Text: HF02483                           Text: HF02485
Text: HF02400 - HF02499                 Text: HF Index
Bills and Amendments: General Index     Bill History: General Index

House File 2484

Partial Bill History

Bill Text

PAG LIN
  1  1                                             HOUSE FILE 2484
  1  2 
  1  3                             AN ACT
  1  4 RELATING TO THE REGULATION OF FINANCIAL AND REAL PROPERTY
  1  5    INSTITUTIONS AND ASSETS INCLUDING BANKS, CREDIT UNIONS,
  1  6    REAL PROPERTY LOAN LENDERS, AND REAL PROPERTY FINANCIAL
  1  7    LIABILITY.
  1  8 
  1  9 BE IT ENACTED BY THE GENERAL ASSEMBLY OF THE STATE OF IOWA:
  1 10 
  1 11                           DIVISION I
  1 12                       DIVISION OF BANKING
  1 13    Section 1.  Section 8A.412, subsection 19, Code Supplement
  1 14 2003, is amended to read as follows:
  1 15    19.  The superintendent and the deputy superintendent of
  1 16 the banking division of the department of commerce, all
  1 17 members of the state banking board council, and all employees
  1 18 of the banking division.
  1 19    Sec. 2.  Section 524.201, subsection 1, Code 2003, is
  1 20 amended to read as follows:
  1 21    1.  The governor shall appoint, subject to confirmation by
  1 22 the senate, a superintendent of banking.  The appointee shall
  1 23 be selected solely with regard to qualification and fitness to
  1 24 discharge the duties of office, and a person shall not be
  1 25 appointed who has not had at least five years' experience as
  1 26 an executive officer in a bank or in the regulation or
  1 27 examination of banks.
  1 28    Sec. 3.  Section 524.203, Code 2003, is amended by striking
  1 29 the section and inserting in lieu thereof the following:
  1 30    524.203  SUPERINTENDENT – VACANCY.
  1 31    If the office of superintendent shall become vacant, the
  1 32 governor may appoint an acting superintendent to complete the
  1 33 unexpired term until an appointment is made as provided in
  1 34 section 524.201.
  1 35    Sec. 4.  Section 524.204, Code 2003, is amended by striking
  2  1 the section and inserting in lieu thereof the following:
  2  2    524.204  DEPUTY SUPERINTENDENT OF BANKING.
  2  3    The superintendent may appoint an employee of the division
  2  4 of banking as deputy to perform the duties of the
  2  5 superintendent during the absence or inability of the
  2  6 superintendent to act.  Any deputy so appointed shall be
  2  7 removable at the pleasure of the superintendent.
  2  8    Sec. 5.  Section 524.205, Code 2003, is amended to read as
  2  9 follows:
  2 10    524.205  STATE BANKING BOARD COUNCIL.
  2 11    1.  The state banking board council shall be composed
  2 12 consist of the superintendent, who shall be an ex officio
  2 13 nonvoting member and chairperson, and six other members,
  2 14 appointed by the governor, who shall be chosen appointed,
  2 15 where practical, from various sections parts of the state.
  2 16 Provided, however, that in no event shall more than five
  2 17 members of such board council be engaged in the business of
  2 18 banking in any executive capacity.  In case of a vacancy in
  2 19 the state banking board, other than one resulting from a
  2 20 vacancy in the office of the superintendent, the governor
  2 21 shall appoint a new member to fill such vacancy for the
  2 22 unexpired term.
  2 23    2.  The regular term terms of office of each member for
  2 24 members of the state banking council, other than the
  2 25 superintendent, shall be contemporaneous with the regular term
  2 26 of office of the superintendent as defined in subsection 2 of
  2 27 section 524.201, and each such member shall hold office for
  2 28 such term and until the member's successor shall have been
  2 29 appointed four-year staggered terms.  Each member shall hold
  2 30 office for the term for which the member is appointed or until
  2 31 a successor is appointed.
  2 32    3.  A member of the state banking board council, other than
  2 33 the superintendent, shall not receive a salary but is entitled
  2 34 to reimbursement for actual expenses incurred by the member in
  2 35 connection with the member's duties.  Each member of the board
  3  1 council may also be eligible to receive compensation as
  3  2 provided in section 7E.6.
  3  3    4.  The state banking board council shall act with the
  3  4 superintendent in an advisory capacity concerning all matters
  3  5 submitted to the council by the superintendent pertaining to
  3  6 the conduct of the administration of the provisions of this
  3  7 chapter and shall perform such other duties as are
  3  8 specifically provided for by the laws of this state.
  3  9    5.  The state banking board council shall meet at least
  3 10 once each month calendar quarter on such date and at such
  3 11 place as the state banking board council may designate decide,
  3 12 and shall meet at such other times as the board may deem be
  3 13 deemed necessary, or when called by the chairperson of the
  3 14 board, or any two members thereof by the superintendent or a
  3 15 majority of the council members.
  3 16    Sec. 6.  Section 524.207, subsection 1, Code Supplement
  3 17 2003, is amended to read as follows:
  3 18    1.  All expenses required in the discharge of the duties
  3 19 and responsibilities imposed upon the banking division of the
  3 20 department of commerce, the superintendent, and the state
  3 21 banking board council by the laws of this state shall be paid
  3 22 from fees provided by the laws of this state and appropriated
  3 23 by the general assembly from the general fund of the state.
  3 24 All of these fees are payable to the superintendent.  The
  3 25 superintendent shall pay all the fees and other moneys
  3 26 received by the superintendent to the treasurer of state
  3 27 within the time required by section 12.10 and the fees and
  3 28 other moneys shall be deposited into the general fund of the
  3 29 state.  The superintendent may keep on hand with the treasurer
  3 30 of state funds in excess of the current needs of the division
  3 31 to the extent approved recommended by the state banking board
  3 32 council.
  3 33    Sec. 7.  Section 524.208, Code 2003, is amended to read as
  3 34 follows:
  3 35    524.208  ASSISTANTS, EXAMINERS, AND OTHER EMPLOYEES.
  4  1    The superintendent may appoint assistants, examiners, and
  4  2 other employees as the superintendent deems necessary to the
  4  3 proper discharge of the duties imposed upon the superintendent
  4  4 by the laws of this state.  Pay plans shall be established for
  4  5 employees, other than clerical, who examine the accounts and
  4  6 affairs of state banks and who examine the accounts and
  4  7 affairs of other persons, subject to supervision and
  4  8 regulation by the superintendent, which are substantially
  4  9 equivalent to those paid by the Federal Deposit Insurance
  4 10 Corporation federal deposit insurance corporation and other
  4 11 federal supervisory agencies in this area of the United
  4 12 States.
  4 13    Sec. 8.  Section 524.209, Code Supplement 2003, is amended
  4 14 to read as follows:
  4 15    524.209  EXPENSES.
  4 16    The superintendent, deputy superintendent, assistants,
  4 17 examiners, and other employees of the banking division shall
  4 18 be entitled to receive reimbursement for expenses incurred in
  4 19 the performance of their duties.  The superintendent, and when
  4 20 specifically authorized by the superintendent, the deputy
  4 21 superintendent, assistants, examiners and other employees of
  4 22 the banking division, shall be entitled to receive
  4 23 reimbursement for expenses incurred while attending
  4 24 conventions, meetings, conferences, schools, or seminars
  4 25 relating to the performance of their duties, and such expenses
  4 26 shall be paid by the treasurer of state on warrants drawn by
  4 27 the director of the department of administrative services.
  4 28    Sec. 9.  Section 524.210, Code 2003, is amended to read as
  4 29 follows:
  4 30    524.210  INSURANCE AND SURETY BONDS.
  4 31    The superintendent shall acquire good and sufficient bond
  4 32 in a company authorized to do business in this state insuring
  4 33 the faithful performance of the deputy superintendent,
  4 34 assistants, examiners, and all other employees of the banking
  4 35 division and insuring against any liability which may accrue
  5  1 in the case of the loss of any property of a state bank, of a
  5  2 customer of a state bank or of any other person, in the course
  5  3 of any examination, investigation, or other function required
  5  4 or allowed by the laws of this state.  The superintendent
  5  5 shall be bonded in accordance with the provisions of chapter
  5  6 64.
  5  7    Sec. 10.  Section 524.211, subsections 1, 2, 3, 4, 5, and
  5  8 7, Code 2003, are amended to read as follows:
  5  9    1.  The superintendent, deputy superintendent, an assistant
  5 10 to the superintendent, a bank examination analyst, general
  5 11 counsel, or an examiner examiners, and other employees
  5 12 assigned to the bank bureau of the banking division is are
  5 13 prohibited from obtaining a loan of money or property from a
  5 14 state-chartered bank or any person or entity affiliated with a
  5 15 state-chartered bank.
  5 16    2.  The superintendent, deputy superintendent, finance
  5 17 company bureau chief, general counsel, and all examiners, and
  5 18 other employees assigned to the finance company bureau of the
  5 19 banking division are prohibited from obtaining a loan of money
  5 20 or property from a person or entity licensed pursuant to
  5 21 chapter 533A, 533D, 536, or 536A, or a person or entity
  5 22 affiliated with such licensee.
  5 23    3.  The superintendent, deputy superintendent, an assistant
  5 24 to the superintendent, a bank examination analyst, finance
  5 25 company bureau chief, general counsel, or an examiner
  5 26 examiners, and other employees of the banking division, who
  5 27 has have credit relations with a person or entity licensed or
  5 28 registered pursuant to chapter 535B or 536C, is are prohibited
  5 29 from participating in decisions, oversight, and official
  5 30 review of matters concerning the regulation of the licensee or
  5 31 registrant.
  5 32    4.  An assistant to the superintendent, a bank examination
  5 33 analyst, or an examiner Examiners and other employees assigned
  5 34 to the bank bureau of the banking division who has have credit
  5 35 relations with a person or entity licensed pursuant to chapter
  6  1 533A, 533D, 536, or 536A, or with a person or entity
  6  2 affiliated with such licensee, is are prohibited from
  6  3 participating in decisions, oversight, and official review of
  6  4 matters concerning the regulation of the licensee.
