State of Illinois
Public Acts
92nd General Assembly

[ Home ]  [ ILCS ] [ Search ] [ Bottom ]
 [ Other General Assemblies ]

Public Act 92-0483

HB2538 Enrolled                                LRB9201093JScs

    AN ACT concerning certain financial institutions.

    Be it  enacted  by  the  People  of  the  State  of  Illinois,
represented in the General Assembly:

    Section 5.  The Office of Banks and Real  Estate  Act  is
amended by changing Sections 5 and 6 as follows:

    (20 ILCS 3205/5) (from Ch. 17, par. 455)
    Sec. 5.  Powers.  In addition to all the other powers and
duties  provided  by  law,  the  Commissioner  shall have the
following powers:
    (a)  To exercise the rights, powers and  duties  formerly
vested by law in the Director of Financial Institutions under
the Illinois Banking Act.
    (b)  To  exercise  the rights, powers and duties formerly
vested by law in the  Department  of  Financial  Institutions
under  "An act to provide for and regulate the administration
of trusts by trust companies", approved  June  15,  1887,  as
amended.
    (c)  To  exercise  the rights, powers and duties formerly
vested by law in the Director of Financial Institutions under
"An act authorizing foreign corporations, including banks and
national banking associations domiciled in other  states,  to
act  in  a  fiduciary  capacity  in  this  state upon certain
conditions herein set forth",  approved  July  13,  1953,  as
amended.
    (d)  Whenever  the Commissioner is authorized or required
by  law  to  consider  or  to  make  findings  regarding  the
character of incorporators, directors, management  personnel,
or other relevant individuals under the Illinois Banking Act,
the  Corporate  Fiduciary Act, the Pawnbroker Regulation Act,
or at other times as the Commissioner deems necessary for the
purpose of carrying out the Commissioner's  statutory  powers
and   responsibilities,   the   Commissioner  shall  consider
criminal history record information, including  nonconviction
information,  pursuant  to  the  Criminal Identification Act.
The Commissioner shall, in the form and  manner  required  by
the  Department  of  State  Police  and the Federal Bureau of
Investigation, cause  to  be  conducted  a  criminal  history
record   investigation   to   obtain   information  currently
contained in the files of the Department of State  Police  or
the  Federal  Bureau  of  Investigation,  provided  that  the
Commissioner  need  not  cause  additional  criminal  history
record investigations to be conducted on individuals for whom
the  Commissioner,  a  federal bank regulatory agency, or any
other government agency has  caused  such  investigations  to
have   been   conducted  previously  unless  such  additional
investigations are otherwise required by law  or  unless  the
Commissioner  deems  such  additional  investigations  to  be
necessary for the purposes of carrying out the Commissioner's
statutory  powers  and  responsibilities.   The Department of
State Police shall provide, on  the  Commissioner's  request,
information concerning criminal charges and their disposition
currently  on  file  with  respect  to a relevant individual.
Information obtained as a result of  an  investigation  under
this  Section  shall be used in determining eligibility to be
an incorporator, director,  management  personnel,  or  other
relevant individual in relation to a financial institution or
other  entity  supervised  by the Commissioner.  Upon request
and payment of fees in conformance with the  requirements  of
Section  2605-400  of  the Department of State Police Law (20
ILCS  2605/2605-400),  the  Department  of  State  Police  is
authorized to furnish, pursuant to  positive  identification,
such  information contained in State files as is necessary to
fulfill the request.
    (e)  When issuing charters, permits, licenses,  or  other
authorizations,  the  Commissioner  may impose such terms and
conditions  on  the  issuance  as  he  deems   necessary   or
appropriate.   Failure to abide by those terms and conditions
may result in the  revocation of the issuance, the imposition
of corrective  orders,  or  the  imposition  of  civil  money
penalties.
    (f)  If  the Commissioner has reasonable cause to believe
that any entity that has not  submitted  an  application  for
authorization  or  licensure  is conducting any activity that
would otherwise require authorization  or  licensure  by  the
Commissioner,  the  Commissioner  shall  have  the  power  to
subpoena  witnesses,  to  compel  their  attendance,  and  to
require   the  production  of  any  relevant  books,  papers,
accounts, and documents in order  to  determine  whether  the
entity  is  subject  to  authorization  or  licensure  by the
Commissioner or the Office of Banks and Real Estate.
    (g)  The Commissioner may, through the Attorney  General,
request   the  circuit  court  of  any  county  to  issue  an
injunction  to  restrain  any  person  from   violating   the
provisions of any Act administered by the Commissioner.
    (h)  Whenever  the Commissioner is authorized to take any
action or required by law to consider or make  findings,  the
Commissioner  may delegate or appoint, in writing, an officer
or employee of the Office of Banks and Real  Estate  to  take
that action or make that finding.
(Source:  P.A.  90-301,  eff.  8-1-97;  90-602,  eff. 7-1-98;
91-239, eff. 1-1-00.)

    (20 ILCS 3205/6) (from Ch. 17, par. 456)
    Sec.  6.  Duties.   The  Commissioner  shall  direct  and
supervise all the administrative and technical activities  of
the Office and shall:
    (a)  Apply  and  carry  out  this Act and the law and all
rules adopted in pursuance thereof.
    (b)  Appoint, subject to the provisions of the  Personnel
Code,  such employees, experts, and special assistants as may
be necessary to carry out effectively the provisions of  this
Act  and,  if the rate of compensation is not otherwise fixed
by law, fix their compensation; but neither the  Commissioner
nor any deputy commissioner shall be subject to the Personnel
Code.
    (c)  Serve  as  Chairman  of  the  State Banking Board of
Illinois.
    (d)  Serve as Chairman of the Board of  Trustees  of  the
Illinois Bank Examiners' Education Foundation.
    (e)  Issue guidelines in the form of rules or regulations
which  will  prohibit  discrimination  by any State chartered
bank  against  any  individual,   corporation,   partnership,
association or other entity because it appears in a so-called
blacklist  issued  by  any  domestic  or foreign corporate or
governmental entity.
    (f)  Make an annual report to the Governor regarding  the
work of the Office as the Commissioner may consider desirable
or as the Governor may request.
    (g)  Perform  such  other acts as may be requested by the
State Banking Board of Illinois pursuant to its lawful powers
and perform  any  other  lawful  act  that  the  Commissioner
considers  to  be  necessary  or  desirable  to carry out the
purposes and provisions of this Act.
    (h)  Adopt,   in    accordance    with    the    Illinois
Administrative  Procedure  Act,  reasonable  rules  that  the
Commissioner  deems  necessary  for the proper administration
and enforcement of any Act the  administration  of  which  is
vested  in  the  Commissioner or the Office of Banks and Real
Estate.
(Source: P.A. 89-508, eff. 7-3-96.)

    Section 10.  The  Illinois  Banking  Act  is  amended  by
changing  Sections  2, 5, 5b, 7, 8, 10, 12, 13, 13.5, 14, 15,
16.1, 17, 18, 22, 25, 30.5, 31, 33, 37, 47, 48,  48.1,  48.5,
49, 51, and 53 as follows:

    (205 ILCS 5/2) (from Ch. 17, par. 302)
    Sec.  2.  General  definitions.   In this Act, unless the
context otherwise requires, the following words  and  phrases
shall have the following meanings:
    "Accommodation  party" shall have the meaning ascribed to
that term in Section 3-419 of the Uniform Commercial Code.
    "Action" in the sense of a judicial  proceeding  includes
recoupments, counterclaims, set-off, and any other proceeding
in which rights are determined.
    "Affiliate  facility"  of  a  bank  means  a main banking
premises or branch of another commonly owned bank.  The  main
banking premises or any branch of a bank may be an "affiliate
facility"  with  respect  to one or more other commonly owned
banks.
    "Appropriate federal banking agency"  means  the  Federal
Deposit  Insurance  Corporation,  the Federal Reserve Bank of
Chicago, or  the  Federal  Reserve  Bank  of  St.  Louis,  as
determined by federal law.
    "Bank"  means any person doing a banking business whether
subject to the laws of this or any other jurisdiction.
    A "banking house", "branch",  "branch  bank"  or  "branch
office"  shall  mean any place of business of a bank at which
deposits are received, checks paid, or loans made, but  shall
not include any place at which only records thereof are made,
posted,  or  kept.  A place of business at which deposits are
received, checks paid, or loans made shall not be  deemed  to
be  a  branch,  branch bank, or branch office if the place of
business is adjacent to and connected with the  main  banking
premises,  or  if  it  is  separated  from  the  main banking
premises by not more than an alley; provided always that  (i)
if  the  place  of business is separated by an alley from the
main banking premises there is a connection between  the  two
by  public  or  private  way  or  by subterranean or overhead
passage, and (ii) if the place of business is in  a  building
not  wholly occupied by the bank, the place of business shall
not be within any office or room in which any other  business
or  service  of any kind or nature other than the business of
the bank is conducted or carried on. A place of  business  at
which deposits are received, checks paid, or loans made shall
not  be  deemed to be a branch, branch bank, or branch office
(i) of any bank if the place is a  terminal  established  and
maintained  in accordance with paragraph (17) of Section 5 of
this Act, or (ii) of a  commonly  owned  bank  by  virtue  of
transactions  conducted  at that place on behalf of the other
commonly owned bank under paragraph (23) of Section 5 of this
Act if the place is an affiliate facility with respect to the
other bank.
    "Branch  of  an  out-of-state  bank"   means   a   branch
established or maintained in Illinois by an out-of-state bank
as  a  result  of  a  merger between an Illinois bank and the
out-of-state bank that occurs on or after May  31,  1997,  or
any branch established by the out-of-state bank following the
merger.
    "Call  report  fee"  means  the  fee  to  be  paid to the
Commissioner by each State bank pursuant to paragraph (a)  of
subsection (3) of Section 48 of this Act.
    "Capital"  includes  the aggregate of outstanding capital
stock and preferred stock.
    "Cash flow reserve account" means the account within  the
books  and  records  of  the  Commissioner  of Banks and Real
Estate  used  to  record  funds  designated  to  maintain   a
reasonable  Bank  and Trust Company Fund operating balance to
meet agency obligations on a timely basis.
    "Charter"  includes  the   original   charter   and   all
amendments thereto and articles of merger or consolidation.
    "Commissioner"  means  the Commissioner of Banks and Real
Estate or a person authorized by the Commissioner, the Office
of Banks and Real Estate Act, or  this  Act  to  act  in  the
Commissioner's stead.
    "Commonly  owned  banks"  means 2 or more banks that each
qualify as a bank subsidiary of the same bank holding company
pursuant to Section 18 of the Federal Deposit Insurance  Act;
"commonly  owned  bank"  refers to one of a group of commonly
owned banks but only with respect to one or more of the other
banks in the same group.
    "Community" means a city, village, or  incorporated  town
and also includes the area served by the banking offices of a
bank,  but  need not be limited or expanded to conform to the
geographic boundaries of units of local  government  in  this
State.
    "Company" means a corporation, limited liability company,
partnership,   business   trust,   association,   or  similar
organization and, unless specifically  excluded,  includes  a
"State bank" and a "bank".
    "Consolidating bank" means a party to a consolidation.
    "Consolidation"  takes  place  when 2 or more banks, or a
trust company and a bank, are extinguished and  by  the  same
process  a  new  bank  is created, taking over the assets and
assuming the  liabilities  of  the  banks  or  trust  company
passing out of existence.
    "Continuing  bank"  means  a merging bank, the charter of
which becomes the charter of the resulting bank.
    "Converting bank" means a State bank converting to become
a national bank, or a national bank converting  to  become  a
State bank.
    "Converting   trust   company"   means  a  trust  company
converting to become a State bank.
    "Court" means a court of competent jurisdiction.
    "Eligible  depository  institution"  means   an   insured
savings  association  that  is in default, an insured savings
association that is in danger of default, a State or national
bank that is in default or a State or national bank  that  is
in  danger  of  default,  as  those terms are defined in this
Section, or a new bank as that term defined in Section  11(m)
of the Federal Deposit Insurance Act or a bridge bank as that
term  is  defined  in  Section  11(n)  of the Federal Deposit
Insurance Act or a new federal savings association authorized
under Section 11(d)(2)(f) of the  Federal  Deposit  Insurance
Act.
    "Fiduciary"     means     trustee,    agent,    executor,
administrator, committee, guardian  for  a  minor  or  for  a
person   under   legal   disability,   receiver,  trustee  in
bankruptcy, assignee for creditors, or any holder of  similar
position of trust.
    "Financial  institution"  means  a bank, savings and loan
association, credit union, or any licensee under the Consumer
Installment Loan Act or the Sales Finance Agency Act and, for
purposes of Section  48.3,  any  proprietary  network,  funds
transfer  corporation,  or  other entity providing electronic
funds transfer services,  or  any  corporate  fiduciary,  its
subsidiaries,  affiliates,  parent  company,  or  contractual
service provider that is examined by the Commissioner.
    "Foundation" means the Illinois Bank Examiners' Education
Foundation.
    "General  obligation"  means  a  bond,  note,  debenture,
security, or other instrument evidencing an obligation of the
government entity that is the issuer that is supported by the
full  available  resources  of  the issuer, the principal and
interest of which is payable in whole or in part by taxation.
    "Guarantee" means an undertaking or promise to answer for
payment of another's debt or performance of  another's  duty,
liability,  or  obligation  whether  "payment  guaranteed" or
"collection guaranteed".
    "In danger of default" means a State or national bank,  a
federally   chartered   insured  savings  association  or  an
Illinois state chartered  insured  savings  association  with
respect  to which the Commissioner or the appropriate federal
banking agency has  advised  the  Federal  Deposit  Insurance
Corporation that:
         (1)  in  the  opinion  of  the  Commissioner  or the
    appropriate federal banking agency,
              (A)  the State  or  national  bank  or  insured
         savings association is not likely to be able to meet
         the  demands  of  the  State  or  national bank's or
         savings  association's  obligations  in  the  normal
         course of business; and
              (B)  there is no reasonable prospect  that  the
         State   or   national   bank   or   insured  savings
         association will be able to meet  those  demands  or
         pay those obligations without federal assistance; or
         (2)  in  the  opinion  of  the  Commissioner  or the
    appropriate federal banking agency,
              (A)  the State  or  national  bank  or  insured
         savings  association  has  incurred  or is likely to
         incur losses that will deplete all or  substantially
         all of its capital; and
              (B)  there  is  no reasonable prospect that the
         capital of the State or  national  bank  or  insured
         savings  association  will  be  replenished  without
         federal assistance.
    "In  default"  means, with respect to a State or national
bank or an insured savings association, any  adjudication  or
other  official  determination  by  any  court  of  competent
jurisdiction,   the  Commissioner,  the  appropriate  federal
banking agency, or other public authority pursuant to which a
conservator, receiver, or other legal custodian is  appointed
for   a   State  or  national  bank  or  an  insured  savings
association.
    "Insured savings association" means any  federal  savings
association  chartered  under  Section  5 of the federal Home
Owners' Loan Act and any State savings association  chartered
under  the  Illinois  Savings  and  Loan  Act  of  1985  or a
predecessor Illinois  statute,  the  deposits  of  which  are
insured  by  the  Federal Deposit Insurance Corporation.  The
term also includes a  savings  bank  organized  or  operating
under the Savings Bank Act.
    "Insured   savings  association  in  recovery"  means  an
insured  savings  association  that  is   not   an   eligible
depository  institution  and  that  does not meet the minimum
capital requirements applicable with respect to  the  insured
savings association.
    "Issuer"  means  for  purposes of Section 33 every person
who shall have issued or  proposed  to  issue  any  security;
except  that  (1)  with  respect  to certificates of deposit,
voting trust certificates, collateral-trust certificates, and
certificates of  interest  or  shares  in  an  unincorporated
investment  trust not having a board of directors (or persons
performing similar functions), "issuer" means the  person  or
persons  performing  the  acts  and  assuming  the  duties of
depositor or manager pursuant to the provisions of the trust,
agreement, or  instrument  under  which  the  securities  are
issued; (2) with respect to trusts other than those specified
in  clause  (1)  above,  where  the  trustee is a corporation
authorized to accept and execute trusts, "issuer"  means  the
entrusters,  depositors,  or  creators  of  the trust and any
manager or committee charged with the  general  direction  of
the  affairs  of  the trust pursuant to the provisions of the
agreement or instrument creating  the  trust;  and  (3)  with
respect  to  equipment trust certificates or like securities,
"issuer" means the person to whom the equipment  or  property
is or is to be leased or conditionally sold.
    "Letter of credit" and "customer" shall have the meanings
ascribed  to  those  terms  in  Section  5-102 of the Uniform
Commercial Code.
    "Main  banking  premises"  means  the  location  that  is
designated in a bank's charter as its main office.
    "Maker or obligor" means for purposes of Section  33  the
issuer  of  a  security, the promisor in a debenture or other
debt security, or the mortgagor or grantor of a trust deed or
similar conveyance of a security interest in real or personal
property.
    "Merged bank" means  a  merging  bank  that  is  not  the
continuing,  resulting,  or surviving bank in a consolidation
or merger.
    "Merger" includes consolidation.
    "Merging bank" means a party to a bank merger.
    "Merging trust company" means a trust company party to  a
merger with a State bank.
    "Mid-tier  bank holding company" means a corporation that
(a) owns 100% of the issued and outstanding  shares  of  each
class   of   stock   of  a  State  bank,  (b)  has  no  other
subsidiaries, and (c) 100%  of  the  issued  and  outstanding
shares  of the corporation are owned by a parent bank holding
company.
    "Municipality"   means   any   municipality,    political
subdivision, school district, taxing district, or agency.
    "National  bank"  means  a  national  banking association
located in this  State  and  after  May  31,  1997,  means  a
national banking association without regard to its location.
    "Out-of-state bank" means a bank chartered under the laws
of  a  state  other  than Illinois, a territory of the United
States, or the District of Columbia.
    "Parent bank holding company" means a corporation that is
a bank holding  company  as  that  term  is  defined  in  the
Illinois  Bank  Holding  Company Act of 1957 and owns 100% of
the issued and outstanding shares of a mid-tier bank  holding
company.
    "Person"   means   an  individual,  corporation,  limited
liability company, partnership, joint venture, trust, estate,
or unincorporated association.
    "Public agency" means the State of Illinois, the  various
counties,   townships,   cities,   towns,   villages,  school
districts,  educational   service   regions,   special   road
districts,  public  water  supply  districts, fire protection
districts,  drainage  districts,   levee   districts,   sewer
districts,  housing authorities, the Illinois Bank Examiners'
Education Foundation, the  Chicago  Park  District,  and  all
other  political corporations or subdivisions of the State of
Illinois, whether now or hereafter  created,  whether  herein
specifically  mentioned  or  not,  and shall also include any
other state or any political corporation  or  subdivision  of
another state.
    "Public  funds" or "public money" means current operating
funds, special funds, interest and sinking funds,  and  funds
of  any kind or character belonging to, in the custody of, or
subject to the control or regulation of the United States  or
a  public  agency.   "Public  funds"  or "public money" shall
include funds  held  by  any  of  the  officers,  agents,  or
employees  of  the United States or of a public agency in the
course of their official duties and, with respect  to  public
money  of  the  United  States,  shall include Postal Savings
funds.
    "Published" means, unless the context requires otherwise,
the publishing of the notice or  instrument  referred  to  in
some  newspaper  of  general  circulation in the community in
which the bank is located at  least  once  each  week  for  3
successive  weeks.   Publishing shall be accomplished by, and
at the expense of,  the  bank  required  to  publish.   Where
publishing   is  required,  the  bank  shall  submit  to  the
Commissioner  that  evidence  of  the  publication   as   the
Commissioner shall deem appropriate.
    "Qualified   financial   contract"   means  any  security
contract, commodity  contract,  forward  contract,  including
spot  and  forward  foreign  exchange  contracts,  repurchase
agreement,  swap  agreement,  and  any similar agreement, any
option to  enter  into  any  such  agreement,  including  any
combination  of  the  foregoing, and any master agreement for
such  agreements.  A  master  agreement,  together  with  all
supplements  thereto,  shall  be  treated  as  one  qualified
financial contract.   The  contract,  option,  agreement,  or
combination  of  contracts,  options,  or agreements shall be
reflected upon the books, accounts, or records of  the  bank,
or a party to the contract shall provide documentary evidence
of such agreement.
    "Recorded" means the filing or recording of the notice or
instrument  referred  to in the office of the Recorder of the
county wherein the bank is located.
    "Resulting bank" means the bank resulting from  a  merger
or conversion.
    "Securities"  means  stocks, bonds, debentures, notes, or
other similar obligations.
    "Stand-by letter of credit"  means  a  letter  of  credit
under  which  drafts  are  payable  upon  the  condition  the
customer  has  defaulted in performance of a duty, liability,
or obligation.
    "State bank" means any banking  corporation  that  has  a
banking charter issued by the Commissioner under this Act.
    "State  Banking  Board"  means the State Banking Board of
Illinois.
    "Subsidiary" with respect to a specified company means  a
company  that  is  controlled  by the specified company.  For
purposes of paragraphs (8) and (12) of Section 5 of this Act,
"control" means the exercise  of  operational  or  managerial
control  of  a  corporation  by  the  bank,  either  alone or
together with other affiliates of the bank.
    "Surplus" means the aggregate  of  (i)  amounts  paid  in
excess of the par value of capital stock and preferred stock;
(ii)  amounts  contributed  other  than for capital stock and
preferred stock and allocated to  the  surplus  account;  and
(iii) amounts transferred from undivided profits.
    "Tier  1  Capital" and "Tier 2 Capital" have the meanings
assigned to those terms in regulations  promulgated  for  the
appropriate  federal banking agency of a state bank, as those
regulations are now or hereafter amended.
    "Trust company" means  a  limited  liability  company  or
corporation  incorporated  in  this  State for the purpose of
accepting and executing trusts.
    "Undivided profits"  means  undistributed  earnings  less
discretionary transfers to surplus.
    "Unimpaired  capital  and  unimpaired  surplus",  for the
purposes of paragraph (21) of Section 5 and Sections 32,  33,
34, 35.1, 35.2, and 47 of this Act means the sum of the state
bank's  Tier  1  Capital  and  Tier 2 Capital plus such other
shareholder equity as may be included by  regulation  of  the
Commissioner.   Unimpaired  capital  and  unimpaired  surplus
shall  be  calculated  on  the  basis of the date of the last
quarterly call report filed with the  Commissioner  preceding
the  date  of  the  transaction  for which the calculation is
made, provided that: (i) when a material event  occurs  after
the  date  of  the  last quarterly call report filed with the
Commissioner that reduces or increases the bank's  unimpaired
capital  and  unimpaired  surplus  by  10%  or more, then the
unimpaired capital and unimpaired surplus shall be calculated
from the  date  of  the  material  event  for  a  transaction
conducted  after  the date of the material event; and (ii) if
the Commissioner determines for safety and soundness  reasons
that  a  state  bank  should calculate unimpaired capital and
unimpaired surplus more  frequently  than  provided  by  this
paragraph,  the Commissioner may by written notice direct the
bank to calculate unimpaired capital and  unimpaired  surplus
at  a  more  frequent  interval.  In the case of a state bank
newly chartered under Section 13 or a  state  bank  resulting
from a merger, consolidation, or conversion under Sections 21
through  26  for which no preceding quarterly call report has
been filed with  the  Commissioner,  unimpaired  capital  and
unimpaired surplus shall be calculated for the first calendar
quarter  on  the  basis of the effective date of the charter,
merger, consolidation, or conversion.
(Source: P.A. 89-208, eff.  9-29-95;  89-364,  eff.  8-18-95;
89-508,  eff.  7-3-96;  89-534,  eff.  1-1-97;  89-567,  eff.
7-26-96;  89-626,  eff.  8-9-96;  90-14, eff. 7-1-97; 90-301,
eff. 8-1-97.)

    (205 ILCS 5/5) (from Ch. 17, par. 311)
    Sec. 5.  General  corporate  powers.   A  bank  organized
under  this  Act  or subject hereto shall be a body corporate
and politic and shall, without specific  mention  thereof  in
the  charter,  have  all the powers conferred by this Act and
the following additional general corporate powers:
    (1)  To sue and be sued,  complain,  and  defend  in  its
corporate name.
    (2)  To  have  a  corporate seal, which may be altered at
pleasure, and to use the same by causing it  or  a  facsimile
thereof   to  be  impressed  or  affixed  or  in  any  manner
reproduced, provided that the affixing of a corporate seal to
an instrument shall not give the instrument additional  force
or effect, or change the construction thereof, and the use of
a corporate seal is not mandatory.
    (3)  To  make,  alter,  amend,  and  repeal  bylaws,  not
inconsistent   with   its   charter  or  with  law,  for  the
administration of the affairs of the bank.  If this Act  does
not   provide  specific  guidance  in  matters  of  corporate
governance, the provisions of the Business Corporation Act of
1983 may be used if so provided in the bylaws.
    (4)  To elect or appoint and remove officers  and  agents
of   the   bank   and  define  their  duties  and  fix  their
compensation.
    (5)  To  adopt  and  operate  reasonable   bonus   plans,
profit-sharing  plans, stock-bonus plans, stock-option plans,
pension plans and similar incentive plans for its  directors,
officers and employees.
    (5.1)  To  manage,  operate and administer a fund for the
investment of funds by a public agency or agencies, including
any unit of local  government  or  school  district,  or  any
person.   The  fund  for  a public agency shall invest in the
same  type  of  investments  and  be  subject  to  the   same
limitations provided for the investment of public funds.  The
fund  for  public  agencies  shall maintain a separate ledger
showing the amount of investment for each  public  agency  in
the  fund. "Public funds" and "public agency" as used in this
Section shall have the meanings ascribed to them in Section 1
of the Public Funds Investment Act.
    (6)  To make reasonable donations for the public  welfare
or  for  charitable,  scientific,  religious  or  educational
purposes.
    (7)  To  borrow or incur an obligation; and to pledge its
assets:
         (a)  to secure its borrowings, its lease of personal
    or real property or its other nondeposit obligations;
         (b)  to enable it to act as agent for  the  sale  of
    obligations of the United States;
         (c)  to  secure  deposits  of  public  money  of the
    United States, whenever  required  by  the  laws  of  the
    United   States,  including  without  being  limited  to,
    revenues and funds the deposit of which is subject to the
    control or regulation of the United States or any of  its
    officers, agents, or employees and Postal Savings funds;
         (d)  to secure deposits of public money of any state
    or  of  any  political corporation or subdivision thereof
    including, without being limited to, revenues  and  funds
    the  deposit  of  which  is  subject  to  the  control or
    regulation of any state or of any  political  corporation
    or  subdivisions  thereof  or  of  any of their officers,
    agents, or employees;
         (e)  to secure deposits of money  whenever  required
    by the National Bankruptcy Act;
         (f)  (blank); and
         (g)  to  secure  trust  funds  commingled  with  the
    bank's  funds,  whether  deposited  by  the  bank  or  an
    affiliate  of  the  bank,  pursuant to Section 2-8 of the
    Corporate Fiduciary Act.
    (8)  To own, possess, and carry as assets all or part  of
the  real estate necessary in or with which to do its banking
business, either directly or indirectly through the ownership
of all or part of the capital stock, shares or  interests  in
any  corporation,  association,  trust engaged in holding any
part or parts or all of the bank premises,  engaged  in  such
business  and  in  conducting  a safe deposit business in the
premises or part of them, or engaged in any activity that the
bank is permitted to conduct  in  a  subsidiary  pursuant  to
paragraph (12) of this Section 5.
    (9)  To  own,  possess,  and  carry  as assets other real
estate to which it may obtain title in the collection of  its
debts  or  that  was  formerly  used  as  a  part of the bank
premises, but title to  any  real  estate  except  as  herein
permitted  shall not be retained by the bank, either directly
or by or through a subsidiary,  as  permitted  by  subsection
(12) of this Section for a total period of more than 10 years
after acquiring title, either directly or indirectly.
    (10)  To  do any act, including the acquisition of stock,
necessary to  obtain  insurance  of  its  deposits,  or  part
thereof, and any act necessary to obtain a guaranty, in whole
or  in part, of any of its loans or investments by the United
States or any agency thereof, and any act necessary  to  sell
or  otherwise  dispose  of any of its loans or investments to
the United States or any agency thereof, and to  acquire  and
hold membership in the Federal Reserve System.
    (11)  Notwithstanding any other provisions of this Act or
any  other  law, to do any act and to own, possess, and carry
as assets property of the character, including stock, that is
at the time authorized or permitted to national banks  by  an
Act  of  Congress, but subject always to the same limitations
and restrictions as are applicable to national banks  by  the
pertinent federal law and subject to applicable provisions of
the Financial Institutions Insurance Sales Law.
    (12)  To  own,  possess, and carry as assets stock of one
or more corporations that is, or are, engaged in one or  more
of the following businesses:
         (a)  holding   title  to  and  administering  assets
    acquired as a result of the collection or liquidating  of
    loans, investments, or discounts; or
         (b)  holding  title  to  and  administering personal
    property acquired by the  bank,  directly  or  indirectly
    through  a  subsidiary,  for  the  purpose  of leasing to
    others, provided the lease or leases and  the  investment
    of  the  bank,  directly or through a subsidiary, in that
    personal property otherwise comply with Section  35.1  of
    this Act; or
         (c)  carrying   on   or  administering  any  of  the
    activities excepting  the  receipt  of  deposits  or  the
    payment  of  checks  or  other  orders for the payment of
    money in which a bank  may  engage  in  carrying  on  its
    general banking business; provided, however, that nothing
    contained in this paragraph (c) shall be deemed to permit
    a  bank organized under this Act or subject hereto to do,
    either directly or indirectly through any subsidiary, any
    act, including the making of any loan or  investment,  or
    to  own, possess, or carry as assets any property that if
    done by or owned, possessed, or carried by the State bank
    would be in violation of or prohibited by  any  provision
    of this Act.
    The provisions of this subsection (12) shall not apply to
and  shall  not be deemed to limit the powers of a State bank
with respect to the ownership, possession,  and  carrying  of
stock  that  a  State  bank  is permitted to own, possess, or
carry under this Act.
    Any bank intending to establish a subsidiary  under  this
subsection (12) shall give written notice to the Commissioner
60  days prior to the subsidiary's commencing of business or,
as the case may be, prior to acquiring stock in a corporation
that has already commenced  business.   After  receiving  the
notice,  the  Commissioner may waive or reduce the balance of
the 60 day notice period.  The Commissioner may  specify  the
form  of  the notice and may promulgate rules and regulations
to administer this subsection (12).
    (13)  To  accept  for  payment  at  a  future  date   not
exceeding  one year from the date of acceptance, drafts drawn
upon it by its customers; and to issue,  advise,  or  confirm
letters  of  credit  authorizing  the holders thereof to draw
drafts upon it or its correspondents.
    (14)  To own and lease personal property acquired by  the
bank  at  the  request  of  a prospective lessee and upon the
agreement of that  person  to  lease  the  personal  property
provided  that the lease, the agreement with respect thereto,
and the amount of the investment of the bank in the  property
comply with Section 35.1 of this Act.
    (15) (a)  To  establish  and maintain, in addition to the
    main banking  premises,  branches  offering  any  banking
    services  permitted  at  the  main  banking premises of a
    State bank.
         (b)  To establish and maintain, after May 31,  1997,
    branches  in  another state that may conduct any activity
    in that state that is authorized  or  permitted  for  any
    bank  that  has  a  banking charter issued by that state,
    subject to the same limitations and restrictions that are
    applicable to banks chartered by that state.
    (16)  (Blank).
    (17)  To establish and maintain terminals, as  authorized
by the Electronic Fund Transfer Act.
    (18)  To  establish and maintain temporary service booths
at any  International  Fair  held  in  this  State  which  is
approved by the United States Department of Commerce, for the
duration  of  the  international fair for the sole purpose of
providing a convenient place for foreign trade  customers  at
the  fair  to  exchange  their  home countries' currency into
United States currency or the converse. This power shall  not
be  construed  as  establishing  a  new  place  or  change of
location for the bank providing the service booth.
    (19)  To indemnify its  officers,  directors,  employees,
and agents, as authorized for corporations under Section 8.75
of the Business Corporation Act of 1983.
    (20)  To  own,  possess, and carry as assets stock of, or
be or become a member of, any  corporation,  mutual  company,
association,  trust,  or  other entity formed exclusively for
the purpose of providing directors' and  officers'  liability
and bankers' blanket bond insurance or reinsurance to and for
the  benefit  of the stockholders, members, or beneficiaries,
or their assets or businesses, or their officers,  directors,
employees,  or  agents,  and not to or for the benefit of any
other person or entity or the public generally.
    (21)  To make debt or equity investments in  corporations
or  projects,  whether for profit or not for profit, designed
to promote the development of the community and its  welfare,
provided  that  the  aggregate  investment  in  all  of these
corporations and in all of these projects does not exceed 10%
of the unimpaired capital and unimpaired surplus of the  bank
and   provided  that  this  limitation  shall  not  apply  to
creditworthy loans by  the  bank  to  those  corporations  or
projects.   Upon  written  application to the Commissioner, a
bank may make an investment that would, when aggregated  with
all  other  such  investments,  exceed  10% of the unimpaired
capital and unimpaired surplus of the bank. The  Commissioner
may  approve the investment if he is of the opinion and finds
that the proposed investment will not have a material adverse
effect on the safety and soundness of the bank.
    (22)  To own, possess, and carry as assets the stock of a
corporation engaged in the ownership or operation of a travel
agency or to operate  a  travel  agency  as  a  part  of  its
business, provided that the bank either owned, possessed, and
carried as assets the stock of such a corporation or operated
a travel agency as part of its business before July 1, 1991.
    (23)  With respect to affiliate facilities:
         (a)  to  conduct  at affiliate facilities for and on
    behalf of another commonly owned bank, if  so  authorized
    by  the  other bank, all transactions that the other bank
    is authorized or permitted to perform; and
         (b)  to authorize a commonly owned bank  to  conduct
    for  and  on  behalf  of it any of the transactions it is
    authorized  or  permitted  to  perform  at  one  or  more
    affiliate facilities.
    Any bank intending to conduct or to authorize a  commonly
owned  bank  to  conduct  at an affiliate facility any of the
transactions specified in  this  paragraph  (23)  shall  give
written  notice  to  the Commissioner at least 30 days before
any such transaction is conducted at the affiliate facility.
    (24)  To act as the agent for any fire,  life,  or  other
insurance  company  authorized  by  the State of Illinois, by
soliciting and selling insurance and collecting  premiums  on
policies  issued by such company; and to receive for services
so rendered such fees or commissions as may  be  agreed  upon
between  the  bank and the insurance company for which it may
act as agent; provided, however, that no such bank  shall  in
any  case  assume  or guarantee the payment of any premium on
insurance  policies  issued  through  its   agency   by   its
principal;  and  provided  further,  that  the bank shall not
guarantee the truth of any statement made by  an  assured  in
filing his application for insurance.
    (25)  Notwithstanding any other provisions of this Act or
any other law, to offer any product or service that is at the
time   authorized   or   permitted  to  any  insured  savings
association or out-of-state bank by applicable law,  provided
that powers conferred only by this subsection (25):
         (a)  shall always be subject to the same limitations
    and  restrictions  that  are  applicable  to  the insured
    savings association or out-of-state bank for the  product
    or service by such applicable law;
         (b)  shall  be  subject  to applicable provisions of
    the Financial Institutions Insurance Sales Law;
         (c)  shall not include the right to own or conduct a
    real estate brokerage business for which a license  would
    be required under the laws of this State; and
         (d)  shall   not   be   construed   to  include  the
    establishment or maintenance of a branch, nor shall  they
    be construed to limit the establishment or maintenance of
    a branch pursuant to subsection (11).
(Source: P.A.  90-41,  eff.  10-1-97;  90-301,  eff.  8-1-97;
90-655,  eff.  7-30-98;  90-665,  eff.  7-30-98; 91-330, eff.
7-29-99; 91-849, eff. 6-22-00.)
    (205 ILCS 5/5b) (from Ch. 17, par. 312.1)
    Sec. 5b.  Deposits in outside depository.
    (a)  Except as provided in subsection (b), every bank  is
liable  for  deposits  made in an outside depository from the
time the deposit is made.
    (b)  A bank may adopt a policy  that  its  liability  for
deposits  made  in outside depositories will be delayed until
the deposits are recorded, and, if such a policy  is  adopted
and  depositors  are  notified in writing at least 21 days in
advance of the effective date  of  such  policy,  the  bank's
liability  will be delayed in accordance with the policy.  In
case of deposit  accounts  opened  after  such  a  policy  is
adopted,  the  policy  shall be effective if the depositor is
given written notice of the policy at the  time  the  deposit
account is opened.
    (c)  For   the   purposes   of   this   Section  "outside
depository" means any receptacle attached to a  main  banking
premise,  or branch, as allowed in subsection (15) of Section
5 of this Act, or other location for the  purpose  of  making
deposits  either  during  or after regular banking hours, but
does not include an automatic teller machine or point of sale
terminal, as defined in the Electronic Fund Transfer Act.
(Source: P.A. 88-273; 89-310, eff. 1-1-96.)

