Chapter 30B.38 RCW

OUT-OF-STATE TRUST INSTITUTIONS

Sections

30B.38.005Trust business at a trust office.
30B.38.010Preexisting approved out-of-state trust institutions.
30B.38.020Trust business of out-of-state trust institutionPrerequisite of reciprocity.
30B.38.030Requirement of notice.
30B.38.040Conditions for approval.
30B.38.050Additional trust offices.
30B.38.060Examinations of out-of-state trust institutionsPeriodic reportsCooperative agreementsAssessment of fees.
30B.38.070Enforcement.
30B.38.080Notice of subsequent merger, closing, etc.
30B.38.090Functionally unregulated out-of-state trust institutions.


Trust business at a trust office.

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An out-of-state trust institution that meets the requirements of this chapter is not required to maintain a physical trust office in this state. An out-of-state trust institution that does not operate a trust office in this state and that meets the requirements of this chapter may establish and maintain a new trust office in this state.



Preexisting approved out-of-state trust institutions.

Notwithstanding any other provision of this title, an out-of-state trust institution that complies with RCW 30B.38.020(1) and 30B.72.010 is exempt from the requirements of RCW 30B.38.030 and 30B.38.040.



Trust business of out-of-state trust institutionPrerequisite of reciprocity.

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(1) Except as authorized by federal law or by another law of this state, an out-of-state trust institution shall not be permitted to engage in a trust business in this state on more favorable terms and conditions than the terms and conditions on which state trust companies incorporated under this title and savings banks engaged in trust business under RCW 32.08.140, 32.08.142, 32.08.210, and 32.08.215 are permitted to engage in trust business in such other state.
(2) The out-of-state trust institution may exercise additional powers and authorities that are authorized under the laws of its home state if the director determines in writing that the exercise of the additional powers and authorities in this state will not threaten the safety and soundness of trust institutions in this state and serves the convenience and needs of Washington consumers.



Requirement of notice.

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An out-of-state trust institution desiring to engage in trust business in this state shall provide, or cause its home state regulator to provide, written notice to the director of its intent to engage in trust business in this state, accompanied by:
(1) Satisfactory written evidence of a certificate of authority to engage in trust business in its home state, or equivalent, from its home state regulator;
(2) A copy of the resolution adopted by the board of directors of such out-of-state trust institution authorizing the out-of-state trust institution to engage in trust business in this state;
(3) Written evidence of compliance with the requirements of the director set forth in subsection (1) of this section; and
(4) A filing fee, if any, as prescribed by the director under authority of RCW 30A.04.070.



Conditions for approval.

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(1) Except as authorized by RCW 30B.72.010, an out-of-state trust institution may not engage in trust business in this state unless:
(a) The out-of-state trust institution has confirmed in writing to the director that for as long as it maintains a trust office in this state, it will comply with all applicable laws of this state.
(b) The out-of-state trust institution has provided satisfactory evidence to the director of compliance with (i) any applicable requirements of chapter 23B.15 or 25.15 RCW and (ii) the applicable requirements of its home state regulator for engaging in trust business in both its home state and this state.
(c) The director, acting within sixty days after receiving notice under RCW 30B.38.030, has certified to the home state regulator that the requirements of this chapter have been met and the notice has been approved or, if applicable, that any conditions imposed by the director pursuant to subsection (2) of this section have been satisfied.
(2) The out-of-state trust institution may commence engaging in trust business in this state on the sixty-first day after the date the director receives the notice unless the director specifies an earlier or later date.
(3) The period of review in subsection (2) of this section may be extended by the director on a determination that the written notice raises issues that require additional information or additional time for analysis. If the period of review is extended, the out-of-state trust institution may engage in trust business in this state only on prior written approval by the director.



Additional trust offices.

An out-of-state trust institution that maintains a trust office in this state under this chapter may establish or acquire additional trust offices in this state to the same extent that a state trust company may establish or acquire additional offices in this state.



Examinations of out-of-state trust institutionsPeriodic reportsCooperative agreementsAssessment of fees.

