2019 US Virgin Islands Code
Title 9 - Banking
Chapter 3 - Organization and Management of Banks
§ 31. Incorporation
(a) Any five or more persons of sufficient legal capacity may organize a bank; but for said purpose they shall first apply for a permit from the Banking Board, and such application shall be accompanied by a fee as promulgated by the Banking Board. Said application shall set forth and prove the need of the services of a banking institution in the locality wherein the bank is sought to be established, and that the services rendered by other banking institutions do not answer the needs of said locality.
(b) It shall be the duty of the Banking Board, immediately after it receives an application for a permit, to make whatever investigations and hold such hearings as the Banking Board deems may be necessary as to:
(1) the banking and commercial ability and experience of the applicants;
(2) whether such ability and experience are sufficient to warrant the efficient functioning and operation of the bank;
(3) whether local need justifies the application;
(4) character and repute, as well as the banking and commercial experience of the prospective directors or officers who are to conduct the business of said bank;
(5) whether the bank shall be of benefit to the general public; and
(6) the capital which the bank has available for its operations.
(c) The Banking Board shall issue the permit applied for if, in its judgment, the result of the investigations are satisfactory; provided, that the decision of the Banking Board shall be final, except that any person aggrieved by the action of the Board under the provisions of this subsection shall be entitled to judicial review thereof by filing a petition for a writ of review with the Superior Court within thirty days of such final decision; and provided, further, that all expenses incurred by the Banking Board in connection with such investigations shall be paid by the applicants in conformity with the regulations the Banking Board may make and promulgate for the purpose. After the permit is granted, the applicants shall execute before a notary, and file in duplicate, articles of incorporation or other organizational document necessary and appropriate in accordance with the structural laws under which the bank is to be organized, in accordance with the provisions of this section.
(d) The articles of incorporation must be subscribed by each of the incorporators and duly sworn to before a notary public. They shall specifically state:
(1) The name by which such bank is to be known;
(2) The city or town of the United States Virgin Islands, and the street and number where its main office is to be established, which shall be its legal domicile;
(3) The amount of the authorized capital stock, the number of shares into which the same is divided, the par value of each share, and when said shares are to be issued in series, the date of issue of each series, as well as the manner and term in which payment for such shares must be made;
(4) The term of duration of the bank;
(5) The transactions to which the capital of the bank is to be preferably devoted;
(6) The time and manner of calling and holding regular meetings of stockholders, and the reasons and circumstances for, and manner of, calling and holding special meetings;
(7) The manner of constituting a quorum at the regular and special meetings of stockholders, provided the same is not in conflict with the provisions of this chapter;
(8) The names and places of residence of the incorporators or other organizers and the number of shares subscribed by each;
(9) The number of directors of the bank, which shall not be less than five, and not less than one-third of the total number of whom shall be bona fide residents of the United States Virgin Islands, the manner of their election, their terms of office, and the number necessary to constitute a quorum; and
(10) Any other articles which the incorporators may deem it advisable to insert for the regulation of the business and the conduct of the affairs of the bank, provided that such articles shall not be in conflict with this title, or with any other laws of the United States Virgin Islands.
(e) Any applicant that has received approval to conduct business as a financial institution may not commence business until the Chairman of the Banking Board certifies in writing that the required capital has actually been paid in and that all other required terms and conditions have been satisfied.