    (205 ILCS 5/7) (from Ch. 17, par. 314)
    Sec. 7. Organization capital requirements. A bank may  be
organized  to  exercise the powers conferred by this Act with
minimum  capital   and   surplus   as   determined   by   the
Commissioner.     The    Commissioner   shall   record   such
organization  capital  requirements  in  the  Office  of  the
Secretary of State.
(Source: P.A. 90-301, eff. 8-1-97.)

    (205 ILCS 5/8) (from Ch. 17, par. 315)
    Sec. 8. Incorporators. A State bank may be  organized  on
application   by   5  or  more  incorporators  who  shall  be
individuals except that a bank holding  company  may  be  the
sole  incorporator  of  a State bank. Each incorporator shall
undertake to subscribe and pay in  full  in  cash  for  stock
having  a  value of not less than one per cent of the minimum
capital and surplus requirements as set forth in  Section  7,
except  that incorporators of a State bank that will be owned
by a bank holding company may subscribe and pay  in  full  in
cash for stock of the bank holding company, provided that the
incorporator's investment in the bank holding company must at
least  equal  the amount of money that would have been needed
for the incorporator to acquire shares of  the  bank's  stock
pursuant to this Section.
(Source: P.A. 90-301, eff. 8-1-97.)

    (205 ILCS 5/10) (from Ch. 17, par. 317)
    Sec. 10. Permit to organize.
    (a)  Upon  the  filing  of an application for a permit to
organize, the Commissioner shall investigate the truth of the
statements therein and shall  consider  the  proposed  bank's
capital structure, its future earnings prospects, the general
character,  experience,  and  qualifications  of its proposed
management,  its  proposed  plan  of   operation,   and   the
convenience  and  needs  of the area sought to be served, and
notwithstanding the provisions of Section 7 of this Act,  the
Commissioner  shall  not  approve the application and issue a
permit to organize unless he shall  be  of  the  opinion  and
finds:
         (1)  that  the  proposed  capital at least meets the
    minimum  requirements  of  this  Act  determined  by  the
    Commissioner pursuant to Section 7 of this Act  including
    additional  capital  necessitated by the circumstances of
    the  proposed  bank  including  its   size,    scope   of
    operations and market in which it proposes to operate;
         (2)  that   the   future   earnings   prospects  are
    favorable;
         (3)  that the  general  character,  experience,  and
    qualifications   of   its  proposed  management  and  its
    proposed  plan  of  operation  are  such  as  to   assure
    reasonable   promise   of   successful,  safe  and  sound
    operation;
         (4)  that the name of the proposed bank is  not  the
    same  as  or  deceptively similar to a name reserved with
    the Commissioner's office under Section  9.5  or  to  the
    name of any other bank then operating in this State; and
         (5)  that  the  convenience  and  needs  of the area
    sought  to  be  served  by  the  proposed  bank  will  be
    promoted.
    (b)  The Commissioner shall revoke the permit to organize
and order liquidation of any funds  collected  in  the  event
that  the  organizers  do  not  obtain  a  charter  from  the
Commissioner authorizing the bank to commence business within
6  months from the date of the issuance of the permit, unless
a request has been submitted, in writing, to the Commissioner
for an extension and the request has been approved.
    (c)  The  Commissioner  may   impose   such   terms   and
conditions, if any, on the issuance of the permit to organize
as  the  Commissioner deems appropriate and necessary for the
organization of the bank.
(Source: P.A. 90-665, eff. 7-30-98; 91-452, eff. 1-1-00.)

    (205 ILCS 5/12) (from Ch. 17, par. 319)
    Sec. 12. Organization.
    (a)  The  directors  so  elected  shall  may  proceed  to
organize in conformity with this Act and as follows:
         (1)  To qualify themselves as directors.
         (2)  To elect one of their number as president.
         (3)  To make and adopt by-laws not inconsistent with
    its charter or with law for  the  administration  of  the
    affairs of the bank.
         (4)  To  appoint  such  officers  as the by-laws may
    provide, and fix the salaries of all officers.
         (5)  To furnish to the  Commissioner  lists  of  the
    stockholders   and   copies  of  any  other  records  the
    Commissioner may require.
         (6)  To collect the  subscriptions  to  the  capital
    stock  and  to the preferred stock, if any, including the
    surplus and the reserves for operating expenses.
         (6.5)  To notify the Commissioner of any significant
    deviation or change from the original plan  of  operation
    or   proposed  business  activities  submitted  with  the
    application for a permit to organize.
         (7)  To report the organization to the Commissioner.
    (b)  Subscriptions  to  the  capital  stock  and  to  the
preferred stock, if any, collected pursuant to  item  (6)  of
subsection (a) of this Section must be placed in escrow.
(Source: P.A. 85-204.)

    (205 ILCS 5/13) (from Ch. 17, par. 320)
    Sec. 13.  Issuance of charter.
    (a)  When  the  directors  have  organized as provided in
Section 12 of  this  Act,  and  the  capital  stock  and  the
preferred  stock, if any, together with a surplus of not less
than 50% of the capital, has been all fully  paid  in  and  a
record   of   the  same  filed  with  the  Commissioner,  the
Commissioner or some competent person of  the  Commissioner's
appointment  shall  make  a  thorough  examination  into  the
affairs  of  the proposed bank, and if satisfied (i) that all
the requirements of this Act have been  complied  with,  (ii)
that  no  intervening circumstance has occurred to change the
Commissioner's findings made pursuant to Section 10  of  this
Act,  and (iii) that the prior involvement by any stockholder
who will own a sufficient amount of stock to have control, as
defined in Section 18 of this Act, of the proposed bank  with
any  other  financial  institution,  whether  as stockholder,
director, officer, or customer, was conducted in a  safe  and
sound  manner, upon payment into the Commissioner's office of
the reasonable expenses of the examination, as determined  by
the  Commissioner,  the  Commissioner  shall  issue a charter
authorizing the bank to commence business  as  authorized  in
this  Act.   All  charters  issued by the Commissioner or any
predecessor agency which chartered State banks, including any
charter  outstanding  as  of  September  1,  1989,  shall  be
perpetual.  For the 2 years after the Commissioner has issued
a charter to a bank, the bank shall request and  obtain  from
the  Commissioner prior written approval before it may change
senior management personnel or directors.
    The original charter, duly certified by the Commissioner,
or a certified copy shall  be  evidence  in  all  courts  and
places  of  the  existence  and  authority  of the bank to do
business.   Upon  the  issuance  of  the   charter   by   the
Commissioner,  the  bank  shall be deemed fully organized and
may proceed to do business.  The  Commissioner  may,  in  the
Commissioner's   discretion,  withhold  the  issuing  of  the
charter when the Commissioner has reason to believe that  the
bank   is   organized   for   any  purpose  other  than  that
contemplated by this Act or that a commission or fee has been
paid in connection with the sale of the stock  of  the  bank.
The   Commissioner   shall   revoke  the  charter  and  order
liquidation in the event that the bank does  not  commence  a
general banking business within one year from the date of the
issuance of the charter, unless a request has been submitted,
in  writing,  to  the  Commissioner  for an extension and the
request  has  been  approved.   After  commencing  a  general
banking business, a  bank  may  change  its  name  by  filing
written  notice  with the Commissioner at least 30 days prior
to the effective date of such change.  A bank chartered under
this Act may change  its  main  banking  premises  by  filing
written   application   with   the   Commissioner,  on  forms
prescribed by the Commissioner, provided (i) the change shall
not be a removal to a new location without complying with the
capital requirements of Section 7 and of  subsection  (1)  of
Section  10  of  this Act; (ii) the Commissioner approves the
relocation or change; and (iii) the bank  complies  with  any
applicable  federal law or regulation.  The application shall
be deemed to be approved if the Commissioner has not acted on
the  application  within  30  days  after  receipt   of   the
application,   unless   within  the  30-day  time  frame  the
Commissioner informs the bank that an extension  of  time  is
necessary   prior   to   the  Commissioner's  action  on  the
application.
    (b) (1)  The Commissioner may also issue a charter  to  a
bank   that   is   owned   exclusively  by  other  depository
institutions or depository institution holding companies  and
is  organized  to engage exclusively in providing services to
or  for  other   depository   institutions,   their   holding
companies, and the officers, directors, and employees of such
institutions  and  companies,  and in providing correspondent
banking  services  at  the  request   of   other   depository
institutions  or their holding companies (also referred to as
a "bankers' bank").
    (2)  A bank chartered pursuant to  paragraph  (1)  shall,
except as otherwise specifically determined or limited by the
Commissioner  in  an  order  or pursuant to a rule, be vested
with the same rights and privileges and subject to  the  same
duties,  restrictions,  penalties,  and  liabilities  now  or
hereafter imposed under this Act.
    (c)  A  bank  chartered  under this Act after November 1,
1985, and an out-of-state bank that merges with a State  bank
and establishes or maintains a branch in this State after May
31,  1997,  shall  obtain  from  and,  at  all times while it
accepts  or  retains  deposits,  maintain  with  the  Federal
Deposit Insurance Corporation, or such other  instrumentality
of  or  corporation  chartered  by the United States, deposit
insurance as authorized under federal law.
    (d) (i)  A bank that has a banking charter issued by  the
Commissioner  under  this  Act  may,  pursuant  to  a written
purchase and assumption agreement, transfer substantially all
of its assets to another  State  bank  or  national  bank  in
consideration, in whole or in part, for the transferee banks'
assumption  of  any  part  or all of its liabilities.  Such a
transfer shall in no way be deemed to impair the  charter  of
the  transferor  bank or cause the transferor bank to forfeit
any  of  its  rights,  powers,  interests,   franchises,   or
privileges as a State bank, nor shall any voluntary reduction
in  the  transferor  bank's  activities  resulting  from  the
transfer  have  any  such  effect;  provided, however, that a
State bank that transfers substantially  all  of  its  assets
pursuant  to  this  subsection (d) and following the transfer
does not accept deposits and make loans, shall not  have  any
rights,  powers,  interests,  franchises, or privileges under
subsection (15) of Section 5 of this Act until the  bank  has
resumed accepting deposits and making loans.
    (ii)  The   fact  that  a  State  bank  does  not  resume
accepting deposits and making loans for a period of 24 months
commencing on September 11, 1989 or on a date of the transfer
of substantially all of a State bank's assets,  whichever  is
later, or such longer period as the Commissioner may allow in
writing,  may  be the basis for a finding by the Commissioner
under Section 51 of this Act  that  the  bank  is  unable  to
continue operations.
    (iii)  The  authority provided by subdivision (i) of this
subsection (d) shall terminate on May 31, 1997, and  no  bank
that has transferred substantially all of its assets pursuant
to  this subsection (d) shall continue in existence after May
31, 1997.
(Source:  P.A.  90-14,  eff.  7-1-97;  90-301,  eff.  8-1-97;
90-665, eff. 7-30-98; 91-322, eff. 1-1-00.)

    (205 ILCS 5/13.5)
    Sec. 13.5.  Formation and merger of interim banks.
    (a)  An interim bank may be chartered as a State bank for
the  exclusive   purpose   of   accomplishing   a   corporate
restructuring  through  merger  with  an existing State bank,
national  bank,  trust  company,  or   an   insured   savings
association.   An  interim bank shall be chartered and merged
pursuant to the provisions of this Section.  The interim bank
shall not accept deposits, make loans, pay checks, or  engage
in  the  general  banking  business  or any part thereof, and
shall not be subject to the provisions of this Act other than
those set forth in this Section; provided, however,  that  if
the interim bank becomes the resulting bank in a merger, such
resulting  bank  shall  have  all  of the powers, rights, and
duties of a State bank and must comply  with  all  applicable
provisions of this Act.
    (b)  An   interim   State  bank  may  be  organized  upon
application by 5 or more incorporators or by a  bank  holding
company.   The  application shall be made on forms prescribed
by the Commissioner which shall request, at  a  minimum,  the
following information:
         (1)  the names and addresses of the incorporators;
         (2)  the  proposed  name  and address of the interim
    bank;
         (3)  the name and address of all  banks  with  which
    the interim bank will be merging;
         (4)  a  copy  of  the  merger agreement by which the
    interim bank will be merged with the banks identified  in
    item  (3)  containing  the  same  information required in
    merger agreements pursuant to subsection (1)  of  Section
    22 of this Act; and
         (5)  an  acknowledgement that the interim bank shall
    not engage in the general banking business  or  any  part
    thereof  unless  and  until  the interim bank becomes the
    resulting bank in a merger.
    (c)  The merger agreement must be approved by all of  the
incorporators of the interim bank and must be approved by the
existing  State  bank with which the interim bank will merge,
as required by Section 22 of this Act.
    (d)  Upon receipt of  the  application  to  organize  the
interim  bank  and the merger agreement submitted pursuant to
this Section and Section 22 of this Act, the Commissioner may
issue a charter to the interim bank and  approve  the  merger
agreement if the Commissioner makes the findings set forth in
subsection (3) of Section 22 of this Act.  The interim bank's
charter  shall  not  take  effect  until,  and  shall only be
effective for purposes of, the merger.
    (e)  Nothing in this Section affects the  obligations  of
an  existing  State  bank  with  which  the interim bank will
merge, or the rights of minority or  dissenting  shareholders
of  the existing State bank, in connection with the approval,
execution,  and  accomplishment  of  a  merger  agreement  as
provided elsewhere in this Act.
(Source: P.A. 90-301, eff. 8-1-97.)

    (205 ILCS 5/14) (from Ch. 17, par. 321)
    Sec. 14. Stock.  Unless otherwise provided  for  in  this
Act  provisions  of  general  application to stock of a state
bank shall be as follows:
    (1)  All banks shall  have  their  capital  divided  into
shares of a par value of not less than $1 one dollar each and
not more than $100 one hundred dollars each, however, the par
value  of  shares  of  a bank effecting a reverse stock split
pursuant to item (8) of subsection  (a)  of  Section  17  may
temporarily  exceed  this  limit  provided it conforms to the
limits  immediately  after  the  reverse   stock   split   is
completed. No issue of capital stock or preferred stock shall
be  valid until not less than the par value of all such stock
so issued  shall  be  paid  in  and  notice  thereof  by  the
president,  a  vice-president or cashier of the bank has been
transmitted to the Commissioner. In the case of  an  increase
in  capital stock by the declaration of a stock dividend, the
capitalization of retained earnings effected  by  such  stock
dividend   shall  constitute  the  payment  for  such  shares
required by the preceding sentence, provided that the surplus
of said bank after such stock  dividend  shall  be  at  least
equal  to  fifty  per  cent  of the capital as increased. The
charter shall not limit or  deny  the  voting  power  of  the
shares  of  any  class of stock except as provided in Section
15(3) of this Act.
    (2)  Pursuant to action  taken  in  accordance  with  the
requirements  of Section 17, a bank may issue preferred stock
of  one  or  more  classes  as  shall  be  approved  by   the
Commissioner as hereinafter provided, and make such amendment
to  its  charter as may be necessary for this purpose; but in
the case of any newly organized bank which has not yet issued
capital stock the requirements of Section 17 shall not apply.
    (3)  Without limiting the authority  herein  contained  a
bank,  when  so  provided in its charter and when approved by
the Commissioner, may issue shares of preferred stock:
         (a)  Subject to the right of the bank to redeem  any
    of  such  shares  at not exceeding the price fixed by the
    charter for the redemption thereof;
         (b)  Subject to the provisions of subsection (8)  of
    this   Section   14  entitling  the  holders  thereof  to
    cumulative or noncumulative dividends;
         (c)  Having  preference  over  any  other  class  or
    classes of shares as to the payment of dividends;
         (d)  Having preference as to the assets of the  bank
    over  any  other  class  or  classes  of  shares upon the
    voluntary or involuntary liquidation of the bank;
         (e)  Convertible into shares of any other  class  of
    stock,  provided  that  preferred  shares  shall  not  be
    converted  into  shares  of  a different par value unless
    that part of the capital of the bank represented by  such
    preferred  shares  is at the time of the conversion equal
    to the aggregate par value of the shares into  which  the
    preferred shares are to be converted.
    (4)  If  any  part  of  the capital of a bank consists of
preferred stock, the determination  of  whether  or  not  the
capital  of  such  bank  is  impaired  and the amount of such
impairment shall be based upon the par  value  of  its  stock
even  though  the  amount which the holders of such preferred
stock shall be entitled to receive in the event of retirement
or liquidation shall be in excess of the par  value  of  such
preferred stock.
    (5)  Pursuant  to  action  taken  in  accordance with the
requirements of Section 17 of this  Act,  a  state  bank  may
provide  for  a  specified  number of authorized but unissued
shares of capital stock for one  or  more  of  the  following
purposes:
         (a)  Reserved  for  issuance under stock option plan
    or plans to directors, officers or employees;
         (b)  Reserved  for  issuance  upon   conversion   of
    convertible  preferred  stock  issued  pursuant to and in
    compliance with the provisions of subsections (2) and (3)
    of this Section 14.
         (c)  Reserved  for  issuance  upon   conversion   of
    convertible  debentures or other convertible evidences of
    indebtedness issued by a state bank, provided always that
    the terms of such conversion have been  approved  by  the
    Commissioner;
         (d)  Reserved  for  issuance by the declaration of a
    stock dividend. If and when any shares of  capital  stock
    are proposed to be authorized and reserved for any of the
    purposes  set  forth  in  subparagraphs  (a),  (b) or (c)
    above, the notice of  the  meeting,  whether  special  or
    annual,  of  stockholders at which such proposition is to
    be considered shall be accompanied by a statement setting
    forth or summarizing the terms upon which the  shares  of
    capital  stock  so  reserved  are  to  be issued, and the
    extent to which any preemptive rights of stockholders are
    inapplicable to the issuance of the shares so reserved or
    to  the  convertible  preferred  stock   or   convertible
    debentures    or    other    convertible   evidences   of
    indebtedness, and the approving vote of the holders of at
    least two-thirds  of  the  outstanding  shares  of  stock
    entitled  to  vote  at  such meeting of the terms of such
    issuance shall be  requisite  for  the  adoption  of  any
    amendment providing for the reservation of authorized but
    unissued shares for any of said purposes. Nothing in this
    subsection (5) contained shall be deemed to authorize the
    issuance  of  any  capital stock for a consideration less
    than the par value thereof.
    (6)  Upon written application to the Commissioner 60 days
prior to the proposed purchase and  receipt  of  the  written
approval  of  the Commissioner, a state bank may purchase and
hold as treasury stock such amounts of the  total  number  of
issued  and  outstanding  shares of its capital and preferred
stock  outstanding  as   the   Commissioner   determines   is
consistent  with  safety  and  soundness  of  the  bank.  The
Commissioner may specify the manner  of  accounting  for  the
treasury  stock  and  the  form  of  notice prior to ultimate
disposition of the shares.   Except  as  authorized  in  this
subsection,  it  shall  not  be  lawful  for  a state bank to
purchase or hold any additional  such  shares  or  securities
described in subsection (2) of Section 37 unless necessary to
prevent loss upon a debt previously contracted in good faith,
in  which  event  such  shares  or securities so purchased or
acquired shall, within 6 months from the time of purchase  or
acquisition,  be  sold  or  disposed  of at public or private
sale.  Any state bank which  intends  to  purchase  and  hold
treasury  stock  as  authorized  in this subsection (6) shall
file a written application  with  the  Commissioner  60  days
prior  to  any such proposed purchase.  The application shall
state the number of shares to be purchased, the consideration
for the shares, the name and address of the person from  whom
the  shares  are  to  be  purchased,  if known, and the total
percentage of its issued and outstanding shares to be held by
the bank after the purchase.  The total consideration paid by
a state bank for treasury  stock  shall  reduce  capital  and
surplus  of  the  bank  for  purposes of Sections of this Act
relating to  lending  and  investment  limits  which  require
computation  of  capital  and  surplus. After considering and
approving an application to purchase and hold treasury  stock
under  this  subsection, the Commissioner may waive or reduce
the  balance  of  the  60   day   application   period.   The
Commissioner  may  specify  the  form  of the application for
approval to acquire treasury stock and promulgate  rules  and
regulations for the administration of this subsection (6).  A
state bank may, acquire or resell its owns shares as treasury
stock pursuant to this subsection (6) without a change in its
charter  pursuant  to Section 17.  Such stock may be held for
any purpose permitted in subsection (5) of this Section 14 or
may be resold upon such reasonable  terms  as  the  board  of
directors  may  determine  provided  notice  is  given to the
Commissioner prior to the resale of such stock.
    (7)  During the time that a state bank shall continue its
banking business, it shall  not  withdraw  or  permit  to  be
withdrawn,  either in the form of dividends or otherwise, any
portion of its capital, but nothing in this subsection  shall
prevent  a  reduction  or  change of the capital stock or the
preferred stock under the provisions of Sections  17  through
30  of  this  Act,  a  purchase  of  treasury stock under the
provisions  of  subsection  (6)  of  this  Section  14  or  a
redemption of preferred stock pursuant to charter  provisions
therefor.
    (8)  (a)  Subject  to  the  provisions  of  this Act, the
    board of directors of a state bank from time to time  may
    declare  a dividend of so much of the net profits of such
    bank as it shall judge expedient, but  each  bank  before
    the  declaration  of  a  dividend  shall  carry  at least
    one-tenth of its  net  profits  since  the  date  of  the
    declaration  of the last preceding dividend, or since the
    issuance  of  its  charter  in  the  case  of  its  first
    dividend, to its surplus until the same shall be equal to
    its capital.
         (b)  No dividends shall be  paid  by  a  state  bank
    while  it  continues  its  banking  business to an amount
    greater than its net  profits  then  on  hand,  deducting
    first  therefrom its losses and bad debts.  All debts due
    to a state bank on which interest is past due and  unpaid
    for  a  period  of  6 months or more, unless the same are
    well secured and in the process of collection,  shall  be
    considered bad debts.
    (9)  A State bank may, but shall not be obliged to, issue
a  certificate  for a fractional share, and, by action of its
board of directors, may in lieu thereof, pay  cash  equal  to
the  value  of  the  fractional  share.   A certificate for a
fractional  share  shall  entitle  the  holder  to   exercise
fractional  voting  rights,  to  receive  dividends,  and  to
participate  in any of the assets of the bank in the event of
liquidation.
(Source: P.A. 90-160,  eff.  7-23-97;  90-301,  eff.  8-1-97;
90-655, eff. 7-30-98.)

    (205 ILCS 5/15) (from Ch. 17, par. 322)
    Sec.  15.   Stock  and  stockholders.   Unless  otherwise
provided  for  in this Act, provisions of general application
to capital stock, preferred  stock,  and  stockholders  of  a
State bank shall be as follows:
    (1)  There shall be an annual meeting of the stockholders
for the election of directors each year on the first business
day  in January, unless some other date shall be fixed by the
by-laws.  A special meeting of the stockholders may be called
at any time by the board of directors, and otherwise  as  may
be provided in the bylaws.
    (2)  Written  or  printed  notice stating the place, day,
and hour of the meeting, and in case of  a  special  meeting,
the  purpose  or  purposes  for  which the meeting is called,
shall be delivered not less than 10 nor  more  than  40  days
before  the date of the meeting either personally or by mail,
by or at the direction of the president, or the secretary, or
the  officer  or  persons  calling  the  meeting,   to   each
stockholder  of  record  entitled to vote at the meeting.  If
mailed, the notice shall  be  deemed  to  be  delivered  when
deposited  in  the  United  States  mail with postage thereon
prepaid addressed to the stockholder at  his  address  as  it
appears on the records of the bank.
    (3)  Except as provided below in this paragraph (3), each
outstanding  share  shall  be  entitled  to  one vote on each
matter submitted to a vote  at  a  meeting  of  stockholders.
Shares  of  its  own  stock  belonging to a bank shall not be
voted, directly or indirectly, at any meeting and  shall  not
be  counted  in  determining  the total number of outstanding
shares at any given time, but shares of its own stock held by
it in a fiduciary capacity may be voted and shall be  counted
in  determining the total number of outstanding shares at any
given time.  A stockholder may vote either in  person  or  by
proxy  executed  in writing by the stockholder or by his duly
authorized attorney-in-fact.  No proxy shall be  valid  after
11  months  from  the date of its execution, unless otherwise
provided in the proxy.  Except  as  provided  below  in  this
paragraph   (3),   in   all  elections  for  directors  every
stockholder (or subscriber to the stock prior to the issuance
of a charter) shall have the right to vote, in person  or  by
proxy, for the number of shares of stock owned by him, for as
many  persons  as  there  are  directors to be elected, or to
cumulate the shares and give one candidate as many  votes  as
the  number  of  directors multiplied by the number of his or
her shares of stock shall equal, or to distribute them on the
same principle among as many candidates as he  or  she  shall
think  fit.   The  bank  charter  of any bank organized on or
after January 1,  1984  may  limit  or  eliminate  cumulative
voting  rights  in  all  or  specified  circumstances, or may
eliminate voting rights entirely, as to any class or  classes
or  series  of  stock of the bank; provided that one class of
shares or series thereof shall always have voting  rights  in
respect of all matters in the bank. A bank organized prior to
January 1, 1984 may amend its charter to eliminate cumulative
voting  rights  under  all  or specified circumstances, or to
eliminate voting rights entirely, as to any class or  classes
or  series  of  stock of the bank; provided that one class of
shares or series thereof shall always have voting  rights  in
respect of all matters in the bank, and provided further that
the  proposal  to  eliminate  the  voting rights receives the
approval of the holders of 70% of the outstanding  shares  of
stock  entitled  to vote as provided in  paragraph (b) (7) of
Section 17. A majority of the outstanding shares  represented
in  person or by proxy shall constitute a quorum at a meeting
of stockholders.  In the absence of a quorum a meeting may be
adjourned  from  time  to  time   without   notice   to   the
stockholders.
    (4)  Whenever  additional stock of a class is offered for
sale, stockholders of record of the same class on the date of
the offer shall have the right to subscribe to the proportion
of the shares as the stock of the class held by them bears to
the total of the outstanding stock  of  the  class,  and  the
price  thereof  may  be  in  excess of par value.  This right
shall be transferable but shall terminate  if  not  exercised
within  60  days  of the offer, unless the Commissioner shall
authorize a shorter time.  If the right is not exercised, the
stock shall not be re-offered for sale to others at  a  lower
price  without the stockholders of the same class again being
accorded a preemptive right to subscribe at the lower price.
Notwithstanding any of the provisions of this  paragraph  (4)
or  any  other  provision of law, stockholders shall not have
any preemptive or other right to subscribe for or to purchase
or acquire shares of capital stock issued  or  to  be  issued
under  a  stock-option  plan  or upon conversion of preferred
stock  or  convertible  debentures   or   other   convertible
indebtedness  that  has  been approved by stockholders in the
manner required  by  the  provisions  of  subsection  (5)  of
Section  14  hereof or to treasury stock acquired pursuant to
subsection (6) of Section 14.
    (5)  For the purpose of determining stockholders entitled
to notice of or to vote at any meeting  of  stockholders,  or
stockholders  entitled to receive payment of any dividend, or
in order to make a  determination  of  stockholders  for  any
other  proper  purpose,  the board of directors of a bank may
provide that the stock transfer books shall be closed  for  a
stated  period  not to exceed, in any case, 40 days.  In lieu
of closing the stock transfer books, the board  of  directors
may  fix  in  advance  a  date  as  the  record  date for any
determination of stockholders, the date in any case to be not
more than 40 days, and in case of a meeting of  stockholders,
not  less  than  10  days  prior  to  the  date  on which the
particular   action,   requiring   the    determination    of
stockholders,  is  to  be taken.  If the stock transfer books
are  not  closed  and  no  record  date  is  fixed  for   the
determination  of  stockholders  entitled  to notice of or to
vote at a meeting of stockholders, or  stockholders  entitled
to receive payment of a dividend, the date on which notice of
a  meeting  is  mailed or the date on which the resolution of
the board of directors declaring the dividend is adopted,  as
the   case   may  be,  shall  be  the  record  date  for  the
determination of stockholders.
    (6)  Stock standing in the name of  another  corporation,
domestic  or  foreign, may be voted by the officer, agent, or
proxy as the by-laws of the corporation may prescribe, or, in
the absence of such provision, as the board of  directors  of
the corporation may determine.  Stock standing in the name of
a deceased person may be voted by his or her administrator or
executor,  either  in  person or by proxy.  Stock standing in
the name of a guardian  or  trustee  may  be  voted  by  that
fiduciary  either  in person or by proxy.  Shares standing in
the name of a receiver may be  voted  by  the  receiver,  and
shares held by or under control of a receiver may be voted by
the  receiver  without  the  transfer thereof into his or her
name if authority so to do be  contained  in  an  appropriate
order  of  the  court by which the receiver was appointed.  A
stockholder whose  shares  of  stock  are  pledged  shall  be
entitled  to  vote  those  shares  until the shares have been
transferred into the name of the pledgee, and thereafter  the
pledgee shall be entitled to vote the shares so transferred.
    (7)  Shares  of stock shall be transferable in accordance
with the general laws of this State governing the transfer of
corporate shares.
    (8)  The president and cashier of every State bank  shall
cause  to be kept at all times a full and correct list of the
names and residences of all the  shareholders  in  the  State
bank  and  the  number  of  shares held by each in the office
where its business is transacted.  The list shall be  subject
to  the  inspection of all the shareholders of the State bank
and the officers  authorized  to  assess  taxes  under  State
authority during business hours of each day in which business
may  be  legally transacted.  A copy of the list, verified by
the oath of the president or cashier, shall be transmitted to
the Commissioner of Banks and Real Estate within 10  days  of
any demand therefor made by the Commissioner.
    (9)  Any  number  of  shareholders of a bank may create a
voting trust for the purpose of conferring upon a trustee  or
trustees  the  right  to  vote  or  otherwise represent their
shares for a period of not to exceed  10  years  by  entering
into  a  written voting trust  agreement specifying the terms
and conditions of the voting trust and by transferring  their
shares  to  the  trustee  or trustees for the purposes of the
agreement.  The trust agreement shall  not  become  effective
until  a  counterpart  of the agreement is deposited with the
bank at its main banking  premises  registered  office.   The
counterpart  of  the voting trust agreement so deposited with
the bank shall be subject to the same right of examination by
a shareholder of the bank, in person or by agent or attorney,
as is the record of shareholders of the  bank  and  shall  be
subject to examination by any holder of a beneficial interest
in  the  voting  trust,  either  in  person  or  by  agent or
attorney, at any reasonable time for any proper purpose.
    (10)  Voting agreements.  Shareholders  may  provide  for
the  voting  of their shares by signing an agreement for that
purpose.  A voting agreement created under this paragraph  is
not subject to the provisions of paragraph (9).
    A  voting  agreement  created  under  this  paragraph  is
specifically enforceable in accordance with the principles of
equity.
(Source: P.A. 89-508, eff. 7-3-96.)

    (205 ILCS 5/16.1) (from Ch. 17, par. 323.1)
    Sec.  16.1.  One or more of the directors may be removed,
with or without cause, at a meeting of  shareholders  by  the
affirmative  vote  of  the  holders  of  a  majority  of  the
outstanding  shares  then  entitled to vote at an election of
directors, except as follows:
    (1)  No  director  shall  be  removed  at  a  meeting  of
shareholders unless the notice of  the  meeting  shall  state
that  a purpose of the meeting is to vote upon the removal of
one or more directors named in the notice.   Only  the  named
director or directors may be removed at that meeting.
    (2)  In  the  case of a bank having cumulative voting, if
less than the entire board is to be removed, no director  may
be removed if the votes cast against his or her removal would
be  sufficient to elect him or her if then cumulatively voted
at an election of the entire board of directors.
    (3)  If a director is elected by a  class  or  series  of
shares,  he or she may be removed only by the shareholders of
that class or series.
    (4)  In  the  case  of  a  State  bank  whose  board   is
classified  as provided in paragraph (3) (5) of Section 16 of
this Act,  the  charter  or  the  by-laws  may  provide  that
directors may be removed only for cause.
(Source: P.A. 86-368; 87-269.)

