§412:3-201  Application for preliminaryapproval to organize a financial institution.  (a)  Three or moreindividuals, of whom at least three are residents of the State, or any companythat seeks to become a financial institution holding company may file anapplication with the commissioner for preliminary approval to organize a Hawaii financial institution under this part.  Banks seeking authority to engage in thetrust business through a division or department of the bank, or through asubsidiary, shall apply for such authority under section 412:5-205.

(b)  The application shall contain thefollowing information, unless waived by the commissioner:

(1)  The proposed name of the financial institution;

(2)  The specific location of its principal office,branches, agencies, and support facilities, and any lease agreements for suchprincipal office, branches, agencies, and support facilities;

(3)  Financial statements, employment history,education, management experience, and other biographical information for allapplicants, organizers, proposed executive officers, and directors of thefinancial institution;

(4)  The name and address of each proposed subscriberof capital stock in the financial institution;

(5)  The proposed capital plan, if capital has not beenfully raised, that shall include:

(A)  A description of any stock options,debentures, and stock warrants offered or proposed to be offered to any person;and

(B)  Any stock option plan;

(6)  The proposed capital stock solicitation plan, ifsubscriptions for capital stock will be solicited, that shall include:

(A)  Information regarding the solicitationplan by which the applicant and the proposed financial institution propose toconduct the solicitation of subscribers;

(B)  Information regarding the classes ofshares, respective quantities of shares for each class, and the subscriptionprice of each class of stock;

(C)  A specimen subscription contract orpurchase agreement and other related documents to be executed by subscribers;

(D)  Any underwriting agreement or otheragreement for the purchase or distribution of the capital stock;

(E)  Any escrow agreements or other agreementfor the holding of the purchase proceeds of the capital stock;

(F)  Proposed advertising materials;

(G)  If the offer and sale of the capital stockis subject to the Securities Act of 1933 and regulations thereunder, a copy ofthe registration statement most recently filed with the federal Securities andExchange Commission or any other notices or other filings in lieu ofregistration required or permitted by that Act or regulation and any subsequentamendments thereto;

(H)  If the offer and sale of the capital stockis subject to chapter 485A, a copy of the registration or qualificationstatement most recently filed with the commissioner of securities and anysubsequent amendments thereto; and

(I)  If the offer and sale of the capital stockis not subject to the Securities Act of 1933 or chapter 485A, whether exemptedby law or regulation or otherwise, a copy of the most recent version of anyprospectus, offering memorandum, offering circular, or other offering documentproposed to be delivered to prospective subscribers to the capital stock, andany subsequent amendments thereto;

(7)  The financial institution's proposed policiesconcerning loans and concentrations of credit, asset and liability management,conflicts of interest, investments, community reinvestment, bank secrecy,anti-money laundering, and customer identification;

(8)  The financial institution's business plan for thefirst three years of operations;

(9)  Financial projections regarding the financialinstitution's profitability for the first three years of operations;

(10)  A market study or letters of support evidencingthe need and advisability of granting authority to organize a financialinstitution;

(11)  Except for trust companies, evidence that thefinancial institution has applied for federal deposit insurance from theFederal Deposit Insurance Corporation or other appropriate federal deposit insurer;

(12)  Evidence that the financial institution hasapplied for fidelity bonds and other insurance appropriate to its size andoperations, including the types and the amounts of coverage, and the respectivedeductible amounts, from insurance companies licensed in the United States;

(13)  Evidence that the proposed directors andexecutive officers of the financial institution have the financial ability,responsibility, and experience to engage in the business of a financialinstitution;

(14)  The employment agreements for all proposedexecutive officers of the financial institution;

(15)  The proposed articles of incorporation and bylawsof the financial institution;

(16)  A description of any existing or proposed servicecorporation, affiliate, or subsidiary;

(17)  Information necessary to conduct a criminalhistory record check in accordance with section 846-2.7 of each of the proposeddirectors and executive officers of the financial institution, accompanied bypayment of the applicable fee for each record check to be conducted; and

(18)  Any other information that the commissioner mayrequire.

(c)  The application shall be submitted in aform prescribed by the commissioner.  The commissioner may accept applicationforms that are utilized by any federal regulatory agency in processing similarapplications.  The application shall be accompanied by an application fee of$9,000, or such greater amount as the commissioner shall establish by rulepursuant to chapter 91.  The application fee shall not be refundable.

(d)  The identity of each applicant andorganizer, and any information that is not confidential, shall be available tothe public.  The applicant may request in writing that information be keptconfidential.  The applicant shall designate and separate any matter that theapplicant claims is confidential and shall submit a separate statementproviding the reasons and authority for the request for confidentialtreatment.  The failure by the applicant to request confidential treatment andto designate and separate the confidential matter shall preclude any objectionor claim for wrongful disclosure of the information.  Information determined bythe commissioner to be confidential, pursuant to an applicant's request orotherwise, shall not be available to the public.

(e)  The commissioner shall review theapplication, may conduct an examination of the proposed financial institution,and may interview any proposed director or executive officer. [L 1993, c 350,pt of §1; am L 2006, c 228, §15; am L 2007, c 9, §14; am L 2008, c 196, §3]

 

Cross References

 

  Modification of fees, see §92‑28.