Effective - 28 Aug 2008
362.332. Fiduciary obligations and liabilities, bank or trust company may transfer to another bank or trust company, procedure — definitions. — 1. As used in this section, the following words and phrases shall mean:
(1) "Bank", any bank subject to the provisions of chapter 362, which is duly authorized to exercise trust powers, and any national bank which is authorized to exercise trust powers under the laws of the United States and which has its principal place of business in Missouri, including a national bank whose operations include providing trust and other fiduciary services and related activities;
(2) "Beneficiary", any person or entity which benefits from, or has a present or future interest in, any money or property administered by a person with a fiduciary obligation;
(3) "Director", the director of the division of finance;
(4) "Fiduciary obligation", any obligation of any bank or trust company to a person or entity resulting from an appointment, designation or undertaking to act alone or jointly with others primarily for the benefit of others in matters connected with such appointment, designation or undertaking, and including, but is not limited to, acting as a trustee of a trust, including a testamentary or nontestamentary trust, or a trustee of a common trust fund; executor; administrator; personal representative; guardian; conservator; custodian; assignee; depositary; receiver; attorney-in-fact; registrar or transfer agent with respect to stocks, bonds or other evidences of indebtedness of any corporation, association, state, municipality, or public authority; agent, including escrow agent or agent for the investment of money; or in any other similar capacity. The term "fiduciary obligation" includes any obligation occurring as a result of an appointment or designation to any foregoing capacity upon the death of a person serving in such capacity or upon the happening of any other future event;
(5) "Transferee", a bank or trust company assuming fiduciary obligations pursuant to this section from a transferor;
(6) "Transferor", a bank or trust company transferring fiduciary obligations pursuant to this section to a transferee;
(7) "Trust company", any trust company or bank organized under the laws of this state which is duly authorized to exercise trust powers.
2. Notwithstanding any other provision of law to the contrary, a bank or trust company may transfer by assignment to another bank or trust company any or all of the fiduciary obligations of such bank or trust company, without any order of or other action by any court or any consent or other approval of any interested person, except as provided in subsection 5 of this section, upon the prior approval of the director and provided that the transferor and transferee comply with the provisions of this section. The assignment may encompass all fiduciary obligations, a general class or classes of fiduciary obligations, or specified individual accounts or other particularly identified fiduciary obligations.
3. The transferor, transferee or any beneficiary on behalf of all beneficiaries jointly shall file an application for approval of the transfer of a fiduciary obligation with the director, and shall provide all relevant information as the director may deem necessary. The transferee shall also file proof with the director that the transferee has given written notice by certified mail of the proposed transfer, including a summary of the provisions of subsection 5 of this section relating to objections to the transfer of the fiduciary obligation, at least thirty days and not more than sixty days prior to the filing of the application, to the transferor, all persons, firms, organizations or corporations who are known to the applicant to be living or existing grantors under each affected trust or other fiduciary obligation, or if there is no such known living or existing grantor, to each living or existing beneficiary thereof known to the transferee. If any living or existing grantor or any such beneficiary delivers to the applicant any communication regarding the proposed transfer, the applicant shall furnish the director with a copy of such communication together with any accompanying documents. If the director determines that the transferee has the authority and is qualified to complete the fiduciary obligation, and that the transfer of the fiduciary obligation will not materially adversely affect the fiduciary obligation, he shall issue an order approving the transfer of the fiduciary obligation. If the director fails to approve or deny the transfer of the fiduciary obligation within thirty days of the date of the filing of the application with the director, the application shall be deemed approved by the director.
4. If the director approves the transfer of a fiduciary obligation, within twenty days of the approval, the transferee shall publish a notice of the transfer of the fiduciary obligation pursuant to this section in a newspaper of general circulation in the county or city where the transferor's main banking house or principal place of business, respectively, is located. The transfer of the fiduciary obligation shall be effective upon the thirtieth day after the date of such publication except with respect to any fiduciary obligation which upon that date is the subject of notice of objection made pursuant to subsection 5 of this section.
