5 Del. C. § 797G: Conversion of foreign family trust company or limited purpose trust company to family trust company [For application of this section, see 85 Del. Laws, c. 346, § 9].

(a) Upon written approval by the Commissioner, a foreign family trust company or a limited purpose trust company may convert to a family trust company, as described in this section, except that the action by a foreign family trust company shall be taken in the manner prescribed by and subject to the limitations and requirements imposed by the laws of the jurisdiction in which the foreign family trust company is organized, and such laws shall also govern the rights of its dissenting stockholders or members.

(b) A foreign family trust company or a limited purpose trust company that follows the conversion procedures set forth in Chapter 1 of Title 8 or Chapter 18 of Title 6, as applicable, as well as, with respect to the conversion of a foreign family trust company, the procedure prescribed by the laws of the jurisdiction in which the foreign family trust company is organized, to convert to a family trust company may be granted a certificate of authority to establish a family trust company with the approval of the Commissioner; provided, however, that the conversion shall be deemed approved if no action is taken by the Commissioner within 30 days after receipt of the completed application in accordance with subsection (c) of this section.

(c) The foreign family trust company or limited purpose trust company may apply for a certificate of authority to establish a family trust company and approval of the conversion by filing all of the following with the Commissioner:

(1) A certificate signed by its president and cashier or treasurer or equivalent officers and by a majority of its entire board of directors or equivalent governing body or governing persons, setting forth the corporate action taken in compliance with the laws of the jurisdiction in which the foreign family trust company or limited purpose trust company is organized.

(2) The plan of conversion and the proposed articles of association and bylaws (if applicable), approved by the stockholders or members of the foreign family trust company or limited purpose trust company, for the operation of the foreign family trust company or limited purpose trust company as a family trust company.

(3) Satisfactory evidence that at the effective time of the conversion, the family trust company will do all of the following:

a. Satisfy the definition of a “family trust company” established under this subchapter.

b. Comply with the requirements of §§ 797C, 797D, 797F and 797K of this title.

(d) Following the approval of the conversion by the Commissioner under this section, the legal effect of a conversion of a foreign family trust company into a family trust company, and the manner of making and effecting the same, shall be as prescribed in Chapter 1 of Title 8 for the conversion of domestic or foreign corporations or Chapter 18 of Title 6 for the conversion of domestic or foreign limited liability companies, as applicable.

(e) In the case of a conversion of a foreign family trust company or a limited purpose trust company to a family trust company, without any order or action on the part of any court or otherwise, all appointments, designations, and nominations, and all other rights and interests as trustee, executor, administrator, custodian, registrar of stocks and bonds, guardian of estates, assignee, receiver, trustee of estates of persons mentally ill and in every other fiduciary capacity, automatically shall remain vested in the family trust company resulting from such conversion.