Form CORP-T12 "Trust Representative Office Agreement" - Texas

What Is Form CORP-T12?

This is a legal form that was released by the Texas Department of Banking - a government authority operating within Texas. As of today, no separate filing guidelines for the form are provided by the issuing department.

Form Details:

  • Released on November 1, 2016;
  • The latest edition provided by the Texas Department of Banking;
  • Easy to use and ready to print;
  • Quick to customize;
  • Compatible with most PDF-viewing applications;
  • Fill out the form in our online filing application.

Download a fillable version of Form CORP-T12 by clicking the link below or browse more documents and templates provided by the Texas Department of Banking.

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Download Form CORP-T12 "Trust Representative Office Agreement" - Texas

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TRUST REPRESENTATIVE OFFICE AGREEMENT
___________________________ (the “Company”) by and through the undersigned members
of its board of directors, or such other signatories as may have been authorized by duly
adopted resolution of the Company’s board of directors to commit the Company with respect
to this matter, agrees to the conditions set forth herein with respect to the Company’s
application to register a trust representative office or offices pursuant to Chapter 181, et seq.,
of the Texas Finance Code (“TFC”). The Company understands that should the Texas Banking
Commissioner (the “Commissioner”) approve such application, the approval will be made in
reliance on the agreements set forth in this Trust Representative Office Agreement (“TROA”).
The Company further understands and agrees that this TROA is an agreement between the
Company and the Commissioner within the meaning of TFC §185.002(a)(5) and that failure to
comply with a condition may be grounds for a cease and desist order pursuant to that section,
as authorized by TFC §187.305.
I.
The Company represents that on the date this TROA is signed it has tangible equity
capital, as defined herein, of less than $2,000,000. “Tangible equity capital” is defined
as the total of stockholder’s equity, surplus, and undivided profits, reduced by the total
of intangible assets. The Company agrees to submit within 60 days of signing this TROA
a plan acceptable to the Commissioner to attain a level of tangible equity capital of at
least $2,000,000 by the end of its third year of operation of its first-established trust
representative office in Texas, and thereafter maintain at minimum such level so long as
it maintains a Texas trust representative office.
II.
The Company agrees to be subject to examination at least once every 12 months, and
understands that a trust representative office may be examined at the discretion of the
Commissioner. The Company understands that the Texas Department of Banking is a
signatory to the Nationwide Cooperative Agreement for Supervision and Examination of
Multi-State Trust Institutions which specifies that, in general, the Company’s home-state
supervisor shall be responsible for the examination of its trust companies in
coordination with a host-state supervisor. However, if for any reason the Commissioner
determines that it is necessary or desirable to examine the Company or a Texas trust
representative office of the Company, the Company consents to such examination,
agrees to cooperate with the Commissioner’s representatives in its conduct, and agrees
to pay the costs of the examination as set forth in 7 Texas Administrative Code §17.22.
III.
The Company agrees to designate, not later than 30 days after signing this TROA, a
location at which it shall maintain records available to the Commissioner’s
representatives sufficient to determine: (a) that the Texas trust representative office or
offices engages solely in activities authorized by TFC §187.201; and (b) the dollar
volume, type, and number of accounts that originated from solicitations initiated by
each trust representative office, or such other records as may be required by
subsequently adopted rule. The Company further agrees to provide to the
Commissioner financial or operational reports in a form and with a frequency that the
Commissioner may prescribe either by notifying the Company in writing, or as
subsequently set forth by rule.
CORP-T12 (11/16)
Texas Department of Banking
1
TRUST REPRESENTATIVE OFFICE AGREEMENT
___________________________ (the “Company”) by and through the undersigned members
of its board of directors, or such other signatories as may have been authorized by duly
adopted resolution of the Company’s board of directors to commit the Company with respect
to this matter, agrees to the conditions set forth herein with respect to the Company’s
application to register a trust representative office or offices pursuant to Chapter 181, et seq.,
of the Texas Finance Code (“TFC”). The Company understands that should the Texas Banking
Commissioner (the “Commissioner”) approve such application, the approval will be made in
reliance on the agreements set forth in this Trust Representative Office Agreement (“TROA”).
The Company further understands and agrees that this TROA is an agreement between the
Company and the Commissioner within the meaning of TFC §185.002(a)(5) and that failure to
comply with a condition may be grounds for a cease and desist order pursuant to that section,
as authorized by TFC §187.305.
I.
The Company represents that on the date this TROA is signed it has tangible equity
capital, as defined herein, of less than $2,000,000. “Tangible equity capital” is defined
as the total of stockholder’s equity, surplus, and undivided profits, reduced by the total
of intangible assets. The Company agrees to submit within 60 days of signing this TROA
a plan acceptable to the Commissioner to attain a level of tangible equity capital of at
least $2,000,000 by the end of its third year of operation of its first-established trust
representative office in Texas, and thereafter maintain at minimum such level so long as
it maintains a Texas trust representative office.
II.
The Company agrees to be subject to examination at least once every 12 months, and
understands that a trust representative office may be examined at the discretion of the
Commissioner. The Company understands that the Texas Department of Banking is a
signatory to the Nationwide Cooperative Agreement for Supervision and Examination of
Multi-State Trust Institutions which specifies that, in general, the Company’s home-state
supervisor shall be responsible for the examination of its trust companies in
coordination with a host-state supervisor. However, if for any reason the Commissioner
determines that it is necessary or desirable to examine the Company or a Texas trust
representative office of the Company, the Company consents to such examination,
agrees to cooperate with the Commissioner’s representatives in its conduct, and agrees
to pay the costs of the examination as set forth in 7 Texas Administrative Code §17.22.
III.
The Company agrees to designate, not later than 30 days after signing this TROA, a
location at which it shall maintain records available to the Commissioner’s
representatives sufficient to determine: (a) that the Texas trust representative office or
offices engages solely in activities authorized by TFC §187.201; and (b) the dollar
volume, type, and number of accounts that originated from solicitations initiated by
each trust representative office, or such other records as may be required by
subsequently adopted rule. The Company further agrees to provide to the
Commissioner financial or operational reports in a form and with a frequency that the
Commissioner may prescribe either by notifying the Company in writing, or as
subsequently set forth by rule.
CORP-T12 (11/16)
Texas Department of Banking
1
IV.
The Company agrees to provide to the Commissioner written notice of: (a) any
relocation or closing of a Texas trust representative office; (b) any change in the location
of the records required to be maintained pursuant to paragraph III, above; (c) the
merger, acquisition of control, as defined in TFC §183.001, or dissolution of the
Company; or (d) the notice and imposition of any enforcement action or condition by
any home-state, host-state, or federal regulatory agency. Such notice will be given not
later than 60 days before the effective date of the action, with respect to the relocation
or closing of an office, the relocation of required records, or the merger, change of
control, or dissolution of the Company, and not later that 30 days after the Company
receives notice of a proposed enforcement action or condition, and the imposition of
the enforcement action or condition.
Signed for the Company on ______________________, by (designate capacity as either
“Director” or “Authorized Representative.”):
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
__________________________________
__________________________________
Name
Capacity
CORP-T12 (11/16)
Texas Department of Banking
2
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