5. Within thirty days after the publication of notice of approval by the director of the transfer of a fiduciary obligation pursuant to subsection 4 of this section, any grantor or beneficiary who was entitled to receive a written notice pursuant to subsection 3 of this section may give written notice to the transferee objecting to the transfer of the fiduciary obligation in which such person has an interest. In order to complete the transfer, the transferee may petition the probate division of the circuit court of the county or city not within a county in which the notice was published to determine whether the transfer of the fiduciary capacity will materially adversely affect the administration of the fiduciary account. After notice to all interested parties and a hearing on the issues, the circuit court may deny the relief sought by the petitioning transferee and not transfer the fiduciary obligation to the petitioning transferee, may appoint a new fiduciary to succeed the transferor if the court finds that the appointment of a new fiduciary is in the best interests of the beneficiaries of the fiduciary obligation but that the transfer of the fiduciary obligation to the petitioning transferee will materially adversely affect the administration of the fiduciary account, or shall order the transferor to transfer by assignment the fiduciary obligation to the petitioning transferee.
6. On the effective date of the transfer of a fiduciary obligation pursuant to this section, the transferor shall be released from all transferred fiduciary obligations and all liability relating to such transferred fiduciary obligations, and shall cease to act regarding all such transferred fiduciary obligations, except that such transferor shall not be relieved of any liabilities arising out of a breach of a fiduciary obligation occurring prior to such effective date. The transferor shall file an itemized accounting of all assets and liabilities in each transferred fiduciary account with the transferee upon the effective date of the transfer. Notwithstanding the provision of any law or the provision of any agreement to the contrary, the transferor shall not impose fees relating to the transfer of the fiduciary obligation in excess of the actual cost to the transferor of the transfer of the fiduciary obligation. The failure by a bank or trust company to give any notice required by subsection 3 of this section with respect to any fiduciary account shall not affect the validity of the transfer of a fiduciary obligation pursuant to this section with respect to any other fiduciary obligation or account.
7. Any appointment or other designation of a bank or trust company to a fiduciary obligation in a trust, will or other instrument shall be deemed to be made based only on facts and circumstances in existence on the date and at the time that the appointment or designation is made, and the director or a court, when considering the transfer of a fiduciary obligation, shall consider whether the transferee has the authority to complete the fiduciary obligation and is qualified to do so, the effect of the transfer of the fiduciary obligation including whether the transfer of the fiduciary obligation will materially adversely affect the fiduciary obligation, and whether the transfer of the fiduciary obligation is in the best interests of the beneficiaries of the fiduciary obligation.
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(L. 1996 S.B. 494 § 1, A.L. 2008 S.B. 788)
Structure Missouri Revised Statutes
Title XXIV - Business and Financial Institutions
Chapter 362 - Banks and Trust Companies
Section 362.010 - Definitions.
Section 362.015 - No private banks shall be established — who may incorporate — when.
Section 362.020 - Articles of agreement — contents.
Section 362.025 - Articles of agreement to be filed.
Section 362.030 - Director to examine as to character and capital.
Section 362.035 - Certificate of incorporation — issuance — to be filed.
Section 362.040 - Notice of refusal of certificate — appeal.
Section 362.042 - Restated articles of incorporation may be amended at time of restatement, manner.
Section 362.044 - Stockholders' meetings — notice — business by proxy, cancellation of meetings.
Section 362.046 - Bylaws, who may make, amend or repeal.
Section 362.048 - Emergency bylaws — when.
Section 362.050 - Cash capital required.
Section 362.055 - Capital stock — par value.
Section 362.060 - Change of par value — notice of meeting — when change effective.
Section 362.063 - Power to close transfer books.
Section 362.067 - Stock option plan for officers and employees — increase in shares — consideration.
Section 362.070 - Compensation for organizing bank or trust company prohibited — penalty.
Section 362.075 - Issuance and sale of preferred stock shares — subject to director's approval.
Section 362.080 - Stockholders may authorize issuance and sale, when — manner.
Section 362.090 - Par value of preferred stock issued and offered for sale.
Section 362.105 - Powers and authority of banks and trust companies.
Section 362.106 - Additional powers.
