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45-1-103 - General definitions.

45-1-103. General definitions.

As used in this chapter and chapter 2 of this title, unless the context otherwise requires:

     (1)  “Act as a fiduciary” or “acting as a fiduciary” means to act in the capacity of a fiduciary as defined in § 35-2-102;

     (2)  “Action,” in the sense of a judicial proceeding, includes recoupment, counterclaim, setoff, suit in equity and any other proceedings in which rights are determined;

     (3)  “Bank” means any person, as hereinafter defined, doing a banking business subject to the laws of this or any other jurisdiction and, for the purposes of supervision, examination and liquidation, includes industrial investment companies and industrial banks authorized by chapter 5 of this title;

     (4)  “Branch” with respect to a state bank means any place of business separated from the main office of a bank at which deposits are received, or checks paid or money lent;

     (5)  “Commissioner” means the commissioner of financial institutions;

     (6)  “Community” means a city, town, or incorporated village in this state, or where not within any of the foregoing, a trade area in this state;

     (7)  “Company” includes a bank, trust company, corporation, partnership, association, business or other trust, or similar business entity;

     (8)  “Department” means the department of financial institutions;

     (9)  “Deposit” means a deposit of money, bonds or other things of value, creating a debtor-creditor relationship;

     (10)  “Depository institution” means any company included for any purpose within any of the definitions of insured depository institution, as set forth in 12 U.S.C. § 1813(c)(2) and (3);

     (11)  “Executive officer,” when referring to a bank, means any officer designated as such in the bylaws and includes, whether or not so designated, the president, any vice president, the treasurer, the cashier, the comptroller and the secretary, or any officer who performs the duties appropriate to those officers;

     (12)  “Fiduciary record” means a matter written, transcribed, recorded, received or otherwise in the possession or control of a trust institution, whether in physical or electromagnetic form, that is necessary to preserve information concerning an act or event relevant to an account or a client of a trust institution;

     (13)  “Foreign bank” means a foreign bank, as defined in the International Banking Act of 1978 § 1(b)(7), codified in 12 U.S.C. § 3101(7);

     (14)  “Good faith” means honesty in fact in the conduct or transaction concerned;

     (15)  “Home state” means:

          (A)  With respect to a federally chartered trust institution and a foreign bank, the state in which the institution maintains its principal office; and

          (B)  With respect to any other trust institution, the state that chartered the institution;

     (16)  “Home state regulator” means the bank supervisory agency with primary responsibility for chartering and supervising an out-of-state trust institution;

     (17)  “In operation” or “operating” means that:

          (A)  A charter has been issued to a bank by the United States comptroller of the currency or a certificate of authority has been issued by the commissioner; or

          (B)  A bank has all appropriate approvals to accept insured deposits from the public;

     (18)  “Item” means any instrument for the payment of money, even though not negotiable, but does not include money;

     (19)  “New trust office” means a trust office located in a host state that:

          (A)  Is originally established by the trust institution as a trust office; and

          (B)  Does not become a trust office of the trust institution as a result of:

                (i)  The acquisition of another trust institution or trust office of another trust institution; or

                (ii)  A merger, consolidation, or conversion involving the trust institution or trust office;

     (20)  “Office,” with respect to a trust institution, means the principal office or a trust office, but not a branch;

     (21)  “Officer,” when referring to a bank, means any person designated as such in the bylaws and includes, whether or not so designated, any executive officer, the chair of the board of directors, the chair of the executive committee and any trust officer, assistant vice president, assistant treasurer, assistant cashier, assistant comptroller, assistant trust officer, or any person who performs the duties appropriate to those offices;

     (22)  “Person” means an individual, corporation, firm, trust, estate, partnership, joint venture, or association;

     (23)  “Principal office” with respect to a:

          (A)  State trust company means a location registered with the commissioner as the state trust company's home office at which:

                (i)  The state trust company does business;

                (ii)  The state trust company keeps its corporate books; and

                (iii)  At least one (1) executive officer of the state trust company maintains an office; or

          (B)  Trust institution, other than a state trust company, means its principal place of business in the United States;

     (24)  “Reason to know” means that, upon the information available, a person of ordinary intelligence in the particular business, or of the superior intelligence or experience that the person in question may have, would infer that the fact in question exists or that there is such a substantial chance of its existence that, if exercising reasonable care with reference to the matter in question, conduct would be predicated upon the assumption of its possible existence;

     (25)  “Savings association” means an association as defined and operating under chapter 3 of this title or under the laws of the United States;

     (26)  “State bank” means any bank chartered by this state;

     (27)  “State trust company” means a corporation organized or reorganized under the Banking Act, as compiled in this chapter and chapter 2 of this title, whose purposes and powers are limited to fiduciary purposes and powers, including a trust company previously organized under the laws of this state;

     (28)  “State trust institution” means a trust institution having its principal office in this state;

     (29)  “Subsidiary corporation” means any corporation, all or part of the stock of which is owned by a bank principally for the purpose of participating in the active management of the business of the corporation as distinguished from the purpose of deriving profit from the appreciation in value of the stock or from dividends paid on the stock;

     (30)  “Terms” when referring to loans means maturities, security for, rates of interest and other charges;

     (31)  “Trust company” means a state trust company or any other company chartered to act as a fiduciary that is neither a depository institution nor a foreign bank;

     (32)  “Trust institution” means a depository institution, foreign bank, state bank or trust company authorized to act as a fiduciary;

     (33)  “Trust office” means an office, other than the principal office, at which a trust institution is authorized by the commissioner to act as a fiduciary; and

     (34)  “Unauthorized trust activity” means:

          (A)  A company, other than one identified in chapter 2, part 10 of this title, acting as a fiduciary within this state;

          (B)  A trust institution acting as a fiduciary in this state at any location that is not its principal office, trust office or branch; or

          (C)  An out-of-state trust institution acting as a fiduciary in this state in violation of an order issued by the commissioner.

[Acts 1969, ch. 36, § 1 (1.103); 1973, ch. 294, §§ 6, 8; T.C.A., § 45-103; Acts 1983, ch. 274, § 2; 1993, ch. 22, § 1; 1996, ch. 768, § 3; 1999, ch. 112, § 1.]