  6  5    5.  An employee of the banking division, other than the
  6  6 superintendent or a member of the state banking board council,
  6  7 shall not perform any services for, and shall not be a
  6  8 shareholder, member, partner, owner, director, officer, or
  6  9 employee of, any enterprise, person, or affiliate subject to
  6 10 the regulatory purview of the banking division.
  6 11    7.  The superintendent, deputy superintendent, or any
  6 12 assistant or examiner examiners, or other employees who is are
  6 13 convicted of a felony while holding such position shall be
  6 14 immediately discharged from employment and shall be forever
  6 15 disqualified from holding any position in the banking
  6 16 division.
  6 17    Sec. 11.  Section 524.212, Code Supplement 2003, is amended
  6 18 to read as follows:
  6 19    524.212  PROHIBITION AGAINST DISCLOSURE OF REGULATORY
  6 20 INFORMATION.
  6 21    The superintendent, deputy superintendent, assistant to the
  6 22 superintendent, examiner members of the state banking council,
  6 23 general counsel, examiners, or other employee employees of the
  6 24 banking division shall not disclose, in any manner, to any
  6 25 person other than the person examined and those regulatory
  6 26 agencies referred to in section 524.217, subsection 2, any
  6 27 information relating specifically to the supervision and
  6 28 regulation of any state bank, persons subject to the
  6 29 provisions of chapter 533A, 533C, 536, or 536A, any affiliate
  6 30 of any state bank, or an affiliate of a person subject to the
  6 31 provisions of chapter 533A, 533C, 536, or 536A, except when
  6 32 ordered to do so by a court of competent jurisdiction and then
  6 33 only in those instances referred to in section 524.215,
  6 34 subsections 1, 2, 3, and 5.
  6 35    Sec. 12.  Section 524.214, subsection 1, Code 2003, is
  7  1 amended to read as follows:
  7  2    1.  The superintendent, the deputy superintendent, and upon
  7  3 the approval of the superintendent, any assistant or examiner
  7  4 or other employees of the banking division shall have the
  7  5 power to subpoena witnesses, to compel their attendance, to
  7  6 administer an oath, to examine any person under oath and to
  7  7 require the production of any relevant books or papers.  Such
  7  8 examination may be conducted on any subject relating to the
  7  9 duties imposed upon, or powers vested in, the superintendent
  7 10 under the provisions of this chapter.
  7 11    Sec. 13.  Section 524.215, unnumbered paragraph 2, Code
  7 12 2003, is amended to read as follows:
  7 13    The superintendent, deputy superintendent, assistants, or
  7 14 members of the state banking council, examiners, or other
  7 15 employees of the banking division shall not be subpoenaed in
  7 16 any cause or proceeding to give testimony concerning
  7 17 information relating specifically to the supervision and
  7 18 regulation of any state bank or other person by the
  7 19 superintendent pursuant to the laws of this state, and the
  7 20 records of the banking division which relate specifically to
  7 21 the supervision and regulation of any such state bank or other
  7 22 such person shall not be offered in evidence in any court or
  7 23 subject to subpoena by any party except, where relevant:
  7 24    Sec. 14.  Section 524.216, unnumbered paragraph 1, Code
  7 25 2003, is amended to read as follows:
  7 26    The superintendent shall make a report in writing annually
  7 27 to the governor in the manner and within the time required by
  7 28 chapter 7A.  A copy of the report shall be furnished by the
  7 29 superintendent to each state bank.
  7 30    Sec. 15.  Section 524.217, subsection 1, paragraph a, Code
  7 31 2003, is amended to read as follows:
  7 32    a.  Make or cause to be made an examination of every state
  7 33 bank and trust company whenever in the superintendent's
  7 34 judgment such examination is necessary or advisable, but in no
  7 35 event less frequently than once during each two-year period by
  8  1 either the banking division or the appropriate federal banking
  8  2 agency.  During the course of each examination of a state bank
  8  3 or trust company, inquiry shall be made as to its financial
  8  4 condition, the security afforded to those to whom it is
  8  5 obligated, the policies of its management, whether the
  8  6 requirements of law have been complied with in the
  8  7 administration of its affairs, and such other matters as the
  8  8 superintendent may prescribe.
  8  9    Sec. 16.  Section 524.218, Code 2003, is amended to read as
  8 10 follows:
  8 11    524.218  REGULATION AND EXAMINATION OF SERVICES.
  8 12    A state bank may shall not cause to be performed, by
  8 13 contract or otherwise, any bank services, of a type referred
  8 14 to in section 524.804, for itself or any affiliate, whether on
  8 15 or off its premises, unless assurances satisfactory to the
  8 16 superintendent are furnished to the superintendent by both the
  8 17 state bank and the person performing such services that the
  8 18 performance thereof the person performing such services will
  8 19 be subject to supervision, regulation, and examination by the
  8 20 superintendent to the same extent as if such services were
  8 21 being performed by the state bank itself on its own premises.
  8 22    Sec. 17.  Section 524.219, Code 2003, is amended to read as
  8 23 follows:
  8 24    524.219  FEES.
  8 25    1.  A state bank subject to examination, supervision, and
  8 26 regulation by the superintendent, shall pay to the
  8 27 superintendent fees, established by the state banking board
  8 28 superintendent, based on the costs and expenses incurred in
  8 29 the discharge of the duties imposed upon the superintendent by
  8 30 this chapter.  The fees shall include, but are not limited to,
  8 31 costs and expenses for salaries, expenses and travel for
  8 32 employees, office facilities, supplies, and equipment.
  8 33    2.  The fees for examination of any affiliate of a state
  8 34 bank as provided for in section 524.1105, and the examinations
  8 35 provided for in section 524.217, subsection 1, paragraphs "c"
  9  1 and "d", shall be established by the state banking board
  9  2 superintendent, based on the time required for the examination
  9  3 and the administrative costs and expenses incurred in the
  9  4 discharge of the duties imposed upon the superintendent by
  9  5 this chapter.  The fees shall include, but not be limited to,
  9  6 costs and expenses for salaries, expenses and travel for
  9  7 employees, office facilities, supplies, and equipment.
  9  8    Upon completion of each examination required or allowed by
  9  9 this chapter, the examiner in charge of the examination shall
  9 10 render a bill for the fees, in duplicate, and shall deliver
  9 11 one copy of the bill to the state bank and one copy to the
  9 12 superintendent.
  9 13    3.  Failure to pay the amount of the fees to the
  9 14 superintendent within ten days after the date of billing shall
  9 15 subject the state bank or any affiliate of a state bank to an
  9 16 additional charge equal to five percent of the amount of the
  9 17 fees for each day the payment is delinquent.
  9 18    Sec. 18.  Section 524.310, subsection 1, Code 2003, is
  9 19 amended to read as follows:
  9 20    1.  The name of a state bank originally incorporated after
  9 21 the effective date of this chapter shall include the word
  9 22 "bank" and may include the word "state" or "trust" in its
  9 23 name.  A state bank using the word "trust" in its name must be
  9 24 authorized under this chapter to act in a fiduciary capacity.
  9 25 A national bank or federal savings bank shall not use the word
  9 26 "state" in its legally chartered name.
  9 27    Sec. 19.  Section 524.405, subsection 1, unnumbered
  9 28 paragraph 1, Code 2003, is amended to read as follows:
  9 29    A state bank, with the approval of the superintendent, may
  9 30 increase its capital structure or effect an allocation of
  9 31 amounts within its capital structure, by the use of any of the
  9 32 following methods:
  9 33    Sec. 20.  NEW SECTION.  524.607A  ACTION WITHOUT MEETING.
  9 34    1.  Unless the articles of incorporation or bylaws provide
  9 35 otherwise, action required or permitted to be taken under this
 10  1 chapter at a board of directors' meeting may be taken without
 10  2 a meeting if the action is consented to by all members of the
 10  3 board.  The action must be evidenced by one or more written
 10  4 consents describing the action taken, signed by each director,
 10  5 and included in the minutes or filed with the corporate
 10  6 records reflecting the action taken.
 10  7    2.  Action taken under this section is effective when the
 10  8 last director signs the consent, unless the consent specifies
 10  9 a different effective date.
 10 10    3.  A written consent signed under this section has the
 10 11 effect of a meeting vote and may be described as such in any
 10 12 document.
 10 13    Sec. 21.  Section 524.610, unnumbered paragraph 1, Code
 10 14 2003, is amended to read as follows:
 10 15    The shareholders of a state bank shall fix the reasonable
 10 16 compensation of directors for their services as members of the
 10 17 board of directors.  Subject to the approval of the
 10 18 superintendent and approval by the shareholders at an annual
 10 19 or special meeting called for that purpose, the shareholders
 10 20 of a state bank may adopt a pension or profit sharing plan, or
 10 21 both, or other plan of deferred compensation for directors, to
 10 22 which a state bank may contribute.
 10 23    Sec. 22.  Section 524.703, unnumbered paragraph 2, Code
 10 24 2003, is amended to read as follows:
 10 25    Subject to the approval of the superintendent, and approval
 10 26 by the shareholders at an annual or special meeting called for
 10 27 the purpose, the board of directors of a state bank may adopt
 10 28 a pension or profit-sharing plan, or both, or other plan of
 10 29 deferred compensation, for both officers and employees, to
 10 30 which the state bank may contribute.
 10 31    Sec. 23.  Section 524.802, subsection 5, Code 2003, is
 10 32 amended to read as follows:
 10 33    5.  Act as agent for a depository institution affiliate to
 10 34 the same extent that a national bank can act as an agent for a
 10 35 depository institution under the provisions of section 18 of
 11  1 the Federal Deposit Insurance Act, 12 U.S.C. } 1828.
 11  2    Sec. 24.  Section 524.903, subsections 2 and 3, Code 2003,
 11  3 are amended to read as follows:
 11  4    2.  A state bank shall not accept such drafts in an amount
 11  5 which exceeds at any time in the aggregate for all drawers
 11  6 thirty percent of the state bank's aggregate capital.  The
 11  7 superintendent may authorize a state bank to accept drafts in
 11  8 an amount not exceeding at any time in the aggregate for all
 11  9 drawers sixty percent of the state bank's aggregate capital,
 11 10 but the aggregate of acceptance growing out of domestic
 11 11 transactions shall in no event exceed thirty percent of
 11 12 aggregate capital.