(1) To the extent consistent with subsections (3), (4), and (5) of this section, the director may make such examinations and investigations of an out-of-state trust institution engaged in trust business in this state as the director may deem necessary to determine whether the out-of-state trust institution is being operated and maintained in a safe and sound manner in a manner affecting this state. Unless otherwise prescribed by rule, the provisions of Title 30A RCW applicable to examination or investigation of banks shall apply to such examinations or investigations of out-of-state trust institutions.
(2) The director may require periodic reports regarding any out-of-state trust institution engaged in trust business in this state. The required reports shall be provided by such out-of-state trust institution or by the home state regulator. Any reporting requirements prescribed by the director under this subsection shall be (a) consistent with the reporting requirements applicable to state trust companies and (b) appropriate for the purpose of enabling the director to carry out his or her responsibilities under this chapter.
(3) The director may enter into cooperative, coordinating, and information-sharing agreements with any other trust institution supervisory agency with respect to the periodic examination or other supervision of an out-of-state trust institution engaging in trust business in this state, and the director may accept the report of examination and report of investigation of such agency in lieu of conducting his or her own examination or investigation.
(4) The director may enter into contracts with any trust institution supervisory agency that has concurrent jurisdiction over an out-of-state trust institution engaged in trust business in this state to engage the services of such agency's examiners at a reasonable rate of compensation, or to provide the services of the director's examiners to such agency at a reasonable rate of compensation. Any such contract shall be deemed a sole source contract to the extent permitted under Washington state law.
(5) The director may enter into joint examinations or joint enforcement actions with other trust institutions supervisory agencies having concurrent jurisdiction over any out-of-state trust institution engaged in trust business in this state or by a state trust company doing business in any host state.
(6) Notwithstanding any other provision of this section, the director may at any time take enforcement action independently if the director deems such actions to be necessary or appropriate to carry out his or her responsibilities under this title or to ensure compliance with the laws of this state. However, in the case of an out-of-state trust institution, the director shall recognize the exclusive authority of the home state regulator over corporate governance matters and the primary responsibility of the home state regulator with respect to safety and soundness matters.
(7) An out-of-state trust institution that engages in trust business in this state and which is subject to examination by the director under any cooperative agreement between the director and the home state of the out-of-state trust institution, may be subject to supervisory, examination, and other fees, under authority of such cooperative agreement, RCW 30A.04.070, and as may be specified by rule.



Enforcement.

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(1) Consistent with the Washington administrative procedure act, chapter 34.05 RCW, and in the manner provided for enforcement action against a state trust company under this title, after notice and opportunity for hearing, the director may determine an out-of-state trust institution engaging in trust business in this state is in violation of any provision of the laws of this state or is operating in an unsafe and unsound manner.
(2) The director shall have the authority to take all such enforcement actions as he or she would be empowered to take if the out-of-state trust institution were a state trust company, including but not limited to issuing an order temporarily or permanently prohibiting the out-of-state trust institution from engaging in trust business in this state.
(3) The director may make a written finding that an out-of-state trust institution engaging in or proposing to engage in a trust business in this state does not meet the requirements for engaging in trust business in this state pursuant to this chapter or RCW 30B.72.010, which finding shall be effective on the date of issuance or such other date as the director shall determine.
(4) In cases involving extraordinary circumstances requiring immediate action, the director may issue a temporary order without advance notice or opportunity for hearing, subject to the out-of-state trust institution's right to petition for judicial review in the same manner as a state trust company under this title.
(5) The director will give notice to the home state regulator of each enforcement action taken against an out-of-state trust institution and, to the extent practicable, will consult and cooperate with the home state regulator in pursuing and resolving such enforcement action.



Notice of subsequent merger, closing, etc.

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Each out-of-state trust institution that maintains an office in this state pursuant to this chapter, or the home state regulator of such trust institution, shall give at least thirty days' prior written notice, or in the case of an emergency transaction, such shorter notice as is consistent with applicable state or federal law, to the director of:
(1) Any merger, consolidation, or other transaction that would cause a change of control with respect to such out-of-state trust institution or any bank holding company that controls such trust institution, with the result that an application would be required to be filed pursuant to the federal change in bank control act of 1978, 12 U.S.C. Sec. 1817(j), or the federal bank holding company act of 1956, 12 U.S.C. Sec. 1841 et seq., or any successor statutes thereto;
(2) Any transfer of all or substantially all of the trust accounts or trust assets of the out-of-state trust institution to another person; or
(3) The closing or disposition of any office in this state.



Functionally unregulated out-of-state trust institutions.

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Notwithstanding any other provision of this chapter, an out-of-state trust institution engaging in trust business in this state, which is not an exempt person under RCW 30B.04.040 and which by reason of the laws of its home state is not subject to any supervision, examination, or other safety and soundness oversight by a home state regulator, shall be subject to all the requirements of a state trust company under this title.