6.1-195.88 - (Repealed effective October 1, 2010) Voting of financial institution stock held by association as fiduciary; when association disqualified from voting.
§ 6.1-195.88. (Repealed effective October 1, 2010) Voting of financialinstitution stock held by association as fiduciary; when associationdisqualified from voting.
A. When voting shares of a financial institution are held by an associationin a trust account, such association may not vote or participate in thevoting of any such shares if the securities held in such fiduciary capacity,together with all the other voting securities of such financial institutionheld in a fiduciary capacity by the association and its affiliates, exceedtwenty-five percent of the outstanding voting securities of such financialinstitution. If the voting securities of any financial institution held by anassociation in a trust account, together with all other voting securities ofsuch financial institution held in a fiduciary capacity by the associationand its affiliates, exceed five percent of the outstanding voting securitiesof such financial institution, but less than twenty-five percent thereof, theassociation may not vote or participate in the voting of any such votingsecurities unless there has been a determination by the Commissioner that theright to vote such shares does not constitute control of the particularfinancial institution in question.
B. If there is any person or entity acting as fiduciary, in addition to theassociation, for the trust account containing such voting securities, suchother fiduciary, if not a director, officer or employee of the association orits affiliates, may vote such shares. If the association is the solefiduciary for the trust account, the association may petition a court ofcompetent jurisdiction for the appointment of a co-fiduciary for the solepurpose of voting such shares. Such appointment and qualification may be exparte, and no prior notice to the beneficiaries of the trust account shall berequired. The court at the time of such qualifications may relieve theco-fiduciary of any obligation for the giving of security on his or her bond.If the appointment of the co-fiduciary is limited to voting such shares, suchorder may provide that the co-fiduciary shall not be liable or accountable inthe administration of the trust account, except for the breach of anyfiduciary duty in voting or failing to vote such shares. No director, officeror employee of the petitioning association or its affiliates shall beeligible to be named co-fiduciary under the provisions of this section.
C. The provisions of this section shall also apply in the case of votingshares of a bank holding company, as defined in 12 U.S.C. § 1841, or asavings and loan holding company, as defined in § 6.1-194.87, held by anassociation in a fiduciary capacity.
(1984, c. 303.)