1983, c. 566, s. 17:14A-61.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-62 - Examination of safe deposit company affairs; scope

17:14A-62. Examination of safe deposit company affairs; scope
The scope of examinations made as required by R.S. 17:14A-61 shall be as determined by regulations of the commissioner or, in the absence of regulations, by the board of directors of the company.
L. 1983, c. 566, s. 17:14A-62.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-63 - Examination of safe deposit company affairs; when made

17:14A-63. Examination of safe deposit company affairs; when made
An examination pursuant to R.S. 17:14A-61 shall be made at least once in each calendar year and shall be commenced not less than six months and not more than 15 months following the commencement of the preceding examination made pursuant to R.S. 17:14A-61, but an examination shall not be commenced when an examination is being made pursuant to R.S. 17:14A-70. The board of directors may, whenever it deems it advisable, have examinations made of the company's affairs other than as required by this section.
L. 1983, c. 566, s. 17:14A-63.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-64 - Examination of safe deposit company affairs; report; statement by directors; filing

17:14A-64. Examination of safe deposit company affairs; report; statement by directors; filing
Within 60 days after completion of an examination made pursuant to R.S. 17:14A-61, a report thereof, in a form prescribed by the commissioner, certified by the person by whom and under whose supervision the examination was made, shall be presented to the directors at a meeting of the board. The board of directors shall have a statement prepared setting forth in detail the assets and their values, liabilities and net worth of the company. Within the time specified in this section, the directors shall file a copy of the statement and a certified copy of the report with the commissioner.
L. 1983, c. 566, s. 17:14A-64.
2023 New Jersey Revised Statutes › Title 17 - Corporations and Institutions for Finance and Insurance › Section 17:14A-65 - Examination of safe deposit company affairs; curtailment or extension of time by commissioner

17:14A-65. Examination of safe deposit company affairs; curtailment or extension of time by commissioner
The commissioner shall have power, for good cause shown, to curtail the six-month period, and to extend the 15-month period specified in R.S. 17:14A-63 for a period not exceeding one month in either case, and to extend the 60-day period specified in R.S. 17:14A-64 for a period not exceeding 30 days. An extension or curtailment shall not be allowed by the commissioner which will result in the lapse of a calendar year without the commencement of an examination pursuant to R.S. 17:14A-63.
L. 1983, c. 566, s. 17:14A-65.