    (205 ILCS 5/17) (from Ch. 17, par. 324)
    Sec. 17.  Changes in charter.
    (a)  By  compliance  with  the  provisions  of this Act a
State bank may:
         (1)  (blank);
         (2)  increase, decrease or change its capital stock,
    whether issued or unissued,  provided  that  in  no  case
    shall  the  capital be diminished to the prejudice of its
    creditors;
         (3)  provide for  authorized  but  unissued  capital
    stock  reserved  for  issuance  for  one  or  more of the
    purposes provided for in subsection  (5)  of  Section  14
    hereof;
         (4)  authorize   preferred   stock,   or   increase,
    decrease   or  change  the  preferences,  qualifications,
    limitations, restrictions or special or  relative  rights
    of  its  preferred  stock,  whether  issued  or unissued,
    provided that in no case shall the capital be  diminished
    to the prejudice of its creditors;
         (5)  increase,  decrease  or change the par value of
    its shares of  its  capital  stock  or  preferred  stock,
    whether issued or unissued;
         (6)  (blank) extend the duration of its charter;
         (7)  eliminate cumulative voting rights under all or
    specified   circumstances,  or  eliminate  voting  rights
    entirely, as to any class or classes or series  of  stock
    of  the  bank  pursuant  to  paragraph (3) of Section 15,
    provided that one class of shares or series thereof shall
    always have voting in respect to all matters in the bank,
    and provided further that the proposal to eliminate  such
    voting rights receives the approval of the holders of 70%
    of  the  outstanding  shares of stock entitled to vote as
    provided in paragraph  (7)  of  subsection  (b)  of  this
    Section 17;
         (8)  increase, decrease, or change its capital stock
    or  preferred  stock, whether issued or unissued, for the
    purpose of eliminating fractional shares or avoiding  the
    issuance  of  fractional shares, provided that in no case
    shall the capital be diminished to the prejudice  of  its
    creditors; or
         (9)  make such other change in its charter as may be
    authorized in this Act.
    (b)  To  effect  a  change  or  changes in a State bank's
charter as provided for in this Section 17:
         (1)  The board of directors shall adopt a resolution
    setting forth the proposed amendment and  directing  that
    it  be  submitted to a vote at a meeting of stockholders,
    which may be either an annual or special meeting.
         (2)  If the meeting is a special meeting, written or
    printed notice setting forth the  proposed  amendment  or
    summary  thereof  shall  be  given to each stockholder of
    record entitled to vote at such meeting at least 30  days
    before  such  meeting  and in the manner provided in this
    Act for the giving of notice of meetings of stockholders.
         (3)  At  such  special  meeting,  a  vote   of   the
    stockholders  entitled  to  vote  shall  be  taken on the
    proposed amendment.  Except as provided in paragraph  (7)
    of  this  subsection (b), the proposed amendment shall be
    adopted  upon  receiving  the  affirmative  vote  of  the
    holders of at least two-thirds of the outstanding  shares
    of stock entitled to vote at such meeting, unless holders
    of  preferred  stock  are  entitled to vote as a class in
    respect thereof, in which event  the  proposed  amendment
    shall  be  adopted upon receiving the affirmative vote of
    the holders of at least  two-thirds  of  the  outstanding
    shares  of  each  class  of  shares entitled to vote as a
    class in respect thereof and  of  the  total  outstanding
    shares  entitled  to vote at such meeting.  Any number of
    amendments may be submitted to the stockholders and voted
    upon by them  at  one  meeting.   A  certificate  of  the
    amendment, or amendments, verified by the president, or a
    vice-president,   or   the   cashier,   shall   be  filed
    immediately in the office of the Commissioner.
         (4)  At any annual meeting without a  resolution  of
    the  board  of  directors  and without a notice and prior
    publication, as hereinabove provided, a proposition for a
    change in the bank's charter  as  provided  for  in  this
    Section 17 may be submitted to a vote of the stockholders
    entitled  to  vote  at the annual meeting, except that no
    proposition for authorized  but  unissued  capital  stock
    reserved  for  issuance  for  one or more of the purposes
    provided for in subsection (5) of Section 14 hereof shall
    be submitted without complying  with  the  provisions  of
    said subsection.  The proposed amendment shall be adopted
    upon  receiving the affirmative vote of the holders of at
    least two-thirds  of  the  outstanding  shares  of  stock
    entitled  to  vote  at  such  meeting,  unless holders of
    preferred stock are  entitled  to  vote  as  a  class  in
    respect  thereof,  in  which event the proposed amendment
    shall be adopted upon receiving the affirmative  vote  of
    the  holders  of  at  least two-thirds of the outstanding
    shares of each class of shares  entitled  to  vote  as  a
    class in respect thereof and the total outstanding shares
    entitled  to  vote at such meeting.  A certificate of the
    amendment, or amendments, verified by the president, or a
    vice-president or cashier, shall be filed immediately  in
    the office of the Commissioner.
         (5)  If an amendment or amendments shall be approved
    in   writing   by  the  Commissioner,  the  amendment  or
    amendments  so  adopted  and   so   approved   shall   be
    accomplished   in   accordance   with  the  vote  of  the
    stockholders.  The Commissioner may impose such terms and
    conditions on the approval of the amendment or amendments
    as he deems necessary or appropriate.   The  Commissioner
    shall revoke such approval in the event such amendment or
    amendments are not effected within one year from the date
    of  the  issuance  of  the Commissioner's certificate and
    written approval except for transactions permitted  under
    subsection (5) of Section 14 of this Act.
         (6)  No  amendment  or amendments shall affect suits
    in which the bank  is  a  party,  nor  affect  causes  of
    action,  nor  affect rights of persons in any particular,
    nor shall actions brought against such bank by its former
    name be abated by a change of name.
         (7)  A proposal to amend the  charter  to  eliminate
    cumulative   voting   rights   under   all  or  specified
    circumstances, or to eliminate voting rights entirely, as
    to any class or classes or series or  stock  of  a  bank,
    pursuant to paragraph (3) of Section 15 and paragraph (7)
    of  subsection  (a)  of this Section 17, shall be adopted
    only upon such proposal receiving  the  approval  of  the
    holders  of  70%  of  the  outstanding  shares  of  stock
    entitled  to  vote  at  the meeting where the proposal is
    presented for approval, unless holders of preferred stock
    are entitled to vote as a class in  respect  thereof,  in
    which  event the proposed amendment shall be adopted upon
    receiving the approval of  the  holders  of  70%  of  the
    outstanding  shares  of  each class of shares entitled to
    vote as a class in  respect  thereof  and  of  the  total
    outstanding  shares entitled to vote at the meeting where
    the proposal is presented for approval.  The proposal  to
    amend  the  charter pursuant to this paragraph (7) may be
    voted upon at the annual meeting or a special meeting.
         (8)  Written or printed notice  of  a  stockholders'
    meeting  to  vote  on a proposal to increase, decrease or
    change the capital stock or preferred stock  pursuant  to
    paragraph (8) of subsection (a) of this Section 17 and to
    eliminate  fractional  shares  or  avoid  the issuance of
    fractional shares shall be given to each  stockholder  of
    record  entitled  to vote at the meeting at least 30 days
    before the meeting and in the manner provided in this Act
    for the giving of notice of meetings of stockholders, and
    shall include all of the following information:
              (A)  A statement of the purpose of the proposed
         reverse stock split.
              (B)  A statement of the amount of consideration
         being offered for the bank's stock.
              (C)  A statement that the  bank  considers  the
         transaction   fair   to   the  stockholders,  and  a
         statement of the  material  facts  upon  which  this
         belief is based.
              (D)  A  statement  that the bank has secured an
         opinion from a  third  party  with  respect  to  the
         fairness,  from  a  financial  point of view, of the
         consideration  to  be   paid,   the   identity   and
         qualifications  of  the  third  party, how the third
         party was selected, and  any  material  relationship
         between the third party and the bank.
              (E)  A  summary  of  the  opinion including the
         basis  for  and  the  methods  of  arriving  at  the
         findings and any limitation imposed by the  bank  in
         arriving  at  fair  value and a statement making the
         opinion available for reviewing or  copying  by  any
         stockholder.
              (F)  A  statement  that  objecting stockholders
         will be entitled to the fair value of  those  shares
         that  are  voted against the charter amendment, if a
         proper  demand  is  made  on  the   bank   and   the
         requirements  are  satisfied  as  specified  in this
         Section.
If a stockholder shall file with the bank, prior to or at the
meeting  of  stockholders  at  which  the  proposed   charter
amendment  is submitted to a vote, a written objection to the
proposed charter  amendment  and  shall  not  vote  in  favor
thereof,  and  if  the  stockholder,  within  20  days  after
receiving  written  notice  of the date the charter amendment
was accomplished pursuant to paragraph (5) of subsection  (a)
of this Section 17, shall make written demand on the bank for
payment  of  the fair value of the stockholder's shares as of
the day prior to  the  date  on  which  the  vote  was  taken
approving  the  charter  amendment, the bank shall pay to the
stockholder,   upon   surrender   of   the   certificate   or
certificates representing the stock, the fair value  thereof.
The  demand  shall  state  the  number of shares owned by the
objecting stockholder.  The bank shall provide written notice
of the date on which the charter amendment  was  accomplished
to  all  stockholders  who  have  filed written objections in
order that the objecting stockholders may know when they must
file written demand if they choose to do so.  Any stockholder
failing to make demand within  the  20-day  period  shall  be
conclusively  presumed  to  have  consented  to  the  charter
amendment and shall be bound by the terms thereof.  If within
30  days  after  the  date  on  which a charter amendment was
accomplished the value of the shares is agreed  upon  between
the  objecting  stockholders  and  the bank, payment therefor
shall be made within 90 days after  the  date  on  which  the
charter amendment was accomplished, upon the surrender of the
stockholder's  certificate  or  certificates representing the
shares. Upon  payment  of  the  agreed  value  the  objecting
stockholder shall cease to have any interest in the shares or
in   the  bank.   If  within  such  period  of  30  days  the
stockholder and the bank do not so agree, then the  objecting
stockholder  may,  within 60 days after the expiration of the
30-day period, file a complaint in the circuit  court  asking
for  a  finding  and  determination  of the fair value of the
shares, and shall be entitled to judgment  against  the  bank
for  the  amount of the fair value as of the day prior to the
date on which  the  vote  was  taken  approving  the  charter
amendment  with interest thereon to the date of the judgment.
The practice, procedure and judgment shall be governed by the
Civil Practice Law.   The judgment shall be payable only upon
and simultaneously with the surrender  to  the  bank  of  the
certificate  or  certificates  representing the shares.  Upon
payment of the  judgment,  the  objecting  stockholder  shall
cease  to  have  any interest in the shares or the bank.  The
shares may be held and disposed of by the bank.   Unless  the
objecting  stockholder  shall  file such complaint within the
time herein limited, the stockholder and all persons claiming
under the stockholder shall be conclusively presumed to  have
approved  and  ratified  the  charter amendment, and shall be
bound by the terms  thereof.    The  right  of  an  objecting
stockholder  to  be  paid the fair value of the stockholder's
shares of stock as herein provided shall cease  if  and  when
the bank shall abandon the charter amendment.
    (c)  The   purchase  and  holding  and  later  resale  of
treasury stock of a state bank pursuant to the provisions  of
subsection  (6)  of  Section 14 may be accomplished without a
change in its charter reflecting any decrease or increase  in
capital stock.
(Source:  P.A.  90-160,  eff.  7-23-97;  90-301, eff. 8-1-97;
90-655, eff. 7-30-98; 91-322, eff. 1-1-00.)

    (205 ILCS 5/18) (from Ch. 17, par. 325)
    Sec. 18.  Change in control.
    (a)  Before a  change  may  occur  in  the  ownership  of
outstanding  stock  of  any  State  bank, whether by sale and
purchase, gift, bequest or inheritance, or any  other  means,
including  the  acquisition of stock of the State bank by any
bank holding company,  which will  result  in  control  or  a
change  in  the control of the bank or before a change in the
control  of  a  holding  company  having   control   of   the
outstanding  stock  of  a  State  bank  whether  by  sale and
purchase, gift, bequest or inheritance, or any  other  means,
including the acquisition of stock of such holding company by
any  other bank holding company, which will result in control
or a change in control of the bank  or  holding  company,  or
before   a  transfer  of  substantially  all  the  assets  or
liabilities of the State bank, the Commissioner shall  be  of
the opinion and find:
         (1)  that  the  general  character  of  its proposed
    management  or  of  the  person  desiring   to   purchase
    substantially  all  the assets or to assume substantially
    all the liabilities of the State bank, after  the  change
    in  control,  is  such as to assure reasonable promise of
    successful, safe and sound operation;
         (1.1)  that  depositors'  interests  will   not   be
    jeopardized  by  the  purchase  or  assumption  and  that
    adequate  provision  has been made for all liabilities as
    required for a voluntary liquidation under Section 68  of
    this Act;
         (2)  that  the  future  earnings  prospects  of  the
    person  desiring  to purchase substantially all assets or
    to assume substantially all the liabilities of the  State
    bank,   after   the   proposed  change  in  control,  are
    favorable;
         (3)  that  any  prior  involvement  by  the  persons
    proposing to obtain control,  to  purchase  substantially
    all  the  assets,  or  to  assume  substantially  all the
    liabilities  of  the  State  bank  or  by  the   proposed
    management    personnel    with   any   other   financial
    institution, whether as stockholder, director, officer or
    customer, was conducted in a safe and sound manner; and
         (4)  that if the acquisition is being made by a bank
    holding company, the acquisition is authorized under  the
    Illinois Bank Holding Company Act of 1957.
    (b)  Persons  desiring to purchase control of an existing
state bank, to purchase substantially all the assets,  or  to
assume  substantially  all  the liabilities of the State bank
shall, prior to that purchase, submit to the Commissioner:
         (1)  a statement of financial worth;
         (2)  satisfactory   evidence    that    any    prior
    involvement  by  the  persons and the proposed management
    personnel with any other financial  institution,  whether
    as   stockholder,  director,  officer  or  customer,  was
    conducted in a safe and sound manner; and
         (3)  such  other   relevant   information   as   the
    Commissioner  may  request  to  substantiate the findings
    under subsection (a) of this Section.
    A  person  who   has   submitted   information   to   the
Commissioner  pursuant  to  this  subsection  (b)  is under a
continuing obligation until the Commissioner takes action  on
the application to immediately supplement that information if
there  are any material changes in the information previously
furnished or  if  there  are  any  material  changes  in  any
circumstances  that may affect the Commissioner's opinion and
findings.  In addition, a person submitting information under
this subsection shall notify the  Commissioner  of  the  date
when the change in control is finally effected.
    The  Commissioner may impose such terms and conditions on
the approval of the change in control application as he deems
necessary or appropriate.
    If an  applicant,  whose  application  for  a  change  in
control  has been approved pursuant to subsection (a) of this
Section, fails to effect the change  in  control  within  180
days  after  the  date  of  the  Commissioner's approval, the
Commissioner shall revoke that approval unless a request  has
been  submitted,  in  writing,  to  the  Commissioner  for an
extension and the request has been approved.
    As used in this Section, the  term  "control"  means  the
ownership  of  such  amount of stock or ability to direct the
voting of such  stock  as  to  give  power  to,  directly  or
indirectly,  direct  or cause the direction of the management
or policies of the bank.  A  change  in  ownership  of  stock
which  would  result  in  direct  or  indirect ownership by a
stockholder, an affiliated group of stockholders or a holding
company of less than 10  percent  of  the  outstanding  stock
shall  not  be  considered  a change of control.  A change in
ownership of stock which would result in direct  or  indirect
ownership   by   a   stockholder,   an  affiliated  group  of
stockholders or a holding  company  of  20  percent  or  such
lesser  amount  which  would  entitle  the holder by applying
cumulative voting to elect one director shall be presumed  to
constitute  a  change of control for purposes of this Section
18.  If there is any doubt as to  whether  a  change  in  the
ownership  or  control of the outstanding stock is sufficient
to result in obtaining control thereof or to effect a  change
in the control thereof, such doubt shall be resolved in favor
of reporting the facts to the Commissioner.
    As  used  in this Section, "substantially all" the assets
or liabilities of a State bank  means  that  portion  of  the
assets  or  liabilities  of  a  State  bank  such  that their
purchase or transfer will materially impair  the  ability  of
the  State  bank  to  continue  successful,  safe,  and sound
operations or to continue as a going concern or  would  cause
the bank to lose its federal deposit insurance.
    (b-1)  Any  person  who  obtains ownership of stock of an
existing State bank  or  stock  of  a  holding  company  that
controls the State bank by gift, bequest, or inheritance such
that  ownership  of the stock would constitute control of the
State bank or holding company may obtain title and  ownership
of  the  stock, but may not exercise management or control of
the business and affairs of the  bank  or  vote  his  or  her
shares  so  as  to  exercise management or control unless and
until the Commissioner approves an application for the change
of control as provided in subsection (b) of this Section.
    (c)  Whenever  a  state  bank  makes  a  loan  or  loans,
secured, or to be secured, by 25% or more of the  outstanding
stock of a state bank, the president or other chief executive
officer  of  the lending bank shall promptly report such fact
to the Commissioner upon obtaining knowledge of such loan  or
loans,  except  that  no  report  need be made in those cases
where the borrower has been the owner of record of the  stock
for  a  period of one year or more, or the stock is that of a
newly organized bank prior to its opening.
    (d)  The reports required by subsections (b) and  (c)  of
this  Section  18, other than those relating to a transfer of
assets  or  assumption  of  liabilities,  shall  contain  the
following information to the extent that it is known  by  the
person  making the report: (1) the number of shares involved;
(2) the names of the sellers (or transferors); (3) the  names
of  the  purchasers  (or  transferees);  (4) the names of the
beneficial owners if the shares  are  registered  in  another
name:  (5)  the  purchase price, if applicable; (6) the total
number of shares owned by the sellers (or  transferors),  the
purchasers  (or  transferees)  and the beneficial owners both
immediately before and after the transaction; and, (7) in the
case of a loan, the name of the borrower, the amount  of  the
loan,  the  name  of  the bank issuing the stock securing the
loan and the number of shares securing the loan.  In addition
to the foregoing,  such  reports  shall  contain  such  other
information  which is requested by the Commissioner to inform
the Commissioner  of  the  effect  of  the  transaction  upon
control of the bank whose stock is involved.
    (d-1)  The  reports  required  by  subsection (b) of this
Section 18 that relate to purchase of assets  and  assumption
of liabilities shall contain the following information to the
extent that it is known by the person making the report:  (1)
the value, amount, and description of the assets transferred;
(2)  the  amount,  type, and to whom each type of liabilities
are owed; (3) the names of the purchasers  (or  transferees);
(4)  the  names  of  the beneficial owners if the shares of a
purchaser or transferee are registered in another  name;  (5)
the  purchase price, if applicable; and, (6) in the case of a
loan obtained to effect a purchase, the name of the borrower,
the amount and terms of the loan, and the description of  the
assets  securing  the  loan.   In  addition to the foregoing,
these reports shall contain any  other  information  that  is
requested  by  the Commissioner to inform the Commissioner of
the effect of the transaction upon the bank from which assets
are purchased or liabilities are transferred.
    (e)  Whenever such a change as  described  in  subsection
(a)  of  this Section 18 occurs, each state bank shall report
promptly to the Commissioner any changes  or  replacement  of
its  chief  executive officer or of any director occurring in
the next 12 month period, including in its report a statement
of  the  past   and   current   business   and   professional
affiliations of the new chief executive officer or directors.
    (f)  (Blank).
    (g) (1)  Except  as  otherwise expressly provided in this
    subsection (g), the Commissioners shall  not  approve  an
    application  for a change in control if upon consummation
    of the change in control the  persons  applying  for  the
    change  in  control,  including  any  affiliates  of  the
    persons  applying, would control 30% or more of the total
    amount of deposits which are located  in  this  State  at
    insured  depository  institutions.  For  purposes of this
    subsection   (g),   the   words    "insured    depository
    institution"  shall mean State banks, national banks, and
    insured  savings  associations.  For  purposes  of   this
    subsection  (g),  the  word  "deposits"  shall  have  the
    meaning  ascribed  to  that  word  in Section 3(1) of the
    Federal Deposit  Insurance  Act.  For  purposes  of  this
    subsection  (g),  the  total amount of deposits which are
    considered  to  be  located  in  this  State  at  insured
    depository  institutions  shall  equal  the  sum  of  all
    deposits held at the main banking premises  and  branches
    in  the State of Illinois of State banks, national banks,
    or insured savings associations.  For  purposes  of  this
    subsection  (g),  the  word  "affiliates"  shall have the
    meaning ascribed to that word in  Section  35.2  of  this
    Act.
         (2)  Notwithstanding  the  provisions  of subsection
    (g)(1) of this Section, the Commissioner may  approve  an
    application for a change in control for a bank that is in
    default   or  in  danger  of  default.  Except  in  those
    instances in which an application for a change in control
    is for a bank that is in default or in danger of default,
    the Commissioner may not  approve  a  change  in  control
    which does not meet the requirements of subsection (g)(1)
    of  this  Section.  The  Commissioner  may  not waive the
    provisions of subsection (g)(1) of this Section,  whether
    pursuant  to  Section  3(d)  of  the federal Bank Holding
    Company Act of 1956  or  Section  44(d)  of  the  Federal
    Deposit  Insurance  Act,  except as expressly provided in
    this subsection (g)(2).
    (h)  As used in this Section, the  term  "control"  means
the   ownership  of such amount of stock or ability to direct
the voting of such stock as to, directly or indirectly,  give
power  to  direct or cause the direction of the management or
policies of the bank.  A change in ownership of   stock  that
would   result   in   direct   or  indirect  ownership  by  a
stockholder,  an  affiliated  group  of  stockholders,  or  a
holding company of  less  than  10% of the outstanding  stock
shall  not  be  considered  a change in control.  A change in
ownership of stock that would result in  direct  or  indirect
ownership   by   a   stockholder,   an  affiliated  group  of
stockholders, or a holding company  of  20%  or  such  lesser
amount that would entitle  the  holder by applying cumulative
voting  to elect one director shall be presumed to constitute
a change of control for purposes  of  this  Section  18.   If
there is any question as to whether a change in the ownership
or  control  of the outstanding stock is sufficient to result
in obtaining  control thereof or to effect a  change  in  the
control  thereof,  the question shall be resolved in favor of
reporting the facts to the Commissioner.
    As used in this Section, "substantially all"  the  assets
or  liabilities  of  a  State  bank means that portion of the
assets or  liabilities  of  a  State  bank  such  that  their
purchase  or  transfer  will materially impair the ability of
the State  bank  to  continue  successful,  safe,  and  sound
operations  or  to continue as a going concern or would cause
the bank to lose its federal deposit insurance.
    As used in this Section, "purchase" includes  a  transfer
by gift, bequest, inheritance, or any other means.
(Source: P.A. 89-567, eff. 7-26-96; 90-226, eff. 7-25-97.)

    (205 ILCS 5/22) (from Ch. 17, par. 329)
    Sec.  22.  Merger  procedure;  resulting  State bank. The
merger procedure required of a State bank where there  is  to
be  a  resulting  State bank by consolidation or merger shall
be:
    (1)  The board of  directors  of  each  merging  bank  or
insured  savings  association  shall,  by  a  majority of the
entire board, approve a merger agreement that shall contain:
         (a)  The  name  of  each  merging  bank  or  insured
    savings association and its location and a list  of  each
    merging   bank's   or   insured   savings   association's
    stockholders as of the date of the merger agreement;
         (b)  With respect to the resulting bank (i) its name
    and place of business; (ii) the amount of Tier 1 capital,
    surplus  and  reserve  for  operating expenses; (iii) the
    classes and the number of shares of  stock  and  the  par
    value   of  each  share;  (iv)  the  designation  of  the
    continuing bank and  the  charter  which  is  to  be  the
    charter   of   the  resulting  bank,  together  with  the
    amendments  to  the  continuing  charter   and   to   the
    continuing   by-laws;   and   (v)  a  detailed  financial
    Statement showing the assets and  liabilities  after  the
    proposed merger or consolidation;
         (c)  Provisions   stating   the  method,  terms  and
    conditions of carrying the merger into effect,  including
    the  manner of converting the shares of the merging banks
    or insured savings association into the cash,  shares  of
    stock  or  other  securities  of any corporation or other
    property, or any combination of the foregoing, Stated  in
    the   merger   agreement   as   to  be  received  by  the
    stockholders of each  merging  bank  or  insured  savings
    association;
         (d)  A  Statement  that  the agreement is subject to
    approval by the Commissioner and by the  stockholders  of
    each merging bank or insured savings association and that
    whether  approved  or  disapproved  the  merging banks or
    insured savings association will pay  the  Commissioner's
    expenses of examination;
         (e)  Provisions governing the manner of disposing of
    the  shares  of  the  resulting  bank  not  taken  by the
    dissenting stockholders of the merging banks  or  insured
    savings association; and
         (f)  Such  other  provisions as the Commissioner may
    reasonably require to enable him to discharge his  duties
    with respect to the merger.
    (2)  After  approval  by  the  board of directors of each
bank or insured savings  association,  the  merger  agreement
shall be submitted to the Commissioner for approval, together
with  certified copies of the authorizing resolutions of each
board of directors showing approval  by  a  majority  of  the
entire board of each bank or insured savings association.
    (3)  After  receipt  by  the  Commissioner  of the papers
specified in paragraph (2), he shall  approve  or  disapprove
the  merger agreement. The Commissioner shall not approve the
merger agreement unless he shall be of the opinion and  shall
find:
         (a)  That  the resulting bank meets the requirements
    of this Act for the  formation  of  a  new  bank  at  the
    proposed main banking premises of the resulting bank;
         (b)  That the same matters exist with respect to the
    resulting  bank  which  would  have  been  required under
    Section 10 of this Act for  the  organization  of  a  new
    bank;
         (c)  That  the  merger  agreement  is  fair  to  all
    persons affected; and
         (d)  That  the  resulting bank will be operated in a
    safe and sound manner.
    If the Commissioner disapproves  an  agreement  he  shall
State  his  objections and give an opportunity to the merging
banks  to  amend  the  merger  agreement  to   obviate   such
objections.
    (4)  The   Commissioner   may   impose   such  terms  and
conditions on the approval of  the  merger  agreement  as  he
deems necessary or appropriate.
    (5)  If  the Commissioner approves a merger agreement, he
may revoke that approval if the merger has not been  approved
by  the shareholders in accordance with Section 23 within 180
days after the date of the Commissioner's approval, unless  a
request  has  been submitted, in writing, to the Commissioner
for an extension and the request has been approved.
    (6)  The board of directors of a bank or insured  savings
association  is  under  a  continuing  obligation  until  the
Commissioner  takes  action  on  the  application  to furnish
additional information if there are any material  changes  in
circumstances  after  the merger agreement has been submitted
which may affect the Commissioner's opinions and findings.
(Source: P.A. 87-1226.)

    (205 ILCS 5/25) (from Ch. 17, par. 332)
    Sec. 25. Conversion of national bank or  insured  savings
association  into  State  bank.  A  national  bank or insured
savings association located in this State which  follows  the
procedure  prescribed  by the laws of the United States or of
the State of Illinois to convert into a  State  bank  may  be
granted  a  charter by the Commissioner. The national bank or
insured savings association may apply  for  such  charter  by
filing with the Commissioner:
    (1)  A   certificate   signed  by  its  president,  or  a
vice-president, or the cashier, and  by  a  majority  of  the
entire  board of directors setting forth the corporate action
taken in compliance with the provisions of the  laws  of  the
United  States  or  of  the  State  of Illinois governing the
conversion of a national bank or insured savings  association
to a State bank;
    (2)  The  plan  of  conversion  and  the proposed charter
approved by the stockholders for the operation of the bank or
insured savings association as a State bank;
    (3)  The name proposed for the converting bank or insured
savings  association,  its  location  and  a  list   of   its
stockholders  as of the date of the stockholders' approval of
the plan of conversion;
    (4)  The amount  of  its  Tier  1  capital,  surplus  and
reserve for operation expenses, the classes and the number of
the  shares  of  stock and the par value of each share, and a
detailed statement showing the assets and liabilities of  the
converting bank or insured savings association; and
    (5)  A  statement  that the plan of conversion is subject
to the approval of the Commissioner and that whether approved
or  disapproved  the  converting  bank  or  insured   savings
association   will   pay   the   Commissioner's  expenses  of
examination.
    For purposes of this Section, a national bank or  insured
savings  association  is  located in the State where its main
banking premises or main office is located.
(Source: P.A. 89-567, eff. 7-26-96.)

    (205 ILCS 5/30.5)
    Sec. 30.5.  Mid-tier bank  holding  company  merger  with
State  bank.   Upon  approval by the Commissioner, a mid-tier
bank holding company having power so  to  do  under  the  law
under  which  it  is  organized may merge into its subsidiary
State bank as prescribed by this Act; except that the  action
by  the  mid-tier  bank holding company shall be taken in the
manner prescribed by and shall be subject to limitations  and
requirements  imposed by the law under which it is organized.
The merger procedure shall be as follows:
    (1)  The board of directors of the  parent  bank  holding
company  shall,  by  resolution,  approve  a merger agreement
which shall contain:
         (a)  the name and location of the merging  bank  and
    of the mid-tier bank holding company;
         (b)  with respect to the merging bank (i) the amount
    of  Tier  1  capital,  surplus, and reserve for operating
    expenses; (ii) the classes and the number  of  shares  of
    stock  and  the par value of each share; (iii) a detailed
    financial statement showing the  assets  and  liabilities
    after the proposed merger; and (iv) any amendments to the
    charter or by-laws;
         (c)  provisions  governing  the manner of converting
    the shares of the merging  bank  and  the  mid-tier  bank
    holding  company  into shares of the merging bank and the
    manner of transferring the converted shares to the parent
    bank holding company;
         (d)  a  statement  that  the  merger  agreement   is
    subject  to approval by the Commissioner and that whether
    approved or disapproved, the parties thereto will pay the
    Commissioner's expenses of examination; and
         (e)  such other provisions as the  Commissioner  may
    reasonably  require to enable him to discharge his duties
    with respect to the merger.
    (2)  After approval by the  board  of  directors  of  the
parent  bank  holding  company, the merger agreement shall be
submitted to the Commissioner for approval.
    (3)  After receipt by  the  Commissioner  of  the  papers
specified  in  item  (2),  he shall approve or disapprove the
merger agreement.  The Commissioner  shall  not  approve  the
agreement  unless  he  shall be of the opinion and finds that
the same matters exist in  respect  of  the  continuing  bank
which  would  have been required under Section 10 of this Act
for the organization of a new bank, that  the  mid-tier  bank
holding  company  has  no  known liabilities that will become
liabilities of the continuing bank, and that the parent  bank
holding  company  will  indemnify the continuing bank for any
known  and  unknown  contingent  liabilities  for  which  the
continuing bank may become liable as a result of the merger.
Nothing in this Section shall  authorize  a  resulting  State
bank  to  acquire,  hold, or invest any asset or to assume or
incur any liability  that  does  not  conform  to  the  legal
requirements  for  assets  acquired,  held,  or  invested  or
liabilities  assumed or incurred by State banks, or to engage
in any activity in which a State bank is  not  authorized  to
engage  as  part  of  a  general  banking  business.   If the
Commissioner disapproves the merger agreement, he shall state
his objections in writing and  give  an  opportunity  to  the
merging bank and mid-tier bank holding company to obviate the
objections.
    (4)  To  be effective, if approved by the Commissioner, a
copy of the merger agreement executed by the duly  authorized
president  of the mid-tier bank holding company and president
of the merging  State  bank,  together  with  copies  of  the
resolution  of  the  board  of  directors  of the parent bank
holding company, approving the merger agreement, certified by
the parent bank holding company's president or vice-president
and attested  by  the  secretary,  must  be  filed  with  the
Commissioner.   The  merger  shall,  unless  a  later date is
specified  in  the  agreement,  become  effective  when   the
Commissioner   has   approved  the  agreement  and  issued  a
certificate of merger to the  continuing  bank,  which  shall
specify  the  name  of the mid-tier bank holding company, the
name of the  continuing  bank,  and  the  amendments  to  the
charter  of  the  continuing  bank provided for by the merger
agreement.  The charter of the mid-tier bank holding  company
shall  thereupon  automatically  terminate.  Such certificate
shall be  conclusive  evidence  of  the  merger  and  of  the
correctness  of  all  proceedings  therefor in all courts and
places including the office of the Secretary  of  State,  and
the certificate shall be recorded.
(Source: P.A. 89-364, eff. 8-18-95.)

    (205 ILCS 5/31) (from Ch. 17, par. 338)
    Sec.  31. Emergency sale of assets, change in control, or
merger.
    (a)  With the prior written approval of the Commissioner,
any State bank in  danger  of  default  may,  by  vote  of  a
majority of its board of directors, and without a vote of its
shareholders,   and   any  State  bank  in  default  may,  by
appropriate  action  of  its  receiver  or  conservator,  and
without a vote of its shareholders, sell all or any  part  of
its  assets  to  another  State  bank that is not an eligible
depository institution, to a national bank  that  is  not  an
eligible   depository  institution,  to  an  insured  savings
association that is not an eligible  depository  institution,
to  the  Federal Deposit Insurance Corporation, or to any one
or more of them, provided that a State bank that  is  not  an
eligible  depository institution, a national bank that is not
an  eligible  depository  institution,  an  insured   savings
association  that  is not an eligible depository institution,
the Federal Deposit Insurance Corporation, or any one or more
of them assumes in writing all  of  the  liabilities  of  the
selling  bank  as  shown  by  its  records,  other  than  the
liabilities of the selling bank to its shareholders as such.
    (b)  If  the  Commissioner  has  made  one or more of the
findings provided in Section 51,  and  the  finding  that  an
emergency  exists  as  provided  in  Section  52,  and if, in
addition, the Commissioner gives his approval in writing, any
State bank may, by  vote  of  a  majority  of  its  board  of
directors  and without a vote of its shareholders, merge with
another  State  bank  that  is  not  an  eligible  depository
institution,  a  national  bank  that  is  not  an   eligible
depository  institution,  or  an  insured savings association
located in  Illinois  that  is  not  an  eligible  depository
institution,  and  after  May  31, 1997, an out-of-state bank
that is not an eligible  depository  institution,  with  such
other  State  bank,  out-of-state  bank,  national  bank,  or
insured savings association being the resulting or continuing
bank  or  resulting  insured  savings  association  in such a
merger.
    (c)  With the prior written approval of the Commissioner,
any State bank may either purchase, assume, or both  purchase
and  assume  all or any part of the assets or liabilities, or
act as paying agent for the payment of deposit  insurance  to
the depositors of an eligible depository institution.
    (d)  With the prior written approval of the Commissioner,
a  State  bank  may,  by  vote  of a majority of its board of
directors and without a vote of its shareholders, merge  with
an  insured  savings association, national bank, or after May
31, 1997, out-of-state bank,  in  default  or  in  danger  of
default,  provided  such State bank results from such merger,
and provided further that such resulting bank  shall  conform
all  assets  acquired  or liabilities incurred as a result of
such  merger  to  the  legal  requirements  for  such  assets
acquired, held or invested or liabilities assumed or incurred
by State banks, and that such resulting  or  continuing  bank
shall  conform  all  of its activities to those activities in
which a State bank is authorized  to  engage  as  part  of  a
general banking business.
    (d-5)  If  the  Commissioner  has made one or more of the
findings provided in  Section  51  or  the  finding  that  an
emergency  exists  as  provided  in  Section  52,  and if, in
addition, the Commissioner gives his approval in  writing,  a
change  in  the  ownership  of outstanding stock of any State
bank, including the acquisition of stock of the State bank by
any bank holding company,  may  occur  that  will  result  in
control  or  a  change  in the control of the State bank or a
change in the control of a holding company having control  of
the   outstanding  stock  of  a  State  bank,  including  the
acquisition of stock of such holding  company  by  any  other
bank  holding  company,  which  will  result  in control or a
change in control of the bank or holding company.
    (e)  Nothing in this Section shall authorize a State bank
to acquire, hold, or invest any asset or to assume  or  incur
any liability that does not conform to the legal requirements
for assets acquired, held, or invested or liabilities assumed
or  incurred  by State banks, or to engage in any activity in
which a State bank is not authorized to engage as part  of  a
general banking business.
    (f)  Nothing  in  this  Section  shall  authorize  a bank
holding company to own or control, directly or indirectly,  a
State  bank  or  a  national  bank  having  its  main banking
premises in Illinois unless  such  ownership  or  control  is
expressly  authorized  under  the  provisions of the Illinois
Bank Holding Company Act of 1957.
(Source: P.A. 88-4; 89-208, eff. 9-29-95.)

    (205 ILCS 5/33) (from Ch. 17, par. 341)
    Sec. 33.  Marketable  investment  securities  limit.  Any
State  bank  may  purchase  for  its  own  account marketable
investment securities without regard to any  other  liability
to  the  bank  of the issuer, maker, obligor, or guarantor of
any marketable investment securities, but the total amount of
the marketable investment securities of any one issuer, maker
or obligor held by the bank or for its  account  at  any  one
time  shall  not  exceed  20%  of  its unimpaired capital and
unimpaired  surplus.  As  used  in  this  Section  the   term
"marketable    investment    securities"   means   marketable
obligations evidencing indebtedness of any person in the form
of bonds, notes, or debentures commonly known  as  investment
securities;   obligations   identified   by  certificates  of
participation in investments the bank could have invested  in
directly;  and includes certificates of participation in open
end investment companies registered with the  Securities  and
Exchange Commission pursuant to the Investment Company Act of
1940  and  Securities  Act  of  1933  commonly referred to as
mutual or money market  funds,  provided  the  portfolios  of
those investment companies consist of investments that a bank
could  invest  in directly.  Marketable investment securities
shall be rated in the top 4  rating  categories  by  national
rating services and designated as "investment grade" or "bank
quality  investments"  securities.  The rating restriction on
marketable investment securities does not apply to securities
that are issued by a public agency as defined in Section 1 of
the Public Funds Investment Act.
(Source: P.A. 88-546; 89-364, eff. 8-18-95.)

    (205 ILCS 5/37) (from Ch. 17, par. 347)
    Sec. 37. Loans to officers and loans on and purchases  of
bank's own stock.
    (1)  No  state  bank  shall make any loan or extension of
credit  in  excess  of  the  limits,  as  determined  by  the
Commissioner,  at  any  one  time  outstanding  each  to  its
president, or to any of its vice presidents or  its  salaried
officers  or  employees  or  directors  or to corporations or
firms, controlled by them, or in the management of which  any
of  them  are actively engaged, unless such loan or extension
of credit shall have been first approved,  by  the  board  of
directors.   The  Commissioner shall prescribe such limits by
rules.
    (2)  It shall not be lawful for a state bank to make  any
loan  or  discount  on  the security of the shares of its own
capital stock or preferred stock or on the  security  of  its
own   debentures  or  evidences  of  debt  which  are  either
convertible into capital stock or are junior  or  subordinate
in  right  of  payment to deposit or other liabilities of the
bank.
    (3)(a)  For purposes of this Section, "control" means (i)
ownership, control, or power to  vote  25%  or  more  of  the
outstanding  shares  of  any  class of voting security of the
corporation  or  firm,  directly  or  indirectly,  or  acting
through or in concert with one or more  other  persons;  (ii)
control  in any manner over the election of a majority of the
directors of the corporation or firm; or (iii) the  power  to
exercise  a  controlling  influence  over  the  management or
policies of the corporation or firm, directly or  indirectly,
or acting through or in concert with one or more persons.
    (3)(b)  A  person  does  not have the power to exercise a
controlling influence over the management or  policies  of  a
corporation or firm solely by virtue of the person's position
as an officer or director of the corporation or firm.
    (3)(c)  A  person  is presumed to have control, including
the power  to  exercise  a  controlling  influence  over  the
management or policies, of a corporation or firm if:
         (i)  the person:
              (A)  is  an  executive  officer,  director,  or
         individual   exercising  similar  functions  of  the
         corporation or firm; and
              (B)  directly or indirectly owns, controls,  or
         has  the power to vote more than 10% of any class of
         voting securities of the corporation or firm; or
         (ii)(A)  the person  directly  or  indirectly  owns,
    controls,  or  has the power to vote more than 10% of any
    class of voting securities of the  corporation  or  firm;
    and
              (B)  no  other  person  directly  or indirectly
         owns, controls, or has the power to vote  a  greater
         percentage of that class of voting securities.
    (3)(d)  A  person  may  rebut  a  presumption established
under  subdivision  (3)(c)  of  this  Section  by  submitting
written  materials  that,  in  the  Commissioner's  judgment,
demonstrate an absence of control.
(Source: P.A. 86-754.)

