(a) With the prior written approval of the commissioner, and subject to the limitations set forth in this section and to any conditions the commissioner may impose, any bank organized under the laws of the State, at the discretion of its board of directors, either directly in any department or division of the bank or through a subsidiary or affiliate of the bank, may engage in the following securities activities and in any related or incidental activity, within the State:

Terms Used In Hawaii Revised Statutes 412:5-205.7

  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Commissioner: means the commissioner of financial institutions of this State. See Hawaii Revised Statutes 412:1-109
  • Company: means any corporation, partnership, trust (business or otherwise), association, joint venture, pool syndicate, unincorporated organization, or any form of business entity not specifically listed herein and, unless specifically excluded, a financial institution; provided that "company" does not mean any trust existing on July 1, 1993, which under its terms must terminate within twenty-five years, or not later than twenty-one years and ten months after the death of individuals living on the effective date of the trust. See Hawaii Revised Statutes 412:1-109
  • Control: means , unless the context clearly requires otherwise, directly or indirectly, solely or through another person or transaction, or in concert with another:

    (1) Owning or having the power to vote twenty-five per cent or more of any class of voting securities;

    (2) Owning or having the power to exercise twenty-five per cent or more of the votes of a mutual association, credit union, or other entity whose voting rights are not determined by voting securities;

    (3) Owning or having the power to vote ten per cent or more of any class of voting securities if:

    (A) the issuer of that class of securities has issued any class of securities under section 12 of the Securities Exchange Act of 1934, as amended; or

    (B) immediately after the acquisition, no other person will own a greater percentage of that class of voting securities;

    (4) Having the power to elect by any means a majority of the directors; or

    (5) Having the power to exercise a dominant influence over management, if so determined by the commissioner after notice and a hearing. See Hawaii Revised Statutes 412:1-109

  • Division: means the division of financial institutions of the department of commerce and consumer affairs of this State. See Hawaii Revised Statutes 412:1-109
  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Subsidiary: means a corporation, joint venture, partnership, or other company that is controlled by another corporation. See Hawaii Revised Statutes 412:1-109
  • this State: means the State of Hawaii, its political subdivisions, agencies, and departments. See Hawaii Revised Statutes 412:1-109
(1) Sale or purchase of any security on the order of and for the account of customers, either alone or in conjunction with the rendering of investment advice to customers, through the operations, respectively, of a discount or full service brokerage;
(2) Organization, sponsorship, operation, control, and distribution of one or more investment companies, as defined in section 3 of the Investment Company Act of 1940 (15 U.S.C. §§ 80a-3) or in the laws of the jurisdiction in which the investment company operates;
(3) Provision of portfolio advice to customers;
(4) Provision of investment and financial advice to government agencies; and
(5) Service as dealer-manager or financial advisor to corporations, partnerships, or other persons, including but not limited to the provision of valuation advice and opinions with respect to sales or purchases of assets, corporate restructurings, issuances of securities, mergers, and other acquisitions.

The exercise of authority conferred in this subsection shall be governed by and comply with chapter 485A and any securities administrative rules adopted under chapter 485A. Administration of chapter [485A] and any securities administrative rules shall be vested with the commissioner of securities.

(b) With the prior written approval of the commissioner, and subject to the limitations set forth in this section and to any conditions the commissioner may impose, any bank organized under the laws of the State, at the discretion of its board of directors, either directly in any department or division of the bank or through a subsidiary or affiliate thereof, may engage in the following securities activities and in any related or incidental activities, in any place outside this State, including any other state of the United States, dependencies or insular possession of the United States, or any foreign countries:

(1) Sale or purchase of any security, as defined under applicable law, on the order of and for the account of customers, either alone or in conjunction with the rendering of investment advice to customers, through the operations, respectively, of a discount or full service brokerage;
(2) Organization, sponsorship, operation, control, and distribution of one or more investment companies, as defined in section 3 of the Investment Company Act of 1940 (15 U.S.C. §§ 80a-3) or as otherwise defined under applicable law;
(3) Provision of portfolio advice to customers;
(4) Provision of investment and financial advice to government agencies; and
(5) Service as dealer-manager or financial advisor to corporations, partnerships, or other persons, including but not limited to, the provision of valuation advice and opinions with respect to sales or purchases of assets, corporate restructurings, issuances of securities, mergers, and other acquisitions.

The exercise of authority conferred in this subsection shall be governed by and comply with chapter 485A and any securities rules adopted under chapter 485A or the laws and administrative rules of the state, dependency, insular possession, or foreign country applicable to the conduct of such securities activities within that jurisdiction.

(c) The bank shall file an application for approval with the commissioner in a form prescribed by the commissioner and accompanied by a fee assessed pursuant to section 412:2-105.2. The application shall contain:

(1) A description of the activities to be conducted;
(2) The experience and qualifications of the proposed managers;
(3) The specific location where the activities will be conducted; and
(4) Any other information that the commissioner may require.

If the bank proposes to engage in securities activities through a subsidiary or affiliate, then the application shall also contain information regarding the experience and qualifications of the proposed executive officers and directors of the subsidiary or affiliate and the ownership, amount, and nature of the bank’s investment in and advances to the subsidiary or affiliate. Upon being satisfied that the application is complete, that the conduct of the securities activities will not affect the safety or soundness of the bank or harm the public interest, and that the bank and its subsidiary or affiliate, if applicable, have sufficient experience, qualifications, and financial capability to engage in the activities authorized by this section, the commissioner shall approve the application. The commissioner may impose any terms and conditions that the commissioner considers necessary to protect the bank, the customers of the bank, and the public interest.

(d) Upon receipt of the commissioner’s approval under this section, the bank or its subsidiary or affiliate shall obtain any necessary approvals required under chapter 485A and any securities administrative rules adopted under chapter 485A, or the applicable securities and banking laws of the jurisdiction in which it will be conducting its securities activities.
(e) The provisions of this section are in addition to and not in limitation of any other provision of this chapter. The powers granted by this section may be exercised notwithstanding any other provision of this chapter. Furthermore, the commissioner may adopt rules governing the exercise of powers granted by this section as the commissioner finds necessary to avoid unsound banking practices, to ensure the safety and soundness of the bank, and to protect the public interest.

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