 11 13    3.  A state bank, with the prior approval of the
 11 14 superintendent, may accept drafts, having not more than three
 11 15 months after sight to run, drawn upon it by banks or bankers
 11 16 in foreign countries, or in dependencies or insular
 11 17 possessions of the United States, for the purpose of
 11 18 furnishing dollar exchange as required by the usages of trade
 11 19 where the drafts are drawn in an aggregate amount which shall
 11 20 not at any time exceed for all such acceptance on behalf of a
 11 21 single bank or banker seven and one-half percent of the state
 11 22 bank's aggregate capital, and for all such acceptances, thirty
 11 23 percent of the state bank's aggregate capital.
 11 24    Sec. 25.  Section 524.904, subsection 7, paragraph a, Code
 11 25 2003, is amended to read as follows:
 11 26    a.  Additional funds advanced for taxes or for insurance if
 11 27 the advance is for the protection of the state bank, and
 11 28 provided that such amounts receive the prior approval of the
 11 29 superintendent.
 11 30    Sec. 26.  Section 524.1201, subsection 3, Code 2003, is
 11 31 amended to read as follows:
 11 32    3.  Notwithstanding any of the other provisions of this
 11 33 section, original loan documentation and trust recordkeeping
 11 34 functions may be located at an any authorized bank office or
 11 35 at any other location approved by the superintendent.
 12  1    Sec. 27.  Section 524.1303, subsection 3, Code 2003, is
 12  2 amended to read as follows:
 12  3    3.  Within thirty days after the application for
 12  4 dissolution involving a provision of acquisition of the state
 12  5 bank's assets and assumption of its liabilities by another
 12  6 state bank is accepted for processing, the dissolving bank
 12  7 shall publish once each week for two consecutive weeks a
 12  8 notice of the proposed transaction.  The notice shall be
 12  9 published in a newspaper of general circulation published in
 12 10 the municipal corporation or unincorporated area in which the
 12 11 dissolving bank has its principal place of business, and in
 12 12 the municipal corporation or unincorporated area in which the
 12 13 acquiring state bank has its principal place of business, or
 12 14 if there is none, a newspaper of general circulation published
 12 15 in the county or counties, or in a county adjoining the county
 12 16 or counties, in which the dissolving bank and the acquiring
 12 17 bank have their principal place of business.  The notice shall
 12 18 be on forms provided by the superintendent, and proof of
 12 19 publication of the notice shall be delivered to the
 12 20 superintendent within fourteen days.
 12 21    Sec. 28.  Section 524.1402, subsection 4, Code 2003, is
 12 22 amended to read as follows:
 12 23    4.  If a proposed merger will result in a state bank,
 12 24 within thirty days after the application for merger is
 12 25 accepted for processing, the parties to the plan shall
 12 26 publish, once each week for two consecutive weeks, a notice of
 12 27 the proposed transaction.  The notices shall be published in a
 12 28 newspaper of general circulation published in the municipal
 12 29 corporation or unincorporated area in which each party to the
 12 30 plan has its principal place of business, or if there is none,
 12 31 in a newspaper of general circulation published in the county,
 12 32 or in a county adjoining the county, in which each party to
 12 33 the plan has its principal place of business.  The notice
 12 34 shall be on forms prescribed by the superintendent and shall
 12 35 set forth the names of the parties to the plan and the
 13  1 resulting state bank, the location and post office address of
 13  2 the principal place of business of the resulting state bank
 13  3 and of each office to be maintained by the resulting state
 13  4 bank, and the purpose or purposes of the resulting state bank.
 13  5 Proof of publication of the notice shall be delivered to the
 13  6 superintendent within fourteen days.
 13  7    Sec. 29.  Section 524.1412, unnumbered paragraph 1, Code
 13  8 2003, is amended to read as follows:
 13  9    Within thirty days after the application for conversion has
 13 10 been accepted for processing, the national bank or federal
 13 11 savings association shall publish a notice of the delivery of
 13 12 the articles of conversion to the superintendent once each
 13 13 week for two successive weeks in a newspaper of general
 13 14 circulation published in the municipal corporation or
 13 15 unincorporated area in which the national bank or federal
 13 16 savings association has its principal place of business, or if
 13 17 there is none, a newspaper of general circulation published in
 13 18 the county, or in a county adjoining the county, in which the
 13 19 national bank or federal savings association has its principal
 13 20 place of business.  Proof of publication of the notice shall
 13 21 be delivered to the superintendent within fourteen days.  The
 13 22 notice shall set forth all of the following:
 13 23    Sec. 30.  Section 524.1416, subsection 2, Code 2003, is
 13 24 amended to read as follows:
 13 25    2.  A state bank which converts into a national bank or
 13 26 federal savings association shall notify the superintendent of
 13 27 the proposed conversion, provide such evidence of the adoption
 13 28 of the plan as the superintendent may request, notify the
 13 29 superintendent of any abandonment or disapproval of the plan,
 13 30 file with the superintendent and with the secretary of state a
 13 31 certificate of the approval of the conversion by the
 13 32 comptroller of the currency of the United States or director
 13 33 of the office of thrift supervision, as applicable, and the
 13 34 date upon which such conversion is to become effective.  A
 13 35 state bank that converts into a national bank or federal
 14  1 savings association shall comply with the provisions of
 14  2 section 524.310, subsection 1.
 14  3    Sec. 31.  Section 524.1611, subsection 1, Code 2003, is
 14  4 amended to read as follows:
 14  5    1.  Any person violating the provisions of subsection 1 of
 14  6 section 524.211, subsection 1, shall be guilty of a fraudulent
 14  7 practice, and shall be subject to a further fine of a sum
 14  8 equal to the amount of the value of the property given or
 14  9 received or the money so loaned or borrowed.  The deputy
 14 10 superintendent, an assistant or examiner An employee of the
 14 11 division of banking convicted of a violation of such
 14 12 subsection shall be immediately discharged from employment and
 14 13 shall be forever disqualified from holding any position in the
 14 14 banking division.
 14 15    Sec. 32.  Section 546.3, Code 2003, is amended to read as
 14 16 follows:
 14 17    546.3  BANKING DIVISION.
 14 18    The banking division shall regulate and supervise banks
 14 19 under chapter 524, regulated loan companies under chapter 536,
 14 20 and industrial loan companies under chapter 536A, and shall
 14 21 perform other duties assigned to the division by law.  The
 14 22 division is headed by the superintendent of banking who is
 14 23 appointed pursuant to section 524.201.  The state banking
 14 24 board council shall perform duties render advice within the
 14 25 division as prescribed by law when requested by the
 14 26 superintendent.
 14 27    Sec. 33.  STATE BANKING COUNCIL – INITIAL FOUR-YEAR TERMS.
 14 28 The governor shall appoint members to the state banking
 14 29 council for terms beginning on May 1, 2005, as follows:  One
 14 30 member shall be appointed for a one-year term, one member
 14 31 shall be appointed for a two-year term, two members shall be
 14 32 appointed for three-year terms, and two members shall be
 14 33 appointed for four-year terms.
 14 34    Sec. 34.  Section 68B.35, Code Supplement 2003, and
 14 35 sections 536.13, 536.23, and 536.28, Code 2003, are amended by
 15  1 striking from the sections the words "state banking board" and
 15  2 "banking board" and "board" when referring to the state
 15  3 banking board and inserting in lieu thereof the words "state
 15  4 banking council".
 15  5    Sec. 35.  CODE EDITOR'S DIRECTIVE.  The Code editor shall
 15  6 correct any references to the state banking council as the
 15  7 successor to the state banking board, including grammatical
 15  8 constructions, anywhere else in the Iowa Code, in any bills
 15  9 awaiting codification, and in any bills enacted by the
 15 10 Eightieth General Assembly, 2004 Regular Session.  
 15 11                           DIVISION II
 15 12                          CREDIT UNIONS
 15 13    Sec. 36.  Section 533.2, Code 2003, is amended to read as
 15 14 follows:
 15 15    533.2  AMENDMENTS.
 15 16    1.  The articles Articles of incorporation or the bylaws
 15 17 may be amended by a favorable vote of a majority of the
 15 18 members present at a meeting, if that number constitutes a
 15 19 quorum and if the proposed amendment was contained in the
 15 20 notice of the meeting.
 15 21    2.  Bylaws may also be amended by a any of the following
 15 22 methods:
 15 23    a.  The favorable vote of a majority of the members of the
 15 24 board, or by present at a meeting, if that number constitutes
 15 25 a quorum and if the proposed amendment was contained in the
 15 26 notice of the meeting.
 15 27    b.  The favorable vote of a majority of the members of the
 15 28 board.
 15 29    c.  By a majority vote of members voting by mailed or
 15 30 electronic ballot, according to procedures specified by rule
 15 31 of the superintendent requiring at least twenty days' notice
 15 32 to all members, mailed ballots ensuring the confidentiality of
 15 33 voters, announcement to members of the results of the vote,
 15 34 and preservation of the ballots for a reasonable period of
 15 35 time according to procedures specified by rule of the
 16  1 superintendent, requiring at least twenty days' notice to all
 16  2 members.  All amendments must be approved by the
 16  3 superintendent before they become effective.  An announcement
 16  4 shall be made to members of the results of the vote.  Ballots
 16  5 shall be preserved for a reasonable period of time following
 16  6 the vote.
 16  7    d.  A combination of procedures as specified in paragraphs
 16  8 "a" and "c", whereby members are allowed to vote either in
 16  9 person at a meeting or by mailed or electronic ballot,
 16 10 according to procedures specified by rule of the
 16 11 superintendent.  If the proposed amendment receives a
 16 12 favorable majority of the total votes cast in person and by
 16 13 mailed ballot, the bylaws shall be amended.
 16 14    Sec. 37.  Section 533.4, subsection 5, Code 2003, is
 16 15 amended by adding the following new paragraph:
 16 16    NEW PARAGRAPH.  j.  Any permissible investment for federal
 16 17 credit unions, provided that this paragraph shall not permit a
 16 18 credit union to invest in a credit union service organization
 16 19 except as provided in paragraph "f".