    (205 ILCS 5/47) (from Ch. 17, par. 358)
    Sec. 47.  Reports to Commissioner.
    (a)  All State banks  shall  make  a  full  and  accurate
statement  of  their  affairs  at  least  1  time during each
calendar quarter which shall be certified to, under  oath  by
the  president, a vice-president or the cashier of such bank.
If  the  statement  is  submitted  in  electronic  form,  the
Commissioner may, in the call for  the  report,  specify  the
manner  in  which  the  appropriate officer of the bank shall
certify the statement of  affairs.  The  statement  shall  be
according  to  the  form  which  may  be  prescribed  by  the
Commissioner   and   shall   exhibit  in  detail  information
concerning such bank at the close of business of any day  the
Commissioner  may  choose  and  designate  in a call for such
report.  Each bank shall deliver its quarterly  statement  to
the location specified by the Commissioner within 30 calendar
days  of  the  date  of  the  call  for such reports.  If the
quarterly statement is mailed, it must be  postmarked  within
the  period  prescribed  for  delivery,  and if the quarterly
statement is delivered in electronic  form,  the  bank  shall
generate and retain satisfactory proof that it has caused the
report  to  be  delivered  within  the  period prescribed for
delivery. Within 60 calendar days  after  the  Commissioner's
call  for the fourth calendar quarter statement of affairs, a
State bank  shall  publish  an  annual  disclosure  statement
setting  forth  the  information  required  by  rule  of  the
Commissioner.   The  disclosure  statement  shall contain the
required information as of the  close  of  the  business  day
designated   by  the  Commissioner  for  the  fourth  quarter
statement of affairs. Any bank failing to  make  and  deliver
such  statement  or  to  comply  with  any provisions of this
Section  may  be  subject  to  a  penalty  payable   to   the
Commissioner of $100 for each day of noncompliance.
    (b)  In addition to the foregoing reports, any bank which
is the victim of a shortage of funds in excess of $10,000, an
apparent  misapplication  of  the bank's funds by an officer,
employee or director, or  any  adverse  legal  action  in  an
amount  in  excess  of  10%  of  total unimpaired capital and
unimpaired surplus of the bank, including but not limited to,
the entry of an adverse money judgment against the bank or  a
write-off   of   assets   of  the  bank,  shall  report  that
information in writing to the Commissioner within 7  days  of
the occurrence. Compliance with the time frames prescribed by
the  United  States Department of Treasury's Financial Crimes
Enforcement Network shall  be  deemed  compliance  with  this
Section. Neither the bank, its directors, officers, employees
or  its  agents,  in the preparation or filing of the reports
required by subsection (b) of this Section, shall be  subject
to  any  liability  for  libel,  slander,  or  other  charges
resulting  from  information supplied in such reports, except
when the supplying of such information is done in  a  corrupt
or malicious manner or otherwise not in good faith.
(Source:  P.A.  89-505,  eff.  6-28-96; 89-567, eff. 7-26-96;
90-14, eff. 7-1-97.)

    (205 ILCS 5/48) (from Ch. 17, par. 359)
    Sec. 48. Commissioner's powers; duties.  The Commissioner
shall have the powers and authority, and is charged with  the
duties  and  responsibilities  designated  in this Act, and a
State bank shall not be subject to any other visitorial power
other than as authorized by this Act, except those vested  in
the courts, or upon prior consultation with the Commissioner,
a  foreign  bank  regulator  with  an appropriate supervisory
interest in the parent or affiliate of a state bank.  In  the
performance of the Commissioner's duties:
    (1)  The  Commissioner shall call for statements from all
State banks as provided in  Section  47  at  least  one  time
during each calendar quarter.
    (2) (a)  The  Commissioner,  as often as the Commissioner
shall deem necessary or proper, and no less  frequently  than
18  months following the preceding examination, shall appoint
a suitable person or persons to make an  examination  of  the
affairs  of  every State bank, except that for every eligible
State bank, as defined by  regulation,  the  Commissioner  in
lieu  of  the  examination may accept on an alternating basis
the examination made by the eligible State bank's appropriate
federal banking agency pursuant to Section 111 of the Federal
Deposit  Insurance  Corporation  Improvement  Act  of   1991,
provided the appropriate federal banking agency has made such
an  examination.   A  person  so  appointed  shall  not  be a
stockholder or officer or employee of  any  bank  which  that
person  may  be directed to examine, and shall have powers to
make a thorough examination into all the affairs of the  bank
and  in  so doing to examine any of the officers or agents or
employees thereof on oath and shall make a full and  detailed
report  of the condition of the bank to the Commissioner.  In
making  the  examination  the  examiners  shall  include   an
examination of the affairs of all the affiliates of the bank,
as  defined in subsection (b) of Section 35.2 of this Act, or
subsidiaries of the bank as shall be  necessary  to  disclose
fully  the  conditions of the subsidiaries or affiliates, the
relations between the bank and the subsidiaries or affiliates
and the effect of those relations upon  the  affairs  of  the
bank, and in connection therewith shall have power to examine
any  of  the officers, directors, agents, or employees of the
subsidiaries or affiliates on oath.  After May 31, 1997,  the
Commissioner may enter into cooperative agreements with state
regulatory   authorities  of  other  states  to  provide  for
examination of State bank branches in those states,  and  the
Commissioner may accept reports of examinations of State bank
branches  from  those  state  regulatory  authorities.  These
cooperative agreements may set forth the manner in which  the
other  state  regulatory  authorities  may be compensated for
examinations prepared for and submitted to the Commissioner.
    (b)  After May 31, 1997, the Commissioner  is  authorized
to examine, as often as the Commissioner shall deem necessary
or  proper, branches of out-of-state banks.  The Commissioner
may  establish  and  may  assess  fees  to  be  paid  to  the
Commissioner for examinations under this subsection (b).  The
fees shall be borne by the out-of-state bank, unless the fees
are borne by the state regulatory  authority  that  chartered
the   out-of-state  bank,  as  determined  by  a  cooperative
agreement between the Commissioner and the  state  regulatory
authority that chartered the out-of-state bank.
    (2.5)  Whenever   any   State  bank,  any  subsidiary  or
affiliate of a State bank, or after May 31, 1997, any  branch
of  an  out-of-state bank causes to be performed, by contract
or otherwise, any bank services for itself, whether on or off
its premises:
         (a)  that   performance   shall   be   subject    to
    examination  by the Commissioner to the same extent as if
    services were being performed by the bank or,  after  May
    31,  1997,  branch of the out-of-state bank itself on its
    own premises; and
         (b)  the bank or, after May 31, 1997, branch of  the
    out-of-state  bank  shall  notify the Commissioner of the
    existence of a service  relationship.   The  notification
    shall  be submitted with the first statement of condition
    (as required by Section 47 of this  Act)  due  after  the
    making  of the service contract or the performance of the
    service, whichever occurs first.  The Commissioner  shall
    be  notified  of  each  subsequent  contract  in the same
    manner.
    For purposes of this subsection  (2.5),  the  term  "bank
services"  means  services  such  as  sorting  and posting of
checks and deposits, computation and posting of interest  and
other credits and charges, preparation and mailing of checks,
statements,   notices,   and  similar  items,  or  any  other
clerical, bookkeeping, accounting,  statistical,  or  similar
functions  performed  for  a  State  bank,  including but not
limited to electronic data processing related to  those  bank
services.
    (3)  The expense of administering this Act, including the
expense  of  the  examinations  of State banks as provided in
this Act, shall to the extent of the amounts  resulting  from
the  fees  provided  for in paragraphs (a), (a-2), and (b) of
this subsection (3) be assessed  against  and  borne  by  the
State banks:
         (a)  Each  bank shall pay to the Commissioner a Call
    Report Fee which shall be paid in quarterly  installments
    equal to one-fourth of the sum of the annual fixed fee of
    $800,  plus  a  variable fee based on the assets shown on
    the quarterly statement of  condition  delivered  to  the
    Commissioner  in  accordance  with  Section  47  for  the
    preceding  quarter  according  to the following schedule:
    16¢ per $1,000 of the first $5,000,000 of  total  assets,
    15¢  per  $1,000 of the next $20,000,000 of total assets,
    13¢ per $1,000 of the next $75,000,000  of total  assets,
    9¢  per  $1,000 of the next $400,000,000 of total assets,
    7¢ per $1,000 of the next $500,000,000 of  total  assets,
    and   5¢   per   $1,000   of  all  assets  in  excess  of
    $1,000,000,000, of the State bank. The  Call  Report  Fee
    shall be calculated by the Commissioner and billed to the
    banks  for  remittance  at  the  time  of  the  quarterly
    statements  of  condition provided for in Section 47. The
    Commissioner may require payment of the fees provided  in
    this  Section  by  an  electronic transfer of funds or an
    automatic debit of an account of each of the State banks.
    In case more than one examination of any bank  is  deemed
    by  the  Commissioner  to be necessary in any examination
    frequency cycle specified  in  subsection  2(a)  of  this
    Section,   and   is   performed  at  his  direction,  the
    Commissioner may assess a reasonable  additional  fee  to
    recover the cost of the additional examination; provided,
    however,  that an examination conducted at the request of
    the State Treasurer pursuant to the  Uniform  Disposition
    of  Unclaimed  Property  Act shall not be deemed to be an
    additional examination under this Section. In lieu of the
    method and amounts set forth in this  paragraph  (a)  for
    the  calculation of the Call Report Fee, the Commissioner
    may specify by rule that the Call Report Fees provided by
    this Section may be assessed semiannually or  some  other
    period and may provide in the rule the formula to be used
    for  calculating  and  assessing the periodic Call Report
    Fees to be paid by State banks.
         (a-1)  If in the  opinion  of  the  Commissioner  an
    emergency  exists or appears likely, the Commissioner may
    assign an examiner or examiners to monitor the affairs of
    a  State  bank   with   whatever   frequency   he   deems
    appropriate,  including but not limited to a daily basis.
    The reasonable and necessary expenses of the Commissioner
    during the period of the monitoring shall be borne by the
    subject bank.  The Commissioner shall furnish  the  State
    bank  a statement of time and expenses if requested to do
    so within 30 days of the  conclusion  of  the  monitoring
    period.
         (a-2)  On  and after January 1, 1990, the reasonable
    and  necessary  expenses  of  the   Commissioner   during
    examination   of   the  performance  of  electronic  data
    processing services under subsection (2.5) shall be borne
    by the banks for which the  services  are  provided.   An
    amount,  based  upon  a  fee  structure prescribed by the
    Commissioner, shall be paid by the banks  or,  after  May
    31,  1997,  branches  of out-of-state banks receiving the
    electronic data processing services along with  the  Call
    Report   Fee   assessed   under  paragraph  (a)  of  this
    subsection (3).
         (a-3)  After  May  31,  1997,  the  reasonable   and
    necessary expenses of the Commissioner during examination
    of the performance of electronic data processing services
    under  subsection  (2.5)  at  or on behalf of branches of
    out-of-state banks shall be  borne  by  the  out-of-state
    banks,  unless  those  expenses  are  borne  by the state
    regulatory authorities that  chartered  the  out-of-state
    banks,  as  determined  by cooperative agreements between
    the Commissioner and  the  state  regulatory  authorities
    that chartered the out-of-state banks.
         (b)  "Fiscal  year"  for purposes of this Section 48
    is defined as a period beginning July 1 of any  year  and
    ending  June  30 of the next year. The Commissioner shall
    receive for each fiscal year, commencing with the  fiscal
    year  ending June 30, 1987, a contingent fee equal to the
    lesser of the aggregate of the fees  paid  by  all  State
    banks  under  paragraph  (a)  of  subsection (3) for that
    year, or the amount, if any, whereby the aggregate of the
    administration expenses, as defined in paragraph (c), for
    that fiscal year exceeds the sum of the aggregate of  the
    fees  payable  by  all  State  banks  for that year under
    paragraph  (a)  of  subsection  (3),  plus  any   amounts
    transferred into the Bank and Trust Company Fund from the
    State Pensions Fund for that year, plus all other amounts
    collected  by  the  Commissioner  for that year under any
    other provision of this Act, plus the  aggregate  of  all
    fees  collected  for  that year by the Commissioner under
    the Corporate Fiduciary Act, excluding  the  receivership
    fees  provided  for  in  Section  5-10  of  the Corporate
    Fiduciary Act, and the Foreign Banking  Office  Act.  The
    aggregate  amount  of  the contingent fee thus arrived at
    for  any  fiscal  year  shall  be  apportioned   amongst,
    assessed  upon,  and  paid by the State banks and foreign
    banking   corporations,   respectively,   in   the   same
    proportion that the fee of each under  paragraph  (a)  of
    subsection  (3), respectively, for that year bears to the
    aggregate for that  year  of  the  fees  collected  under
    paragraph  (a) of subsection (3). The aggregate amount of
    the  contingent  fee,  and  the  portion  thereof  to  be
    assessed  upon  each  State  bank  and  foreign   banking
    corporation,  respectively,  shall  be  determined by the
    Commissioner and shall be  paid  by  each,  respectively,
    within  120 days of the close of the period for which the
    contingent fee  is  computed  and  is  payable,  and  the
    Commissioner  shall  give  20  days advance notice of the
    amount of the contingent fee payable by  the  State  bank
    and  of the date fixed by the Commissioner for payment of
    the fee.
         (c)  The "administration expenses"  for  any  fiscal
    year  shall mean the ordinary and contingent expenses for
    that year incident to making  the  examinations  provided
    for  by,  and  for otherwise administering, this Act, the
    Corporate Fiduciary Act, excluding the expenses paid from
    the Corporate Fiduciary Receivership account in the  Bank
    and  Trust  Company Fund, the Foreign Banking Office Act,
    the Electronic Fund Transfer Act, and the  Illinois  Bank
    Examiners'   Education   Foundation  Act,  including  all
    salaries  and  other  compensation  paid   for   personal
    services  rendered for the State by officers or employees
    of the State, including the Commissioner and  the  Deputy
    Commissioners,   all   expenditures   for  telephone  and
    telegraph charges, postage  and  postal  charges,  office
    stationery,  supplies  and services, and office furniture
    and equipment,  including  typewriters  and  copying  and
    duplicating  machines  and  filing equipment, surety bond
    premiums, and  travel  expenses  of  those  officers  and
    employees,  employees,  expenditures  or  charges for the
    acquisition, enlargement or improvement of,  or  for  the
    use  of,  any  office  space,  building, or structure, or
    expenditures  for  the   maintenance   thereof   or   for
    furnishing  heat,  light,  or power with respect thereto,
    all to the extent that those  expenditures  are  directly
    incidental  to  such examinations or administration.  The
    Commissioner shall not be required by paragraphs  (c)  or
    (d-1)  of  this  subsection (3) to maintain in any fiscal
    year's budget appropriated reserves for accrued  vacation
    and  accrued  sick  leave  that is required to be paid to
    employees of the Commissioner upon termination  of  their
    service  with  the Commissioner in an amount that is more
    than is reasonably anticipated to be  necessary  for  any
    anticipated  turnover in employees, whether due to normal
    attrition   or   due   to   layoffs,   terminations,   or
    resignations.
         (d)  The aggregate of  all  fees  collected  by  the
    Commissioner under this Act, the Corporate Fiduciary Act,
    or  the  Foreign  Banking Office Act on and after July 1,
    1979, shall be paid promptly after receipt of  the  same,
    accompanied  by  a  detailed  statement thereof, into the
    State treasury and shall be set apart in a  special  fund
    to  be known as the "Bank and Trust Company Fund", except
    as provided in paragraph (c) of subsection (11)  of  this
    Section.  The amount from time to time deposited into the
    Bank and Trust Company Fund shall be used to  offset  the
    ordinary  administrative  expenses of the Commissioner of
    Banks and Real Estate as defined in this Section. Nothing
    in this amendatory Act of 1979 shall  prevent  continuing
    the  practice  of  paying  expenses  involving  salaries,
    retirement,  social  security,  and  State-paid insurance
    premiums of State officers  by  appropriations  from  the
    General  Revenue Fund.  However, the General Revenue Fund
    shall be reimbursed for those payments made on and  after
    July  1,  1979,  by  an annual transfer of funds from the
    Bank and Trust Company Fund.
         (d-1)  Adequate funds shall be available in the Bank
    and Trust Company Fund to permit the  timely  payment  of
    administration  expenses.   In each fiscal year the total
    administration expenses shall be deducted from the  total
    fees  collected  by  the  Commissioner  and the remainder
    transferred into the Cash Flow  Reserve  Account,  unless
    the balance of the Cash Flow Reserve Account prior to the
    transfer  equals  or  exceeds  one-fourth  of  the  total
    initial  appropriations  from  the Bank and Trust Company
    Fund for the subsequent year, in which case the remainder
    shall be credited to  State  banks  and  foreign  banking
    corporations  and  applied  against  their  fees  for the
    subsequent year.  The amount credited to each State  bank
    and  foreign  banking  corporation  shall  be in the same
    proportion as the Call Report Fees paid by each  for  the
    year bear to the total Call Report Fees collected for the
    year.   If,  after  a  transfer  to the Cash Flow Reserve
    Account is made or  if  no  remainder  is  available  for
    transfer, the balance of the Cash Flow Reserve Account is
    less  than one-fourth of the total initial appropriations
    for the subsequent year and  the  amount  transferred  is
    less  than 5% of the total Call Report Fees for the year,
    additional amounts needed to make the transfer  equal  to
    5%  of  the  total Call Report Fees for the year shall be
    apportioned amongst, assessed upon, and paid by the State
    banks  and  foreign  banking  corporations  in  the  same
    proportion  that  the   Call   Report   Fees   of   each,
    respectively,  for the year bear to the total Call Report
    Fees collected for  the  year.   The  additional  amounts
    assessed  shall be transferred into the Cash Flow Reserve
    Account.  For  purposes  of  this  paragraph  (d-1),  the
    calculation  of  the  fees  collected by the Commissioner
    shall exclude  the  receivership  fees  provided  for  in
    Section 5-10 of the Corporate Fiduciary Act.
         (e)  The  Commissioner  may  upon request certify to
    any public record in his keeping and shall have authority
    to levy a reasonable charge for issuing certifications of
    any public record in his keeping.
         (f)  In addition to  fees  authorized  elsewhere  in
    this  Act,  the  Commissioner  may,  in connection with a
    review, approval, or  provision  of  a  service,  levy  a
    reasonable  charge  to  recover  the  cost of the review,
    approval, or service.
    (4)  Nothing contained in this Act shall be construed  to
limit  the obligation relative to examinations and reports of
any State bank, deposits in which are to any  extent  insured
by  the  United States or any agency thereof, nor to limit in
any way the powers of  the  Commissioner  with  reference  to
examinations and reports of that bank.
    (5)  The  nature  and  condition  of  the  assets  in  or
investment  of any bonus, pension, or profit sharing plan for
officers or employees of every State bank or, after  May  31,
1997,  branch  of  an out-of-state bank shall be deemed to be
included in the affairs of that State bank or  branch  of  an
out-of-state  bank subject to examination by the Commissioner
under the provisions of subsection (2) of this  Section,  and
if  the  Commissioner shall find from an examination that the
condition of or operation of the investments or assets of the
plan is unlawful, fraudulent, or unsafe, or that any  trustee
has   abused  his  trust,  the  Commissioner  shall,  if  the
situation so found by the Commissioner shall not be corrected
to his satisfaction within 60 days after the Commissioner has
given notice to the board of directors of the State  bank  or
out-of-state  bank  of  his findings, report the facts to the
Attorney General who shall  thereupon  institute  proceedings
against  the  State  bank  or out-of-state bank, the board of
directors thereof, or the trustees under  such  plan  as  the
nature of the case may require.
    (6)  The Commissioner shall have the power:
         (a)  To  promulgate reasonable rules for the purpose
    of administering the provisions of this Act.
         (a-5)  To impose conditions on any  approval  issued
    by  the Commissioner if he determines that the conditions
    are necessary or appropriate.  These conditions shall  be
    imposed  in  writing and shall continue in effect for the
    period prescribed by the Commissioner.
         (b)  To issue orders  against  any  person,  if  the
    Commissioner  has  reasonable  cause  to  believe that an
    unsafe or  unsound  banking  practice  has  occurred,  is
    occurring,  or  is  about  to  occur,  if  any person has
    violated, is violating, or is about to violate  any  law,
    rule,  or written agreement with the Commissioner, or for
    the purpose of administering the provisions of this  Act,
    and any rule promulgated in accordance with this Act.
         (b-1)  To   enter   into   agreements  with  a  bank
    establishing a program to correct the  condition  of  the
    bank or its practices.
         (c)  To  appoint  hearing officers to execute any of
    the powers granted to the Commissioner under this Section
    for the purpose of administering this Act  and  any  rule
    promulgated  in accordance with this Act and otherwise to
    authorize, in writing, an  officer  or  employee  of  the
    Office  of  Banks  and Real Estate to exercise his powers
    under this Act.
         (d)  To  subpoena   witnesses,   to   compel   their
    attendance,  to administer an oath, to examine any person
    under oath, and to require the production of any relevant
    books, papers, accounts, and documents in the  course  of
    and pursuant to any investigation being conducted, or any
    action being taken, by the Commissioner in respect of any
    matter relating to the duties imposed upon, or the powers
    vested  in, the Commissioner under the provisions of this
    Act or any rule promulgated in accordance with this Act.
         (e)  To conduct hearings.
    (7)  Whenever, in the opinion of  the  Commissioner,  any
director,  officer, employee, or agent of a State bank or any
subsidiary or bank holding company of the bank or, after  May
31,  1997,  of  any  branch  of  an  out-of-state bank or any
subsidiary or bank holding company of  the  bank  shall  have
violated any law, rule, or order relating to that bank or any
subsidiary  or  bank  holding company of the bank, shall have
obstructed or impeded any examination or investigation by the
Commissioner, or shall have engaged in an unsafe  or  unsound
practice  in  conducting  the  business  of  that bank or any
subsidiary or bank holding company of the bank, or shall have
violated any law or engaged or participated in any unsafe  or
unsound practice in connection with any financial institution
or  other business entity such that the character and fitness
of the director, officer, employee, or agent does not  assure
reasonable  promise  of safe and sound operation of the State
bank, the Commissioner may issue an order of removal. If,  in
the   opinion  of  the  Commissioner,  any  former  director,
officer, employee, or agent of a State bank or any subsidiary
or bank holding company of the bank, prior to the termination
of his or her service with that bank  or  any  subsidiary  or
bank  holding company of the bank, violated any law, rule, or
order relating to that State bank or any subsidiary  or  bank
holding  company  of  the  bank,  obstructed  or  impeded any
examination or investigation by the Commissioner, or  engaged
in  an  unsafe or unsound practice in conducting the business
of that bank or any subsidiary or bank holding company of the
bank, or violated any law or engaged or participated  in  any
unsafe  or  unsound practice in connection with any financial
institution or other business entity such that the  character
and  fitness  of  the  director,  officer, employee, or agent
would not have assured reasonable promise of safe  and  sound
operation  of  the  State bank, the Commissioner may issue an
order prohibiting that person from  further  service  with  a
bank or any subsidiary or bank holding company of the bank as
a  director,  officer,  employee,  or agent.  An order issued
pursuant  to  this  subsection  shall  be  served  upon   the
director,  officer,  employee,  or agent. A copy of the order
shall be sent to  each  director  of  the  bank  affected  by
registered  mail.  The  person  affected  by  the  action may
request a hearing before the State Banking  Board  within  10
days  after  receipt  of  the  order of removal.  The hearing
shall be held by the Board within 30 days after  the  request
has  been  received  by  the  Board.  The  Board shall make a
determination approving, modifying, or disapproving the order
of the Commissioner as its final administrative decision.  If
a  hearing  is  held  by  the Board, the Board shall make its
determination within 60  days  from  the  conclusion  of  the
hearing. Any person affected by a decision of the Board under
this  subsection  (7)  of Section 48 of this Act may have the
decision reviewed only  under  and  in  accordance  with  the
Administrative  Review  Law  and  the  rules adopted pursuant
thereto. A copy of the order shall also be  served  upon  the
bank  of which he is a director, officer, employee, or agent,
whereupon he shall cease to be a director, officer, employee,
or agent of that bank.   The  Commissioner  may  institute  a
civil  action  against the director, officer, or agent of the
State bank or, after May 31,  1997,  of  the  branch  of  the
out-of-state bank against whom any order provided for by this
subsection  (7)  of  this  Section  48  has  been issued, and
against the State bank or, after May 31,  1997,  out-of-state
bank,  to  enforce compliance with or to enjoin any violation
of the terms of the  order.  Any  person  who  has  been  the
subject  of  an  order  of removal or an order of prohibition
issued by  the Commissioner under this subsection or  Section
5-6  of  the Corporate Fiduciary Act may not thereafter serve
as director, officer, employee, or agent of any State bank or
of any branch of any out-of-state bank, or of  any  corporate
fiduciary,  as  defined  in  Section  1-5.05 of the Corporate
Fiduciary Act, or of any other  entity  that  is  subject  to
licensure  or regulation by the Commissioner or the Office of
Banks and Real Estate unless  the  Commissioner  has  granted
prior approval in writing.
    For   purposes  of  this  paragraph  (7),  "bank  holding
company" has the meaning  prescribed  in  Section  2  of  the
Illinois Bank Holding Company Act of 1957.
    (8)  The Commissioner may impose civil penalties of up to
$10,000   against  any  person  for  each  violation  of  any
provision of this Act, any  rule  promulgated  in  accordance
with  this  Act,  any order of the Commissioner, or any other
action which in the Commissioner's discretion is an unsafe or
unsound banking practice.
    (9)  The Commissioner may impose civil penalties of up to
$100 against any person for the first failure to comply  with
reporting requirements set forth in the report of examination
of  the  bank  and  up  to $200 for the second and subsequent
failures to comply with those reporting requirements.
    (10)  All   final   administrative   decisions   of   the
Commissioner hereunder shall be subject  to  judicial  review
pursuant  to the provisions of the Administrative Review Law.
For matters involving administrative review, venue  shall  be
in either Sangamon County or Cook County.
    (11)  The endowment fund for the Illinois Bank Examiners'
Education Foundation shall be administered as follows:
         (a)  (Blank).
         (b)  The   Foundation   is   empowered   to  receive
    voluntary contributions,  gifts,  grants,  bequests,  and
    donations  on  behalf  of  the  Illinois  Bank Examiners'
    Education  Foundation  from  national  banks  and   other
    persons  for  the purpose of funding the endowment of the
    Illinois Bank Examiners' Education Foundation.
         (c)  The aggregate of all special  educational  fees
    collected  by  the  Commissioner and property received by
    the  Commissioner  on  behalf  of   the   Illinois   Bank
    Examiners'  Education  Foundation  under  this subsection
    (11) on or after June  30,  1986,  shall  be  either  (i)
    promptly paid after receipt of the same, accompanied by a
    detailed  statement  thereof, into the State Treasury and
    shall be set apart in a special fund to be known as  "The
    Illinois  Bank  Examiners' Education Fund" to be invested
    by either the Treasurer of the State of Illinois  in  the
    Public  Treasurers'  Investment  Pool  or  in  any  other
    investment  he  is  authorized to make or by the Illinois
    State Board of Investment as the board of trustees of the
    Illinois Bank Examiners' Education Foundation may  direct
    or  (ii)  deposited  into  an  account  maintained  in  a
    commercial bank or corporate fiduciary in the name of the
    Illinois Bank Examiners' Education Foundation pursuant to
    the  order  and direction of the Board of Trustees of the
    Illinois Bank Examiners' Education Foundation.
    (12)  (Blank).
(Source: P.A.  90-14,  eff.  7-1-97;  90-301,  eff.   8-1-97;
90-665, eff. 7-30-98; 91-16, eff. 7-1-99.)

    (205 ILCS 5/48.1) (from Ch. 17, par. 360)
    Sec. 48.1.  Customer financial records; confidentiality.
    (a)  For the purpose of this Section, the term "financial
records" means any original, any copy, or any summary of:
         (1)  a  document granting signature authority over a
    deposit or account;
         (2)  a statement, ledger card or other record on any
    deposit or account, which shows each  transaction  in  or
    with respect to that account;
         (3)  a  check,  draft or money order drawn on a bank
    or issued and payable by a bank; or
         (4)  any   other   item    containing    information
    pertaining   to   any  relationship  established  in  the
    ordinary course of a bank's business between a  bank  and
    its  customer,  including  financial  statements or other
    financial information provided by the customer.
    (b)  This Section does not prohibit:
         (1)  The  preparation,  examination,   handling   or
    maintenance  of  any  financial  records  by any officer,
    employee or  agent  of  a  bank  having  custody  of  the
    records, or the examination of the records by a certified
    public  accountant  engaged  by  the  bank  to perform an
    independent audit.
         (2)  The examination of any financial records by, or
    the furnishing of financial records by  a  bank  to,  any
    officer,  employee  or  agent  of (i) the Commissioner of
    Banks and Real Estate, (ii) after May 31, 1997,  a  state
    regulatory  authority authorized to examine a branch of a
    State  bank  located  in   another   state,   (iii)   the
    Comptroller  of  the  Currency,  (iv) the Federal Reserve
    Board, or (v) the Federal Deposit  Insurance  Corporation
    for  use  solely  in  the  exercise  of  his duties as an
    officer, employee, or agent.
         (3)  The  publication   of   data   furnished   from
    financial  records  relating  to customers where the data
    cannot  be  identified  to  any  particular  customer  or
    account.
         (4)  The making of reports or returns required under
    Chapter 61 of the Internal Revenue Code of 1986.
         (5)  Furnishing information concerning the  dishonor
    of  any  negotiable  instrument permitted to be disclosed
    under the Uniform Commercial Code.
         (6)  The exchange in the regular course of  business
    of  (i) credit information between a bank and other banks
    or  financial  institutions  or  commercial  enterprises,
    directly or through a consumer reporting agency  or  (ii)
    financial  records  or information derived from financial
    records between a  bank  and  other  banks  or  financial
    institutions or commercial enterprises for the purpose of
    conducting  due  diligence pursuant to a purchase or sale
    involving the bank or assets or liabilities of the bank.
         (7)  The   furnishing   of   information   to    the
    appropriate  law  enforcement  authorities where the bank
    reasonably believes it has been the victim of a crime.
         (8)  The furnishing of information under the Uniform
    Disposition of Unclaimed Property Act.
         (9)  The  furnishing  of   information   under   the
    Illinois  Income  Tax  Act  and  the  Illinois Estate and
    Generation-Skipping Transfer Tax Act.
         (10)  The  furnishing  of  information   under   the
    federal  Currency  and Foreign Transactions Reporting Act
    Title 31, United States Code, Section 1051 et seq.
         (11)  The furnishing of information under any  other
    statute  that  by its terms or by regulations promulgated
    thereunder requires the disclosure of  financial  records
    other than by subpoena, summons, warrant, or court order.
         (12)  The   furnishing   of  information  about  the
    existence of  an  account  of  a  person  to  a  judgment
    creditor  of  that  person who has made a written request
    for that information.
         (13)  The exchange in the regular course of business
    of information between commonly owned banks in connection
    with a transaction authorized  under  paragraph  (23)  of
    Section 5 and conducted at an affiliate facility.
         (14)  The  furnishing  of  information in accordance
    with  the  federal  Personal  Responsibility   and   Work
    Opportunity Reconciliation Act of 1996. Any bank governed
    by  this  Act  shall  enter  into  an  agreement for data
    exchanges with a State agency provided the  State  agency
    pays  to  the  bank  a  reasonable  fee not to exceed its
    actual cost incurred.  A bank  providing  information  in
    accordance  with  this  item  shall  not be liable to any
    account holder or other  person  for  any  disclosure  of
    information   to  a  State  agency,  for  encumbering  or
    surrendering any assets held by the bank in response to a
    lien or order to withhold and deliver issued by  a  State
    agency,  or  for  any other action taken pursuant to this
    item, including individual or mechanical errors, provided
    the  action  does  not  constitute  gross  negligence  or
    willful misconduct. A bank shall have  no  obligation  to
    hold,  encumber,  or  surrender  assets until it has been
    served  with  a  subpoena,  summons,  warrant,  court  or
    administrative order, lien, or levy.
         (15)  The exchange in the regular course of business
    of information between a  bank  and  any  commonly  owned
    affiliate  of  the bank, subject to the provisions of the
    Financial Institutions Insurance Sales Law.
         (16)  The   furnishing   of   information   to   law
    enforcement authorities, the Illinois Department on Aging
    and its regional administrative  and  provider  agencies,
    the  Department  of  Human  Services  Office of Inspector
    General, or public guardians, if the bank suspects that a
    customer who is an elderly or disabled person has been or
    may become the victim of financial exploitation. For  the
    purposes  of  this  item  (16),  the  term:  (i) "elderly
    person" means a person who is 60 or more  years  of  age,
    (ii)   "disabled  person"  means  a  person  who  has  or
    reasonably appears to the bank  to  have  a  physical  or
    mental disability that impairs his or her ability to seek
    or   obtain   protection   from   or   prevent  financial
    exploitation, and (iii)  "financial  exploitation"  means
    tortious  or illegal use of the assets or resources of an
    elderly  or  disabled  person,  and   includes,   without
    limitation,  misappropriation  of the elderly or disabled
    person's assets or resources by undue  influence,  breach
    of    fiduciary    relationship,   intimidation,   fraud,
    deception, extortion, or the use of assets  or  resources
    in   any  manner  contrary  to  law.  A  bank  or  person
    furnishing information pursuant to this item  (16)  shall
    be  entitled  to  the  same  rights  and protections as a
    person furnishing information under the Elder  Abuse  and
    Neglect  Act  and  the  Illinois Domestic Violence Act of
    1986.
         (17)  The  disclosure  of   financial   records   or
    information   as  necessary  to  effect,  administer,  or
    enforce a transaction  requested  or  authorized  by  the
    customer, or in connection with:
              (A)  servicing   or   processing   a  financial
         product or service requested or  authorized  by  the
         customer;
              (B)  maintaining   or  servicing  a  customer's
         account with the bank; or
              (C)  a proposed  or  actual  securitization  or
         secondary  market sale (including sales of servicing
         rights) related to a transaction of a customer.
         Nothing in this item (17), however,  authorizes  the
    sale  of  the  financial  records  or  information  of  a
    customer without the consent of the customer.
         (18)  The   disclosure   of   financial  records  or
    information as necessary to  protect  against  actual  or
    potential  fraud,  unauthorized  transactions, claims, or
    other liability.
    (c)  Except as otherwise provided by this Act, a bank may
not disclose to any person, except to  the  customer  or  his
duly  authorized  agent,  any  financial records or financial
information obtained from financial records relating to  that
customer of that bank unless:
         (1)  the  customer  has authorized disclosure to the
    person;
         (2)  the financial records are disclosed in response
    to a lawful subpoena, summons,  warrant  or  court  order
    which  meets  the  requirements of subsection (d) of this
    Section; or
         (3)  the bank is attempting to collect an obligation
    owed  to  the  bank  and  the  bank  complies  with   the
    provisions  of  Section  2I  of  the  Consumer  Fraud and
    Deceptive Business Practices Act.
    (d)  A  bank  shall  disclose  financial  records   under
paragraph  (2)  of  subsection  (c)  of  this Section under a
lawful subpoena, summons, warrant, or court order only  after
the  bank  mails a copy of the subpoena, summons, warrant, or
court order to the person establishing the relationship  with
the   bank,   if   living,   and,   otherwise   his  personal
representative, if known, at his last known address by  first
class  mail, postage prepaid, unless the bank is specifically
prohibited from notifying the person by order of court or  by
applicable  State  or  federal  law.  A bank shall not mail a
copy of a subpoena to any person pursuant to this  subsection
if  the  subpoena  was  issued  by  a  grand  jury  under the
Statewide Grand Jury Act.
    (e)  Any officer or employee of a bank who knowingly  and
willfully  furnishes  financial  records in violation of this
Section is guilty of a business offense and, upon conviction,
shall be fined not more than $1,000.
    (f)  Any person who knowingly and  willfully  induces  or
attempts  to  induce  any  officer  or  employee of a bank to
disclose financial records in violation of  this  Section  is
guilty  of  a business offense and, upon conviction, shall be
fined not more than $1,000.
    (g)  A bank  shall  be  reimbursed  for  costs  that  are
reasonably  necessary and that have been directly incurred in
searching for, reproducing, or  transporting  books,  papers,
records, or other data of a customer required or requested to
be  produced pursuant to a lawful subpoena, summons, warrant,
or court order. The Commissioner shall  determine  the  rates
and conditions under which payment may be made.
(Source:  P.A.  90-18,  eff.  7-1-97;  90-665,  eff. 7-30-98;
91-330, eff. 7-29-99; 91-929, eff. 12-15-00.)

    (205 ILCS 5/48.5)
    Sec. 48.5.  Reliance on Commissioner.
    (a)  The Commissioner may issue an opinion in response to
a specific request from a member of the public or the banking
industry or on his own initiative.  The opinion may be in the
form of an interpretive letter, no-objection letter, or other
issuance the Commissioner deems appropriate.
    (b)  No bank or other person shall be liable  under  this
Act  for  any act done or omitted in good faith in conformity
with any rule,  interpretation,  or  opinion  issued  by  the
Commissioner  of  Banks and Real Estate, notwithstanding that
after the act or omission has occurred, the rule, opinion, or
interpretation upon which  reliance  is  placed  is  amended,
rescinded, or determined by judicial or other authority to be
invalid for any reason.
(Source: P.A. 90-161, eff. 7-23-97; 90-655, eff. 7-30-98.)

    (205 ILCS 5/49) (from Ch. 17, par. 361)
    Sec.  49.  False  statements; penalty. It is unlawful for
any officer, director, or  employee  of  any  State  bank  or
subsidiary  or holding company of that bank or, after May 31,
1997,  branch  out  of  an  out-of-state  bank   subject   to
examination  by  the  Commissioner  or  any  person filing an
application or notice or submitting information in connection
with an application or notice with the  Commissioner  to  who
shall  willfully and knowingly subscribe to or make, or cause
to be made, any false statement or false entry with intent to
deceive any person or persons authorized to examine into  the
affairs  of  the bank or the subsidiary or holding company of
that bank, or the branch of  an  out-of-state  bank,  or  the
applicant  or  with intent to deceive the Commissioner or his
administrative officers in the performance  of  their  duties
under  this Act.  A person who violates this Section is, upon
conviction thereof, shall be guilty of a Class 3 felony.
(Source: P.A. 89-208, eff. 9-29-95.)