Section 362.107 - Branch banking allowed, requirements — director of finance to approve, appeals.
Section 362.109 - Restrictions on orders and ordinances of political subdivisions.
Section 362.111 - Fees and service charges permitted, when, conditions.
Section 362.112 - Bank or trust company may act as custodian, when.
Section 362.117 - State bank may become trust company — procedure.
Section 362.118 - Trust company may become state bank — procedure.
Section 362.119 - Investment in trust companies by bank, limitations — definitions.
Section 362.120 - Capital notes may be issued and sold by banks and trust companies.
Section 362.130 - Extension of time for retirement of capital notes.
Section 362.135 - Liquidation of assets — funds held in trust.
Section 362.140 - Branch offices in foreign countries — how established — amount to be invested.
Section 362.145 - Content of application — director may approve or reject — examination of branches.
Section 362.150 - Director may investigate branches — require banks to dispose of holdings.
Section 362.155 - Accounts of branches to be kept separately.
Section 362.165 - Restrictions on taking and holding real estate.
Section 362.169 - Population defined for legal loan limit.
Section 362.171 - Bank officer making excessive loan — penalty.
Section 362.172 - Investment in stock of banks or bank holding companies — limitations.
Section 362.173 - Investments in small business investment companies.
Section 362.180 - Who may make Federal Housing Act loans.
Section 362.185 - Financial institutions may invest securities under Federal Housing Act.
Section 362.190 - May be used as security.
Section 362.195 - Applicability of sections 362.180 to 362.195.
Section 362.200 - Money not to be employed in trade or commerce.
Section 362.205 - Account books, requirements — property, how carried.
Section 362.207 - Securities held in name of nominee.
Section 362.220 - Agreements to pay time deposit before maturity prohibited — penalty.
Section 362.222 - Checks to be paid at par — exceptions — penalty.
Section 362.225 - Reserve depositaries.
Section 362.230 - No new loans until depleted reserves are restored.
Section 362.231 - Reserve requirements, federal regulation to take precedence, when.
Section 362.235 - National bank may become state bank or trust company — procedure, effect.
Section 362.240 - Change from state to national bank.
Section 362.250 - Oath of directors to be subscribed and certified — retained by board — penalty.
Section 362.253 - Two or more directors to constitute an executive committee — when.
Section 362.255 - Tenure of office of directors.
Section 362.260 - Vacancies in board of directors.
Section 362.265 - Change of number of directors.
Section 362.270 - Organizational meeting of directors.
Section 362.290 - Communications from director shall be submitted to directors and noted in minutes.
Section 362.295 - Reports to director — publication — penalty.
Section 362.310 - Surplus fund — composition — purposes.
Section 362.325 - Charter amended — procedure — notice — duty of director — appeal.
Section 362.330 - Bank may sell whole or any part of its assets or business — procedure.
Section 362.336 - Fraudulent checks and drafts issued by bank or agent — penalty.
Section 362.337 - Bank officer concealing loans, misdemeanor — penalty.
Section 362.340 - Employees to give bond — insurance — publication of minimum levels of coverages.
Section 362.345 - Penalties for receiving deposits when insolvent.
Section 362.350 - Officers, how sued — evidence of knowledge.
Section 362.355 - Administrators of deceased officers liable.
Section 362.360 - Interpleader in certain actions — funds may remain in bank — costs.
Section 362.385 - Rate of interest.
Section 362.405 - Assessments by director of finance paid to director of revenue.
Section 362.410 - Preservation of books and records.
Section 362.415 - Prohibitions against encroachments upon certain powers of banks.
Section 362.420 - Prohibition of banking business.
Section 362.421 - Advertising as bankers, prohibited, when — penalty.
Section 362.425 - Use of sign or words indicating bank by unauthorized persons prohibited.
Section 362.435 - Foreign banking corporation may transact business in this state, when.
Section 362.440 - Licenses to foreign corporations — renewal.
Section 362.445 - Process defined — director of finance to accept service of process, when — fee.
Section 362.450 - Revocation of authorization certificate or license in certain cases.