 16 20    Sec. 38.  Section 533.4, Code 2003, is amended by adding
 16 21 the following new subsection:
 16 22    NEW SUBSECTION.  28.  Set off a member's accounts against
 16 23 any of the member's debts or liabilities owed the state credit
 16 24 union pursuant to an agreement entered into between the member
 16 25 and the credit union.  The credit union shall also have a lien
 16 26 on the shares and deposits of a member for any sum due the
 16 27 credit union from the member or for any loan endorsed by the
 16 28 member.
 16 29    Sec. 39.  Section 533.6, subsection 2, Code 2003, is
 16 30 amended to read as follows:
 16 31    2.  The superintendent may make or cause to be made an
 16 32 examination of each credit union whenever the superintendent
 16 33 believes such examination is necessary or advisable, but in no
 16 34 event less frequently than once during each eighteen-month
 16 35 twenty-four-month period.  A credit union designated as
 17  1 serving predominantly low-income members shall be reviewed
 17  2 during each examination to ensure that such credit union is
 17  3 continuing to meet the standards established by rule of the
 17  4 superintendent.  Each credit union and all of its officers and
 17  5 agents shall give to the representatives of the superintendent
 17  6 free access to all books, papers, securities, records, and
 17  7 other sources of information under their control.  A report of
 17  8 such examination shall be forwarded to the chairperson of each
 17  9 credit union within thirty days after the completion of the
 17 10 examination.  Within thirty days of the receipt of this
 17 11 report, a meeting of the directors shall be called to consider
 17 12 matters contained in the report and the action taken shall be
 17 13 set forth in the minutes of the board.  The superintendent may
 17 14 accept, in lieu of the examination of a credit union, an audit
 17 15 report conducted by a certified public accounting firm
 17 16 selected from a list of firms previously approved by the
 17 17 superintendent.  The cost of the audit shall be paid by the
 17 18 credit union.
 17 19    Sec. 40.  Section 533.8, Code 2003, is amended to read as
 17 20 follows:
 17 21    533.8  ELECTIONS.
 17 22    1.  At the organization meeting there shall be elected a
 17 23 board of directors of not less than nine members to hold
 17 24 office for such terms as the bylaws provide and until
 17 25 successors are elected and qualify.
 17 26    2.  At each annual meeting there shall be elected one
 17 27 member to fill each position vacated by reason of expiring
 17 28 terms or other causes.
 17 29    3.  Pursuant to rules adopted by the superintendent, state
 17 30 credit unions may allow members to vote on the election of
 17 31 directors via electronic means including, but not limited to,
 17 32 the internet or telephone.
 17 33    4.  A record of the names and addresses of the directors,
 17 34 officers and committee persons shall be filed with the
 17 35 superintendent within ten days following each election.
 18  1    5.  A state credit union wishing to maintain a board of
 18  2 directors of less than nine members may apply to the
 18  3 superintendent for permission to reduce the required number of
 18  4 directors to no fewer than seven members.  An application to
 18  5 reduce the required number of directors under this subsection
 18  6 must demonstrate both of the following:
 18  7    a.  The application is necessitated by a hardship or other
 18  8 special circumstance.
 18  9    b.  The lesser number of directors is in the best interest
 18 10 of the credit union and its members.
 18 11    Sec. 41.  Section 533.9, Code 2003, is amended to read as
 18 12 follows:
 18 13    533.9  DIRECTORS AND OFFICERS.
 18 14    1.  Within five days following the organization meeting and
 18 15 each annual meeting, the directors shall elect from their own
 18 16 number a chairperson of the board, a vice chairperson, a
 18 17 secretary, and a chief financial officer whose title shall be
 18 18 designated by the board of directors.
 18 19    2.  The board shall appoint a credit committee of not less
 18 20 than three members, and an auditing committee of not less than
 18 21 three members, and may also appoint alternate members of the
 18 22 credit committee.
 18 23    3.  Only a member of the board of directors or a member of
 18 24 the credit union may be appointed to the credit committee or
 18 25 to the auditing committee.
 18 26    4.  The board may appoint an executive committee to act on
 18 27 its behalf when designated for that purpose.
 18 28    5.  The duties and responsibilities of a director and of
 18 29 the board of directors have general shall include, but are not
 18 30 limited to, all of the following:
 18 31    a.  General management of the affairs of the state credit
 18 32 union including, but not limited to, the power to fix.
 18 33    b.  Setting the amount of the surety bond which that shall
 18 34 be required of all officers and employees handling money.
 18 35    c.  Periodic review of the original records of the state
 19  1 credit union, or comprehensive summaries prepared by the
 19  2 officers of the credit union, pertaining to loans, security
 19  3 interests, and investments.
 19  4    d.  Review of the adequacy of the state credit union's
 19  5 internal controls.
 19  6    e.  Periodic review of utilization of security measures.
 19  7    f.  Establishing education and training programs to ensure
 19  8 that the directors possess adequate knowledge to manage the
 19  9 affairs of the state credit union.
 19 10    6.  a.  Directors of a state credit union shall discharge
 19 11 the duties of their position in good faith and with that
 19 12 diligence, care, and skill which ordinarily prudent persons
 19 13 would exercise under similar circumstances in like positions.
 19 14    b.  The directors have a continuing responsibility to
 19 15 assure themselves that the state credit union is being managed
 19 16 according to law and that the practices and policies adopted
 19 17 by the board are being implemented.
 19 18    7.  Unless the bylaws provide otherwise, the board of
 19 19 directors may permit any and all directors to participate in
 19 20 all except one meeting per year of the board of directors
 19 21 through the use of any means of communication by which all
 19 22 directors participating in the meeting may simultaneously hear
 19 23 each other and communicate during the meeting.  A director
 19 24 participating in a meeting by this means is deemed to be
 19 25 present at the meeting.
 19 26    8.  a.  A director, committee member, officer, or employee
 19 27 of a state credit union shall not directly or indirectly
 19 28 participate in either the deliberation upon or the
 19 29 determination of any matter in which the director, committee
 19 30 member, officer, or employee has a direct or indirect
 19 31 interest.
 19 32    b.  For the purposes of this subsection, an interest may
 19 33 include, but is not limited to, a pecuniary or familial
 19 34 interest.
 19 35    Sec. 42.  Section 533.12, subsection 1, Code 2003, is
 20  1 amended to read as follows:
 20  2    1.  The capital of a credit union shall consist of the
 20  3 payments that have been made to it by the several members
 20  4 thereof on shares.  The credit union shall have a lien on the
 20  5 shares and deposits of a member for any sum due to the credit
 20  6 union from the member or for any loan endorsed by the member.
 20  7 A credit union may charge an entrance fee as may be provided
 20  8 by the bylaws.
 20  9    Sec. 43.  Section 533.19, Code 2003, is amended to read as
 20 10 follows:
 20 11    533.19  EXPULSION – WITHDRAWAL.
 20 12    1.  The board of directors may expel any member who has
 20 13 failed to do either of the following:
 20 14    a.  Carry out the member's obligations to the state credit
 20 15 union.
 20 16    b.  Comply with the state credit union's bylaws or
 20 17 policies.
 20 18    2.  A member may be expelled by a majority vote of the
 20 19 board of directors at a regular or special meeting of the
 20 20 board.
 20 21    a.  The An expelled member may request a hearing before the
 20 22 membership of the credit union.  A meeting of the membership
 20 23 shall be held within sixty days of the member's request.
 20 24    b.  The membership may, by majority vote at the membership
 20 25 meeting, reinstate the expelled member upon terms and
 20 26 conditions prescribed by it.
 20 27    3.  Any member may withdraw from the credit union at any
 20 28 time, but notice of withdrawal may be required as provided in
 20 29 this section.
 20 30    4.  All amounts paid on shares or as deposits of an
 20 31 expelled or withdrawing member, with any dividends or interest
 20 32 accredited thereto, to the date thereof, shall, after
 20 33 deducting all amounts due from the member to the credit union
 20 34 and an amount as necessary to honor outstanding share drafts
 20 35 drawn against accounts of the member, be paid to the member.
 21  1    5.  Upon expulsion or withdrawal of a member from a credit
 21  2 union, or at any other time, the credit union may require
 21  3 sixty days' notice of intention to withdraw shares and thirty
 21  4 days' notice of intention to withdraw deposits, except that a
 21  5 credit union shall not at any time require notice of
 21  6 withdrawal with respect to funds which are subject to
 21  7 withdrawal by share drafts.
 21  8    6.  Withdrawing or expelled members shall have no further
 21  9 rights in the credit union but are not, by such expulsion or
 21 10 withdrawal, released from any remaining liability to the
 21 11 credit union.
 21 12    Sec. 44.  NEW SECTION.  533.19A  SUSPENSION OR RESTRICTION
 21 13 OF SERVICES.
 21 14    1.  A state credit union may suspend or deny certain
 21 15 services to members who have performed any of the following
 21 16 actions:
 21 17    a.  Caused a loss to the state credit union.
 21 18    b.  Violated the membership agreement or any policy adopted
 21 19 by the board.
 21 20    c.  Been physically or verbally abusive to state credit
 21 21 union members or staff.
 21 22    2.  Members with suspended services may maintain a share
 21 23 account and continue to vote at annual and special meetings.
 21 24    Sec. 45.  Section 533.38, Code 2003, is amended by adding
 21 25 the following new subsection:
 21 26    NEW SUBSECTION.  12.  Establish one or more capital
 21 27 accounts in the same manner as if it were a federal credit
 21 28 union.  
 21 29                          DIVISION III
 21 30              BANKS AS LIMITED LIABILITY COMPANIES
 21 31    Sec. 46.  Section 422.11, Code 2003, is amended to read as
 21 32 follows:
 21 33    422.11  FRANCHISE TAX CREDIT.