    (205 ILCS 5/51) (from Ch. 17, par. 363)
    Sec. 51. Capital impairment, etc.; correction.
    (a)  If the Commissioner with respect  to  a  State  bank
shall find:
         (1)  its  capital  is impaired or it is otherwise in
    an unsound condition; or
         (2)  its business is being conducted in an unlawful,
    including,  without  limitation,  in  violation  of   any
    provisions  of  this  Act,  or  in a fraudulent or unsafe
    manner; or
         (3)  it is unable to continue operations; or
         (4)  its examination has been obstructed or impeded;
    the  Commissioner  may  give  notice  to  the  board   of
    directors or his finding or findings. If the situation so
    found  by  the Commissioner shall not be corrected to his
    satisfaction within a period of at  least  sixty  but  no
    more  than  one  hundred and eighty days after receipt of
    such notice, which period  shall  be  determined  by  the
    Commissioner   and   set   forth   in   the  notice,  the
    Commissioner at the termination of said period shall take
    possession and control of the bank and its assets  as  in
    this   Act  provided  for  the  purpose  of  examination,
    reorganization or liquidation through receivership.
    (b)  If the Commissioner has given notice to the board of
directors of his findings, as provided in subsection (a), and
the time period prescribed in that notice  has  expired,  the
Commissioner  may  extend  the time period prescribed in that
notice for such period as the Commissioner deems appropriate.
(Source: P.A. 87-841.)

    (205 ILCS 5/53) (from Ch. 17, par. 365)
    Sec.  53.  Commissioner's   possession;   power.      The
Commissioner  may take possession and control of a state bank
and its  assets,  by  posting  upon  the  premises  a  notice
reciting that he is assuming possession pursuant to this Act,
and the time when his possession shall be deemed to commence,
which  time  shall  not  pre-date  the posting of the notice.
Promptly after taking possession and control of  a  bank,  if
the Federal Deposit Insurance Corporation is not appointed as
receiver,  the  Commissioner  shall file a copy of the notice
posted upon the premises in the circuit court in  the  county
in which the bank is located, and thereupon the clerk of such
court  shall  note the filing thereof upon the records of the
court, and shall enter such cause as a court action upon  the
dockets  of  such  court  under the name and style of "In the
matter of the possession and control of the  Commissioner  of
Banks  and  Real  Estate of ...." (inserting the name of such
bank), and thereupon the court wherein such cause is docketed
shall be vested with jurisdiction to hear and  determine  all
issues  and  matters  pertaining  to  or  connected  with the
Commissioner's  possession  and  control  of  such  bank   as
provided  in  this  Act,  and such further issues and matters
pertaining to or connected with the Commissioner's possession
and control as  may  be  submitted  to  such  court  for  its
adjudication  by the Commissioner.  When the Commissioner has
taken possession and control of a bank  and  its  assets,  he
shall  be  vested  with  the  full  powers  of management and
control, including without limiting the  generality  thereof,
the following:
         (1)  the  power  to  continue  or to discontinue the
    business;
         (2)  the power to stop or to limit  the  payment  of
    its  obligations,  provided,  however  with  respect to a
    qualified financial contract between any party and a bank
    or banking office, the branch  or  agency  of  which  the
    Commissioner  has  taken  possession  and  control, which
    party has a perfected security interest in collateral  or
    other  valid  lien  or  security  interest  in collateral
    enforceable against third parties pursuant to a  security
    arrangement related to that qualified financial contract,
    the  party  may  retain  all  of  the collateral and upon
    repudiation or termination of  that  qualified  financial
    contract   in   accordance   with  its  terms  apply  the
    collateral in satisfaction of any claims secured  by  the
    collateral; in no event shall the total amount so applied
    exceed the global net payment obligation, if any;
         (3)  the  power to collect and to use its assets and
    to give valid receipts and acquittances therefor;
         (4)  the power to employ and to  pay  any  necessary
    assistants;
         (5)  the power to execute any instrument in the name
    of the bank;
         (6)  the  power  to  commence, defend and conduct in
    its name any action or proceeding in which it  may  be  a
    party;
         (7)  the power, upon the order of the court, to sell
    and convey its assets in whole or in part, and to sell or
    compound  bad  or  doubtful  debts  upon  such  terms and
    conditions as may be fixed in such order;
         (8)  the power, upon the order of the court, to make
    and to carry out agreements with other banks or with  the
    United  States  or  any  agency  thereof which shall have
    insured the bank's deposits, in whole or in part, for the
    payment or assumption of the bank's liabilities, in whole
    or  in  part,  and  to  transfer  assets  and   to   make
    guaranties,  in  whole or in part, and to transfer assets
    and to make guaranties in connection therewith;
         (9)  the power, upon the  order  of  the  court,  to
    borrow  money  in  the name of the bank and to pledge its
    assets as security for the loan;
         (10)  the power  to  terminate  his  possession  and
    control by restoring the bank to its board of directors;
         (11)  the  power  to reorganize the bank as provided
    in this Act;
         (12)  the power to appoint a receiver and  to  order
    liquidation of the bank as provided in this Act; and
         (13)  the  power,  upon  the  order of the court and
    without the appointment of a receiver, to determine  that
    the  bank  has been closed for the purpose of liquidation
    without adequate provision being made for payment of  its
    depositors,  and  thereupon  the  bank shall be deemed to
    have been closed on account  of  inability  to  meet  the
    demands of its depositors.
    As   soon  as  practical  after  taking  possession,  the
Commissioner shall make his examination of the  condition  of
the  bank  and  an  inventory  of the assets. Unless the time
shall be extended by order  of  the  court  and,  unless  the
Commissioner  shall  have  otherwise settled the affairs of a
bank  pursuant  to  the  provisions  of  this  Act,  at   the
termination of thirty days from the time of taking possession
and  control  of  a  bank  for  the  purpose  of examination,
reorganization  or  liquidation  through  receivership,   the
Commissioner   shall  either  terminate  his  possession  and
control by restoring the bank to its board  of  directors  or
appoint  a  receiver and order the liquidation of the bank as
provided in this Act. All necessary and  reasonable  expenses
of  the  Commissioner's  possession  and  control  and of its
reorganization shall be borne by the bank and may be paid  by
the  Commissioner  from  its  assets.  If the Federal Deposit
Insurance Corporation is appointed  by  the  Commissioner  as
receiver  of  a  State bank, or the Federal Deposit Insurance
Corporation  takes  possession  of  such  State   bank,   the
receivership  proceedings  and  the  powers and duties of the
Federal Deposit Insurance Corporation shall  be  governed  by
the Federal Deposit Insurance Act and regulations promulgated
thereunder rather than the provisions of this Act.
(Source: P.A. 89-364, eff. 8-18-95; 89-508, eff. 7-3-96.)

    Section  15.  The  Illinois  Bank  Holding Company Act of
1957 is amended by changing Section 3.074 as follows:

    (205 ILCS 10/3.074) (from Ch. 17, par. 2510.04)
    Sec. 3.074.  Powers; administrative review.
    (a)  The Commissioner shall have the power and authority:
         (1) (a)  to promulgate reasonable  procedural  rules
    for  the purposes of administering the provisions of this
    Act.  The Commissioner shall  specify  the  form  of  any
    application,  report  or  document that is required to be
    filed with the Commissioner pursuant to this Act;
         (2)  (b)  to  issue  orders  for  the   purpose   of
    administering  the  provisions  of  this Act and any rule
    promulgated in accordance with this Act;
         (3) (c)  to appoint hearing officers to execute  any
    of  the  powers  granted  to  the Commissioner under this
    Section for the purpose of administering this Act or  any
    rule promulgated in accordance with this Act; and
         (4)  (d)  to  subpoena  witnesses,  to  compel their
    attendance, to administer an oath, to examine any  person
    under  oath and to require the production of any relevant
    books, papers, accounts and documents in  the  course  of
    and  pursuant  to  any  investigation  or  hearing  being
    conducted  or  any action being taken by the Commissioner
    in respect to any matter relating to the  duties  imposed
    upon  or  the powers vested in the Commissioner under the
    provisions  of  this  Act  or  any  rule  promulgated  in
    accordance with this Act.; and
    (b)  Whenever, in the opinion of  the  Commissioner,  any
director,  officer,  employee,  or  agent of any bank holding
company or subsidiary or affiliate of that company shall have
violated any law,  rule,  or  order  relating  to  that  bank
holding  company  or subsidiary or affiliate of that company,
shall  have  obstructed  or  impeded   any   examination   or
investigation  by  the  Commissioner, shall  have engaged  in
an  unsafe or unsound  practice  in conducting  the  business
of  that  bank  holding company or subsidiary or affiliate of
that company, or shall have  violated any law or  engaged  or
participated  in   any   unsafe   or   unsound  practice   in
connection  with  any financial institution or other business
entity such that the character and fitness of  the  director,
officer,  employee,  or  agent  does  not  assure  reasonable
promise  of  safe  and  sound  operation  of the bank holding
company, the Commissioner may issue an order of removal.  If,
in the opinion of  the  Commissioner,  any  former  director,
officer,  employee,  or  agent  of  a bank holding company or
subsidiary  or  affiliate  of  that  company,  prior  to  the
termination of his or her service with that  holding  company
or subsidiary or affiliate of that company, violated any law,
rule,  or  order  relating  to  that  bank holding company or
subsidiary  or  affiliate  of  that  company,  obstructed  or
impeded any examination or investigation by the Commissioner,
engaged in an unsafe or unsound practice  in  conducting  the
business  of  that  bank  holding  company  or  subsidiary or
affiliate of that company, or violated any law  or    engaged
or   participated  in  any  unsafe  or  unsound  practice  in
connection with any financial  institution  or other business
entity such that the character and fitness of  the  director,
officer,   employee,   or   agent  would  not   have  assured
reasonable promise of safe and sound operation  of  the  bank
holding   company,   the  Commissioner  may  issue  an  order
prohibiting that person from  further  service  with  a  bank
holding company or subsidiary or affiliate of that company as
a director, officer, employee, or agent.
    An  order  issued  pursuant  to  this subsection shall be
served upon the director, officer, employee, or agent. A copy
of the order shall be sent  to  each  director  of  the  bank
holding  company  affected  by  registered  mail.  The person
affected by the action may request a hearing before the State
Banking Board within 10 days after receipt of the order.  The
hearing shall be held by the State Banking  Board  within  30
days after the request has been received by the State Banking
Board.  The  State  Banking  Board shall make a determination
approving, modifying,  or  disapproving   the  order  of  the
Commissioner  as  its  final  administrative  decision.  If a
hearing is held by the State Banking Board, the State Banking
Board shall make its determination within 60  days  from  the
conclusion  of the hearing. Any person affected by a decision
of the State Banking Board under this subsection may have the
decision reviewed only  under  and  in  accordance  with  the
Administrative  Review  Law  and  the  rules adopted pursuant
thereto. A copy of the order shall also be  served  upon  the
bank  holding  company  of  which  he is a director, officer,
employee,  or  agent,  whereupon  he  shall  cease  to  be  a
director, officer, employee, or agent of  that  bank  holding
company.
    The Commissioner may institute a civil action against the
director,  officer,  employee,  or  agent of the bank holding
company,  against  whom  any  order  provided  for  by   this
subsection  has been issued, to enforce compliance with or to
enjoin any violation of the terms of the order.
    Any person who has  been  the  subject  of  an  order  of
removal or an order of prohibition issued by the Commissioner
under  this  subsection, subdivision (7) of Section 48 of the
Illinois  Banking  Act,  or  Section  5-6  of  the  Corporate
Fiduciary Act may not thereafter serve as director,  officer,
employee,  or  agent  of  any holding company, State bank, or
branch of any out-of-state bank, of any corporate  fiduciary,
as  defined in Section 1-5.05 of the Corporate Fiduciary Act,
or of any other  entity  that  is  subject  to  licensure  or
regulation  by  the  Commissioner  or the Office of Banks and
Real  Estate  unless  the  Commissioner  has  granted   prior
approval in writing.
    (c)   (e)  All  final  administrative  decisions  of  the
Commissioner under this Act  shall  be  subject  to  judicial
review  pursuant  to  provisions of the Administrative Review
Law. For matters involving administrative review, venue shall
be in either Sangamon County or Cook County.
(Source: P.A. 86-754.)

    Section 20.  The Illinois Savings and Loan Act of 1985 is
amended by changing Sections 1-6, 2B-2, 2B-5, 3-8,  and  5-16
and adding Section 7-3.2 as follows:

    (205 ILCS 105/1-6) (from Ch. 17, par. 3301-6)
    Sec.  1-6.   General  corporate  powers.   An association
operating under this  Act  shall  be  a  body  corporate  and
politic  and  shall  have all of the powers conferred by this
Act including, but not limited to, the following powers:
    (a)  To sue and be  sued,  complain  and  defend  in  its
corporate name, and to have a common seal, which it may alter
or renew at pleasure;
    (b)  To    obtain   and   maintain   insurance   of   the
association's   withdrawable   capital   by   an    insurance
corporation as defined in this Act;
    (c)  Notwithstanding  anything  to the contrary contained
in this Act, to become a member  of  the  Federal  Home  Loan
Bank,  and  to have all of the powers granted to a savings or
thrift institution organized under the  laws  of  the  United
States  and  which is located and doing business in the State
of Illinois, subject to regulations of the Commissioner;
    (d)  To act as a fiscal agent for the United States,  the
State of Illinois or any department, branch, arm or agency of
the  State or any unit of local government or school district
in the State when duly designated for that  purpose,  and  as
agent  to perform the reasonable functions as may be required
of it;
    (e)  To become a member of or deal with  any  corporation
or  agency  of the United States or the State of Illinois, to
the  extent  that  the  agency  assists  in   furthering   or
facilitating the association's purposes or powers and to that
end  to purchase stock or securities thereof or deposit money
therewith,  and  to  comply  with  any  other  conditions  of
membership or credit;
    (f)  To make donations  in  reasonable  amounts  for  the
public  welfare  or  for charitable, scientific, religious or
educational purposes;
    (g)  To adopt and operate  reasonable  insurance,  bonus,
profit   sharing,  and  retirement  plans  for  officers  and
employees;  likewise,  directors  who   are   not   officers,
including,  but  not  limited  to,  advisory,  honorary,  and
emeritus directors, may participate in those plans;
    (h)  To  reject any application for membership, to retire
withdrawable capital by enforced retirement  as  provided  in
this  Act  and  the  by-laws, and to limit the issuance of or
payments  on  withdrawable  capital,  subject,  however,   to
contractual obligations;
    (i)  To  purchase  stock  in  service corporations and to
invest in any form of indebtedness of any service corporation
as defined  in  this  Act,  subject  to  regulations  of  the
Commissioner;
    (j)  To  purchase  stock of a corporation whose principal
purpose is to  operate  a  safe  deposit  company  or  escrow
service company;
    (k)  To  act  as  Trustee  or Custodian under the Federal
Self-Employed Individuals' Tax Retirement Act of 1962 or  any
amendments thereto or any other retirement account and invest
any  funds  held in such capacity in a savings account of the
institution;
    (l)  (Blank);
    (m)  To establish,  maintain  and  operate  terminals  as
authorized by the Electronic Fund Transfer Act and by Section
5   of   the   Illinois   Banking  Act.   The  establishment,
maintenance, operation and location of such  terminals  shall
be subject to the approval of the Commissioner;
    (n)  Subject  to  the  approval  and  regulations  of the
Commissioner, an association may purchase or  assume  all  or
any  part of the assets or liabilities of an eligible insured
bank;
    (o)  To purchase from a bank, as defined in Section 2  of
the  Illinois  Banking  Act,  an insubstantial portion of the
total deposits of an insured bank.  For the purpose  of  this
subparagraph,  "insubstantial  portion of the total deposits"
shall have the same meaning as provided in Section 5(d)(2)(D)
of the Federal Deposit Insurance Act;
    (p)  To effect an acquisition of or conversion to another
financial  institution  pursuant  to  Section  205   of   the
Financial  Institutions  Reform, Recovery and Enforcement Act
of 1989;
    (q)  To pledge its assets:
         (1)  to enable it to act as an agent for the sale of
    obligations of the United States;
         (2)  to secure deposits;
         (3)  to secure deposits of money  whenever  required
    by the National Bankruptcy Act;
         (4)  (Blank)  to  qualify  under  Section 2-9 of the
    Corporate Fiduciary Act; and
         (5)  to  secure  trust  funds  commingled  with  the
    institution's funds, whether deposited by the institution
    or an affiliate of the  institution,  as  required  under
    Section 2-8 of the Corporate Fiduciary Act;
    (r)  To  provide  temporary  periodic  service to persons
residing in  a  bona  fide  nursing  home,  senior  citizens'
retirement home, or long-term care facility;
    (s)  To purchase for its own account shares of stock of a
bankers'  bank, described in Section 13(b)(1) of the Illinois
Banking Act, on the same terms and conditions as a  bank  may
purchase  such shares.  In no event shall the total amount of
such stock held by  an  association  in  such  bankers'  bank
exceed  10%  of  its capital and surplus (including undivided
profits) and in no event shall an  association  acquire  more
than  5%  of  any class of voting securities of such bankers'
bank;
    (t)  To effect a conversion to a State bank  pursuant  to
the provisions of the Illinois Banking Act;
    (u)  Subject  to  Article  XLIV of the Illinois Insurance
Code, to act as the  agent  for  any  fire,  life,  or  other
insurance  company  authorized  by  the State of Illinois, by
soliciting and selling insurance and collecting  premiums  on
policies issued by such company; and may receive for services
so  rendered  such  fees or commissions as may be agreed upon
between the said association and the  insurance  company  for
which  it  may  act as agent; provided, however, that no such
association shall in any case assume or guarantee the payment
of any premium  on  insurance  policies  issued  through  its
agency  by  its  principal;  and  provided  further, that the
association shall not guarantee the truth  of  any  statement
made  by  an assured in filing his application for insurance;
and
    (v)  To exercise all powers necessary  to  qualify  as  a
trustee or custodian under federal or State law, however, the
authority  to  accept  and  execute  trusts is subject to the
Corporate Fiduciary Act  and  to  the  supervision  of  those
activities by the Commissioner.
(Source: P.A. 90-14, eff. 7-1-97; 90-41, eff. 10-1-97; 91-97,
eff. 7-9-99.)

    (205 ILCS 105/2B-2) (from Ch. 17, par. 3302B-2)
    Sec.  2B-2.  Notice  of  filing  of application; hearing;
renewal of certificate.
    (a)  Whenever such  association  has  complied  with  the
provisions  of  this  Act,  and the Commissioner is satisfied
that such association and any subsidiary  operating  in  this
State  are  is  doing  business according to the laws of this
State, and are is in  sound  financial  condition,  he  shall
authorize the association to publish in newspapers of general
circulation in the State of Illinois, notice of filing of its
application,  provided  that  subsections  (a) through (e) of
this  Section  shall  not  apply  in  the  case  of   merger,
consolidation,  or  purchase as set forth in paragraph (c) of
Section  2B-1.   Publication  in  the  manner  and  on  forms
prescribed by the Commissioner in the county of the  proposed
office  of  the  association  shall be made within 15 days of
authorization.
    (b)  Within 10 days following the date of publication  of
notice  of  application  any association or person wishing to
object to any application  filed  pursuant  to  Section  2B-1
shall:
         (1)  file  in triplicate, on forms prescribed by the
    Commissioner, its verified objections at the  Springfield
    Office of the Commissioner; and
         (2)  serve  the  applicant or its attorney of record
    with a copy of the objections and show proof  of  service
    of said copy.
    (c)  If   the   Commissioner   considers   the   verified
objections to be substantial, he shall so advise the objector
and  the  applicant  within 15 calendar days after receipt of
the objections and shall issue notice of intent to conduct  a
hearing  on  the  application.  Such notice shall provide for
public examination of the application.  A determination  that
an  objection  is  substantial  shall  be  based only on data
showing  undue  injury   to   properly   conducted   existing
associations  or  data disputing the propriety of information
set forth in the application, or both.
    (d)  The  Commissioner  shall  conduct  a  hearing   upon
receipt  of  an  objection  filed  on time and containing the
following:
         (1)  a summary of the reasons for the objection;
         (2)  the specific  matters  in  the  application  to
    which  objection  is  raised  and  the  reasons  for each
    objection;
         (3)  facts  supporting  the   objection,   including
    relevant economic or financial data; and
         (4)  adverse  effects  on  the  objector  which  may
    result from approval of the application.
    The  time  and place of said hearing shall be established
by the Commissioner and 20 days notice shall be given to  all
parties  of  record.    The  hearing  shall  be  conducted in
conformance   with    administrative    hearing    procedures
established  pursuant to rules and regulations adopted by the
Commissioner.  A transcript of  any  such  hearing  shall  be
taken and made a part of the record in the matter.
    (e)  A  certificate  of  authority  shall  not  be issued
unless the Commissioner finds that a need exists for  savings
and  loan  association  services  in the community or area of
operations of the applicant  association  and  the  applicant
association  will  satisfy  said need or that the association
can be maintained without undue injury to properly  conducted
existing associations.
    (f)  Annually  thereafter,  upon the filing of the annual
statement herein provided for, if the Commissioner finds that
the association and any subsidiary operating  in  this  State
are  is doing business in accordance with this Act and are is
otherwise in sound financial  condition,  he  shall  issue  a
renewal of such certificate of Authority.
(Source: P.A. 86-210; 86-952.)

    (205 ILCS 105/2B-5) (from Ch. 17, par. 3302B-5)
    Sec.  2B-5.  Cancellation  of  authority; notice.  Should
the Commissioner find, upon  examination,  that  any  foreign
association  or any subsidiary operating in Illinois does not
conduct its business in accordance with the law, or that  the
affairs  of  any  such  association  or  subsidiary are in an
unsound condition, or if such association refuses  to  permit
examination  to  be made, he may cancel the authority of such
association to do business in this State, and cause a  notice
thereof to be sent to the home office of the association, and
to  be  published  in  at  least one newspaper in the City of
Springfield. After the publication of such notice,  it  shall
be  unlawful  for any agent of the association to receive any
further stock deposits from members residing in  this  State,
except payments on stock on which a loan has been taken.
(Source: P.A. 85-1143.)

    (205 ILCS 105/3-8) (from Ch. 17, par. 3303-8)
    Sec.  3-8.   Access  to  books and records; communication
with members.
    (a)  Every member or holder of  capital  shall  have  the
right  to  inspect  the  books and records of the association
that  pertain  to  his  account.  Otherwise,  the  right   of
inspection  and examination of the books and records shall be

limited as provided in this Act, and no  other  person  shall
have  access to the books and records or shall be entitled to
a list of the members.
    (b)  For the purpose of this Section, the term "financial
records" means any original, any copy, or any summary of  (i)
a  document  granting  signature  authority over a deposit or
account; (ii) a statement, ledger card, or  other  record  on
any deposit or account that shows each transaction in or with
respect to that account; (iii) a check, draft, or money order
drawn   on  an  association  or  issued  and  payable  by  an
association; or (iv) any other  item  containing  information
pertaining  to  any  relationship established in the ordinary
course of an association's business  between  an  association
and  its  customer,  including  financial statements or other
financial information provided by the  member  or  holder  of
capital.
    (c)  This Section does not prohibit:
         (1)  The   preparation,  examination,  handling,  or
    maintenance of any  financial  records  by  any  officer,
    employee,  or  agent  of an association having custody of
    those records or the examination of those  records  by  a
    certified public accountant engaged by the association to
    perform an independent audit.;
         (2)  The examination of any financial records by, or
    the furnishing of financial records by an association to,
    any  officer,  employee,  or agent of the Commissioner of
    Banks and Real Estate, Federal Savings and Loan Insurance
    Corporation and its successors, Federal Deposit Insurance
    Corporation,  Resolution  Trust   Corporation   and   its
    successors,   Federal   Home  Loan  Bank  Board  and  its
    successors, Office of Thrift Supervision, Federal Housing
    Finance Board, Board of Governors of the Federal  Reserve
    System,  any  Federal  Reserve Bank, or the Office of the
    Comptroller  of  the  Currency  for  use  solely  in  the
    exercise of  his  duties  as  an  officer,  employee,  or
    agent.;
         (3)  The   publication   of   data   furnished  from
    financial records  relating  to  members  or  holders  of
    capital  where  the  data  cannot  be  identified  to any
    particular member, holder of capital, or account.;
         (4)  The making of reports or returns required under
    Chapter 61 of the Internal Revenue Code of 1986.;
         (5)  Furnishing information concerning the  dishonor
    of  any  negotiable  instrument permitted to be disclosed
    under the Uniform Commercial Code.;
         (6)  The exchange in the regular course of  business
    of  (i)  credit  information  between  an association and
    other   associations   or   financial   institutions   or
    commercial enterprises, directly or  through  a  consumer
    reporting agency or (ii) financial records or information
    derived from financial records between an association and
    other   associations   or   financial   institutions   or
    commercial  enterprises for the purpose of conducting due
    diligence pursuant to a purchase or  sale  involving  the
    association or assets or liabilities of the association.;
         (7)  The    furnishing   of   information   to   the
    appropriate  law  enforcement   authorities   where   the
    association reasonably believes it has been the victim of
    a crime.;
         (8)  The  furnishing  of information pursuant to the
    Uniform Disposition of Unclaimed Property Act.;
         (9)  The furnishing of information pursuant  to  the
    Illinois  Income  Tax  Act  and  the  Illinois Estate and
    Generation-Skipping Transfer Tax Act.;
         (10)  The furnishing of information pursuant to  the
    federal  "Currency  and  Foreign  Transactions  Reporting
    Act",  (Title  31,  United  States  Code, Section 1051 et
    seq.).;
         (11)  The furnishing of information pursuant to  any
    other  statute  that  by  its  terms  or  by  regulations
    promulgated   thereunder   requires   the  disclosure  of
    financial  records  other  than  by  subpoena,   summons,
    warrant, or court order.;
         (12)  The   exchange   of   information  between  an
    association and an affiliate of the association; as  used
    in   this   item,   "affiliate"   includes  any  company,
    partnership, or organization that controls, is controlled
    by, or is under common control with an association.
         (13)  The furnishing of  information  in  accordance
    with   the   federal  Personal  Responsibility  and  Work
    Opportunity Reconciliation Act of 1996.  Any  association
    governed  by  this  Act shall enter into an agreement for
    data exchanges with a State  agency  provided  the  State
    agency  pays  to  the association a reasonable fee not to
    exceed  its  actual  cost   incurred.    An   association
    providing  information in accordance with this item shall
    not be liable to any account holder or other  person  for
    any  disclosure  of  information  to  a State agency, for
    encumbering  or  surrendering  any  assets  held  by  the
    association in response to a lien or  order  to  withhold
    and  deliver  issued  by a State agency, or for any other
    action taken pursuant to this item, including  individual
    or  mechanical  errors,  provided  the  action  does  not
    constitute  gross  negligence  or  willful misconduct. An
    association shall have no obligation to  hold,  encumber,
    or  surrender  assets  until  it  has  been served with a
    subpoena,  summons,  warrant,  court  or   administrative
    order, lien, or levy.
         (14)  The   furnishing   of   information   to   law
    enforcement authorities, the Illinois Department on Aging
    and  its  regional  administrative and provider agencies,
    the Department of  Human  Services  Office  of  Inspector
    General, or public guardians, if the association suspects
    that  a customer who is an elderly or disabled person has
    been or may become the victim of financial  exploitation.
    For  the  purposes  of  this  item  (14),  the  term: (i)
    "elderly person" means a person who is 60 or  more  years
    of  age, (ii) "disabled person" means a person who has or
    reasonably appears to the association to have a  physical
    or  mental  disability that impairs his or her ability to
    seek or  obtain  protection  from  or  prevent  financial
    exploitation,  and  (iii)  "financial exploitation" means
    tortious or illegal use of the assets or resources of  an
    elderly   or   disabled  person,  and  includes,  without
    limitation, misappropriation of the elderly  or  disabled
    person's  assets  or resources by undue influence, breach
    of   fiduciary   relationship,    intimidation,    fraud,
    deception,  extortion,  or the use of assets or resources
    in any manner contrary to law. An association  or  person
    furnishing  information  pursuant to this item (14) shall
    be entitled to the  same  rights  and  protections  as  a
    person  furnishing  information under the Elder Abuse and
    Neglect Act and the Illinois  Domestic  Violence  Act  of
    1986.
         (15)  The   disclosure   of   financial  records  or
    information  as  necessary  to  effect,  administer,   or
    enforce  a  transaction  requested  or  authorized by the
    member or holder of capital, or in connection with:
              (A)  servicing  or   processing   a   financial
         product  or  service  requested or authorized by the
         member or holder of capital;
              (B)  maintaining or servicing an account  of  a
         member or holder of capital with the association; or
              (C)  a  proposed  or  actual  securitization or
         secondary market sale (including sales of  servicing
         rights)  related  to  a  transaction  of a member or
         holder of capital.
         Nothing in this item (15), however,  authorizes  the
    sale  of the financial records or information of a member
    or holder of capital without the consent of the member or
    holder of capital.
         (16)  The  disclosure  of   financial   records   or
    information  as  necessary  to protect against or prevent
    actual or  potential  fraud,  unauthorized  transactions,
    claims, or other liability.
    (d)  An  association  may  not  disclose  to  any person,
except to the  member  or  holder  of  capital  or  his  duly
authorized  agent,  any  financial  records  relating to that
member or holder of capital of that association unless:
         (1)  The member or holder of capital has  authorized
    disclosure to the person; or
         (2)  The financial records are disclosed in response
    to  a  lawful  subpoena, summons, warrant, or court order
    that meets the requirements of  subsection  (e)  of  this
    Section.
    (e)  An  association  shall  disclose  financial  records
under  subsection  (d)  of  this Section pursuant to a lawful
subpoena, summons, warrant, or court  order  only  after  the
association  mails  a copy of the subpoena, summons, warrant,
or court order to the person  establishing  the  relationship
with the association, if living, and, otherwise, his personal
representative,  if known, at his last known address by first
class  mail,  postage  prepaid,  unless  the  association  is
specifically prohibited from notifying that person  by  order
of court.
    (f) (1)  Any  officer  or  employee of an association who
knowingly  and  willfully  furnishes  financial  records   in
violation  of  this  Section  is guilty of a business offense
and, upon conviction, shall be fined not more than $1,000.
    (2)  Any person who knowingly and  willfully  induces  or
attempts  to induce any officer or employee of an association
to disclose financial records in violation of this Section is
guilty of a business offense and, upon conviction,  shall  be
fined not more than $1,000.
    (g)  However,  if  any member desires to communicate with
the other members of the association with  reference  to  any
question  pending  or  to  be  presented  at a meeting of the
members, the  association  shall  give  him  upon  request  a
statement  of  the  approximate number of members entitled to
vote at the meeting and an estimate of the cost of  preparing
and  mailing  the  communication.  The requesting member then
shall submit the communication to the Commissioner who, if he
finds it to be appropriate and truthful, shall direct that it
be prepared and mailed to the  members  upon  the  requesting
member's  payment  or  adequate  provision for payment of the
expenses of preparation and mailing.
    (h)  An association shall be reimbursed  for  costs  that
are  necessary  and  that  have  been  directly  incurred  in
searching  for,  reproducing,  or transporting books, papers,
records,  or  other  data  of  a  customer  required  to   be
reproduced  pursuant  to a lawful subpoena, warrant, or court
order.
(Source: P.A. 90-18, eff. 7-1-97; 91-929, eff. 12-15-00.)

    (205 ILCS 105/5-16) (from Ch. 17, par. 3305-16)
    Sec. 5-16.  Limitation on loans to a single borrower.
Except for loans to its wholly owned service corporations, an
association may  not  at  any  one  time  hold,  directly  or
indirectly, loans to any one corporation or person in a total
amount  equal  to  or  in  excess of 10% of the association's
total withdrawable accounts or an amount equal to  the  total
net   worth   of  the  association,  whichever  is  less.  An
association  may  make  loans  to  a  wholly  owned   service
corporation in an amount equal to the association's net worth
or  in  an  amount that exceeds an association's net worth if
such excess amount is secured by collateral, of a  type  upon
which   the   association  itself  could  lend,  of  a  value
determined  in  accordance   with   rules   and   regulations
promulgated by the Commissioner.
    (a)  In  computing  the  total  mortgage loans made by an
association to an individual, there  shall  be  included  all
mortgage  loans  made  by the association to a partnership or
other unincorporated association of which he is a member, the
unpaid balance of mortgage loans made either for his  benefit
or   for   the   benefit   of   such   partnership  or  other
unincorporated association and all mortgage loans to  or  for
the benefit of a corporation of which he owns or controls 25%
or more of the capital stock.
    (b)  In  computing  the  total  mortgage loans made by an
association  to  a  partnership   or   other   unincorporated
association,  there  shall  be included the unpaid balance of
mortgage loans to its individual members, the unpaid  balance
of mortgage loans made for the benefit of such partnership or
other  unincorporated  association, or of any member thereof,
and  all  mortgage  loans  to  or  for  the  benefit  of  any
corporation  of  which  the  partnership  or   unincorporated
association,  or  any member thereof, owns or controls 25% or
more of the capital stock.
    (c)  In computing the total mortgage  loans  made  by  an
association  to  a  corporation,  there shall be included the
unpaid balance of mortgage loans made for the benefit of  the
corporation  and  all mortgage loans to or for the benefit of
any individual who owns  or  controls  25%  or  more  of  the
capital stock of such corporation.
    (d)  This  Section  does  not apply to the obligations as
endorser, whether with or without recourse, or as  guarantor,
whether   conditional  or  unconditional,  of  negotiable  or
nonnegotiable  installment  consumer  paper  of  the   person
transferring  the  same  if  the  association's  files or the
knowledge of its officers of the financial condition of  each
maker  of  those obligations is reasonably adequate and if an
officer of the association, designated for  that  purpose  by
the board of directors of the association, certifies that the
responsibility  of  each  maker  of  the obligations has been
evaluated and that the association is relying primarily  upon
each   maker   for  the  payment  of  the  obligations.   The
certification shall be in writing and shall  be  retained  as
part of the records of the association.
(Source: P.A. 86-137.)

    (205 ILCS 105/7-3.2 new)
    Sec. 7-3.2.  Reliance on Commissioner.
    (a)  The Commissioner may issue an opinion in response to
a specific request from a member of the public or the savings
association  industry  or on his own initiative.  The opinion
may be in the form of an  interpretive  letter,  no-objection
letter, or other issuance the Commissioner deems appropriate.
    (b)  If  the  Commissioner determines that the opinion is
useful  for  the  general   guidance   of   the   public   or
associations, the Commissioner may disseminate the opinion by
newsletter, via an electronic medium such as the internet, in
a  volume  of  statutes or related materials published by the
Commissioner  or  others,  or  by  other   means   reasonably
calculated  to  notify  persons  affected  by the opinion.  A
published  opinion  must  be   redacted   to   preserve   the
confidentiality of the requesting party unless the requesting
party consents to be identified in the published opinion.
    (c)  No association or other person shall be liable under
this  Act  for  any  act  done  or  omitted  in good faith in
conformity with any rule, interpretation, or  opinion  issued
by  the  Commissioner,  notwithstanding that after the act or
omission has occurred, the rule, opinion,  or  interpretation
upon  which  reliance  is  placed  is  amended, rescinded, or
determined by judicial or other authority to be  invalid  for
any reason.

    (205 ILCS 105/11-5 rep.)
    Section 22.  The Illinois Savings and Loan Act of 1985 is
amended by repealing Section 11-5.

