Ohio Revised Code Search

...ssion. The legal existence of the state bank begins upon the filing of the articles of incorporation and, unless the articles of incorporation otherwise provide, its period of existence is perpetual.

...olders, all of the authority of a state bank shall be exercised by or under the direction of the board of directors in accordance with Chapter 1105. of the Revised Code.

...(A) The name of a state bank: (1) Shall include either of the following: (a) "Bank," "banking," "company," or "co."; (b) "Savings," "loan," "savings and loan," "building and loan," or "thrift." (2) May include the word "state," "federal," "association," or, if approved by the superintendent of financial institutions, another term; (3) Shall not, as determined by the superintendent, be likely to mislead the publi...

...on 1701.64 of the Revised Code, a state bank may have a cashier, controller, comptroller, or other officer whose authority and duties the superintendent of financial institutions determines are essentially equivalent to those of a treasurer. (B) For any state bank that has a cashier, controller, comptroller, or other officer instead of a treasurer, as authorized by division (A) of this section, the cashier, controll...

...o authorized representatives of a state bank are required, as for a certificate for an amendment of the state bank's articles of incorporation or amended articles of incorporation pursuant to section 1113.12, 1113.13, or 1114.11 of the Revised Code or for certification of a conversion pursuant to section 1115.01 of the Revised Code, a consolidation or merger pursuant to section 1115.11 of the Revised Code, or a trans...

... previously existing, or proposed state bank to be filed with the secretary of state, all of the following apply: (1) The person responsible for producing the document shall deliver the document, properly completed, to the superintendent of financial institutions, along with payment for any fee required for filing the document with the secretary of state. (2) The superintendent shall file the document, and any requ...

...Whoever violates division (E)(1) of section 1103.07 of the Revised Code shall be subject to a civil penalty of up to ten thousand dollars for each day the violation is committed, repeated, or continued.

...embers, all of the authority of a state bank shall be exercised by or under the direction of the bank's board of directors. The board of directors shall consist of not less than five directors. (B) Unless the articles of incorporation or the code of regulations provide for a different term, which may not exceed three years from the date of the director's election and until the director's successor is elected and qua...

...rs on the board of directors of a state bank: (a) A majority of the directors shall be outside directors. However, in the case of a stock state bank, if eighty per cent or more of any class of the bank's voting shares are owned by a company, a majority of the directors may be officers or directors of one or more affiliates of the bank. (b) For purposes of this section, anyone who is not an employee of the state ban...

...te or permit to be violated any federal banking law or any provision of Chapters 1101. to 1127. of the Revised Code. (B) Promptly upon execution, and within sixty days of the person's election or appointment, the oath shall be filed with the secretary of the state bank.

...Each officer and employee of a state bank, prior to the discharge of the officer's or employee's duties, shall be covered by an individual, schedule, or blanket fidelity bond in favor of the bank, with terms and issuing insurer approved by the board of directors. The amount of the bond shall be set by the board of directors, and shall be reasonable given the size of the bank and nature of its business. The board of d...

...For its own governance, the board of directors may adopt bylaws not inconsistent with the law of this state, the articles of incorporation, or the code of regulations. Without limiting their generality, the bylaws may include provisions with respect to: (A) The time and place of holding, the manner of and authority for calling, giving notice of, and conducting meetings of the board of directors; (B) The appointment...

...(A)(1) A state bank's board of directors shall meet monthly unless the bank's code of regulations provides for a different frequency of meetings, which shall not be less than quarterly. (2) Division (A)(1) of this section does not prohibit either of the following: (a) A state bank's board of directors meeting more frequently than required by division (A)(1) of this section or the bank's code of regulations; (b) Th...

...y of the grounds set forth in the state bank's code of regulations or bylaws; (3) By a majority of the disinterested directors if they determine the director has a conflict of interest. (B)(1)(a) Except as provided in division (B)(1)(b) of this section, unless the articles of incorporation or the code of regulations of the state bank expressly provide that removal of members of the board of directors shall require ...

...other institution-affiliated party of a bank shall not be personally and individually liable for direct or indirect damages the bank, its shareholders or members, or any other person sustains in consequence of a violation of or failure to comply with any provision of Chapters 1101. to 1127. of the Revised Code or the rules adopted under those chapters, including any civil money penalties, unless it can be shown that ...

...No state bank shall operate without adequate capital as determined by the superintendent of financial institutions. In evaluating the adequacy of a state bank's capital, the superintendent may consider any of the following: (A) The nature and volume of the bank's business; (B) The amount, nature, quality, and liquidity of the bank's assets; (C) The amount and nature of the bank's liabilities, including those that ...

...(A) A state bank may issue debt securities at the times, in the amounts, and subject to the terms approved in writing by the superintendent of financial institutions. (B) In the case of a stock state bank, the terms of debt securities may include either of the following: (1) Options to subscribe to or purchase the bank's shares at not less than par value; (2) The right to convert the debt securities to the bank's ...

...All stock state bank shares shall have par value, whether they are common shares or preferred shares.

...(A) A stock state bank may, with the approval of the bank's board of directors, the holders of a majority of the bank's voting shares, and the superintendent of financial institutions, adopt and carry out plans for the offering or sale of, the grant of, or the grant of options on, the bank's shares to any or all employees, officers, or directors of the bank or any of the bank's subsidiaries or affiliates, or to other...

...e holders of any class of a stock state bank's shares, other than shares that are limited as to dividend rate and liquidation price, shall, upon the offering or sale for cash of shares of the same class, have the right, during a reasonable time and on reasonable terms fixed by the directors, to purchase the shares in proportion to their respective holdings of shares of that class, at not less than par value, unless t...

...f financial institutions, a stock state bank may purchase its own shares in accordance with section 1701.35 of the Revised Code. (B) A stock state bank that acquires shares of its stock shall retire or dispose of the shares at the time and in the manner required by the superintendent.

...A stock state bank's board of directors may declare dividends and distributions on the bank's outstanding shares, subject to all of the following conditions: (A) Except as otherwise provided in division (B) of this section, payment of a dividend or distribution may only be funded from undivided profits or, subject to the approval of the superintendent of financial institutions, from a special reserve created from pr...

...(A) A state bank may use, exercise, and enjoy all of the powers, rights, and privileges of a corporation as set forth in section 1701.13 of the Revised Code, unless otherwise provided in its articles of incorporation and except as otherwise expressly limited by Chapters 1101. to 1127. of the Revised Code. The powers authorized under this division include the power to receive any property of any description, or any in...

.... to 1127. of the Revised Code, a state bank has and may exercise all powers and perform all acts attendant to the business of banking as set forth in those chapters. (B) A state bank has and may exercise all powers, perform all acts, and provide all services that are otherwise a part of or incidental to the business of banking. (C) In addition to what is otherwise authorized under Chapters 1101. to 1127. of the Re...

... U.S.C. 1467a, as amended. (B) A state bank may elect to operate as a savings and loan association by filing a written notice of that election with the superintendent of financial institutions. (C) Upon filing an election notice, a state bank shall be considered a savings and loan association if both of the following conditions are met: (1) Its qualified thrift investments equal or exceed sixty-five per cent of it...