 21 34    The taxes imposed under this division, less the credits
 21 35 allowed under section 422.12, shall be reduced by a franchise
 22  1 tax credit.  A taxpayer who is a shareholder in a financial
 22  2 institution, as defined in section 581 of the Internal Revenue
 22  3 Code, which has in effect for the tax year an election under
 22  4 subchapter S of the Internal Revenue Code, or is a member of a
 22  5 financial institution organized as a limited liability company
 22  6 under chapter 524 that is taxed as a partnership for federal
 22  7 income tax purposes, shall compute the amount of the tax
 22  8 credit by recomputing the amount of tax under this division by
 22  9 reducing the taxable income of the taxpayer by the taxpayer's
 22 10 pro rata share of the items of income and expense of the
 22 11 financial institution and subtracting the credits allowed
 22 12 under section 422.12.  This recomputed tax shall be subtracted
 22 13 from the amount of tax computed under this division after the
 22 14 deduction for credits allowed under section 422.12.  The
 22 15 resulting amount, which shall not exceed the taxpayer's pro
 22 16 rata share of the franchise tax paid by the financial
 22 17 institution, is the amount of the franchise tax credit
 22 18 allowed.
 22 19    Sec. 47.  Section 524.103, subsections 6, 8, 17, 20, 30,
 22 20 31, and 33, Code 2003, are amended to read as follows:
 22 21    6.  "Articles of incorporation" means the original or
 22 22 restated articles of incorporation and all amendments thereto
 22 23 and includes articles of merger.  "Articles of incorporation"
 22 24 also means the original or restated articles of organization
 22 25 and all amendments including articles of merger if a state
 22 26 bank is organized as a limited liability company under this
 22 27 chapter.
 22 28    8.  "Bank" means a corporation or limited liability company
 22 29 organized under this chapter or 12 U.S.C. } 21.
 22 30    17.  "Control" means when a person, directly or indirectly
 22 31 or acting through or together with one or more persons,
 22 32 satisfies any of the following:
 22 33    a.  Owns, controls, or has the power to vote fifty percent
 22 34 or more of any class of voting securities or membership
 22 35 interests of another person.
 23  1    b.  Controls, in any manner, the election of a majority of
 23  2 the directors, managers, trustees, or other persons exercising
 23  3 similar functions of another person.
 23  4    c.  Has the power to exercise a controlling influence over
 23  5 the management or policies of another person.
 23  6    20.  "Executive officer" means a person who participates or
 23  7 has authority to participate, other than in the capacity of a
 23  8 director or manager, in major policymaking functions of a
 23  9 state bank, whether or not the officer has an official title,
 23 10 whether or not such a title designates the officer as an
 23 11 assistant, or whether or not the officer is serving without
 23 12 salary or other compensation.  The chief executive officer,
 23 13 chairperson of the board, the president, every vice president,
 23 14 and the cashier of a state bank are deemed to be executive
 23 15 officers, unless such an officer is excluded, by resolution of
 23 16 the board of directors of a state bank or by the bylaws of the
 23 17 state bank, from participation, other than in the capacity of
 23 18 a director, in major policymaking functions of the state bank,
 23 19 and the officer does not actually participate in the major
 23 20 policymaking functions.  All officers who serve on a board of
 23 21 directors are deemed to be executive officers, except as
 23 22 provided for in section 524.701, subsection 3.
 23 23    30.  "Shareholder" means one who is a holder of record of
 23 24 shares in a state bank.  If a state bank is organized as a
 23 25 limited liability company under this chapter, "shareholder"
 23 26 means any member of the limited liability company.
 23 27    31.  "Shares" means the units into which the proprietary
 23 28 interests in a state bank are divided, including any
 23 29 membership interests of a state bank organized as a limited
 23 30 liability company under this chapter.
 23 31    33.  "State bank" means any bank incorporated pursuant to
 23 32 the provisions of this chapter after January 1, 1970, and any
 23 33 "state bank" or "savings bank" incorporated pursuant to the
 23 34 laws of this state and doing business as such on January 1,
 23 35 1970, or organized as a limited liability company under this
 24  1 chapter.
 24  2    Sec. 48.  Section 524.103, Code 2003, is amended by adding
 24  3 the following new subsections:
 24  4    NEW SUBSECTION.  9A.  "Board of directors" means the board
 24  5 of directors of a state bank as provided in section 524.601.
 24  6 For state banks organized as a limited liability company under
 24  7 this chapter, "board of directors" means a board of directors
 24  8 or board of managers as designated by the limited liability
 24  9 company in its articles of organization or operating
 24 10 agreement.
 24 11    NEW SUBSECTION.  18A.  "Director" means a member of the
 24 12 board of directors and includes a manager of a state bank
 24 13 organized as a limited liability company under this chapter.
 24 14    NEW SUBSECTION.  23A.  "Manager" means a person designated
 24 15 by the members to manage a state bank organized as a limited
 24 16 liability company under this chapter as provided in the
 24 17 articles of organization or an operating agreement and may
 24 18 include a member of the board of directors.
 24 19    NEW SUBSECTION.  23B.  "Member" means a person with a
 24 20 membership interest in a state bank organized as a limited
 24 21 liability company under this chapter.
 24 22    NEW SUBSECTION.  23C.  "Membership interest" means a
 24 23 member's share of the profits and losses, the right to receive
 24 24 distributions of assets, and any right to vote or participate
 24 25 in management, of a state bank organized as a limited
 24 26 liability company under this chapter.
 24 27    Sec. 49.  Section 524.301, Code 2003, is amended to read as
 24 28 follows:
 24 29    524.301  INCORPORATORS – ORGANIZERS.
 24 30    A state bank may be incorporated or organized as a limited
 24 31 liability company under this chapter by one or more
 24 32 individuals eighteen years of age or older, a majority of whom
 24 33 shall be residents of this state and citizens of the United
 24 34 States.
 24 35    Sec. 50.  NEW SECTION.  524.302A  ARTICLES OF INCORPORATION
 25  1 – LIMITED LIABILITY COMPANY.
 25  2    1.  The articles of incorporation of a state bank organized
 25  3 as a limited liability company under this chapter shall be in
 25  4 the form prescribed by the superintendent, and shall set forth
 25  5 all of the following:
 25  6    a.  The name of the state bank, that it is organized for
 25  7 the purpose of conducting the business of banking, and that it
 25  8 is organized under the provisions of this chapter.
 25  9    b.  The street address of the limited liability company's
 25 10 initial registered office and the name of its initial
 25 11 registered agent at that office.
 25 12    c.  The location of the state bank's proposed principal
 25 13 office of the limited liability company, which may be the same
 25 14 as the registered office, but need not be within this state.
 25 15    d.  The duration of the state bank, which shall be
 25 16 perpetual.
 25 17    e.  The aggregate number of common and preferred shares
 25 18 which the state bank shall have authority to issue and the par
 25 19 value of such shares.  If such shares are to be divided into
 25 20 classes or series, the number of shares of each class or
 25 21 series and a statement of the par value of the shares of each
 25 22 class or series.
 25 23    f.  The number of managers constituting the initial board
 25 24 of directors and the names and addresses of the individuals
 25 25 who are to serve as directors until successors are elected and
 25 26 qualify.  A statement that the exclusive authority to manage
 25 27 the state bank is vested in a board of directors that is
 25 28 elected or appointed by the members, that operates in
 25 29 substantially the same manner as, and has substantially the
 25 30 same rights, powers, privileges, duties, and responsibilities
 25 31 as, a board of directors of a state bank chartered as a
 25 32 corporation under this chapter.
 25 33    g.  A provision that the articles of incorporation,
 25 34 operating agreement, or other organizational documents of the
 25 35 state bank shall not require the consent of any other owner in
 26  1 order for an owner to transfer membership interests in the
 26  2 state bank, including voting rights.
 26  3    2.  The articles of incorporation may set forth any or all
 26  4 of the following:
 26  5    a.  Provisions not inconsistent with law regarding
 26  6 management of the business and regulation of the affairs of
 26  7 the state bank.
 26  8    b.  Any provision required or permitted by this chapter to
 26  9 be set forth in the operating agreement.
 26 10    3.  The articles of incorporation need not set forth any of
 26 11 the organizational powers enumerated in this chapter.
 26 12    Sec. 51.  Section 524.303, Code 2003, is amended to read as
 26 13 follows:
 26 14    524.303  APPLICATION FOR APPROVAL.
 26 15    The incorporators or organizers shall make an application
 26 16 to the superintendent for approval of a proposed state bank in
 26 17 the manner prescribed by the superintendent and shall deliver
 26 18 to the superintendent, together with such application:
 26 19    1.  The articles of incorporation.
 26 20    2.  Applicable fees, payable to the secretary of state as
 26 21 specified in section 490.122 or 490A.124, for the filing and
 26 22 recording of the articles of incorporation.
 26 23    Sec. 52.  Section 524.304, subsection 1, Code 2003, is
 26 24 amended to read as follows:
 26 25    1.  The incorporators or organizers of a state bank shall,
 26 26 within thirty days of the acceptance of the application for
 26 27 processing, publish notice of the proposed incorporation or
 26 28 organization once each week for two successive weeks in a
 26 29 newspaper of general circulation published in the municipal
 26 30 corporation which is proposed as the principal place of
 26 31 business of the state bank, or if there is none, a newspaper
 26 32 of general circulation published in the county, or in a county
 26 33 adjoining the county, in which the proposed state bank is to
 26 34 have its principal place of business.  The notice shall set
 26 35 forth all of the following:
 27  1    a.  The name of the proposed state bank.
 27  2    b.  A statement that it is to be incorporated or organized
 27  3 under this chapter.
 27  4    c.  The purpose or purposes of the state bank.
 27  5    d.  The names and addresses of the incorporators or
 27  6 organizers and of the members of the initial board of
 27  7 directors or board of directors as they appear, or will
 27  8 appear, in the articles of incorporation.
 27  9    e.  The date the application was accepted for processing.
 27 10    f.  If the incorporation or organization of the state bank
 27 11 has been approved by the superintendent under section 524.305,
 27 12 subsection 8, the name and address of the bank with which the
 27 13 state bank will have merged, or the assets of which the state
 27 14 bank will have acquired or the condition of which in some
 27 15 other way provided a purpose for the incorporation or
 27 16 organization.
 27 17    Sec. 53.  Section 524.305, subsection 1, paragraph d, Code
 27 18 2003, is amended to read as follows:
 27 19    d.  The character and fitness of the incorporators or
 27 20 organizers and of the members of the initial board of
 27 21 directors are such as to command the confidence of the
 27 22 community and to warrant the belief that the business of the
 27 23 proposed state bank will be honestly and efficiently
 27 24 conducted.