    Section  25.  The Savings Bank Act is amended by changing
Sections 1007.35, 1008, 4005, 4013, 6013, 8015, 10001, 11003,
11004, and 11008 and adding Section 9019 as follows:

    (205 ILCS 205/1007.35) (from Ch. 17, par. 7301-7.35)
    Sec. 1007.35.  "Control", unless specified  otherwise  in
this Act, shall mean:
    (1)  the  ability  of  any  person,  entity,  persons, or
entities acting alone or in concert with one or more  persons
or  entities,  to own, hold, or direct with power to vote, or
to hold proxies representing,  10%  or  more  of  the  voting
shares  or rights of a savings bank, savings bank subsidiary,
savings bank affiliate, or savings bank holding company; or
    (2)  the ability to achieve in any manner the election or
appointment of a majority  of  the  directors  of  a  savings
bank.; or
    (3)  the   power   to   direct  or  exercise  significant
influence over the management or policies of the savings bank
or savings bank affiliate.
    "Control" does not  include  This  definition  shall  not
apply  to  the  voting of proxies obtained from depositors if
the proxies are voted as directed by a majority of the  board
of  directors  of  the  savings  bank  or  of  a committee of
directors when the committee's composition and powers may  be
revoked by a majority vote of the board of directors.
(Source: P.A. 86-1213.)
    (205 ILCS 205/1008) (from Ch. 17, par. 7301-8)
    Sec. 1008. General corporate powers.
    (a)  A  savings  bank operating under this Act shall be a
body corporate and politic and shall have all of  the  powers
conferred  by  this  Act  including,  but not limited to, the
following powers:
         (1)  To sue and be sued, complain, and defend in its
    corporate name and to have a common seal,  which  it  may
    alter or renew at pleasure.
         (2)  To  obtain  and maintain insurance by a deposit
    insurance corporation as defined in this Act.
         (3)  To act as a fiscal agent for the United States,
    the State of Illinois or any department, branch, arm,  or
    agency  of  the  State or any unit of local government or
    school district in the State, when  duly  designated  for
    that   purpose,   and  as  agent  to  perform  reasonable
    functions as may be required of it.
         (4)  To  become  a  member  of  or  deal  with   any
    corporation  or  agency of the United States or the State
    of Illinois, to the extent that  the  agency  assists  in
    furthering  or facilitating its purposes or powers and to
    that end to  purchase  stock  or  securities  thereof  or
    deposit  money  therewith,  and  to comply with any other
    conditions of membership or credit.
         (5)  To make donations in reasonable amounts for the
    public welfare or for charitable, scientific,  religious,
    or educational purposes.
         (6)  To  adopt  and  operate  reasonable  insurance,
    bonus,  profit sharing, and retirement plans for officers
    and  employees  and  for  directors  including,  but  not
    limited to, advisory, honorary, and  emeritus  directors,
    who are not officers or employees.
         (7)  To  reject  any  application for membership; to
    retire  deposit  accounts  by  enforced   retirement   as
    provided  in  this  Act  and the bylaws; and to limit the
    issuance of, or payments on, deposit  accounts,  subject,
    however, to contractual obligations.
         (8)  To  purchase  stock in service corporations and
    to invest in any form  of  indebtedness  of  any  service
    corporation   as   defined   in   this  Act,  subject  to
    regulations of the Commissioner.
         (9)  To  purchase  stock  of  a  corporation   whose
    principal purpose is to operate a safe deposit company or
    escrow service company.
         (10)  To   exercise  all  the  powers  necessary  to
    qualify as a trustee or custodian under federal or  State
    law,  provided  that  the authority to accept and execute
    trusts is subject to  the  provisions  of  the  Corporate
    Fiduciary  Act and to the supervision of those activities
    by the Commissioner.
         (11)  (Blank).
         (12)  To establish, maintain, and operate  terminals
    as authorized by the Electronic Fund Transfer Act.
         (13)  To pledge its assets:
              (A)  to  enable it to act as agent for the sale
         of obligations of the United States;
              (B)  to secure deposits;
              (C)  to  secure  deposits  of  money   whenever
         required by the National Bankruptcy Act;
              (D)  (blank)  to  qualify  under Section 2-9 of
         the Corporate Fiduciary Act; and
              (E)  to secure trust funds commingled with  the
         savings  bank's  funds,  whether  deposited  by  the
         savings bank or an affiliate of the savings bank, as
         required   under   Section   2-8  of  the  Corporate
         Fiduciary Act.
         (14)  To accept for payment at a future date not  to
    exceed one year from the date of acceptance, drafts drawn
    upon  it  by  its  customers;  and  to  issue, advise, or
    confirm letters of credit authorizing holders thereof  to
    draw drafts upon it or its correspondents.
         (15)  Subject    to    the    regulations   of   the
    Commissioner, to own and lease personal property acquired
    by the savings bank  at  the  request  of  a  prospective
    lessee  and,  upon the agreement of that person, to lease
    the personal property.
         (16)  To establish temporary service booths  at  any
    International  Fair in this State that is approved by the
    United States Department of Commerce for the duration  of
    the  international  fair  for  the purpose of providing a
    convenient place for foreign trade customers to  exchange
    their   home   countries'  currency  into  United  States
    currency or the converse.  To provide temporary  periodic
    service  to persons residing in a bona fide nursing home,
    senior  citizens'  retirement  home,  or  long-term  care
    facility.   These  powers  shall  not  be  construed   as
    establishing  a  new  place or change of location for the
    savings bank providing the service booth.
         (17)  To   indemnify   its   officers,    directors,
    employees,  and  agents,  as  authorized for corporations
    under Section 8.75 of the Business  Corporations  Act  of
    1983.
         (18)  To  provide data processing services to others
    on a for-profit basis.
         (19)  To  utilize  any  electronic   technology   to
    provide customers with home banking services.
         (20)  Subject    to    the    regulations   of   the
    Commissioner, to enter into an  agreement  to  act  as  a
    surety.
         (21)  Subject    to    the    regulations   of   the
    Commissioner,  to  issue  credit  cards,  extend   credit
    therewith,  and  otherwise  engage  in  or participate in
    credit card operations.
         (22)  To purchase for  its  own  account  shares  of
    stock  of  a bankers' bank, described in Section 13(b)(1)
    of the Illinois  Banking  Act,  on  the  same  terms  and
    conditions  as  a  bank  may purchase such shares.  In no
    event shall the total amount of  such  stock  held  by  a
    savings  bank  in  such  bankers'  bank exceed 10% of its
    capital and surplus (including undivided profits) and  in
    no event shall a savings bank acquire more than 5% of any
    class of voting securities of such bankers' bank.
         (23)  With respect to affiliate facilities:
              (A)  to  conduct at affiliate facilities any of
         the following transactions for and on behalf of  any
         affiliated  depository institution, if so authorized
         by the affiliate or affiliates: receiving  deposits;
         renewing   deposits;  cashing  and  issuing  checks,
         drafts, money orders, travelers checks,  or  similar
         instruments;  changing  money; receiving payments on
         existing indebtedness;  and  conducting  ministerial
         functions   with   respect   to  loan  applications,
         servicing  loans,   and   providing   loan   account
         information; and
              (B)  to   authorize  an  affiliated  depository
         institution to conduct for and on behalf of it,  any
         of the transactions listed in this subsection at one
         or more affiliate facilities.
         A  savings bank intending to conduct or to authorize
    an affiliated depository institution  to  conduct  at  an
    affiliate  facility  any of the transactions specified in
    this  subsection  shall  give  written  notice   to   the
    Commissioner at least 30 days before any such transaction
    is conducted at an affiliate facility.  All conduct under
    this  subsection  shall  be on terms consistent with safe
    and sound banking practices and applicable law.
         (24)  Subject  to  Article  XLIV  of  the   Illinois
    Insurance  Code,  to act as the agent for any fire, life,
    or other insurance company authorized  by  the  State  of
    Illinois,   by   soliciting  and  selling  insurance  and
    collecting premiums on policies issued by  such  company;
    and  may  receive  for  services so rendered such fees or
    commissions as  may  be  agreed  upon  between  the  said
    savings  bank  and the insurance company for which it may
    act as agent; provided, however,  that  no  such  savings
    bank shall in any case assume or guarantee the payment of
    any  premium  on  insurance  policies  issued through its
    agency by its principal; and provided further,  that  the
    savings  bank  shall  not  guarantee  the  truth  of  any
    statement  made  by an assured in filing his  application
    for insurance.
         (25)  To become a member of the  Federal  Home  Loan
    Bank  and  to  have  the  powers  granted  to  a  savings
    association organized under the Illinois Savings and Loan
    Act  of 1985 or the laws of the United States, subject to
    regulations of the Commissioner.
         (26)  To offer any product or service that is at the
    time authorized or permitted to a bank by applicable law,
    but  subject  always  to   the   same   limitations   and
    restrictions  that  are  applicable  to  the bank for the
    product or service by such applicable law and subject  to
    the  applicable  provisions of the Financial Institutions
    Insurance Sales Law and rules of the Commissioner.
    (b)  If this Act or the regulations  adopted  under  this
Act fail to provide specific guidance in matters of corporate
governance, the provisions of the Business Corporation Act of
1983 may be used.
(Source:  P.A.  90-14,  eff.  7-1-97;  90-41,  eff.  10-1-97;
90-270,  eff.  7-30-97;  90-301,  eff.  8-1-97;  90-655, eff.
7-30-98; 90-665, eff. 7-30-98; 91-97,  eff.  7-9-99;  91-357,
eff. 7-29-99.)

    (205 ILCS 205/4005) (from Ch. 17, par. 7304-5)
    Sec. 4005. Voting.
    (a)  Voting  at  a  meeting may be either in person or by
proxy executed in writing by the member or stockholder or  by
his duly authorized attorney-in-fact.
    (b)  In  the  determination  of  all  questions requiring
ascertainment of who is entitled to vote and of the number of
outstanding shares, the following rules shall apply:
         (1)  The date of determination shall be  the  record
    date for voting provided in this Act.
         (2)  Each  person  holding  one or more withdrawable
    accounts in a mutual savings bank shall have the vote  of
    one share for each $100 of the aggregate withdrawal value
    of  the accounts and shall have the vote of one share for
    any fraction of $100; however, subject to  regulation  of
    the  Commissioner,  a  mutual  savings  bank  may  in its
    by-laws limit the number of votes a person  may  cast  to
    1,000  votes. A mutual savings bank may adopt a different
    voting arrangement if the  Commissioner  finds  that  the
    arrangement  would  not  be inequitable to members and if
    the members approve the  arrangement  by  an  affirmative
    vote  of  at least two-thirds of the votes entitled to be
    cast, however, the voting arrangement need not obtain the
    foregoing member approval if such voting  arrangement  is
    otherwise  approved  as  part of a corporate change under
    this Act.
         (3)  Each holder of capital stock  held  shall  have
    one vote for each share held.
         (4)  Shares  owned  by the savings bank shall not be
    counted or voted.
         (5)  A savings bank authorized to issue stock  shall
    provide  in  its  articles  of  incorporation that voting
    rights shall may be vested exclusively in stockholders.
(Source: P.A. 91-97, eff. 7-9-99.)

    (205 ILCS 205/4013) (from Ch. 17, par. 7304-13)
    Sec. 4013.  Access to books  and  records;  communication
with members and shareholders.
    (a)  Every  member or shareholder shall have the right to
inspect books and records of the savings bank that pertain to
his  accounts.   Otherwise,  the  right  of  inspection   and
examination  of  the  books  and  records shall be limited as
provided in this Act, and no other person shall  have  access
to  the  books and records nor shall be entitled to a list of
the members or shareholders.
    (b)  For the purpose of this Section, the term "financial
records" means any original, any copy, or any summary of  (1)
a  document  granting  signature  authority over a deposit or
account; (2) a statement, ledger card, or other record on any
deposit or account that shows each  transaction  in  or  with
respect  to  that account; (3) a check, draft, or money order
drawn on a savings bank or issued and payable  by  a  savings
bank; or (4) any other item containing information pertaining
to  any  relationship established in the ordinary course of a
savings bank's  business  between  a  savings  bank  and  its
customer,  including  financial statements or other financial
information provided by the member or shareholder.
    (c)  This Section does not prohibit:
         (1)  The  preparation  examination,   handling,   or
    maintenance  of  any  financial   records by any officer,
    employee, or agent of a savings bank  having  custody  of
    records  or  examination of records by a certified public
    accountant engaged by the  savings  bank  to  perform  an
    independent audit.
         (2)  The examination of any financial records by, or
    the furnishing of financial records by a savings bank to,
    any  officer,  employee,  or agent of the Commissioner of
    Banks and Real Estate or the  Federal  Deposit  Insurance
    Corporation  for use solely in the exercise of his duties
    as an officer, employee, or agent.
         (3)  The  publication   of   data   furnished   from
    financial  records  relating  to  members  or  holders of
    capital where  the  data  cannot  be  identified  to  any
    particular member, shareholder, or account.
         (4)  The making of reports or returns required under
    Chapter 61 of the Internal Revenue Code of 1986.
         (5)  Furnishing  information concerning the dishonor
    of any negotiable instrument permitted  to  be  disclosed
    under the Uniform Commercial Code.
         (6)  The  exchange in the regular course of business
    of (i) credit information  between  a  savings  bank  and
    other   savings   banks   or  financial  institutions  or
    commercial enterprises, directly or  through  a  consumer
    reporting agency or (ii) financial records or information
    derived from financial records between a savings bank and
    other   savings   banks   or  financial  institutions  or
    commercial enterprises for the purpose of conducting  due
    diligence  pursuant  to  a purchase or sale involving the
    savings bank or assets  or  liabilities  of  the  savings
    bank.
         (7)  The    furnishing   of   information   to   the
    appropriate law enforcement authorities where the savings
    bank reasonably believes it has  been  the  victim  of  a
    crime.
         (8)  The  furnishing  of information pursuant to the
    Uniform Disposition of Unclaimed Property Act.
         (9)  The furnishing of information pursuant  to  the
    Illinois  Income  Tax  Act  and  the  Illinois Estate and
    Generation-Skipping Transfer Tax Act.
         (10)  The furnishing of information pursuant to  the
    federal  "Currency  and  Foreign  Transactions  Reporting
    Act",  (Title  31,  United  States  Code, Section 1051 et
    seq.).
         (11)  The furnishing of information pursuant to  any
    other  statute  which  by  its  terms  or  by regulations
    promulgated  thereunder  requires   the   disclosure   of
    financial   records  other  than  by  subpoena,  summons,
    warrant, or court order.
         (12)  The furnishing of  information  in  accordance
    with   the   federal  Personal  Responsibility  and  Work
    Opportunity Reconciliation Act of 1996. Any savings  bank
    governed  by  this  Act shall enter into an agreement for
    data exchanges with a State  agency  provided  the  State
    agency  pays  to the savings bank a reasonable fee not to
    exceed  its  actual  cost  incurred.   A   savings   bank
    providing  information in accordance with this item shall
    not be liable to any account holder or other  person  for
    any  disclosure  of  information  to  a State agency, for
    encumbering  or  surrendering  any  assets  held  by  the
    savings bank in response to a lien or order  to  withhold
    and  deliver  issued  by a State agency, or for any other
    action taken pursuant to this item, including  individual
    or  mechanical  errors,  provided  the  action  does  not
    constitute  gross  negligence  or  willful misconduct.  A
    savings bank shall have no obligation to hold,  encumber,
    or  surrender  assets  until  it  has  been served with a
    subpoena,  summons,  warrant,  court  or   administrative
    order, lien, or levy.
         (13)  The   furnishing   of   information   to   law
    enforcement authorities, the Illinois Department on Aging
    and  its  regional  administrative and provider agencies,
    the Department of  Human  Services  Office  of  Inspector
    General,   or  public  guardians,  if  the  savings  bank
    suspects that a customer who is an  elderly  or  disabled
    person  has  been  or  may become the victim of financial
    exploitation. For the purposes of  this  item  (13),  the
    term:  (i)  "elderly  person" means a person who is 60 or
    more years of age, (ii) "disabled person" means a  person
    who has or reasonably appears to the savings bank to have
    a  physical  or mental disability that impairs his or her
    ability to seek or  obtain  protection  from  or  prevent
    financial     exploitation,    and    (iii)    "financial
    exploitation" means tortious or illegal use of the assets
    or resources  of  an  elderly  or  disabled  person,  and
    includes,  without  limitation,  misappropriation  of the
    elderly or disabled person's assets or resources by undue
    influence,    breach    of    fiduciary     relationship,
    intimidation,  fraud, deception, extortion, or the use of
    assets or resources in any  manner  contrary  to  law.  A
    savings bank or person furnishing information pursuant to
    this  item  (13) shall be entitled to the same rights and
    protections as a person furnishing information under  the
    Elder  Abuse  and  Neglect  Act and the Illinois Domestic
    Violence Act of 1986.
         (14)  The  disclosure  of   financial   records   or
    information   as  necessary  to  effect,  administer,  or
    enforce a transaction  requested  or  authorized  by  the
    member or holder of capital, or in connection with:
              (A)  servicing   or   processing   a  financial
         product or service requested or  authorized  by  the
         member or holder of capital;
              (B)  maintaining  or  servicing an account of a
         member or holder of capital with the  savings  bank;
         or
              (C)  a  proposed  or  actual  securitization or
         secondary market sale (including sales of  servicing
         rights)  related  to  a  transaction  of a member or
         holder of capital.
         Nothing in this item (14), however,  authorizes  the
    sale  of the financial records or information of a member
    or holder of capital without the consent of the member or
    holder of capital.
         (15)  The exchange in the regular course of business
    of information between a savings bank  and  any  commonly
    owned  affiliate  of  the  savings  bank,  subject to the
    provisions of the Financial Institutions Insurance  Sales
    Law.
         (16)  The   disclosure   of   financial  records  or
    information as necessary to protect  against  or  prevent
    actual  or  potential  fraud,  unauthorized transactions,
    claims, or other liability.
    (d)  A savings bank  may  not  disclose  to  any  person,
except  to  the  member  or  holder  of  capital  or his duly
authorized agent, any  financial  records  relating  to  that
member or shareholder of the savings bank unless:
         (1)  the   member   or  shareholder  has  authorized
    disclosure to the person; or
         (2)  the financial records are disclosed in response
    to a lawful subpoena, summons, warrant,  or  court  order
    that  meets  the  requirements  of subsection (e) of this
    Section.
    (e)  A savings  bank  shall  disclose  financial  records
under  subsection  (d)  of  this Section pursuant to a lawful
subpoena, summons, warrant, or court  order  only  after  the
savings  bank mails a copy of the subpoena, summons, warrant,
or court order to the person  establishing  the  relationship
with the savings bank, if living, and otherwise, his personal
representative,  if known, at his last known address by first
class mail, postage  prepaid,  unless  the  savings  bank  is
specifically prohibited from notifying the person by order of
court.
    (f)  Any  officer  or  employee  of  a  savings  bank who
knowingly  and  willfully  furnishes  financial  records   in
violation  of  this  Section  is guilty of a business offense
and, upon conviction, shall be fined not more than $1,000.
    (g)  Any person who knowingly and  willfully  induces  or
attempts  to induce any officer or employee of a savings bank
to disclose financial records in violation of this Section is
guilty of a business offense and, upon conviction,  shall  be
fined not more than $1,000.
    (h)  If  any member or shareholder desires to communicate
with the other members or shareholders of  the  savings  bank
with  reference to any question pending or to be presented at
an annual or special meeting, the  savings  bank  shall  give
that  person,  upon  request,  a statement of the approximate
number of members or shareholders entitled  to  vote  at  the
meeting  and an estimate of the cost of preparing and mailing
the communication.  The requesting member  shall  submit  the
communication  to the Commissioner who, upon finding it to be
appropriate and truthful, shall direct that  it  be  prepared
and  mailed  to  the  members upon the requesting member's or
shareholder's payment or adequate provision  for  payment  of
the expenses of preparation and mailing.
    (i)  A  savings  bank  shall be reimbursed for costs that
are  necessary  and  that  have  been  directly  incurred  in
searching for, reproducing, or  transporting  books,  papers,
records,   or  other  data  of  a  customer  required  to  be
reproduced pursuant to a lawful subpoena, warrant,  or  court
order.
    (j)  Notwithstanding  the  provisions  of this Section, a
savings bank may sell or  otherwise  make  use  of  lists  of
customers'   names  and  addresses.   All  other  information
regarding a customer's account are subject to the  disclosure
provisions  of this Section.  At the request of any customer,
that customer's name and address shall be  deleted  from  any
list  that  is  to be sold or used in any other manner beyond
identification of the customer's accounts.
(Source: P.A. 90-18, eff. 7-1-97; 91-929, eff. 12-15-00.)

    (205 ILCS 205/6013) (from Ch. 17, par. 7306-13)
    Sec. 6013. Loans to one borrower.
    (a)  Except as provided  in  subsection  (c),  the  total
loans  and extensions of credit, both direct and indirect, by
a  savings  bank  to  any  person,  other  than  a  municipal
corporation for money borrowed, outstanding at one time shall
not exceed 20% of  the  savings  bank's  total  capital  plus
general loan loss reserves.
    (b)  Except  as  provided  in  subsection  (c), the total
loans and extensions of credit, both direct and indirect,  by
a  savings  bank to any person outstanding at one time and at
least 100% secured by readily marketable collateral having  a
market  value,  as  determined  by  reliable and continuously
available price quotations,  shall  not  exceed  10%  of  the
savings bank's total capital plus general loan loss reserves.
This limitation shall be separate from and in addition to the
limitation contained in subsection (a).
    (c)  If  the  limit  under subsection (a) or (b) on total
loans to one borrower is less than $500,000, a  savings  bank
that meets its minimum capital requirement under this Act may
have loan and extensions of credit, both direct and indirect,
outstanding to any person at one time not to exceed $500,000.
With  the  prior  written  approval  of  the  Commissioner, a
savings bank that has capital in excess of 6% of  assets  may
make  loans  and extensions of credit to one borrower for the
development of residential housing properties, located or  to
be  located  in  this State, not to exceed 30% of the savings
bank's total capital plus general loan loss reserves.
    (d)  For purposes of  this  Section,  the  term  "person"
shall  be deemed to include an individual, firm, corporation,
business  trust,  partnership,  trust,  estate,  association,
joint  venture,   pool,   syndicate,   sole   proprietorship,
unincorporated association, any political subdivision, or any
similar entity or organization.
    (e)  For  the  purposes  of  this  Section  any  loan  or
extension  of  credit  granted to one person, the proceeds of
which are used for the direct benefit  of  a  second  person,
shall  be  deemed a loan or extension of credit to the second
person as well as the first person.  In addition, a  loan  or
extension  of  credit to one person shall be deemed a loan or
extension of credit to others when a common enterprise exists
between the first person and such other persons.
    (f)  For  the  purposes  of  this  Section,   the   total
liabilities of a firm, partnership, pool, syndicate, or joint
venture  shall  include the liabilities of the members of the
entity.
    (g)  For the purposes of this Section, the term  "readily
marketable collateral" means financial instruments or bullion
that are salable under ordinary circumstances with reasonable
promptness  at  a  fair  market  value  on  an  auction  or a
similarly   available   daily   bid-and-ask   price   market.
"Financial  instruments"  include   stocks,   bonds,   notes,
debentures traded on a national exchange or over the counter,
commercial   paper,   negotiable   certificates  of  deposit,
bankers' acceptances, and shares in money  market  or  mutual
funds.
    (h)  Each   savings   bank   shall   institute   adequate
procedures  to  ensure  that  collateral  fully  secures  the
outstanding loan or extension of credit at all times.
    (i)  If   collateral   values  fall  below  100%  of  the
outstanding loan or extension of credit to  the  extent  that
the  loan  or extension of credit no longer is in conformance
with  subsection  (b)  and  exceeds  the  20%  limitation  of
subsection (a), the loan must  be  brought  into  conformance
with  this  Section  within  5  business  days  except  where
judicial   proceedings   or   other   similar   extraordinary
occurrences prevent the savings bank from taking action.
    (j)  This  Section shall not apply to loans or extensions
of credit to the United States of America or its agencies  or
this  State  or  its  agencies or to any loan, investment, or
extension of credit made pursuant to  Section  6003  of  this
Act.
    (k)  This  Section  does  not apply to the obligations as
endorser, whether with or without recourse, or as  guarantor,
whether   conditional  or  unconditional,  of  negotiable  or
nonnegotiable  installment  consumer  paper  of  the   person
transferring the same if the bank's files or the knowledge of
its  officers  of  the  financial  condition of each maker of
those obligations is reasonably adequate and if an officer of
the bank,  designated  for  that  purpose  by  the  board  of
directors  of  the bank, certifies that the responsibility of
each maker of the obligations has been evaluated and that the
bank is relying primarily upon each maker for the payment  of
the  obligations.   The certification shall be in writing and
shall be retained as part of the records of the bank.
    (l)  The Commissioner may prescribe rules  to  carry  out
the  purposes  of  this  Section  and  to establish limits or
requirements other than those specified in this  Section  for
particular types of loans and extensions of credit.
(Source: P.A. 89-74, eff. 6-30-95; 90-665, eff. 7-30-98.)

    (205 ILCS 205/8015) (from Ch. 17, par. 7308-15)
    Sec. 8015.  Change in control.
    (a)  Any person, whether acting directly or indirectly or
through  or  in  concert with one or more persons, shall give
the Commissioner 60 days written notice of intent to  acquire
control  of  10%  or  more  of a savings bank or savings bank
affiliate operating under this Act.  The  Commissioner  shall
promulgate   rules  to  implement  this  provision  including
definitions, application, procedures, standards for  approval
or disapproval.
    (b)  The  Commissioner  may examine the books and records
of any person giving notice of intent to acquire  control  of
10% or more of a savings bank operating under this Act.
    (c)  The   Commissioner  may  approve  or  disapprove  an
application for change  of  control.   In  either  case,  the
decision  must  be issued within 30 days of the filing of the
initial application or the date of receipt of any  additional
information  requested  by the Commissioner that is necessary
for his decision to be made.    The  request  for  additional
information  must be made within 20 days of the filing of the
initial application.
(Source: P.A. 86-1213.)

    (205 ILCS 205/9019 new)
    Sec. 9019.  Reliance on the Commissioner.
    (a)  The Commissioner may issue an opinion in response to
a specific request from a member of the public or the banking
or thrift industry or on his own initiative. The opinion  may
be  in  the  form  of  an  interpretive  letter, no-objection
letter, or other issuance the Commissioner deems appropriate.
    (b)  If the Commissioner determines that the  opinion  is
useful  for  the  general  guidance  of the public or savings
banks,  the  Commissioner  may  disseminate  the  opinion  by
newsletter, via an electronic medium such as the internet, in
a volume of statutes or related materials  published  by  the
Commissioner   or   others,  or  by  other  means  reasonably
calculated to notify  persons  affected  by  the  opinion.  A
published   opinion   must   be   redacted  to  preserve  the
confidentiality of the requesting party unless the requesting
party consents to be identified in the published opinion.
    (c)  No savings bank or  other  person  shall  be  liable
under  this  Act for any act done or omitted in good faith in
conformity with any rule, interpretation, or  opinion  issued
by  the  Commissioner,  notwithstanding that after the act or
omission has occurred, the rule, interpretation,  or  opinion
upon  which  reliance  is  placed  is  amended, rescinded, or
determined by judicial or other authority to be  invalid  for
any reason.

    (205 ILCS 205/10001) (from Ch. 17, par. 7310-1)
    Sec. 10001.  Commissioner's authority to take custody and
appoint a conservator or a receiver.
    (a)  The   Commissioner,  in  his  discretion,  may  take
custody of  and  appoint  a  conservator  for  the  property,
liabilities,  books,  records,  business, and assets of every
kind and character  of  any  savings  bank  for  any  of  the
purposes  hereinafter  enumerated  if it appears from reports
made to the Commissioner or from examination made  by  or  on
behalf of the Commissioner:
         (1)  That  the savings bank has failed to produce an
    annual audited financial statement, after  receiving  one
    extension from the Commissioner as permitted by this Act.
         (2)  That  the  savings  bank's  books  and records,
    after  at  least   2   consecutive   notices   from   the
    Commissioner  spanning  at  least  2 consecutive calendar
    quarters, are in an inaccurate and  incomplete  condition
    to  the  extent  that the Commissioner is unable, through
    the  normal  supervisory  process,   to   determine   the
    financial condition of the savings bank or the details or
    purpose of any transaction that may materially affect the
    savings bank's financial condition.
         (3)  That the savings bank has failed or is about to
    fail  to  meet  its  capital requirement and can meet its
    requirements and restore its capital only with assistance
    from its federal insurer.
         (4)  That the savings bank is insolvent in that  its
    assets  are  less  than its obligations to its creditors,
    including its depositors.
         (5)  That   the   savings   bank   has   experienced
    substantial dissipation of assets due to any violation of
    a law, regulation, or order of the Commissioner or due to
    any unsafe or unsound practice.
         (6)  That there is a  likelihood  that  the  savings
    bank  will  not  be  able  to  meet  the  demands  of its
    depositors or pay its obligations in the normal course of
    business.
         (7)  That losses have  occurred  or  are  likely  to
    occur  that have or will deplete all or substantially all
    of the savings  bank's  capital  and  that  there  is  no
    reasonable  prospect  for  replenishment  of  the savings
    bank's capital without federal assistance.
         (8)  That  the  savings  bank   or   its   officers,
    directors,  or  employees,  or  persons in control of the
    savings  bank  are  violating  a  law,   regulation,   or
    supervisory  order  of  the Commissioner or of another of
    its financial regulators.
         (9)  That the  savings  bank  is  in  an  unsafe  or
    unsound   condition  likely  to  cause  insolvency  or  a
    substantial dissipation of assets or earnings  that  will
    weaken  the  condition  of  the  savings  bank  and  will
    prejudice the interests of its depositors.
         (10)  That  the  directors,  officers,  trustees, or
    liquidators have neglected, failed, or  refused  to  take
    any  action  that the Commissioner may deem necessary for
    the protection of the savings bank, including  production
    of   an  annual  audited  financial  statement  after  an
    extension was granted, have  continued  to  maintain  the
    savings  bank's  books  and  records in an inaccurate and
    incomplete condition for 2 consecutive quarters  after  2
    notices   from  the  Commissioner,  or  have  impeded  or
    obstructed an examination.
         (11)  That the deposit accounts of the savings  bank
    are  impaired  to the extent that the realizable value of
    its assets is insufficient to pay in full  its  creditors
    and   holders   of  its  deposit  accounts  or  meet  its
    obligations in the normal course of business; or that its
    capital stock is impaired.
         (12)  That the savings bank is  unable  to  continue
    operation.
         (13)  That  the  business  of  the  savings  bank or
    savings bank in  liquidation  is  being  conducted  in  a
    fraudulent, illegal, or unsafe or unsound manner.
         (14)  That  the  officers,  employees,  trustees, or
    liquidators have continued to assume  duties  or  perform
    acts without giving bond as required by the provisions of
    this Act.
    (b)  If   any   condition  exists  that  would  give  the
Commissioner  authority  to  take  custody  of   an   insured
depository institution, the action of the Commissioner may be
withheld  pending  a satisfactory resolution of the condition
as suggested  by  the  insurance  corporation,  provided  the
savings  bank  has  sufficient  liquidity and has adopted and
implemented an  operating  plan  considered  prudent  by  the
Commissioner.
    (c)  No  action  or  inaction  of  the Commissioner taken
under  this  Article  shall  cause  the  Commissioner  to  be
personally liable for that  action  or  inaction  unless  the
Commissioner's action or inaction is found to be in violation
of a criminal statute.
    (d)  The   Commissioner   shall   promulgate   rules  and
regulations to govern the  determination  of  a  need  for  a
conservator  or  receiver, the selection and appointment of a
conservator or receiver, and the conduct of a conservatorship
or receivership,  including  allocation  of  the  payment  of
costs.
    (e)  The  proceedings  pursuant  to this Article shall be
the exclusive remedy and,  except  for  the  Federal  Deposit
Insurance  Corporation acting pursuant to the Federal Deposit
Insurance Act, shall be the only proceedings commenced in any
court for the taking of custody, the dissolution, the winding
up of the affairs, or the appointment of  a  receiver  for  a
savings bank.
(Source: P.A. 90-301, eff. 8-1-97.)

    (205 ILCS 205/11003) (from Ch. 17, par. 7311-3)
    Sec. 11003.  Removal and prohibition authority.
    (a)  In   addition   to  other  provisions  of  this  Act
concerning  officers  and  directors,  the  Commissioner  may
remove or suspend  from any savings bank operating under this
Act any officer, director, employee, or agent  of  a  savings
bank,  and the Commissioner may prohibit participation in the
affairs of any  savings  bank  by  any  current,  former,  or
prospective  officer,  director,  employee,  or  agent  of  a
savings bank, if he finds that:
         (1)  The   person   or   persons  have  directly  or
    indirectly  violated  any  law,  regulation,   or   order
    including  orders, conditions, and agreements between the
    savings bank and the Commissioner or between the  savings
    bank and its federal regulators.
         (2)  The  person  or  persons  have  breached  their
    fiduciary or professional responsibilities to the savings
    bank.
         (3)  The  person  or  persons have similarly behaved
    towards  any  other  insured  depository  institution  or
    otherwise regulated entity or that the person or  persons
    are  the subject of any final order issued by the federal
    insurer, the Office of the Comptroller of  the  Currency,
    the Federal Reserve Board, a state financial institutions
    regulator,  the Securities and Exchange Commission, or by
    a state or federal court of law.
    (b)  The  Commissioner may serve upon a party  a  written
notice  of  the Commissioner's intention to remove or suspend
the party from office in the savings bank or to prohibit  any
further  participation  in  any  manner  by  the party in the
conduct  of  the  affairs  of  any  savings  bank   financial
institution, if the Commissioner finds because of a violation
of subsection (a) that:
         (1)  Any  savings  bank,  other  insured  depository
    institution,  or  other  regulated entity has or probably
    will suffer financial loss or other damage.
         (2)  The interests of savings bank's  depositors  or
    other  insured  depository  institution's depositors have
    been or could be prejudiced.
         (3)  The party has received financial gain or  other
    benefit by reason of the violation.
         (4)  The   violation  or  breach  involves  personal
    dishonesty on the  part  of  the  party  or  demonstrates
    willful  or  continuing  disregard  by  the party for the
    safety and soundness of the savings bank or other insured
    depository institution.
(Source: P.A. 86-1213.)

    (205 ILCS 205/11004) (from Ch. 17, par. 7311-4)
    Sec. 11004. Industrywide prohibition.
    (a)  Except   as   provided   in   regulations   of   the
Commissioner, any person who has been  removed  or  suspended
from  office  in  a  savings bank operating under this Act or
prohibited from participating in the conduct of  the  affairs
of  a savings bank operating under this Act may not, while an
order is in effect, continue or begin to hold any office  in,
or participate in any manner in the conduct of the affairs of
any  savings bank regulated by the State of Illinois, another
insured depository institution  regulated  by  the  State  of
Illinois, or any other financial services entity regulated by
the State of Illinois.
    (b)  Any violation of subsection (a) by any person who is
subject  to  an  order  described in that subsection shall be
treated as violation of the order.
(Source: P.A. 86-1213.)

    (205 ILCS 205/11008) (from Ch. 17, par. 7311-8)
    Sec.  11008.  Unauthorized  participation  by   convicted
individual.
    (a)  Except   with  the  prior  written  consent  of  the
Commissioner,  no  person  who  has  been  convicted  of  any
criminal offense involving dishonesty or a  breach  of  trust
may own or control directly or indirectly more than 0.001% of
the  capital stock of, receive benefit directly or indirectly
from, or participate directly or indirectly in any manner  in
the conduct of the affairs of a savings bank.
    (b)  A  savings  bank  may  not permit participation by a
person described in subsection (a).
    (c)  Whoever knowingly violates subsection (a) or (b)  is
guilty  of  a  Class  3 felony and may be fined not more than
$10,000 for each day of violation.
(Source: P.A. 91-97, eff. 7-9-99.)

    (205 ILCS 205/11012 rep.)
    Section 27.  The Savings Bank Act is amended by repealing
Section 11012.