Section 362.460 - Reports of foreign banking corporations — penalties.
Section 362.462 - Relocation of main banking house in another state.
Section 362.463 - Out-of-state bank may relocate to this state.
Section 362.465 - Deposits of minors.
Section 362.466 - Applicability of law — rights, powers, protections.
Section 362.470 - Joint deposits.
Section 362.471 - Pay-on-death accounts — form — effect — payments from.
Section 362.475 - Deposits of deceased trustee shall be paid to beneficiary.
Section 362.480 - Deposits of trustee, how paid out.
Section 362.485 - Special remedies available to banks doing a safe deposit business.
Section 362.488 - Death of lessee, duties of lessor — additional duties by contract.
Section 362.490 - Banks exempt from furnishing security for insured deposits.
Section 362.495 - When payment and withdrawals may be suspended.
Section 362.500 - Shall notify finance director of suspension — duties of commissioner.
Section 362.505 - Audit of bank by director — approval of reopening plans.
Section 362.510 - When director shall liquidate.
Section 362.515 - Special deposits — nature — use.
Section 362.520 - Banks may close, when — bank holiday, effect of.
Section 362.530 - Contributions to charitable agencies.
Section 362.560 - Trust guaranty fund.
Section 362.570 - Application of trust guaranty fund.
Section 362.575 - Personal representatives and other persons not liable as stockholders.
Section 362.580 - Common trust fund authorized.
Section 362.590 - Bond not required of banks and trust companies, when acting as fiduciaries.
Section 362.600 - Reciprocal corporate fiduciary powers — certificates of reciprocity.
Section 362.610 - Banks and trust companies may merge or consolidate.
Section 362.620 - Agreement for consolidation.
Section 362.630 - Agreement for merger.
Section 362.640 - Agreement for merger or consolidation.
Section 362.650 - Certified copies evidence.
Section 362.670 - Finance director shall certify finding within thirty days.
Section 362.680 - Agreement to be submitted to stockholders, when — exceptions, procedures.
Section 362.690 - Agreement binding, when.
Section 362.700 - Agreement for merger becomes effective, when.
Section 362.710 - Agreement for consolidation becomes effective, when.
Section 362.720 - Receiving or consolidated company shall issue new certificates for old, when.
Section 362.760 - Cost of proceedings, how taxed.
Section 362.770 - Corporate existence of old merged into new company — title to property.
Section 362.780 - New company succeeds to fiduciary relations of old.
Section 362.790 - New company liable for obligations of old.
Section 362.800 - Pending actions not to abate — substitution.
Section 362.810 - Trust and fiduciary relations of old companies continue in new.
Section 362.900 - Declaration of intent.
Section 362.910 - Definitions.
Section 362.915 - Limitation on bank holding company — total deposits, how computed.
Section 362.920 - Procedure to obtain order allowing acquisition — duty of director.
Section 362.930 - Injunctive relief, when.
Section 362.935 - Director of finance to administer — rules and orders authorized.
Section 362.940 - Disclaimer as to implied repeal of other law.
Section 362.1010 - Citation of law.
Section 362.1015 - Definitions.
Section 362.1020 - Inapplicability of certain sections, when.
Section 362.1035 - Capital account, minimum required — company's duty to maintain, requirements.
Section 362.1037 - Management authority, exclusively vested.
Section 362.1040 - Organizational instruments, requirements.
Section 362.1055 - Annual registration report, contents, filing fee.
Section 362.1060 - Permissible acts — foreign companies, exercise of trust powers.
Section 362.1065 - Commercial banking, engagement in prohibited.
Section 362.1075 - Fiduciary capacity — oath, affirmation, affidavit, or acknowledgment.
Section 362.1080 - Advertising prohibited.
Section 362.1085 - Examination and investigation of company, procedure.
Section 362.1090 - Cease and desist order — notice of charges, when, procedure.
Section 362.1100 - Order of removal — notice of charges, when, procedure.
Section 362.1110 - Principal place of business — retention of records — in camera inspection, when.
Section 362.1115 - Information exempt from sunshine law — disclosure, when — violation, penalty.