 27 25    Sec. 54.  Section 524.305, subsections 6, 7, and 9, Code
 27 26 2003, are amended to read as follows:
 27 27    6.  If the superintendent approves the application, the
 27 28 superintendent shall notify the incorporators or organizers,
 27 29 and such other persons who requested in writing that they be
 27 30 notified, of the approval.  If the superintendent disapproves
 27 31 the application, the superintendent shall notify the
 27 32 incorporators or organizers of the action and the reason for
 27 33 the decision.
 27 34    7.  The actions of the superintendent shall be subject to
 27 35 judicial review in accordance with chapter 17A.  The court may
 28  1 award damages to the incorporators or organizers if it finds
 28  2 that review is sought frivolously or in bad faith.
 28  3    9.  As a condition of receiving the decision of the
 28  4 superintendent with respect to the application the
 28  5 incorporators or organizers shall reimburse the superintendent
 28  6 for all expenses incurred by the superintendent in connection
 28  7 with the application.
 28  8    Sec. 55.  Section 524.306, Code 2003, is amended to read as
 28  9 follows:
 28 10    524.306  INCORPORATION OR ORGANIZATION OF STATE BANK.
 28 11    1.  Unless a delayed effective date or time is specified,
 28 12 the corporate or organizational existence of a state bank
 28 13 begins when the articles of incorporation, with the
 28 14 superintendent's approval indicated on the articles of
 28 15 incorporation, are filed with the secretary of state.  The
 28 16 secretary of state shall record the articles of incorporation
 28 17 and forward a copy of them to the county recorder of the
 28 18 county in which the state bank is to have its principal place
 28 19 of business.
 28 20    2.  The secretary of state's acknowledgment of filing of
 28 21 the articles of incorporation is conclusive proof that the
 28 22 incorporators or organizers satisfied all conditions precedent
 28 23 to incorporation or organization, except in a proceeding
 28 24 instituted by the superintendent to cancel or revoke the
 28 25 incorporation or involuntarily dissolve the corporation or
 28 26 organization.
 28 27    Sec. 56.  Section 524.307, Code 2003, is amended to read as
 28 28 follows:
 28 29    524.307  INITIAL ORGANIZATION OF STATE BANK.
 28 30    Upon incorporation, or organization as a limited liability
 28 31 company, of the state bank, the initial board of directors
 28 32 shall hold an organizational meeting within this state, at the
 28 33 call of a majority of the directors, to complete the
 28 34 organization of the state bank by electing officers, adopting
 28 35 bylaws, if any are to be adopted, and conducting any other
 29  1 business properly brought before the board at the meeting.
 29  2    Sec. 57.  Section 524.308, subsection 2, Code 2003, is
 29  3 amended to read as follows:
 29  4    2.  If a state bank transacts any business before receipt
 29  5 of an authorization to do business in violation of subsection
 29  6 1, the directors, managers, and officers who willfully
 29  7 authorized or participated in the action are severally liable
 29  8 for the debts and liabilities of the state bank incurred prior
 29  9 to the receipt of the authorization to do business.
 29 10    Sec. 58.  Section 524.310, Code 2003, is amended to read as
 29 11 follows:
 29 12    524.310  NAME OF STATE BANK.
 29 13    1.  The name of a state bank originally incorporated or
 29 14 organized after the effective date of this chapter shall
 29 15 include the word "bank" and may include the word "state" or
 29 16 "trust" in its name.  A state bank using the word "trust" in
 29 17 its name must be authorized under this chapter to act in a
 29 18 fiduciary capacity.
 29 19    2.  The provisions of this section shall not require any
 29 20 state bank, existing and operating on January 1, 1970, to add
 29 21 to, modify or otherwise change its corporate or organizational
 29 22 name, either on January 1, 1970, or upon renewal of its
 29 23 corporate existence pursuant to section 524.314.
 29 24    3.  If a state bank existing and operating on January 1,
 29 25 1970, causes its corporate or organizational name to be
 29 26 changed, the name as changed shall comply with subsection 1 of
 29 27 this section.
 29 28    4.  a.  A person may reserve the exclusive use of a
 29 29 corporate or organizational name for a state bank by
 29 30 delivering an application to the secretary of state for
 29 31 filing.  The application must set forth the name and address
 29 32 of the applicant and the name proposed to be reserved.  If the
 29 33 secretary of state finds that the corporate or organizational
 29 34 name applied for is available, the secretary of state shall
 29 35 reserve the name for the applicant's exclusive use for a
 30  1 nonrenewable one hundred twenty day period.
 30  2    b.  The owner of a reserved corporate or organizational
 30  3 name may transfer the reservation to another person by
 30  4 delivering to the secretary of state a signed notice of the
 30  5 transfer that states the name and address of the transferee.
 30  6    Sec. 59.  Section 524.312, subsections 1 and 5, Code 2003,
 30  7 are amended to read as follows:
 30  8    1.  A state bank originally incorporated or organized
 30  9 pursuant to this chapter shall have its principal place of
 30 10 business within the city limits of a municipal corporation.
 30 11 The existence of a state bank shall not, however, be affected
 30 12 by the subsequent discontinuance of the municipal corporation.
 30 13 A state bank existing and operating on January 1, 1970, which
 30 14 does not have its principal place of business within the city
 30 15 limits of a municipal corporation, may renew its corporate or
 30 16 organizational existence pursuant to section 524.314 without
 30 17 regard to this section and may also operate as a bank or
 30 18 convert to and operate as a bank office when acquired by or
 30 19 merged into another state bank and approved by the
 30 20 superintendent.
 30 21    5.  A state bank approved under the provisions of section
 30 22 524.305, subsection 8, shall not commence its business at any
 30 23 location other than within a municipal corporation or
 30 24 unincorporated area in which was located the principal place
 30 25 of business or an office of the bank the condition of which
 30 26 was the basis for the superintendent authorizing incorporation
 30 27 or organization of the new state bank.
 30 28    Sec. 60.  Section 524.313, Code 2003, is amended to read as
 30 29 follows:
 30 30    524.313  BYLAWS.
 30 31    A state bank may adopt bylaws.  The power to adopt, amend,
 30 32 or repeal bylaws or adopt new bylaws is vested in the board of
 30 33 directors unless reserved to the shareholders by the articles
 30 34 of incorporation.  The bylaws may contain any provisions for
 30 35 the regulation and management of the affairs of the state bank
 31  1 not inconsistent with law or the articles of incorporation.
 31  2 For a state bank organized as a limited liability company
 31  3 under this chapter, "bylaws" means the operating agreement of
 31  4 the state bank.
 31  5    Sec. 61.  NEW SECTION.  524.315  STATE BANKS AS LIMITED
 31  6 LIABILITY COMPANIES.
 31  7    1.  A state bank organized as a limited liability company
 31  8 under this chapter shall also be subject to chapter 490A, the
 31  9 Iowa limited liability company Act.  If a provision of the
 31 10 Iowa limited liability company Act conflicts with a provision
 31 11 of this chapter or any rule of the superintendent adopted
 31 12 pursuant to this chapter, the provisions of this chapter or
 31 13 rule of the superintendent shall control.
 31 14    2.  The superintendent shall possess the exclusive
 31 15 authority to regulate a state bank organized as a limited
 31 16 liability company under this chapter.
 31 17    3.  The superintendent may adopt rules to ensure that a
 31 18 state bank organized as a limited liability company under this
 31 19 chapter is operating in a safe and sound manner and is subject
 31 20 to the superintendent's authority in the same manner as a
 31 21 state bank organized as a corporation.
 31 22    Sec. 62.  Section 524.401, subsections 2, 3, and 4, Code
 31 23 2003, are amended to read as follows:
 31 24    2.  The minimum capital structure of a state bank
 31 25 incorporated after July 1, 1995, or organized after July 1,
 31 26 2004, pursuant to the provisions of this chapter shall not be
 31 27 less than the amount required by the federal deposit insurance
 31 28 corporation, or its successor, or a greater amount which the
 31 29 superintendent may deem necessary in view of the deposit
 31 30 potential of the state bank and current banking standards
 31 31 relating to total capital requirements.
 31 32    3.  A state bank incorporated on or after July 1, 1995, or
 31 33 organized after July 1, 2004, pursuant to this chapter, prior
 31 34 to receiving authorization to do business from the
 31 35 superintendent, shall establish paid-in surplus and undivided
 32  1 profits as required by the superintendent.
 32  2    4.  A state bank originally incorporated or organized
 32  3 pursuant to this chapter shall establish, prior to receiving
 32  4 authorization to do business from the superintendent, paid-in
 32  5 surplus and undivided profits as required by the
 32  6 superintendent.
 32  7    Sec. 63.  Section 524.525, Code 2003, is amended to read as
 32  8 follows:
 32  9    524.525  SUBSCRIPTION FOR SHARES BEFORE INCORPORATION OR
 32 10 ORGANIZATION.
 32 11    1.  A subscription for shares entered into before
 32 12 incorporation or organization of the state bank is irrevocable
 32 13 for six months unless the subscription agreement provides a
 32 14 longer or shorter period, or all subscribers agree to
 32 15 revocation.
 32 16    2.  The board of directors may determine the payment terms
 32 17 of subscriptions for shares that were entered into before
 32 18 incorporation or organization of the state bank unless the
 32 19 subscription agreement specifies the terms.  A call for
 32 20 payment by the board of directors must be uniform so far as
 32 21 practicable as to all shares of the same class or series,
 32 22 unless the subscription agreement specifies otherwise.
 32 23    3.  Shares issued pursuant to subscriptions entered into
 32 24 before incorporation or organization of the state bank are
 32 25 fully paid and nonassessable when the state bank receives the
 32 26 consideration specified in the subscription agreement.
 32 27    4.  If a subscriber defaults in payment of money or
 32 28 property under a subscription agreement entered into before
 32 29 incorporation or organization of the state bank, the state
 32 30 bank may do either of the following:
 32 31    a.  Collect the amount owed as any other debt.
