2020 Georgia Code
Title 7 - Banking and Finance
Chapter 1 - Financial Institutions
Article 2 - Banks and Trust Companies
Part 8 - Incorporation of Banks and Trust Companies
§ 7-1-394. Investigation; Approval or Disapproval by Department; Abbreviated Procedures

1. Upon receipt of the articles and the filings and fees from the incorporators as required by Code Section 7-1-393, the department shall conduct such investigation as it may deem necessary to ascertain whether it should approve the proposed bank or trust company. The department shall approve the bank or trust company if and only if it determines in its discretion that:
   1. The articles and supporting items satisfy the requirements of this chapter;
   2. The convenience and needs of the public will be served by the proposed bank or trust company;
   3. There is a reasonable promise of adequate support for the bank or trust company in the light of:
      1. The competition offered by existing banks and trust companies and other financial institutions;
      2. The previous financial history of the community as to banks, trust companies, and other financial institutions;
      3. As to banks, the opportunities for profitable employment of bank funds as indicated by the average demand for credit, the number of potential depositors, the volume of bank transactions, and the businesses and industries of the community with particular regard to their stability, diversification, and size; and
      4. As to trust companies, the opportunities for profitable employment of fiduciary or other representative services;
   4. The character and fitness of the incorporators, of the directors, and of the proposed officers are such as to command the confidence of the community and to warrant the belief that the business of the proposed bank or trust company will be honestly and efficiently conducted;
   5. There has not been any material violation of Code Section 7-1-391, so that approving the articles would, in the opinion of the department, impair the policy manifested by that provision;
   6. The capital structure of the proposed bank or trust company is adequate in relation to the amount and character of the anticipated business of the bank or trust company and the safety of prospective depositors;
   7. In the case of trust companies, the proposed company will have sufficient personnel with adequate knowledge and experience to administer fiduciary accounts;
   8. In the case of trust companies, the incorporators, directors, and proposed officers have satisfactory results from a fingerprint record check report conducted by the Georgia Crime Information Center and the Federal Bureau of Investigation. The department shall be authorized to obtain conviction data with respect to any person who is an incorporator, director, or proposed officer of the proposed trust company. Each incorporator, director, or proposed officer of a trust company shall provide express written consent to the department to conduct the criminal background check and to use all information necessary to run such check, including, but not limited to, a classifiable set of fingerprints. The proposed trust company shall be responsible for all fees associated with the performance of such criminal background check; and
   9. In the case of trust companies, the incorporators, directors, and proposed officers have demonstrated financial responsibility, character, and general fitness. The department shall be authorized to obtain personal history and work experience and other information, including, but not limited to, independent credit reports obtained from a consumer reporting agency described in the federal Fair Credit Reporting Act, 15 U.S.C. Section 1681a(f), with respect to any person who is an incorporator, director, or proposed officer of the proposed trust company.
2. Within 90 days after receipt of the articles and the filings and fees from the incorporators as required by Code Section 7-1-393, the department shall approve or disapprove the proposed bank or trust company. In giving approval, the department may impose conditions to be satisfied prior to the issuance of a permit to do business under Code Section 7-1-396. If the department, in its discretion, shall approve the proposed bank or trust company with or without conditions, it shall deliver its written approval of the articles to the Secretary of State and notify the incorporators of its action, provided that if the approval of a federal public body is also required with respect to the bank or trust company, then the department may, at its option, withhold its written approval from the Secretary of State until such approval is given and may, at its option, withdraw its approval if the federal public body refuses to grant its approval to the bank or trust company. If the department, in its discretion, shall disapprove the proposed bank or trust company, it shall notify the incorporators of its disapproval and state generally the unfavorable factors influencing its decision. The decision of the department shall be conclusive, except that it may be subject to judicial review as provided in Code Section 7-1-90.
3. Nothing contained in this Code section, Code Section 7-1-608, or Code Section 7-1-622 shall limit the authority of the department to approve the organization of a special purpose bank or trust company which does not do a general banking business with the public but is organized for the purpose of conducting a limited banking business which facilitates the economic, commercial, or export-import trade growth of this state. The department may establish, by rule or by condition to its approval of articles of incorporation of any special bank or of any credit card bank incorporated under the provisions of Chapter 5 of this title, such special provisions concerning distribution of ownership, composition of the board of directors, bylaws, or the conduct of corporate affairs for any such special purpose bank or credit card bank incorporated under the provisions of Chapter 5 of this title as it determines to be consistent with the special nature of such charters and their efficient operation and safe and sound banking practice; provided, however, that in no event shall fewer than a majority of the directors of such special purpose bank or credit card bank be residents of this state.
4. The department may utilize in its investigation process such reports from other bank supervisory agencies as are pertinent to the requirements of state law.

(b.1)The procedure and criteria used in the review of a request to establish an additional banking location pursuant to Code Sections 7-1-601 and 7-1-602 may be streamlined and abbreviated as provided by departmental rule, regulation, or written policy.

(Ga. L. 1925, p. 119, § 1; Code 1933, § 13-905; Ga. L. 1949, p. 308, § 1; Ga. L. 1951, p. 287, § 1; Ga. L. 1966, p. 692, § 11; Code 1933, § 41A-1805, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1983, p. 602, § 11; Ga. L. 1989, p. 1211, § 7; Ga. L. 1989, p. 1257, § 6; Ga. L. 1990, p. 8, § 7; Ga. L. 1993, p. 511, § 1; Ga. L. 1996, p. 848, § 6; Ga. L. 1998, p. 795, § 16; Ga. L. 2017, p. 193, § 10/HB 143; Ga. L. 2019, p. 828, § 6/HB 185; Ga. L. 2019, p. 1056, § 7/SB 52; Ga. L. 2020, p. 493, § 7/SB 429.)

The 2019 amendments. The first 2019 amendment, effective July 1, 2019, deleted "and" from the end of paragraph (a)(6), substituted a semicolon for the period at the end of paragraph (a)(7), and added paragraphs (a)(8) and (a)(9). The second 2019 amendment, effective May 12, 2019, part of an Act to revise, modernize, and correct the Code, substituted "provided, however, that in no event" for "provided, however, in no event" near the end of the last sentence of subsection (c).

The 2020 amendment, effective July 29, 2020, part of an Act to revise, modernize, and correct the Code, substituted "any person who" for "any person that" in the middle of the second sentence of paragraph (a)(8); and substituted "Section 1681a(f), with respect to any person who" for "Section 1681a(f) with respect to any person that" in the middle of the second sentence of paragraph (a)(9).

- Unlawful acquisitions by bank holding companies, § 7-1-608.

Provisions applicable to interstate acquisitions or mergers by bank holding companies, § 7-1-622.

RESEARCH REFERENCES

Am. Jur. 2d.

- 10 Am. Jur. 2d, Banks and Financial Institutions, § 179.