KRS 286.3-146: Out -of-state trust company doing business in Kentucky -- Scope of

activities -- Fiduciary-related activities limited by reciprocity -- Evidence and

notice to be provided to commissioner.

(1) An out -of-state trust company may do any or all o f the following, to the extent

permitted under this section:

(a) Conduct trust business in this state, including but not limited to acting as a

trustee, personal representative, executor, administrator of any kind, guardian,

conservator, or in any other li ke or similar fiduciary capacity, whether the

appointment is by law, will, deed, trust, mortgage, court order, or otherwise,

to the extent the activities are authorized for a trust company organized under

the laws of this state; or

(b) Establish, or acquire and maintain, a trust office or a trust representative office

in this state.

(2) (a) An out-of-state trust company shall not conduct an activity authorized under

subsection (1) of this section unless:

1. A trust company organized under the laws of this s tate is permitted

under the laws of the out -of-state trust company's home state to conduct

a substantially similar activity in that state; and

2. The trust company has filed with the commissioner, in a form and

format prescribed by the commissioner in an a dministrative regulation

promulgated in accordance with KRS Chapter 13A:

a. If the trust company has an agent for service of process in this

state:

i. The name, physical address, telephone number, and

electronic mail address of the trust company's agent in this

state for service of process; and

ii. A certification that the trust company will, at least five (5)

days prior to any change in the information provided under

subpart i. of this subdivision, notify the commissioner of the

change and update the information;

b. If the trust company does not have an agent for service of process

in this state, an irrevocable consent appointing the Secretary of

State a s the trust company's attorney to receive lawful process

issued against the trust company in this state; and

c. The confirmation required under subsection (6) of this section.

(b) If any out -of-state trust company engages in conduct in this state without

making the service of process filing required under paragraph (a)2. of this

subsection, the trust company shall be subject to service of process as

provided in KRS 454.210.

(c) Notwithstanding this section, a court of this state may exercise jurisdiction

over an out -of-state trust company on any other basis authorized in the

Kentucky Revised Statutes or by the Rules of Civil Procedure.

(3) An out-of-state trust company:

(a) May, at its trust office or offices in Kentucky, act as a fiduciary in Kentucky

and engage in other trust business, to the extent the activities are authorized

for a trust company organized under the laws of this state; and

(b) Shall not, at its trust representative office or offices in Kentucky, act as a

fiduciary, but it may engage in ot her trust business at the office or offices,

including but not limited to marketing, soliciting, and operations, to the extent

the activities are authorized for a trust company organized under the laws of

this state.

(4) (a) An out-of-state trust company d esiring to establish, or acquire and maintain,

an office or offices in this state shall:

1. File a written application on a form prescribed by the commissioner,

which shall include:

a. The name of the out-of-state trust company;

b. The location of the proposed office or offices; and

c. The designation of the additional office or offices as trust offices

or trust representative offices;

2. Furnish the commissioner with:

a. A copy of the resolution adopted by the board of directors of the

out-of-state trust company authorizing the office or offices; and

b. A notice from the out-of-state trust company's home state regulator

that the proposed transaction is authorized by that regulator; and

3. Pay the filing fee, if any, prescribed by the commissioner.

(b) 1. An application made under paragraph (a) of this subsection shall be

deemed approved on the sixty -first day after the date the commissioner

receives the application, unless the commissioner:

a. Specifies an earlier or later date; or

b. Extends the review peri od under subparagraph 3. of this

paragraph.

2. With respect to an out -of-state trust company that is not a depository

institution, the commissioner may condition approval of any application

upon:

a. Satisfaction by the out -of-state trust company of any req uirement

applicable to a trust company organized under the laws of this

state; and

b. The out-of-state trust company furnishing the commissioner with

satisfactory evidence that the conditions required for approval

have been satisfied.

3. The commissioner may extend the sixty (60) day review period provided

under this paragraph if he or she determines that additional information

or time for analysis is required.

4. If the review period is extended, the out -of-state trust company shall not

be authorized to commence business at the proposed office or offices

until the trust company receives written approval of the commissioner.

(c) The commissioner may deny an out -of-state trust company's application for

an office or offices in this state if the commissioner finds that:

1. The out -of-state trust company lacks sufficient financial resources to

undertake the proposed expansion without adversely affecting its safety

or soundness;

2. The proposed office or offices are contrary to the public interest; or

3. The proposed expansion is not authorized under applicable law.

(5) (a) An out-of-state trust c ompany establishing or acquiring an office in this state

shall:

1. Provide evidence to the commissioner of compliance with the

requirements:

a. Of the trust company's home state regulator and home state law for

establishing, or acquiring and maintaining, the office; and

b. For foreign corporations under KRS Chapter 271B; and

2. Provide evidence to the commissioner that all fiduciary obligations and

liabilities of any trust company being acquired have been properly

discharged or assumed.

(b) An acquiring tru st company shall succeed by operation of law to all of the

rights, privileges, and obligations of the selling trust company.

(c) Fulfillment of the requirements of this subsection shall not result in the

establishment or acquisition of an out -of-state trus t company office in this

state until the commissioner has approved an application made for the office

in accordance with subsection (4) of this section.

(6) An out-of-state trust company that conducts trust business, establishes an office, or

acquires and maintains an office in this state shall confirm to the commissioner,

prior to commencing business in this state and at least annually thereafter, that for

so long as it conducts trust business, or maintains a trust office or trust

representative office, in this state, it will comply with all applicable laws of this

state.