 32 32    b.  Unless the subscription agreement provides otherwise,
 32 33 the state bank may rescind the agreement and may sell the
 32 34 shares if the debt remains unpaid more than twenty days after
 32 35 the state bank sends written demand for payment to the
 33  1 subscriber.
 33  2    Sec. 64.  Section 524.528, subsection 2, paragraph c, Code
 33  3 2003, is amended to read as follows:
 33  4    c.  There is no preemptive right with respect to any of the
 33  5 following:
 33  6    (1)  Shares issued as compensation to directors, managers,
 33  7 officers, agents, or employees of the state bank, its
 33  8 subsidiaries, or its affiliates.
 33  9    (2)  Shares issued to satisfy conversion or option rights
 33 10 created to provide compensation to directors, managers,
 33 11 officers, agents, or employees of the state bank, its
 33 12 subsidiaries, or its affiliates.
 33 13    (3)  Shares authorized in articles of incorporation that
 33 14 are issued within six months from the effective date of
 33 15 incorporation or organization.
 33 16    Sec. 65.  Section 524.801, subsection 1, Code 2003, is
 33 17 amended to read as follows:
 33 18    1.  To sue and be sued, complain and defend, in its
 33 19 corporate or organizational name.
 33 20    Sec. 66.  Section 524.801, unnumbered paragraph 2, Code
 33 21 2003, is amended to read as follows:
 33 22    The powers granted in this section shall not be construed
 33 23 as limiting or enlarging any grant of authority made elsewhere
 33 24 in this chapter, or as a limitation on the purposes for which
 33 25 a state bank may be incorporated or organized.
 33 26    Sec. 67.  Section 524.1301, Code 2003, is amended to read
 33 27 as follows:
 33 28    524.1301  DISSOLUTION BY INCORPORATORS, ORGANIZERS, OR
 33 29 INITIAL DIRECTORS.
 33 30    A majority of the incorporators, organizers, or initial
 33 31 directors of a state bank that has not issued shares or has
 33 32 not commenced business may dissolve the state bank by
 33 33 delivering articles of dissolution to the superintendent,
 33 34 together with the applicable filing and recording fees, for
 33 35 filing with the secretary of state that set forth all of the
 34  1 following:
 34  2    1.  The name of the state bank.
 34  3    2.  The date of its incorporation or organization.
 34  4    3.  Either of the following:
 34  5    a.  That the state bank has not issued any shares.
 34  6    b.  That the state bank has not commenced business.
 34  7    4.  That no debt of the state bank remains unpaid.
 34  8    5.  If shares were issued, that the net assets of the state
 34  9 bank remaining after the payment of all necessary expenses
 34 10 have been distributed to the shareholders.
 34 11    6.  That a majority of the incorporators, organizers, or
 34 12 initial directors authorized the dissolution.
 34 13    Sec. 68.  Section 524.1302, Code 2003, is amended to read
 34 14 as follows:
 34 15    524.1302  INVOLUNTARY DISSOLUTION PRIOR TO COMMENCEMENT OF
 34 16 BUSINESS.
 34 17    Prior to the issuance of an authorization to do business,
 34 18 the superintendent may cause the dissolution of a state bank
 34 19 if there exists any reason why it should not have been
 34 20 incorporated or organized under this chapter or if an
 34 21 authorization to do business has not been issued within one
 34 22 year after the date of its incorporation or organization, or
 34 23 such longer time as the superintendent may allow for
 34 24 satisfaction of conditions precedent to its issuance.  After
 34 25 giving the state bank adequate notice and an opportunity for
 34 26 hearing, the superintendent shall certify the applicable facts
 34 27 by the filing of a statement with the secretary of state, who
 34 28 shall thereafter issue a certificate of dissolution.  Upon the
 34 29 issuance of such certificate of dissolution by the secretary
 34 30 of state, the corporate or organizational existence of the
 34 31 state bank shall cease.
 34 32    Sec. 69.  Section 524.1309, Code 2003, is amended to read
 34 33 as follows:
 34 34    524.1309  BECOMING SUBJECT TO CHAPTER 490 OR 490A.
 34 35    In lieu of the dissolution procedure prescribed in sections
 35  1 524.1303 to 524.1306, a state bank may cease to carry on the
 35  2 business of banking and, after compliance with this section,
 35  3 continue as a corporation subject to chapter 490; or if the
 35  4 state bank is organized as a limited liability company under
 35  5 this chapter, continue as a limited liability company subject
 35  6 to chapter 490A.
 35  7    1.  A state bank which that has commenced business may
 35  8 propose to voluntarily cease to carry on the business of
 35  9 banking and become a corporation subject to chapter 490, or a
 35 10 limited liability company subject to chapter 490A, upon the
 35 11 affirmative vote of the holders of at least a majority of the
 35 12 shares entitled to vote on such proposal, adopting a plan
 35 13 involving both a provision for acquisition of its assets and
 35 14 assumption of its liabilities by another state bank, national
 35 15 bank, or other financial institution insured by the federal
 35 16 deposit insurance corporation, and a provision for continuance
 35 17 of its business if acquisition of its assets and assumption of
 35 18 its liabilities is not effected, or any other plan providing
 35 19 for the cessation of banking business and the payment of its
 35 20 liabilities.
 35 21    2.  The application to the superintendent for approval of a
 35 22 plan described in subsection 1 of this section shall be
 35 23 treated by the superintendent in the same manner as an
 35 24 application for approval of a plan of dissolution under
 35 25 subsection 2 of section 524.1303, subsection 2, and shall be
 35 26 subject to subsection 3 of section 524.1303, subsection 3.
 35 27    3.  Immediately upon adoption and approval of a plan to
 35 28 voluntarily cease to carry on the business of banking and
 35 29 become a corporation subject to chapter 490, or a limited
 35 30 liability company subject to chapter 490A, the state bank
 35 31 shall deliver to the superintendent a plan to cease the
 35 32 business of banking and become a corporation subject to
 35 33 chapter 490, or a limited liability company subject to chapter
 35 34 490A, which shall be signed by two of its duly authorized
 35 35 officers and shall contain the name of the state bank, the
 36  1 post office address of its principal place of business, the
 36  2 name and address of its officers and directors, the number of
 36  3 shares entitled to vote on the plan and the number of shares
 36  4 voted for or against the plan, respectively, the nature of the
 36  5 business to be conducted by the corporation under chapter 490,
 36  6 or by the limited liability company subject to chapter 490A,
 36  7 and the general nature of the assets to be held by the
 36  8 corporation or company.
 36  9    4.  Upon approval of the plan by the superintendent, the
 36 10 state bank shall immediately surrender to the superintendent
 36 11 its authorization to do business as a bank and shall cease to
 36 12 accept deposits and carry on the banking business except
 36 13 insofar as may be necessary for it to complete the settlement
 36 14 of its affairs as a state bank in accordance with subsection
 36 15 5.
 36 16    5.  The board of directors has full power to complete the
 36 17 settlement of the affairs of the state bank.  Within thirty
 36 18 days after approval by the superintendent of the plan to cease
 36 19 the business of banking and become a corporation subject to
 36 20 chapter 490, or a limited liability company subject to chapter
 36 21 490A, the state bank shall give notice of its intent to
 36 22 persons identified in section 524.1305, subsection 4, in the
 36 23 manner provided for in that subsection.  In completing the
 36 24 settlement of its affairs as a state bank the state bank shall
 36 25 also follow the procedure prescribed in section 524.1305,
 36 26 subsections 4, 5, and 6.
 36 27    6.  Upon completion of all the requirements of this
 36 28 section, the state bank shall deliver to the superintendent
 36 29 articles of intent to be subject to chapter 490 or 490A,
 36 30 together with the applicable filing and recording fees, which
 36 31 shall set forth that the state bank has complied with this
 36 32 section, that it has ceased to carry on the business of
 36 33 banking, and the information required by section 490.202
 36 34 relative to the contents of articles of incorporation under
 36 35 chapter 490, or article of organization under chapter 490A.
 37  1 If the superintendent finds that the state bank has complied
 37  2 with this section and that the articles of intent to be
 37  3 subject to chapter 490 or 490A satisfy the requirements of
 37  4 this section, the superintendent shall deliver them to the
 37  5 secretary of state for filing and recording in the secretary
 37  6 of state's office, and they shall be filed and recorded in the
 37  7 office of the county recorder.
 37  8    7.  Upon the filing of the articles of intent to be subject
 37  9 to chapter 490 or 490A, the state bank shall cease to be a
 37 10 state bank subject to this chapter, and shall cease to have
 37 11 the powers of a state bank subject to this chapter and shall
 37 12 become a corporation subject to chapter 490 or a limited
 37 13 liability company subject to chapter 490A.  The secretary of
 37 14 state shall issue a certificate as to the filing of the
 37 15 articles of intent to be subject to chapter 490 or 490A, and
 37 16 send the certificate to the corporation or limited liability
 37 17 company or its representative.  The articles of intent to be
 37 18 subject to chapter 490 or 490A shall be the articles of
 37 19 incorporation of the corporation or a limited liability
 37 20 company.  The provisions of chapter 490 or 490A becoming
 37 21 applicable to a corporation or limited liability company
 37 22 formerly doing business as a state bank shall not affect any
 37 23 right accrued or established, or liability or penalty incurred
 37 24 under this chapter prior to the filing with the secretary of
 37 25 state of the articles of intent to be subject to chapter 490
 37 26 or 490A.
 37 27    8.  A shareholder of a state bank who objects to adoption
 37 28 by the state bank of a plan to cease to carry on the business
 37 29 of banking and to continue as a corporation subject to chapter
 37 30 490, or a limited liability company subject to chapter 490A,
 37 31 is entitled to appraisal rights provided for in chapter 490,
 37 32 division XIII, or in chapter 490A, subchapter VII.
 37 33    9.  A state bank, at any time prior to the approval of the
 37 34 articles of intent to become subject to chapter 490 or 490A,
 37 35 may revoke the proceedings in the manner prescribed by section
 38  1 524.1306.