    Section 28.  The Illinois Credit Union Act is amended  by
changing Section 10 as follows:

    (205 ILCS 305/10) (from Ch. 17, par. 4411)
    Sec. 10.  Credit union records; member financial records.
    (1)  A  credit  union shall establish and maintain books,
records, accounting systems and procedures  which  accurately
reflect  its  operations  and  which enable the Department to
readily ascertain the true financial condition of the  credit
union and whether it is complying with this Act.
    (2)  A  photostatic  or  photographic reproduction of any
credit union records  shall  be  admissible  as  evidence  of
transactions with the credit union.
    (3) (a)  For  the  purpose  of  this  Section,  the  term
    "financial  records" means any original, any copy, or any
    summary of (1) a document  granting  signature  authority
    over  an  account,  (2) a statement, ledger card or other
    record on any account which shows each transaction in  or
    with respect to that account, (3) a check, draft or money
    order drawn on a financial institution or other entity or
    issued  and payable by or through a financial institution
    or  other  entity,  or  (4)  any  other  item  containing
    information pertaining to any relationship established in
    the ordinary course of business between  a  credit  union
    and  its  member, including financial statements or other
    financial information provided by the member.
         (b)  This Section does not prohibit:
              (1)  The preparation, examination, handling  or
         maintenance of any financial records by any officer,
         employee  or  agent of a credit union having custody
         of such records, or the examination of such  records
         by  a  certified  public  accountant  engaged by the
         credit union to perform an independent audit.;
              (2)  The examination of any  financial  records
         by  or  the  furnishing  of  financial  records by a
         credit union to any officer, employee  or  agent  of
         the    Department,   the   National   Credit   Union
         Administration, Federal Reserve board or any insurer
         of share accounts for use solely in the exercise  of
         his duties as an officer, employee or agent.;
              (3)  The  publication  of  data  furnished from
         financial records relating to members where the data
         cannot be identified to any particular  customer  of
         account.;
              (4)  The  making of reports or returns required
         under Chapter 61 of the  Internal  Revenue  Code  of
         1954.;
              (5)  Furnishing   information   concerning  the
         dishonor of any negotiable instrument  permitted  to
         be disclosed under the Uniform Commercial Code.;
              (6)  The  exchange  in  the  regular  course of
         business of (i) credit information between a  credit
         union   and   other   credit   unions  or  financial
         institutions or commercial enterprises, directly  or
         through   a   consumer   reporting  agency  or  (ii)
         financial  records  or  information   derived   from
         financial  records  between a credit union and other
         credit   unions   or   financial   institutions   or
         commercial enterprises for the purpose of conducting
         due diligence pursuant to a merger or a purchase  or
         sale of assets or liabilities of the credit union.;
              (7)  The   furnishing  of  information  to  the
         appropriate law enforcement  authorities  where  the
         credit  union  reasonably  believes  it has been the
         victim of a crime.;
              (8)  The furnishing of information pursuant  to
         the Uniform Disposition of Unclaimed Property Act.;
              (9)  The  furnishing of information pursuant to
         the Illinois Income Tax Act and the Illinois  Estate
         and Generation-Skipping Transfer Tax Act.;
              (10)  The furnishing of information pursuant to
         the   federal  "Currency  and  Foreign  Transactions
         Reporting  Act",  Title  31,  United  States   Code,
         Section 1051 et sequentia.; or
              (11)  The furnishing of information pursuant to
         any   other   statute  which  by  its  terms  or  by
         regulations  promulgated  thereunder  requires   the
         disclosure   of  financial  records  other  than  by
         subpoena, summons, warrant or court order.
              (12)  The   furnishing   of   information    in
         accordance  with the federal Personal Responsibility
         and Work Opportunity Reconciliation Act of 1996. Any
         credit union governed by this Act shall  enter  into
         an  agreement for data exchanges with a State agency
         provided the State agency pays to the credit union a
         reasonable  fee  not  to  exceed  its  actual   cost
         incurred.   A  credit union providing information in
         accordance with this item shall not be liable to any
         account holder or other person for any disclosure of
         information to a State agency,  for  encumbering  or
         surrendering  any assets held by the credit union in
         response to a lien or order to withhold and  deliver
         issued  by  a  State agency, or for any other action
         taken pursuant to this item, including individual or
         mechanical errors,  provided  the  action  does  not
         constitute gross negligence or willful misconduct. A
         credit  union  shall  have  no  obligation  to hold,
         encumber, or surrender  assets  until  it  has  been
         served  with  a subpoena, summons, warrant, court or
         administrative order, lien, or levy.
              (13)  The  furnishing  of  information  to  law
         enforcement authorities, the Illinois Department  on
         Aging  and  its regional administrative and provider
         agencies, the Department of Human Services Office of
         Inspector  General,  or  public  guardians,  if  the
         credit union  suspects  that  a  member  who  is  an
         elderly  or  disabled  person has been or may become
         the  victim  of  financial  exploitation.  For   the
         purposes  of  this item (13), the term: (i) "elderly
         person" means a person who is 60 or  more  years  of
         age,  (ii)  "disabled person" means a person who has
         or reasonably appears to the credit union to have  a
         physical  or  mental  disability that impairs his or
         her ability to seek or  obtain  protection  from  or
         prevent financial exploitation, and (iii) "financial
         exploitation"  means  tortious or illegal use of the
         assets  or  resources  of  an  elderly  or  disabled
         person,   and    includes,    without    limitation,
         misappropriation of the elderly or disabled person's
         assets  or  resources  by undue influence, breach of
         fiduciary   relationship,    intimidation,    fraud,
         deception,  extortion,  or  the  use  of  assets  or
         resources  in  any  manner contrary to law. A credit
         union or person furnishing information  pursuant  to
         this  item (13) shall be entitled to the same rights
         and protections as a person  furnishing  information
         under  the  Elder  Abuse  and  Neglect  Act  and the
         Illinois Domestic Violence Act of 1986.
              (14)  The disclosure of  financial  records  or
         information  as  necessary to effect, administer, or
         enforce a transaction requested or authorized by the
         member, or in connection with:
                   (A)  servicing or processing  a  financial
              product  or  service requested or authorized by
              the member;
                   (B)  maintaining or servicing  a  member's
              account with the credit union; or
                   (C)  a  proposed  or actual securitization
              or secondary market sale  (including  sales  of
              servicing rights) related to a transaction of a
              member.
         Nothing  in  this item (14), however, authorizes the
    sale of the financial records or information of a  member
    without the consent of the member.
         (15)  The   disclosure   of   financial  records  or
    information as necessary to protect  against  or  prevent
    actual  or  potential  fraud,  unauthorized transactions,
    claims, or other liability.
    (c)  Except as otherwise provided by this Act,  a  credit
union may not disclose to any person, except to the member or
his  duly authorized agent, any financial records relating to
that member of the credit union unless:
         (1)  the member has  authorized  disclosure  to  the
    person;
         (2)  the financial records are disclosed in response
    to  a  lawful  subpoena,  summons, warrant or court order
    that meets the requirements of subparagraph (d)  of  this
    Section; or
         (3)  the  credit  union  is attempting to collect an
    obligation owed to the credit union and the credit  union
    complies  with  the  provisions  of  Section  2I  of  the
    Consumer Fraud and Deceptive Business Practices Act.
    (d)  A  credit  union  shall  disclose  financial records
under subparagraph (c)(2)  of  this  Section  pursuant  to  a
lawful  subpoena,  summons, warrant or court order only after
the credit union mails  a  copy  of  the  subpoena,  summons,
warrant  or  court  order  to  the  person  establishing  the
relationship  with the credit union, if living, and otherwise
his personal representative, if  known,  at  his  last  known
address  by  first  class  mail,  postage  prepaid unless the
credit union is specifically prohibited  from  notifying  the
person  by  order  of court or by applicable State or federal
law. In the case of a grand jury  subpoena,  a  credit  union
shall not mail a copy of a subpoena to any person pursuant to
this  subsection  if  the subpoena was issued by a grand jury
under the Statewide Grand Jury Act or  notifying  the  person
would   constitute  a  violation  of  the  federal  Right  to
Financial Privacy Act of 1978.
    (e) (1)  Any officer or employee of a  credit  union  who
    knowingly  and  wilfully  furnishes  financial records in
    violation of this Section is guilty of a business offense
    and upon conviction thereof shall be fined not more  than
    $1,000.
         (2)  Any  person  who knowingly and wilfully induces
    or attempts to induce any officer or employee of a credit
    union to disclose financial records in violation of  this
    Section   is  guilty  of  a  business  offense  and  upon
    conviction thereof shall be fined not more than $1,000.
    (f)  A credit union shall be reimbursed for  costs  which
are   reasonably  necessary  and  which  have  been  directly
incurred in searching for, reproducing or transporting books,
papers, records  or  other  data  of  a  member  required  or
requested  to  be  produced  pursuant  to  a lawful subpoena,
summons, warrant or court order.  The Director may determine,
by rule, the rates and conditions under which  payment  shall
be  made.   Delivery  of  requested  documents may be delayed
until final reimbursement of all costs is received.
(Source: P.A. 90-18, eff. 7-1-97; 91-929, eff. 12-15-00.)

    Section 30.  The Interest  Act  is  amended  by  changing
Sections 4 and 4a as follows:

    (815 ILCS 205/4) (from Ch. 17, par. 6404)
    Sec. 4.  General interest rate.
    (1)  In  all written contracts it shall be lawful for the
parties to stipulate or agree that 9% per annum, or any  less
sum  of  interest, shall be taken and paid upon every $100 of
money loaned or in any manner due and owing from  any  person
to  any  other person or corporation in this state, and after
that rate for a greater or less  sum,  or  for  a  longer  or
shorter time, except as herein provided.
    The  maximum  rate  of  interest  that  may  lawfully  be
contracted for is determined by the law applicable thereto at
the  time  the  contract  is  made.   Any  provision  in  any
contract,  whether  made  before or after July 1, 1969, which
provides for or purports  to  authorize,  contingent  upon  a
change  in  the  Illinois law after the contract is made, any
rate of interest greater than the maximum lawful rate at  the
time the contract is made, is void.
    It  is  lawful  for  a  state  bank  or  a  branch  of an
out-of-state bank, as those terms are defined in Section 2 of
the Illinois Banking  Act,  to  receive  or  to  contract  to
receive and collect interest and charges at any rate or rates
agreed  upon  by  the  bank or branch and the borrower. It is
lawful for a savings bank chartered under  the  Savings  Bank
Act  or  a  savings  association chartered under the Illinois
Savings and Loan Act  of  1985  to  receive  or  contract  to
receive  and  collect interest and charges at any rate agreed
upon by the savings  bank  or  savings  association  and  the
borrower.
    It  is  lawful  to  receive or to contract to receive and
collect interest and charges as authorized by this Act and as
authorized by the Consumer Installment Loan Act  and  by  the
"Consumer  Finance  Act",  approved  July 10, 1935, as now or
hereafter amended.  It is lawful to charge, contract for, and
receive any rate or amount of interest or  compensation  with
respect to the following transactions:
         (a)  Any loan made to a corporation;
         (b)  Advances  of  money, repayable on demand, to an
    amount  not  less  than  $5,000,  which  are  made   upon
    warehouse  receipts,  bills  of  lading,  certificates of
    stock, certificates of deposit, bills of exchange,  bonds
    or  other  negotiable  instruments  pledged as collateral
    security for such repayment, if evidenced by a writing;
         (c)  Any credit transaction  between  a  merchandise
    wholesaler  and retailer; any business loan to a business
    association or copartnership or to a  person  owning  and
    operating a business as sole proprietor or to any persons
    owning and operating a business as joint venturers, joint
    tenants   or   tenants  in  common,  or  to  any  limited
    partnership, or to any trustee  owning  and  operating  a
    business   or  whose  beneficiaries  own  and  operate  a
    business, except that any loan which is secured (1) by an
    assignment of  an  individual  obligor's  salary,  wages,
    commissions or other compensation for services, or (2) by
    his  household  furniture  or  other  goods  used for his
    personal, family or household purposes  shall  be  deemed
    not  to  be a loan within the meaning of this subsection;
    and  provided  further  that  a  loan   which   otherwise
    qualifies  as  a business loan within the meaning of this
    subsection shall not  be  deemed  as  not  so  qualifying
    because  of the inclusion, with other security consisting
    of business assets of any such obligor,  of  real  estate
    occupied   by   an   individual  obligor  solely  as  his
    residence.  The term "business" shall be deemed to mean a
    commercial, agricultural or industrial  enterprise  which
    is  carried  on  for the purpose of investment or profit,
    but  shall  not  be  deemed  to  mean  the  ownership  or
    maintenance of real  estate  occupied  by  an  individual
    obligor solely as his residence;
         (d)  Any loan made in accordance with the provisions
    of  Subchapter  I of Chapter 13 of Title 12 of the United
    States Code, which is designated as  "Housing  Renovation
    and Modernization";
         (e)  Any  mortgage  loan  insured  or  upon  which a
    commitment to insure has been issued under the provisions
    of the National Housing Act, Chapter 13 of  Title  12  of
    the United States Code;
         (f)  Any  mortgage  loan  guaranteed or upon which a
    commitment  to  guaranty  has  been  issued   under   the
    provisions  of  the Veterans' Benefits Act, Subchapter II
    of Chapter 37 of Title 38 of the United States Code;
         (g)  Interest  charged  by  a   broker   or   dealer
    registered  under the Securities Exchange Act of 1934, as
    amended, or registered under the Illinois Securities  Law
    of  1953,  approved  July  13,  1953, as now or hereafter
    amended, on a debit balance in an account for a  customer
    if  such debit balance is payable at will without penalty
    and is  secured  by  securities  as  defined  in  Uniform
    Commercial Code-Investment Securities;
         (h)  Any  loan  made by a participating bank as part
    of any loan guarantee program which  provides  for  loans
    and   for  the  refinancing  of  such  loans  to  medical
    students, interns and residents and which are  guaranteed
    by   the   American  Medical  Association  Education  and
    Research Foundation;
         (i)  Any  loan  made,  guaranteed,  or  insured   in
    accordance  with  the  provisions  of  the Housing Act of
    1949, Subchapter III of Chapter 8A of  Title  42  of  the
    United  States  Code  and the Consolidated Farm and Rural
    Development Act, Subchapters I, II, and III of Chapter 50
    of Title 7 of the United States Code;
         (j)  Any loan by an employee pension  benefit  plan,
    as  defined  in  Section 3 (2) of the Employee Retirement
    Income Security Act of 1974 (29 U.S.C.A. Sec.  1002),  to
    an  individual  participating in such plan, provided that
    such loan satisfies the prohibited transaction  exemption
    requirements  of  Section  408  (b) (1) (29 U.S.C.A. Sec.
    1108 (b) (1)) or Section 2003 (a) (26 U.S.C.A. Sec.  4975
    (d)  (1))  of the Employee Retirement Income Security Act
    of 1974;
         (k)  Written contracts, agreements or bonds for deed
    providing for installment purchase of real estate;
         (1)  Loans secured by a mortgage on real estate;
         (m)  Loans   made   by   a   sole    proprietorship,
    partnership, or corporation to an employee or to a person
    who   has   been   offered   employment   by   such  sole
    proprietorship, partnership, or corporation made for  the
    sole  purpose  of  transferring an employee or person who
    has been offered employment to another office  maintained
    and   operated   by   the   same   sole   proprietorship,
    partnership, or corporation;
         (n)  Loans to or for the benefit of students made by
    an institution of higher education.
    (2)  Except for loans described in subparagraph (a), (c),
(d),  (e),  (f) or (i) of subsection (1) of this Section, and
except to the extent permitted by the applicable statute  for
loans made pursuant to Section 4a or pursuant to the Consumer
Installment Loan Act:
         (a)  Whenever  the  rate  of interest exceeds 8% per
    annum on any written contract, agreement or bond for deed
    providing for the  installment  purchase  of  residential
    real  estate,  or  on  any  loan secured by a mortgage on
    residential real estate, it shall be unlawful to  provide
    for a prepayment penalty or other charge for prepayment.
         (b)  No   agreement,   note   or   other  instrument
    evidencing a loan secured by a  mortgage  on  residential
    real  estate,  or written contract, agreement or bond for
    deed  providing   for   the   installment   purchase   of
    residential  real  estate,  may provide for any change in
    the contract rate of interest during  the  term  thereof.
    However,  if  the  Congress  of  the United States or any
    federal agency authorizes any class of lender  to  enter,
    within  limitations,  into  mortgage contracts or written
    contracts, agreements or bonds for deed in which the rate
    of interest  may  be  changed  during  the  term  of  the
    contract,  any  person, firm, corporation or other entity
    not otherwise  prohibited  from  entering  into  mortgage
    contracts  or  written contracts, agreements or bonds for
    deed in Illinois may enter  into  mortgage  contracts  or
    written  contracts, agreements or bonds for deed in which
    the rate of interest may be changed during  the  term  of
    the contract, within the same limitations.
    (3)  In  any  contract  or  loan  which  is  secured by a
mortgage, deed of trust, or conveyance in  the  nature  of  a
mortgage,  on  residential real estate, the interest which is
computed, calculated, charged, or collected pursuant to  such
contract  or  loan,  or  pursuant  to  any regulation or rule
promulgated pursuant  to  this  Act,  may  not  be  computed,
calculated,  charged  or  collected  for  any  period of time
occurring after the date on  which  the  total  indebtedness,
with  the  exception  of  late  payment penalties, is paid in
full.
    For purposes of this Section, a prepayment shall mean the
payment of the total indebtedness, with the exception of late
payment penalties if incurred or charged, on any date  before
the date specified in the contract or loan agreement on which
the  total  indebtedness shall be paid in full, or before the
date on which all payments, if timely made, shall  have  been
made.  In the event of a prepayment of the indebtedness which
is  made  on  a  date after the date on which interest on the
indebtedness  was  last  computed,  calculated,  charged,  or
collected but before the next date on which interest  on  the
indebtedness  was  to  be  calculated,  computed, charged, or
collected, the  lender  may  calculate,  charge  and  collect
interest  on  the  indebtedness  for the period which elapsed
between the date on which the prepayment is made and the date
on which interest on  the  indebtedness  was  last  computed,
calculated,  charged or collected at a rate equal to 1/360 of
the annual rate for each day which  so  elapsed,  which  rate
shall  be  applied  to the indebtedness outstanding as of the
date of prepayment.  The lender shall refund to the  borrower
any  interest  charged  or collected which exceeds that which
the lender may charge or collect pursuant  to  the  preceding
sentence. The provisions of this amendatory Act of 1985 shall
apply only to contracts or loans entered into on or after the
effective date of this amendatory Act, but shall not apply to
contracts  or  loans  entered into on or after that date that
are  subject  to  Section  4a  of  this  Act,  the   Consumer
Installment Loan Act, or the Retail Installment Sales Act, or
that  provide  for  the  refund  of  precomputed  interest on
prepayment in the manner provided by such Act.
(Source: P.A. 89-208, eff. 9-29-95.)

    (815 ILCS 205/4a) (from Ch. 17, par. 6410)
    Sec. 4a.  Installment loan rate.
    (a)  On money loaned to or in any manner owing  from  any
person,  whether secured or unsecured, except where the money
loaned or in any manner owing is directly or  indirectly  for
the  purchase price of real estate or an interest therein and
is secured by a lien on or retention of title  to  that  real
estate  or  interest  therein,  to  an  amount  not more than
$25,000 (excluding interest) which is evidenced by a  written
instrument  providing  for  the  payment thereof in 2 or more
periodic installments over a period  of  not  more  than  181
months  from  the  date  of  the  execution  of  the  written
instrument, it is lawful to receive or to contract to receive
and collect either:
         (i)  interest  in  an  amount equivalent to interest
    computed at a rate not  exceeding  9%  per  year  on  the
    entire  principal  amount  of  the money loaned or in any
    manner owing for the period from the date of  the  making
    of  the  loan  or the incurring of the obligation for the
    amount owing evidenced by the  written  instrument  until
    the date of the maturity of the last installment thereof,
    and  to  add  that  amount to the principal,  except that
    there shall be no limit on the rate of interest which may
    be received or contracted to be received and collected by
    (1) any bank that has its main office or, after  May  31,
    1997,  a  branch  in  this  State; (2) a savings and loan
    association chartered under the Illinois Savings and Loan
    Act of 1985, a savings bank chartered under  the  Savings
    Bank  Act,   or  a  federal  savings and loan association
    established under the  laws  of  the  United  States  and
    having  its  main office in this State; or (3) any lender
    licensed under either the Consumer  Finance  Act  or  the
    Consumer  Installment  Loan Act, but in any case in which
    interest is received, contracted for or collected on  the
    basis  of this clause (i), the debtor may satisfy in full
    at any time before maturity the  debt  evidenced  by  the
    written  instrument,  and in so satisfying must receive a
    refund credit against the total amount of interest  added
    to  the  principal  computed in the manner provided under
    Section 15(f)(3) of the Consumer Installment Loan Act for
    refunds or credits of applicable interest on  payment  in
    full  of  precomputed  loans before the final installment
    due date; or
         (ii)  interest accrued on the principal balance from
    time to time remaining unpaid, from the date of making of
    the loan or the incurring of the obligation to  the  date
    of  the  payment  of  the  debt  in  full,  at a rate not
    exceeding the annual percentage rate  equivalent  of  the
    rate  permitted to be charged under clause (i) above, but
    in any such case the debtor may, provided that the debtor
    shall have paid in full all interest  and  other  charges
    accrued  to  the  date  of  such  prepayment,  prepay the
    principal balance in full or in part  at  any  time,  and
    interest shall, upon any such prepayment, cease to accrue
    on the principal amount which has been prepaid.
    (b)  Whenever the principal amount of an installment loan
is $300 or more and the repayment period is 6 months or more,
a minimum charge of $15 may be collected instead of interest,
but  only  one  minimum charge may be collected from the same
person during one year. When the principal amount of the loan
(excluding interest) is $800 or less, the lender or  creditor
may  contract  for and receive a service charge not to exceed
$5 in addition to interest; and that service  charge  may  be
collected  when the loan is made, but only one service charge
may be contracted for, received, or collected from  the  same
person during one year.
    (c)  Credit life insurance and credit accident and health
insurance, and any charge therefor which is deducted from the
loan  or paid by the obligor, must comply with Article IX 1/2
of the Illinois Insurance Code and all lawful requirements of
the Director of Insurance related thereto. When there  are  2
or  more  obligors  on the loan contract, only one charge for
credit  life  insurance  and  credit  accident   and   health
insurance  may  be  made  and only one of the obligors may be
required to  be  insured.  Insurance  obtained  from,  by  or
through  the  lender  or  creditor must be in effect when the
loan is transacted. The purchase of that  insurance  from  an
agent,  broker or insurer specified by the lender or creditor
may not be a condition precedent to the granting of the loan.
    (d)  The lender or creditor may require  the  obligor  to
provide  property  insurance on security other than household
goods, furniture and personal effects. The amount and term of
the insurance must be reasonable in relation  to  the  amount
and  term  of the loan contract and the type and value of the
security, and the insurance must be  procured  in  accordance
with  the  insurance laws of this State. The purchase of that
insurance from an agent, broker or insurer specified  by  the
lender  or  creditor  may not be a condition precedent to the
granting of the loan.
    (e)  The  lender  or  creditor  may,  if   the   contract
provides, collect a delinquency and collection charge on each
installment  in default for a period of not less than 10 days
in  an  amount  not  exceeding  5%  of  the  installment   on
installments in excess of $200 or $10 on installments of $200
or  less,  but only one delinquency and collection charge may
be collected on any  installment  regardless  of  the  period
during which it remains in default. In addition, the contract
may  provide  for  the  payment  by the borrower or debtor of
attorney's fees incurred  by  the  lender  or  creditor.  The
lender or creditor may enforce such a provision to the extent
of  the  reasonable  attorney's  fees  incurred by him in the
collection or enforcement  of  the  contract  or  obligation.
Whenever  interest  is  contracted for or received under this
Section, no amount in addition to the charges  authorized  by
this   Section   may   be  directly  or  indirectly  charged,
contracted for or received, except  lawful  fees  paid  to  a
public officer or agency to record, file or release security,
and  except  costs  and  disbursements  including  reasonable
attorney's  fees,  incurred in legal proceedings to collect a
loan or to realize on a security after default. This  Section
does  not prohibit the receipt of any commission, dividend or
other benefit by the creditor or an  employee,  affiliate  or
associate  of  the  creditor from the insurance authorized by
this Section.
    (f)  When interest is contracted for  or  received  under
this Section, the lender must disclose the following items to
the  obligor  in  a  written  statement  before  the  loan is
consummated:
         (1)  the amount and date of the loan contract;
         (2)  the  amount  of  loan  credit  using  the  term
    "amount financed";
         (3)  every deduction from  the  amount  financed  or
    payment made by the obligor for insurance and the type of
    insurance for which each deduction or payment was made;
         (4)  every  other deduction from the loan or payment
    made by the obligor  in  connection  with  obtaining  the
    loan;
         (5)  the  date on which the finance charge begins to
    accrue if different from the date of the transaction;
         (6)  the total amount of the  loan  charge  for  the
    scheduled term of the loan contract with a description of
    each amount included using the term "finance charge";
         (7)  the  finance  charge  expressed  as  an  annual
    percentage  rate using the term "annual percentage rate".
    "Annual  percentage  rate"  means  the   nominal   annual
    percentage   rate   of   finance   charge  determined  in
    accordance with the actuarial method of computation  with
    an  accuracy at least to the nearest 1/4 of 1%; or at the
    option of the lender by application of the United  States
    rule  so  that  it  may  be disclosed with an accuracy at
    least to the nearest 1/4 of 1%;
         (8)  the number, amount and due dates or periods  of
    payments  scheduled to repay the loan and the sum of such
    payments using the term "total of payments";
         (9)  the amount, or method of computing  the  amount
    of any default, delinquency or similar charges payable in
    the event of late payments;
         (10)  the  right  of  the obligor to prepay the loan
    and the fact that such prepayment will reduce the  charge
    for the loan;
         (11)  a description or identification of the type of
    any  security interest held or to be retained or acquired
    by the lender in connection with the  loan  and  a  clear
    identification  of  the  property  to  which the security
    interest relates.  If  after-acquired  property  will  be
    subject  to  the security interest, or if other or future
    indebtedness is or may be secured by any  such  property,
    this  fact shall be clearly set forth in conjunction with
    the description or identification of the type of security
    interest held, retained or acquired;
         (12)  a description of any penalty charge  that  may
    be  imposed by the lender for prepayment of the principal
    of the obligation with an explanation of  the  method  of
    computation  of  such  penalty  and  the conditions under
    which it may be imposed;
         (13)  unless the contract provides for  the  accrual
    and  payment  of the finance charge on the balance of the
    amount financed from time to time  remaining  unpaid,  an
    identification  of  the  method of computing any unearned
    portion of the finance charge in the event of  prepayment
    of the loan.
    The  terms  "finance charge" and "annual percentage rate"
shall be printed more conspicuously  than  other  terminology
required by this Section.
    (g)  At  the  time disclosures are made, the lender shall
deliver to the obligor  a  duplicate  of  the  instrument  or
statement  by  which the required disclosures are made and on
which  the  lender  and  obligor  are  identified  and  their
addresses stated.  All  of  the  disclosures  shall  be  made
clearly,  conspicuously  and  in meaningful sequence and made
together on either:
         (i)  the note or  other  instrument  evidencing  the
    obligation  on  the  same  side  of the page and above or
    adjacent  to  the  place  for  the  obligor's  signature;
    however, where a creditor elects to  combine  disclosures
    with  the contract, security agreement, and evidence of a
    transaction  in  a  single  document,   the   disclosures
    required  under this Section shall be made on the face of
    the document, on the reverse  side,  or  on  both  sides,
    provided  that  the  amount of the finance charge and the
    annual percentage rate shall appear on the  face  of  the
    document,  and, if the reverse side is used, the printing
    on both sides of the document shall be equally clear  and
    conspicuous,  both  sides  shall  contain  the statement,
    "NOTICE: See other side for important  information",  and
    the  place for the customer's signature shall be provided
    following the full content of the document; or
         (ii)  one  side  of  a  separate   statement   which
    identifies the transaction.
    The  amount  of the finance charge shall be determined as
the sum of all charges, payable directly or indirectly by the
obligor and imposed directly or indirectly by the  lender  as
an  incident to or as a condition to the extension of credit,
whether paid or payable by the obligor, any other  person  on
behalf  of  the  obligor,  to the lender or to a third party,
including any of the following types of charges:
         (1)  Interest,  time  price  differential,  and  any
    amount payable  under  a  discount  or  other  system  of
    additional charges.
         (2)  Service,  transaction,  activity,  or  carrying
    charge.
         (3)  Loan  fee,  points,  finder's  fee,  or similar
    charge.
         (4)  Fee for an appraisal, investigation, or  credit
    report.
         (5)  Charges  or premiums for credit life, accident,
    health,  or  loss  of  income   insurance,   written   in
    connection  with  any  credit  transaction unless (a) the
    insurance coverage is not required by the lender and this
    fact is clearly and conspicuously disclosed in writing to
    the obligor; and (b) any obligor desiring such  insurance
    coverage  gives  specific  dated  and  separately  signed
    affirmative  written  indication  of  such  desire  after
    receiving  written  disclosure to him of the cost of such
    insurance.
         (6)  Charges or premiums for insurance,  written  in
    connection  with  any credit transaction, against loss of
    or damage to property or against liability arising out of
    the  ownership  or  use  of  property,  unless  a  clear,
    conspicuous,  and  specific  statement  in   writing   is
    furnished  by the lender to the obligor setting forth the
    cost of the insurance if obtained  from  or  through  the
    lender and stating that the obligor may choose the person
    through which the insurance is to be obtained.
         (7)  Premium   or   other   charges  for  any  other
    guarantee or insurance protecting the lender against  the
    obligor's default or other credit loss.
         (8)  Any  charge  imposed  by  a lender upon another
    lender for purchasing or accepting an  obligation  of  an
    obligor  if  the  obligor  is required to pay any part of
    that charge in cash, as an addition to the obligation, or
    as a deduction from the proceeds of the obligation.
    A late payment, delinquency,  default,  reinstatement  or
other  such  charge  is  not  a finance charge if imposed for
actual unanticipated late payment,  delinquency,  default  or
other occurrence.
    (h)  Advertising  for loans transacted under this Section
may not be false, misleading, or deceptive. That advertising,
if it states a rate or amount of interest,  must  state  that
rate  as  an  annual  percentage rate of interest charged. In
addition, if charges other than  for  interest  are  made  in
connection with those loans, those charges must be separately
stated.  No  advertising may indicate or imply that the rates
or  charges  for  loans  are  in   any   way   "recommended",
"approved", "set" or "established" by the State government or
by this Act.
    (i)  A  lender  or creditor who complies with the federal
Truth in Lending Act, amendments thereto, and any regulations
issued or which may be issued thereunder, shall be deemed  to
be  in compliance with the provisions of subsections (f), (g)
and (h) of this Section.
(Source: P.A. 89-208, eff. 9-29-95; 90-437, eff. 1-1-98.)

    Section 35.  The Banking Emergencies Act  is  amended  by
changing Sections 1 and 2 as follows:

    (205 ILCS 610/1) (from Ch. 17, par. 1001)
    Sec.  1. Definitions. A.  As used in this Act, unless the
context otherwise requires:
    (1)  "Commissioner"  means  the  officer  of  this  State
designated by law to  exercise  supervision  over  banks  and
trust  companies,  and  any  other person lawfully exercising
such powers.
    (2)  "Bank" includes commercial  banks,  trust  companies
and  any  branch thereof lawfully carrying on the business of
banking and, to the extent that the provisions hereof are not
inconsistent with and do not infringe upon paramount  Federal
law, also includes national banks.
    (3)  "Officers" means the person or persons designated by
the  board  of directors, to act for the bank in carrying out
the provisions of this Act or, in the  absence  of  any  such
designation  or of the officer or officers so designated, the
president or any other officer currently  in  charge  of  the
bank or of the office or offices in question.
    (4)  "Office"  means  any place at which a bank transacts
its business or conducts operations related to its business.
    (5)  "Emergency" means any condition or occurrence  which
may  interfere physically with the conduct of normal business
operations at one or more or all of the offices of a bank, or
which poses an imminent or existing threat to the  safety  or
security  of  persons  or property, or both at one or more or
all of the offices of a bank.
    Without limiting the  generality  of  the  foregoing,  an
emergency  may  arise  as  a result of any one or more of the
following: natural disasters; civil strife;  power  failures;
computer  failures; interruption of communication facilities;
robbery or attempted robbery.
(Source: P.A. 85-204.)

    (205 ILCS 610/2) (from Ch. 17, par. 1002)
    Sec. 2. Power of Commissioner. Whenever the  Commissioner
is  notified  by  any officer of a bank or by any other means
becomes aware that an emergency exists, or is  impending,  in
the  county  or  municipality or any part thereof, he may, by
proclamation, authorize all banks in the  State  of  Illinois
located  in the affected area or areas to close any or all of
their offices, or  if  only  a  bank  or  banks,  or  offices
thereof,  in  a  particular  area  or  areas  of the State of
Illinois  are  affected  by  the   emergency   or   impending
emergency,  the  Commissioner may authorize only the affected
bank, banks, or offices thereof, to  close.   The  office  or
offices  so  closed  may remain closed until the Commissioner
declares, by further  proclamation,  that  the  emergency  or
impending  emergency  has  ended.  The Commissioner during an
emergency or  while  an  impending  emergency  exists,  which
affects,  or  may  affect,  a  particular bank or banks, or a
particular office or offices thereof, but not  banks  located
in the area generally of the said county or municipality, may
authorize  the particular bank or banks, or office or offices
so affected, to close. The office or offices so closed  shall
remain  closed  until  the Commissioner is notified by a bank
officer of the closed bank that the emergency has ended.  The
Commissioner  shall notify, at such time, the officers of the
bank that one or more offices, heretofore closed  because  of
the  emergency,  should reopen and, in either event, for such
further time thereafter as  may  reasonably  be  required  to
reopen.
(Source: P.A. 77-1782.)

    Section  40.  The  Corporate  Fiduciary Act is amended by
changing Sections 1-8, 3-1, 3-2, 4-3, 4-4, 4-5, 5-3, 5-6, and
6-2 and adding Article 4A as follows:

    (205 ILCS 620/1-8) (from Ch. 17, par. 1551-8)
    Sec. 1-8.  Change  of  name  or  location.   A  corporate
fiduciary  holding a certificate of authority issued pursuant
to this Act must notify and receive written approval from the
Commissioner  before  changing  its  name  or  changing   the
location   of   its   corporate  headquarters.   A  corporate
fiduciary which is a State bank chartered by the Commissioner
and which accomplishes a change of name  in  compliance  with
Section  13  of  the  Illinois  Banking  Act  or  a change of
location in compliance with Section 13  17  of  the  Illinois
Banking  Act, as now or hereafter amended, shall be deemed to
have complied with this Section 1-8.
(Source: P.A. 90-301, eff. 8-1-97.)

    (205 ILCS 620/3-1) (from Ch. 17, par. 1553-1)
    Sec. 3-1.  Merger.  The merger procedure  required  of  a
trust  company where there is to be a resulting trust company
by consolidation or merger shall be:
    (1)  The board of directors of each party to  the  merger
merging  trust  company  shall,  by  a majority of the entire
board, approve a merger agreement which shall contain:
         (a)  The name of each party to  the  merger  merging
    trust company and its location and a list of each merging
    party's  trust  company's  stockholders as of the date of
    the merger agreement;
         (b)  With respect to the resulting trust company (i)
    its name and  place  of  business;  (ii)  the  amount  of
    capital,  surplus  and  reserve  for  operating expenses;
    (iii) the classes and the number of shares of  stock  and
    the  par value of each share; (iv) the designation of the
    continuing trust company and the charter which is  to  be
    the charter of the resulting trust company, together with
    the  amendments  to  the  continuing  charter  and to the
    continuing  by-laws;  and  (v)   a   detailed   financial
    statement  showing  the  assets and liabilities after the
    proposed merger or consolidation;
         (c)  Provisions  stating  the  method,   terms   and
    conditions  of carrying the merger into effect, including
    the manner  of  converting  the  shares  of  the  merging
    parties trust companies into the cash, shares of stock or
    other securities of any corporation or other property, or
    any  combination  of  the foregoing, stated in the merger
    agreement as to be received by the stockholders  of  each
    merging party trust company;
         (d)  A  statement  that  the agreement is subject to
    approval by the Commissioner and by the  stockholders  of
    each  party  to the merger merging trust company and that
    whether approved  or  disapproved,  the  parties  to  the
    merger    merging    trust   companies   will   pay   the
    Commissioner's expenses of examination;
         (e)  Provisions governing the manner of disposing of
    the shares of the resulting trust company  not  taken  by
    the  dissenting stockholders of the parties to the merger
    merging trust companies; and
         (f)  Such other provisions as the  Commissioner  may
    reasonably  require to enable him to discharge his duties
    with respect to the merger.
    (2)  After approval by the board  of  directors  of  each
party to the merger trust company, the merger agreement shall
be  submitted to the Commissioner for approval, together with
certified copies of the authorizing resolutions of each board
of directors showing approval by a  majority  of  the  entire
board of each party to the merger trust company.
    (3)  After  receipt  by  the  Commissioner  of the papers
specified in paragraph (2), he shall  approve  or  disapprove
the merger agreement.  The Commissioner shall not approve the
merger  agreement unless he shall be of the opinion and shall
find:
         (a)  That the  resulting  trust  company  meets  the
    requirements of this Act for the formation of a new trust
    company   at  the  proposed  place  of  business  of  the
    resulting trust company;
         (b)  That the same matters exist in respect  of  the
    resulting  trust  company  which would have been required
    under Section 2-6 of this Act for the organization  of  a
    new trust company.
    If  the  Commissioner  disapproves an agreement, he shall
state his objection and give an opportunity to the parties to
the merger  merging  trust  companies  to  amend  the  merger
agreement to obviate such objections.
(Source: P.A. 88-408.)

    (205 ILCS 620/3-2) (from Ch. 17, par. 1553-2)
    Sec. 3-2.  Change in control.
    (a)  Before  a  change  may  occur  in  the  ownership of
outstanding  stock  or  membership  interests  of  any  trust
company whether  by  sale  and  purchase,  gift,  bequest  or
inheritance, or any other means, which will result in control
or  a  change in the control of the trust company or before a
change in the control of a holding company having control  of
the  outstanding  stock  or  membership  interests of a trust
company whether  by  sale  and  purchase,  gift,  bequest  or
inheritance, or any other means, which will result in control
or  a  change  in  control  of  the  trust company or holding
company, the Commissioner shall be of the opinion and find:
         (1)  that the  general  character  of  its  proposed
    management,  after  the  change in control, is such as to
    assure reasonable promise of competent, successful,  safe
    and sound operation;
         (2)  that  the  future earnings prospects, after the
    proposed change in control, are favorable; and
         (3)  that the prior business affairs of the  persons
    proposing to obtain control or by the proposed management
    personnel,  whether  as  stockholder,  director,  member,
    officer,  or  customer,  were conducted in a safe, sound,
    and lawful manner.
    (b)  Persons desiring to purchase control of an  existing
trust  company and persons obtaining control by gift, bequest
or inheritance, or  any  other  means  shall  submit  to  the
Commissioner:
         (1)  A statement of financial worth; and
         (2)  Satisfactory  evidence  that the prior business
    affairs  of  the  persons  and  the  proposed  management
    personnel, whether as stockholder, director, officer,  or
    customer,  were  conducted  in  a safe, sound, and lawful
    manner.
    As used in this Section, the  term  "control"  means  the
ownership  of such amount of stock or membership interests or
ability to direct the voting  of  such  stock  or  membership
interests as to give power to, directly or indirectly, direct
or  cause  the direction of the management or policies of the
trust company.  A change in ownership of  stock  which  would
result  in  direct  or indirect ownership by a stockholder or
member, an affiliated group of stockholders or members  or  a
holding  company of less than 10% of the outstanding stock or
membership interests shall not  be  considered  a  change  of
control.   A  change  in  ownership  of  stock  or membership
interests which would result in direct or indirect  ownership
by   a   stockholder   or  member,  an  affiliated  group  of
stockholders or members or a holding company of 20%  or  such
lesser  amount  which  would  entitle  the holder by applying
cumulative voting to elect one director shall be presumed  to
constitute  a change of control for purposes of this Section.
If there is any doubt as to whether a change in the ownership
or control of the outstanding stock or  membership  interests
is  sufficient  to  result in obtaining control thereof or to
effect a change in the control thereof, such doubt  shall  be
resolved in favor of reporting the facts to the Commissioner.
    (c)  Whenever  a  bank makes a loan or loans, secured, or
to be secured, by 25% or more of the outstanding stock  of  a
trust company, the president or other chief executive officer
of  the  lending  bank shall promptly report such fact to the
Commissioner upon obtaining knowledge of such loan or  loans,
except  that  no report need be made in those cases where the
borrower has been the owner of record  of  the  stock  for  a
period  of  one  year  or  more,  or  the  stock is that of a
newly-organized trust company prior to its opening.
    (d) (1)  Before  a  purchase  of  substantially  all  the
assets and an assumption of substantially all the liabilities
of  a trust company or before a purchase of substantially all
the trust assets and an assumption of substantially  all  the
trust  liabilities of a trust company, the Commissioner shall
be of the opinion and find:
         (i)  that the general character  of  the  acquirer's
    proposed  management,  after  the transfer, is such as to
    assure reasonable promise of competent, successful, safe,
    and sound operation;
         (ii)  that the acquirer's future earnings prospects,
    after the proposed transfer, are favorable;
         (iii)  that any prior involvement by the acquirer or
    by  the  proposed  management   personnel,   whether   as
    stockholder,  director,  officer, agent, or customer, was
    conducted in a safe, sound, and lawful manner;
         (iv)  that  customers'   interests   will   not   be
    jeopardized by the purchase and assumption; and
         (v)  that  adequate  provision has been made for all
    obligations and trusts as required under Section  7-1  of
    this Act.
    (2)  Persons  desiring  to purchase substantially all the
assets and assume substantially  all  the  liabilities  of  a
trust  company  or  to  purchase  substantially all the trust
assets and assume substantially all the trust liabilities  of
a trust company shall submit to the Commissioner:
         (i)  a statement of financial worth; and
         (ii)  satisfactory  evidence that the prior business
    affairs  of  the  persons  and  the  proposed  management
    personnel, whether as stockholder, director, officer,  or
    customer,  were  conducted  in  a safe, sound, and lawful
    manner.
    As used in this Section, "substantially all"  the  assets
or  liabilities or the trust assets or trust liabilities of a
trust company means that portion  such  that  their  transfer
will  materially  impair  the ability of the trust company to
continue  successful,  safe,  and  sound  operations  or   to
continue as a going concern.
    (e)  The  reports  required  by subsections (a),(b), (c),
and (d) of this  Section  3-2  shall  contain  the  following
information  to  the  extent  that  it is known by the person
making the report: (1) the number of shares involved; (2) the
names of the sellers (or transferors); (3) the names  of  the
purchasers  (or transferees); (4) the names of the beneficial
owners if the shares are registered in another name; (5)  the
purchase  price;  (6) the total number of shares owned by the
sellers (or transferors), the purchasers (or transferees) and
the beneficial owners both immediately before and  after  the
transaction;  and, (7) in the case of a loan, the name of the
borrower, the amount of the loan, and the name of  the  trust
company issuing the stock securing the loan and the number of
shares securing the loan.  In addition to the foregoing, such
reports  shall  contain  such  other  information  as  may be
available and which  is  requested  by  the  Commissioner  to
inform the Commissioner of the effect of the transaction upon
the  trust  company  or trust companies whose stock or assets
and liabilities are involved.
    (f)  Whenever such a change as  described  in  subsection
(a)  of  this  Section  3-2  occurs, each trust company shall
report  promptly  to  the   Commissioner   any   changes   or
replacement of its chief executive officer or of any director
occurring  in  the  next  12  month  period, including in its
report a statement of  the  past  and  current  business  and
professional  affiliations of the new chief executive officer
or directors.
    (g)  The provisions of this Section do not apply when the
change  in  control   is   the   result   of   organizational
restructuring under a holding company.
    (h)  As   used  in this Section, the term "control" means
the ownership of such amount of stock or membership interests
or ability to direct the voting of such stock or   membership
interests   as  to,  directly  or  indirectly,  give power to
direct or cause the direction of the  management or  policies
of the trust company.  A change in ownership  of  stock  that
would result in direct or indirect ownership by a stockholder
or member, an affiliated group of stockholders or members, or
a holding  company  of less than 10% of the outstanding stock
or  membership  interests shall not be  considered  a  change
of control.  A change in ownership  of  stock  or  membership
interests  that would result in direct or indirect  ownership
by  a  stockholder  or  member,  an   affiliated   group   of
stockholders  or members, or a holding company of 20% or such
lesser amount which would  entitle  the  holder  by  applying
cumulative  voting to elect one director shall be presumed to
constitute a change of control for purposes of this  Section.
If  there  is  any  question  as  to  whether a change in the
ownership or control of the outstanding stock  or  membership
interests  is  sufficient  to  result  in  obtaining  control
thereof  or  to  effect  a change in the control thereof, the
question shall be resolved in favor of reporting the facts to
the Commissioner.
    As  used  in   this   Section,  "substantially  all"  the
assets   or   liabilities   or  the  trust  assets  or  trust
liabilities of a trust company means that portion  such  that
their  transfer  will  materially  impair  the ability of the
trust   company  to  continue  successful,  safe,  and  sound
operations or to continue as a going concern.
(Source: P.A. 89-364, eff. 8-18-95; 90-424, eff. 1-1-98.)

    (205 ILCS 620/4-3) (from Ch. 17, par. 1554-3)
    Sec. 4-3.  Service of process upon  Secretary  of  State.
Any  foreign  corporation acting in this State in a fiduciary
capacity pursuant to the provisions of Article IV and Article
IVA of this  Act  shall  be  deemed  to  have  appointed  the
Secretary  of  State  to be its true and lawful attorney upon
whom may be  served  all  legal  process  in  any  action  or
proceeding  against  it  relating  to  or  growing out of any
trust, estate or matter in  respect  of  which  such  foreign
corporation  has acted or is acting in this state in any such
fiduciary capacity, and the acceptance of  or  engagement  in
this  State  in any acts in any such fiduciary capacity shall
be signification of  its  agreement  that  any  such  process
against  it  which  is  so served, shall be of the same legal
force and validity  as  though  served  upon  it  personally.
Service  of  such  process shall be made by delivering to the
Secretary of State, the corporation department of the  office
a  copy of such process, together with the fee for service of
process required by the Secretary of State, and such  service
shall  be sufficient service upon said foreign corporation if
notice of such service and a copy of the process are,  within
10  days thereafter, sent by registered mail by the plaintiff
to the defendant at its principal office in such other  state
or  territory  and  the  plaintiff's  affidavit of compliance
herewith is appended to the summons.  The court in which  the
action  is  pending  may  order  such  continuances as may be
necessary to afford the defendant reasonable  opportunity  to
defend  the  action.   The  fee  paid by the plaintiff to the
Secretary of  State  at  the  time  of  the  service  may  be
recovered  as  taxable  costs  by the plaintiff if such party
prevails in the action.  The Secretary of State shall keep  a
record  of all process served upon him under this section and
shall record therein the time of such service.
(Source: P.A. 85-858.)

    (205 ILCS 620/4-4) (from Ch. 17, par. 1554-4)
    Sec. 4-4.  Place of business not  to  be  established  in
State; not deemed transacting business.
    (a)  A  foreign corporation, as defined in Section 1-5.08
of this Act, shall not establish in this  State  a  place  of
business,  branch  office,  or  agency  for  the  conduct  of
business  as  a  fiduciary and because it is not permitted to
establish in this State a place of business, branch office or
agency, a  foreign  corporation  insofar  as  it  acts  in  a
fiduciary  capacity  in this State pursuant to the provisions
of this Act shall not be deemed to be transacting business in
this State.  The  foreign  corporation  may  apply  for,  and
procure  from  the  Commissioner,  a  license  to establish a
representative  office   pursuant   to   the   Foreign   Bank
Representative Office Act.
    The  provisions  of  this  subsection (a) do not apply to
foreign   corporations   establishing   or   acquiring    and
maintaining  a  place  of  business  in this State to conduct
business as a fiduciary in accordance  with  Article  IVA  of
this Act.
    (b)  Notwithstanding  subsection (a) of this Section 4-4,
after May 31, 1997, a branch  of  an  out-of-state  bank,  as
defined  in  Section  2  of  the  Illinois Banking Act, and a
foreign association, as defined in  Section  1-10.31  of  the
Illinois  Savings  and  Loan  Act  of  1985, may establish an
office in this  State  for  the  conduct  of  business  as  a
fiduciary, provided: (i) fiduciary business conducted in this
State  by  a  branch  of  an  out-of-state bank is subject to
examination  by  the  Commissioner;  and   (ii)   the   trust
activities of the branch of the out-of-state bank are subject
to   regulation,   including   enforcement  actions,  by  the
Commissioner  to  the  same  extent  as  Illinois   corporate
fiduciaries.
(Source: P.A. 90-665, eff. 7-30-98; 91-97, eff. 7-9-99.)

    (205 ILCS 620/4-5) (from Ch. 17, par. 1554-5)
    Sec. 4-5.  Certificate of authority; fees; certificate of
reciprocity.
    (a)  Prior  to  the  time any foreign corporation acts in
this State as testamentary trustee, trustee appointed by  any
court,  trustee  under  any written agreement, declaration or
instrument of trust, executor,  administrator,  administrator
to collect, guardian or in any other like fiduciary capacity,
such  foreign  corporation shall apply to the Commissioner of
Banks and Real Estate for a  certificate  of  authority  with
reference  to  the  fiduciary capacity or capacities in which
such foreign corporation proposes to act in this  State,  and
the  Commissioner  of  Banks  and  Real  Estate shall issue a
certificate of authority to such corporation concerning  only
the fiduciary capacity or such of the fiduciary capacities to
which  the  application pertains and with respect to which he
has been furnished satisfactory evidence  that  such  foreign
corporation  meets  the  requirements  of Section 4-2 of this
Act.  The  certificate  of  authority  shall  set  forth  the
fiduciary  capacity  or  capacities,  as the case may be, for
which the certificate is issued, and shall recite and certify
that such foreign corporation is  eligible  to  act  in  this
State  in  such fiduciary capacity or capacities, as the case
may  be,  pursuant  to  the  provisions  of  this  Act.   The
certificate of authority  shall  remain  in  full  force  and
effect  until such time as such foreign corporation ceases to
be eligible so to act under the provisions of this Act.
    (b)  Each foreign corporation making  application  for  a
certificate  of  authority  shall  pay reasonable fees to the
Commissioner of Banks and Real Estate as  determined  by  the
Commissioner for the services of his office.
    (c)  Any  foreign  corporation  holding  a certificate of
reciprocity which recites and  certifies  that  such  foreign
corporation  is  eligible  to  act  in this State in any such
fiduciary capacity pursuant to the provisions of  Article  IV
of  this  Act  or  any predecessor Act upon the same subject,
issued prior to the effective date of this amendatory Act  of
1987  may  act  in  this  State  under  such  certificate  of
reciprocity  in  any such fiduciary capacity without applying
for a new certificate  of  authority.   Such  certificate  of
reciprocity  shall remain in full force and effect until such
time as such foreign corporation ceases to be eligible so  to
act under the provisions of Article IV of this Act.
    (d)  Any  foreign  corporation acting in Illinois under a
certificate of authority  or  a  certificate  of  reciprocity
shall   report   changes  in  its  name  or  address  to  the
Commissioner and shall notify the Commissioner when it is  no
longer serving as a corporate fiduciary in Illinois.
    (e)  The  provisions of this Section shall not apply to a
foreign corporation establishing or acquiring and maintaining
a place of business in this State to conduct  business  as  a
fiduciary in accordance with Article IVA of this Act.
(Source: P.A. 89-508, eff. 7-3-96.)

    (205 ILCS 620/Art. IVA heading new)
           ARTICLE IVA MULTISTATE TRUST ACTIVITIES

    (205 ILCS 620/4A-1 new)
    Sec. 4A-1.  Corporate fiduciaries establishing offices in
other states.
    (a)  A  corporate  fiduciary  may  act  as a fiduciary or
otherwise engage in fiduciary activities in this or any other
state  or  foreign  country,  subject   to   complying   with
applicable  laws  of  that  state  or  foreign country, at an
office established and maintained pursuant to this Act, at  a
branch, or at any location other than an office or branch.  A
corporate  fiduciary seeking to establish or acquire a branch
in another state or foreign  country  must  comply  with  the
notice provisions in Section 1-7 of this Act.
    (b)  A   corporate   fiduciary   may   also  conduct  any
activities  at  any  office   outside   Illinois   that   are
permissible  for  a  trust institution chartered by the state
where the office is  located,  except  to  the  extent  those
activities  are  expressly prohibited by the laws of Illinois
or by any regulation or order of the Commissioner.   However,
the  Commissioner  may  waive  any  such  prohibition  if  he
determines,  by  order or regulation, that the involvement of
out-of-state  offices  of  state  corporate  fiduciaries   in
particular  activities  would  not  threaten  the  safety  or
soundness of those state corporate fiduciaries.

    (205 ILCS 620/4A-5 new)
    Sec.  4A-5.  Foreign  corporations establishing places of
business to conduct fiduciary activities in Illinois.
    (a)  A foreign corporation may establish or  acquire  and
maintain a place of business for the conduct of business as a
fiduciary  in  this State provided that a corporate fiduciary
that has its principal  place  of  business  in  Illinois  is
permitted  to  establish  or  acquire  and maintain a similar
place of business that may engage in activities substantially
similar to those permitted to foreign corporations under this
Act in the  state  where  the  foreign  corporation  has  its
principal place of business.
    (b)  A  foreign  corporation  desiring  to  establish  or
acquire  and maintain a place of business to conduct business
as a fiduciary in Illinois under this Section shall  provide,
or  cause its home state regulator to provide, written notice
of the proposed transaction to the Commissioner on  or  after
the date on which the foreign corporation applies to its home
state  regulator  for  approval  to  establish or acquire and
maintain a place of business in Illinois.  The filing of  the
notice  shall  be  preceded  or  accompanied by a copy of the
resolution adopted by the board  authorizing  the  additional
place  of  business  and  the  filing  fee  required  by  the
Commissioner.  The Commissioner may prescribe the form of the
notice  required  under  this Section.  In the Commissioner's
discretion,  the  application  or  notice  submitted  to  the
foreign corporation's home state regulator may be  sufficient
notice under this Section.
    (c)  A  foreign  corporation  desiring  to  establish  or
acquire  and maintain a place of business to conduct business
as  a  fiduciary  shall  (i)  confirm  in  writing   to   the
Commissioner  that  for  as  long  as it maintains a place of
business in Illinois, it will comply with the  laws  of  this
State   and   (ii)   provide  satisfactory  evidence  to  the
Commissioner of compliance with any  applicable  requirements
of   state   foreign   corporation   qualification  laws  and
applicable requirements  of  its  home  state  regulator  for
acquiring or establishing and maintaining the office.
    (d)  A  foreign  corporation  submitting  a notice to the
Commissioner in accordance with subsection (b)  may  commence
fiduciary  business  at  the  place of business listed in its
notice on the  61st  day  after  the  date  the  Commissioner
receives  the  notice  unless  the  Commissioner specifies an
earlier or later date.  However, if the  foreign  corporation
is not a depository institution and the Commissioner approves
the  foreign  corporation  to conduct a fiduciary business in
Illinois  subject  to  specific   conditions,   the   foreign
corporation  shall  not  commence  a  fiduciary  business  in
Illinois until it has satisfied those conditions and provided
evidence  satisfactory  to  the Commissioner that it has done
so. The Commissioner may extend the 60-day review  period  if
additional  time or information is needed for approval of the
notice.  The Commissioner may deny approval of the notice  if
he  finds  that  the  foreign  corporation  lacks  sufficient
financial  resources  to  undertake  the  proposed  expansion
without  adversely  affecting its safety or soundness or that
the place of business is contrary to the public interest.

    (205 ILCS 620/4A-10 new)
    Sec. 4A-10.  Additional places of  business  for  foreign
corporations.  A  foreign  corporation  that  establishes  or
acquires  and  maintains  a  place  of  business  to  conduct
business  as a fiduciary in Illinois pursuant to Section 4A-5
may  establish  or  acquire  additional  trust   offices   or
representative  offices in this State to the same extent that
a corporate fiduciary may  establish  or  acquire  additional
offices in Illinois under Section 1-7 of this Act.

    (205 ILCS 620/4A-15 new)
    Sec.    4A-15.  Representative    offices.    A   foreign
corporation not conducting fiduciary activities may establish
a representative office under the Foreign Bank Representative
Office Act.  At these offices, the  foreign  corporation  may
market and solicit fiduciary services and provide bank office
and  administrative  support  to  the  foreign  corporation's
fiduciary  activities,  but  it  may  not engage in fiduciary
activities.

    (205 ILCS 620/4A-20 new)
    Sec. 4A-20.  Examination of foreign corporations.
    (a)  To the extent consistent with subsection (c) of this
Section, the Commissioner may make such examinations  of  any
place  of  business  established  or maintained under Section
4A-5 by a foreign corporation as the  Commissioner  may  deem
necessary to determine whether the place of business is being
operated  in  compliance  with  the laws of this State and in
accordance  with  safe  and  sound  banking  practices.   The
provisions of Section 5-2 of this  Act  shall  apply  to  the
examinations.
    (b)  The   Commissioner   may  require  periodic  reports
regarding any foreign corporation that has maintained a place
of business in this State under Section 4A-5.   The  required
reports  shall  be  provided by the foreign corporation or by
the  home  state  regulator.   Any   reporting   requirements
prescribed  by  the  Commissioner under this Section shall be
consistent with Section 5-9 of this Act.
    (c)  The  Commissioner  may   enter   into   cooperative,
coordinating,  and  information-sharing  agreements  with any
other  bank  supervisory   agencies   or   any   organization
affiliated  with or representing one or more bank supervisory
agencies with respect to the periodic  examination  or  other
supervision  of  any  office  in  this  State  of  a  foreign
corporation  or any office of a corporate fiduciary in a host
state.  The Commissioner may accept a report  of  examination
or  report  of  investigation  in  lieu  of  the Commissioner
conducting an examination or investigation.
    (d)  The Commissioner may enter into contracts  with  any
bank supervisory agency that has concurrent jurisdiction over
a  corporate  fiduciary  or foreign corporation maintaining a
place of business under Section 4A-5 of this  Act  to  engage
the  services of that agency's examiners at a reasonable rate
of  compensation  or  to  provide   the   services   of   the
Commissioner's  examiners to that agency at a reasonable rate
of compensation.
    (e)  The Commissioner may  enter  joint  examinations  or
joint   enforcement   actions  with  other  bank  supervisory
agencies having concurrent jurisdiction  over  any  place  of
business  established  under  Section 4A-5 or any office of a
corporate fiduciary in any host state.  The Commissioner  may
at   any   time   take  such  actions  independently  if  the
Commissioner  deems  such  actions   to   be   necessary   or
appropriate to ensure compliance with the laws of this State.
However,   in   the   case  of  a  foreign  corporation,  the
Commissioner shall recognize the exclusive authority  of  the
home  state  regulator  over corporate governance matters and
the primary responsibility of the home state  regulator  over
safety and soundness matters.
    (f)  A  foreign  corporation  that  maintains one or more
offices pursuant to Section 4A-5  may  be  assessed,  and  if
assessed,  shall  pay  supervisory  and  examination  fees in
accordance with Section 5-10 of this Act.  The  fees  may  be
shared   with   other   bank   supervisory  agencies  or  any
organization affiliated with or representing one or more bank
supervisory agencies in accordance  with  agreements  between
such parties and the Commissioner.

    (205 ILCS 620/4A-25 new)
    Sec.   4A-25.  Notice   to   Commissioner.   A  corporate
fiduciary that maintains a place of business  in  this  State
under  Section  4A-5,  or  the  home  state regulator of such
foreign corporation,  shall  give  at  least  30  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 Commissioner of:
         (1)  any merger, consolidation, or other transaction
    that would cause a change in control with respect to  the
    foreign  corporation  or  any  bank  holding company that
    controls the corporation;
         (2)  any transfer of all or substantially all of the
    trust accounts or trust assets of the foreign corporation
    to another person; or
         (3)  the closing or  disposition  of  any  place  of
    business in this State.

    (205 ILCS 620/5-3) (from Ch. 17, par. 1555-3)
    Sec. 5-3.  Violations; orders.
    (a)  Whenever  it  appears  to  the Commissioner from any
examination, statement  of  condition  or  report,  that  any
corporate  fiduciary  has committed any violation of law, has
made or published  a  false  statement  of  condition  or  is
conducting its business in an unsafe, unsound or unauthorized
manner, he shall, by an order under his signature, direct the
discontinuance   of  such  illegal  and  unsafe,  unsound  or
unauthorized  practices  and  that  the  corporate  fiduciary
strictly conform with the requirements of the law,  and  with
safety and security in its transactions.
    (b)  If a corporate fiduciary refuses or neglects to make
a  required  statement  of  condition  or any report required
under this Act, or to comply with an order as  above  stated,
or  if  it  appears  to the Commissioner that it is unsafe or
inexpedient for the such corporate fiduciary to  continue  to
transact business, or that extraordinary withdrawals of money
are  jeopardizing  the  interests of remaining depositors, or
that any  corporate  fiduciary  or  officer  of  a  corporate
fiduciary  has abused his trust or is guilty of misconduct in
his official position, injurious to the corporate  fiduciary,
or  that  it  has  suffered a serious loss, he shall enter an
order appropriate to the circumstances, which may include the
appointment of a receiver as hereinafter provided, the taking
of possession of the corporate fiduciary, or the removal of a
director,  officer,  employee,  or  agent  of  the  corporate
fiduciary, or he may, represented by  the  Attorney  General,
seek an injunction or other appropriate order from the court.
    (c)  No  dividends shall be paid by a corporate fiduciary
while it continues its business as a corporate  fiduciary  to
an  amount  greater  than  its  net  profits  then  on  hand,
deducting first therefrom its losses and bad debts.
(Source: P.A. 86-754.)

    (205 ILCS 620/5-6) (from Ch. 17, par. 1555-6)
    Sec.  5-6.  Removal  orders.  Whenever, in the opinion of
the Commissioner, any director, officer, employee,  or  agent
of a corporate fiduciary or subsidiary or corporate parent of
the corporate fiduciary shall have violated any law, rule, or
order  relating  to  the corporate fiduciary or subsidiary or
corporate parent  of  the  corporate  fiduciary,  shall  have
engaged  in  an  unsafe or unsound practice in conducting the
business  of  the  corporate  fiduciary  or   subsidiary   or
corporate  parent  of  the corporate fiduciary, or shall have
violated any law or engaged or participated in any unsafe  or
unsound practice in connection with any financial institution
or  other business entity such that the character and fitness
of the director, officer, employee, or agent does not  assure
reasonable  promise  of  safe  and  sound  operation  of  the
corporate  fiduciary or subsidiary or corporate parent of the
corporate fiduciary, the Commissioner may issue an  order  of
removal.  If  in  the opinion of the Commissioner, any former
director,  officer,  employee,  or  agent  of   a   corporate
fiduciary  or subsidiary or corporate parent of the corporate
fiduciary, prior to the termination of  his  or  her  service
with  the  corporate  fiduciary  or  subsidiary  or corporate
parent of the corporate fiduciary, violated any law, rule, or
order relating to the corporate fiduciary  or  subsidiary  or
corporate  parent of the corporate fiduciary or engaged in an
unsafe or unsound practice in conducting the business of  the
corporate  fiduciary or subsidiary or corporate parent of the
corporate  fiduciary  or  violated  any  law  or  engaged  or
participated in any unsafe or unsound practice in  connection
with  any financial institution or other business entity such
that the character and  fitness  of  the  director,  officer,
employee,  or agent would not have assured reasonable promise
of safe and sound operation of  the  corporate  fiduciary  or
subsidiary  or  corporate  parent of the corporate fiduciary,
the Commissioner may issue an order prohibiting  that  person
from further service with a corporate fiduciary or subsidiary
or corporate parent of the corporate fiduciary as a director,
officer, employee, or agent. An order issued pursuant to this
Section shall be served upon the director, officer, employee,
or agent.  A copy of the order shall be sent to each director
of  the  corporate  fiduciary  affected  by personal service,
certified mail return receipt requested, or any other  method
that  provides  proof  of  service  and  receipt.  The person
affected by the action may request a hearing before the State
Banking Board of Illinois, hereafter "the Board",  within  10
days  after  receipt  of the order of removal or prohibition.
The hearing shall be held by the Board according to the  same
procedures  used  pursuant  to  Section  48  of  the Illinois
Banking Act, and the hearing shall be  held  within  30  days
after  the  request  has  been  received by the Board.  After
concluding the hearing, the Board shall make a  determination
approving,  modifying,  or  disapproving  the  order  of  the
Commissioner as its final administrative decision.  A copy of
the  order  shall  be  served upon the corporate fiduciary of
which the person is a director, officer, employee, or  agent,
whereupon  the  person shall cease to be a director, officer,
employee, or agent of the corporate  fiduciary.   Any  person
who  has  been  removed  or  prohibited  by  an  order of the
Commissioner under this Section or subsection (7) of  Section
48  of  the  Illinois Banking Act may not thereafter serve as
director, officer, employee, or agent of any  State  bank  or
corporate  fiduciary,  or of any other entity that is subject
to licensure or regulation by the Commissioner or the  Office
of  Banks and Real Estate unless the Commissioner has granted
prior approval in writing.   The Commissioner may institute a
civil action against  the  director,  officer,  employee,  or
agent  subject  to  an  order  issued  under this Section and
against the corporate fiduciary to enforce compliance with or
to enjoin any violation of the terms of the order.
(Source: P.A. 90-301, eff. 8-1-97; 90-665, eff. 7-30-98.)

    (205 ILCS 620/6-2) (from Ch. 17, par. 1556-2)
    Sec. 6-2.  Control by Commissioner.
    (a)  If the Commissioner  with  respect  to  a  corporate
fiduciary shall find:
    (1)  Its  capital  is  impaired  or it is otherwise in an
unsound condition; or
    (2)  Its business  is  being  conducted  in  an  unlawful
manner,  including,  without  limitation, in violation of any
provisions of this Act or of an order of the Commissioner, or
in a fraudulent or unsafe manner; or
    (3)  It is unable to continue operations; or
    (4)  Its examination has been obstructed or impeded;  the
Commissioner may give notice to the board of directors of the
corporate  fiduciary  of  his  finding  or  findings.  If the
situation so found by the Commissioner shall not be corrected
to his satisfaction within 60  days  after  receipt  of  such
notice,  the  Commissioner at the termination of said 60 days
may shall  take  possession  and  control  of  the  corporate
fiduciary,  its  assets, and assets held for beneficiaries of
its fiduciary obligations, as in this Act  provided  for  the
purpose of examination, reorganization or liquidation through
receivership.
    (b)  If,   in  addition  to  a  finding  as  provided  in
subsection (a) of this Section, the Commissioner shall be  of
the opinion and shall find that an emergency exists which may
result  in  serious  losses to the beneficiaries of fiduciary
relationships with the corporate fiduciary, he  may,  in  his
discretion,  without  having given the notice provided for in
subsection  (a)  of  this  Section,  and   whether   or   not
proceedings  under  subsection  (a) of this Section have been
instituted or are then pending, forthwith take possession and
control of the corporate fiduciary and  its  assets  for  the
purpose of examination, reorganization or liquidation through
receivership.
(Source: P.A. 85-858.)

    Section 45.  The Foreign Banking Office Act is amended by
changing Sections 11 and 12 as follows:

    (205 ILCS 645/11) (from Ch. 17, par. 2718)
    Sec.    11.  Pledging    requirements;    discretion   of
Commissioner.   A  foreign  banking  corporation  holding   a
certificate  of  authority issued pursuant to this Act may be
required,  when  deemed  necessary  and  appropriate  in  the
opinion of the Commissioner, to  keep  on  deposit  with  the
Federal  Reserve  Bank  of  Chicago  or  such  State  bank or
national  bank  as  such  foreign  banking  corporation   may
designate  and the Commissioner may approve, interest-bearing
stocks and bonds, notes, debentures or other  obligations  of
the United States or any agency or instrumentality thereof or
guaranteed  by  the  United States, or of this State, or of a
city,   county,   town,   village,   school   district,    or
instrumentality of this State or guaranteed by this State, or
dollar deposits, or obligations of the International Bank for
Reconstruction  and Development, or obligations issued by the
Inter-American Development Bank, or obligations of the  Asian
Development  Bank,  or obligations of the African Development
Bank,   or   obligations   of   the   International   Finance
Corporation, or such other assets as the  Commissioner  shall
permit,  to  an aggregate amount, based upon principal amount
or market value, whichever is  lower,  in  the  case  of  the
above-described  securities,  and subject to such limitations
as he shall prescribe, such amount as the Commissioner  deems
necessary  for  the  protection of depositors or the costs of
taking possession and control of not less than the greater of
$100,000 or 5% of the total liabilities (including contingent
liabilities of such banking  office,  including  acceptances,
but  excluding  (i)  accrued  expenses,  (ii) amounts due and
other liabilities to other offices, agencies or branches  of,
and  wholly-owned  (except for a nominal number of directors'
shares) subsidiaries of, such  foreign  banking  corporation,
and (iii) such contingent liabilities as the Commissioner may
exclude.  The  deposit  shall  be maintained with the Federal
Reserve Bank of Chicago or any such State  bank  or  national
bank  pursuant  to  a  deposit  agreement  in  such  form and
containing  such  conditions  and  limitations  (including  a
deposit in the name of the  Commissioner  in  trust  for  the
depositors  of  such  banking office) as the Commissioner may
prescribe. So long as it continues business in  the  ordinary
course  such  banking  office shall, however, be permitted to
collect interest on the securities so deposited and from time
to time exchange, examine and compare such securities.
(Source: P.A. 89-208, eff. 6-1-97; 90-301, eff. 8-1-97.)
    (205 ILCS 645/12) (from Ch. 17, par. 2719)
    Sec. 12.  Control by Commissioner.
    (a)  Upon the Commissioner's taking possession,  pursuant
to  Section  53  of the Illinois Banking Act, of the business
and property in this State of the banking office of a foreign
banking corporation whose deposit liabilities in  this  State
are not insured by the Federal Deposit Insurance Corporation,
the  amounts deposited pursuant to Section 11 shall thereupon
become the property of the Commissioner, free  and  clear  of
any  and all liens and other claims, and shall be held by the
Commissioner him in trust for the depositors of such  banking
office.   The   Commissioner   may,  without  regard  to  any
priorities,  preferences,  or  adverse  claims  and   without
obtaining  the approval of any court, reduce such property to
cash and, as soon as practicable, utilize the cash  to  cover
initial  liquidation  costs,  if any, and then distribute any
excess it to such depositors on a  pro  rata  basis;  but  no
depositor  may  receive  an  amount  in excess of his account
balances. For purposes of this Section, the term  "depositor"
does  not  include  any  other  offices  or  branches  of, or
wholly-owned (except  for  a  nominal  number  of  directors'
shares)  subsidiaries  of,  such foreign banking corporation,
but includes those to whom such banking office is indebted by
virtue of money or its equivalent received  by  such  banking
office  (i)  for which it has given credit or is obligated to
give credit to a time or demand deposit or which is evidenced
by a check or draft against a deposit account  and  certified
by  such  banking  office,  or (ii) for which it has issued a
letter of credit for cash or a traveler's check on which such
banking office is primarily liable, or (iii) for which it has
issued   an   outstanding   draft   (including   advice    or
authorization  to  charge  the  banking  office's  balance at
another bank), cashier's  check  or  money  order,  or  other
officer's check.
    (b)  Whenever  the  Commissioner  takes possession of the
property and business of a foreign bank pursuant  to  Section
53  of  the  Illinois  Banking  Act,  the  Commissioner shall
conserve or  liquidate  the  property  and  business  of  the
foreign  bank  pursuant  to  the laws of this State as if the
foreign bank were an Illinois bank, with absolute  preference
and  priority  given  to  the  creditors  of the foreign bank
arising out of transactions with, and recorded on  the  books
of,  its  Illinois state branch or Illinois state agency over
the creditors of the foreign bank's offices  located  outside
this   State.    When  the  Commissioner  has  completed  the
liquidation of the property and business of a  foreign  bank,
the  Commissioner  shall transfer any remaining assets to the
foreign bank in accordance with such orders as the court  may
issue.   However,  in  case the foreign bank has an office in
another state of the United States which  is  in  liquidation
and  the  assets  of such office appear to be insufficient to
pay in full the creditors of that  office,  the  court  shall
order  the Commissioner to transfer to the liquidator of that
office such amount of any such remaining assets as appears to
be necessary to cover the insufficiency; if there  are  2  or
more  such offices and the amount of remaining assets is less
than the aggregate amount of insufficiencies with respect  to
the  offices,  the  court  shall  order  the  Commissioner to
distribute the remaining  assets  among  the  liquidators  of
those offices in such manner as the court finds equitable.
(Source: P.A. 84-1308.)

    Section  50.  The  Foreign Bank Representative Office Act
is amended by changing Sections 4, 6, and 8 as follows:

    (205 ILCS 650/4) (from Ch. 17, par. 2854)
    Sec. 4.  Application; fees.
    (a)  The  application  for  a   license   shall   contain
information  and  be  accompanied  by  a  reasonable  fee  as
determined,  by  rule,  by  the  Commissioner but in no event
shall such fee exceed $300 per year.
    (b)  The Commissioner shall issue a license to a  foreign
bank to establish and maintain a representative office if the
Commissioner finds:
    (1)  the  foreign  bank  is  of  good character and sound
financial standing;
    (2)  the management of the foreign bank and the  proposed
management of the representative office are adequate; and
    (3)  the convenience and needs of persons to be served by
the proposed representative office will be promoted.
(Source: P.A. 85-204.)

    (205 ILCS 650/6) (from Ch. 17, par. 2856)
    Sec.  6.  Revocation  of  license.   If  the Commissioner
finds:
    (a)  the licensee or its representative has violated  any
provision  of  this  Act or other law, rule, or regulation of
this State; or
    (b)  any fact  or  condition  exists  which,  if  it  had
existed  at  the  time  of  the original application for such
license, would have resulted in the Commissioner refusing  to
issue  such  license; then the Commissioner, may certify such
findings to  the  State  Banking  Board  of  Illinois.  after
granting   the   licensee   or  representative  a  reasonable
opportunity to be heard before the Board, the Board,  upon  a
majority vote of all its members, may revoke such license.
(Source: P.A. 85-204.)

    (205 ILCS 650/8)
    Sec.  8.  Powers  of  the Commissioner.  The Commissioner
shall have under this Act all of the powers  granted  to  him
under  the  Illinois  Banking Act, including the authority to
impose  a  reasonable  charge  to  recover  the  cost  of  an
examination conducted by  the  Commissioner,  to  the  extent
necessary   to  enable  the  Commissioner  to  supervise  the
representative office of a foreign bank holding a license.
(Source: P.A. 90-301, eff. 8-1-97; 90-655, eff. 7-30-98.)

    Section 99.  Effective date.  This Act takes effect  upon
becoming law.
    Passed in the General Assembly May 30, 2001.
    Approved August 23, 2001.
    Effective August 23, 2001.

[ Top ]