 38  2    Sec. 70.  Section 524.1405, subsection 2, paragraph f, Code
 38  3 2003, is amended to read as follows:
 38  4    f.  The shares of each party to the merger that are to be
 38  5 converted into shares, obligations, or other securities of the
 38  6 surviving party or any other corporation or limited liability
 38  7 company or into cash or other property are converted, and the
 38  8 former holders of the shares are entitled only to the rights
 38  9 provided in the articles of merger or to their rights under
 38 10 section 524.1406.
 38 11    Sec. 71.  Section 524.1408, Code 2003, is amended to read
 38 12 as follows:
 38 13    524.1408  MERGER OF CORPORATION OR LIMITED LIABILITY
 38 14 COMPANY SUBSTANTIALLY OWNED BY A STATE BANK.
 38 15    A state bank owning at least ninety percent of the
 38 16 outstanding shares, of each class, of another corporation or
 38 17 limited liability company which it is authorized to own under
 38 18 this chapter, may merge the other corporation or limited
 38 19 liability company into itself without approval by a vote of
 38 20 the shareholders of either the state bank or the subsidiary
 38 21 corporation or limited liability company.  The board of
 38 22 directors of the state bank shall approve a plan of merger,
 38 23 mail to shareholders of record of the subsidiary corporation
 38 24 or holders of membership interests in the subsidiary limited
 38 25 company, and prepare and execute articles of merger in the
 38 26 manner provided for in section 490.1105.  The articles of
 38 27 merger, together with the applicable filing and recording
 38 28 fees, shall be delivered to the superintendent who shall, if
 38 29 the superintendent approves of the proposed merger and if the
 38 30 superintendent finds the articles of merger satisfy the
 38 31 requirements of this section, deliver them to the secretary of
 38 32 state for filing and recording in the secretary of state's
 38 33 office, and they shall be filed in the office of the county
 38 34 recorder.  The secretary of state upon filing the articles of
 38 35 merger shall issue a certificate of merger and send the
 39  1 certificate to the state bank and a copy of it to the
 39  2 superintendent.
 39  3    Sec. 72.  Section 524.1802, subsection 1, Code 2003, is
 39  4 amended by adding the following new paragraph:
 39  5    NEW PARAGRAPH.  gg.  "Incorporated in any state" means a
 39  6 limited liability company organized as a state bank under this
 39  7 chapter and a limited liability company organized as a state
 39  8 bank under the laws of any state as defined in 12 U.S.C. }
 39  9 1813(a)(3).
 39 10    Sec. 73.  Section 524.2001, Code 2003, is amended to read
 39 11 as follows:
 39 12    524.2001  APPLICABILITY OF OTHER CHAPTERS.
 39 13    Chapters 490, 490A, 491, 492, and 493 do not apply to banks
 39 14 except as provided by this chapter.  
 39 15                           DIVISION IV
 39 16                       REAL PROPERTY LOANS
 39 17    Sec. 74.  Section 535.8, subsection 2, paragraph b,
 39 18 unnumbered paragraph 2, Code 2003, is amended to read as
 39 19 follows:
 39 20    The lender shall not charge the borrower for the cost of
 39 21 revenue stamps or real estate commissions which are paid by
 39 22 the seller.
 39 23    PARAGRAPH DIVIDED.  Collection The collection of any cost
 39 24 costs other than as expressly permitted by this lettered
 39 25 paragraph "b" is prohibited.  However, additional costs
 39 26 incurred in connection with a loan under this paragraph "b",
 39 27 if bona fide and reasonable, may be collected by a state-
 39 28 chartered financial institution licensed under chapter 524,
 39 29 533, or 534, to the extent permitted under applicable federal
 39 30 law as determined by the office of the comptroller of the
 39 31 currency of the United States department of treasury, the
 39 32 national credit union association, or the office of thrift
 39 33 supervision of the United States department of treasury.  Such
 39 34 costs shall apply only to the same type of state chartered
 39 35 entity as the federally chartered entity affected and shall
 40  1 apply to and may be collected by an insurer organized under
 40  2 chapter 508 or 515, or otherwise authorized to conduct the
 40  3 business of insurance in this state.
 40  4    Nothing in this section shall be construed to change the
 40  5 prohibition against the sale of title insurance or sale of
 40  6 insurance against loss or damage by reason of defective title
 40  7 or encumbrances as provided in section 515.48, subsection 10.  
 40  8                           DIVISION V
 40  9                REAL PROPERTY FINANCIAL LIABILITY
 40 10    Sec. 75.  NEW SECTION.  455B.751  DEFINITIONS.
 40 11    As used in this division, unless the context otherwise
 40 12 requires:
 40 13    1.  "Acquired" means purchased, leased, obtained by
 40 14 inheritance or descent and distribution, or obtained by
 40 15 foreclosure sale under chapter 654, nonjudicial voluntary
 40 16 foreclosure under section 654.18, deed in lieu of foreclosure
 40 17 under section 654.19, foreclosure without redemption under
 40 18 section 654.20, or nonjudicial foreclosure of nonagriculture
 40 19 mortgages under chapter 655A.
 40 20    2.  "Hazardous substance" means the same as defined in
 40 21 section 455B.381 or 455B.411.
 40 22    3.  "Hazardous waste" means the same as defined in section
 40 23 455B.411.
 40 24    4.  "Potentially responsible party" means a person whose
 40 25 acts or omissions were a proximate cause of the contamination
 40 26 of the acquired property, or a person whose negligent acts or
 40 27 omissions are a proximate cause of injury or damages resulting
 40 28 from exposure to such contamination.  Injury or damages to
 40 29 persons or property arising by reason of contamination that
 40 30 migrates from the acquired property shall not be deemed to be
 40 31 caused by an act or omission of the person that acquired the
 40 32 property, except to the extent that the act or omission of
 40 33 such person exacerbated the release of such contamination.
 40 34    5.  "Regulated substance" means the same as defined in
 40 35 section 455B.471.
 41  1    6.  "Response action" means any action taken to reduce,
 41  2 minimize, eliminate, clean up, control, assess, or monitor a
 41  3 release of hazardous substances, hazardous waste, or regulated
 41  4 substances to protect the public health, safety, or the
 41  5 environment.
 41  6    7.  "Third party" means any person other than a person that
 41  7 holds indicia of title to property as identified in section
 41  8 455B.752, subsection 1, or that has acquired property as
 41  9 identified in section 455B.752, subsection 2.
 41 10    8.  "Third-party liability" means any liability or
 41 11 obligation, other than contractual obligations that
 41 12 specifically waive all or part of the immunity provided by
 41 13 section 455B.752, arising out of or resulting from
 41 14 contamination of property by a hazardous substance, hazardous
 41 15 waste, or a regulated substance, including without limitation,
 41 16 claims for illness, personal injury, death, consequential
 41 17 damages, exemplary damages, lost profits, trespass, loss of
 41 18 use of property, loss of rental value, reduction in property
 41 19 value, property damages, or statutory or common law nuisance.
 41 20    Sec. 76.  NEW SECTION.  455B.752  IMMUNITY FROM THIRD-PARTY
 41 21 LIABILITY.
 41 22    A person that holds indicia of ownership of property
 41 23 contaminated by a hazardous substance, hazardous waste, or
 41 24 regulated substance, and that satisfies all of the conditions
 41 25 provided in section 455B.381, subsection 7, paragraphs "a",
 41 26 "b", and "c", or section 455B.471, subsection 6, paragraph
 41 27 "b", subparagraphs (1), (2), and (3), or a person that has
 41 28 acquired property contaminated by a hazardous substance,
 41 29 hazardous waste, or regulated substance, shall not be liable
 41 30 to any third party for any third-party liability arising from
 41 31 such contamination provided that all of the following apply:
 41 32    1.  The person does not knowingly cause or permit a new or
 41 33 additional hazardous substance, hazardous waste, or regulated
 41 34 substance to arise on or from the acquired property that
 41 35 injures a third party or contaminates property owned or leased
 42  1 by a third party.
 42  2    2.  The person is not a potentially responsible party or
 42  3 affiliated with any potentially responsible party by reason of
 42  4 any of the following:
 42  5    a.  Any direct or indirect familial relationship.
 42  6    b.  Any contractual, corporate, or financial relationship,
 42  7 other than a contractual, corporate, or financial relationship
 42  8 that is created by the instruments by which title to the
 42  9 property is conveyed or financed or by a contract for the sale
 42 10 of goods or services.
 42 11    c.  A reorganization of a business entity that is or was a
 42 12 potentially responsible party.
 42 13    Sec. 77.  NEW SECTION.  455B.753  ACCESS TO PROPERTY.
 42 14    A person that holds indicia of title to property or a
 42 15 person that has acquired property as identified in section
 42 16 455B.752, shall provide reasonable access to the acquired
 42 17 property to any potentially responsible party or to any
 42 18 authorized regulatory authority for the purpose of
 42 19 investigating or evaluating any contamination, planning, or
 42 20 preparing a remedial plan for any abatement of the
 42 21 contamination, and for any required remediation.
 42 22    Sec. 78.  NEW SECTION.  455B.754  LEGAL RESPONSIBILITY.
 42 23    This division shall not be interpreted to affect the legal
 42 24 responsibility to the state to conduct response actions under
 42 25 any applicable state law.  This division shall not be
 42 26 interpreted to affect or provide immunity from any criminal
 42 27 liability.
 42 28    Sec. 79.  EFFECTIVE DATE.  This division of this Act, being
 42 29 deemed of immediate importance, takes effect upon enactment.  
 42 30 
 42 31 
 42 32                                                             
 42 33                               CHRISTOPHER C. RANTS
 42 34                               Speaker of the House
 42 35 
 43  1 
 43  2                                                             
 43  3                               JEFFREY M. LAMBERTI
 43  4                               President of the Senate
 43  5 
 43  6    I hereby certify that this bill originated in the House and
 43  7 is known as House File 2484, Eightieth General Assembly.
 43  8 
 43  9 
 43 10                                                             
 43 11                               MARGARET THOMSON
 43 12                               Chief Clerk of the House
 43 13 Approved                , 2004
 43 14 
 43 15 
 43 16                            
 43 17 THOMAS J. VILSACK
 43 18 Governor
     
Text: HF02483                           Text: HF02485
Text: HF02400 - HF02499                 Text: HF Index
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