Okla. Stat. tit. 6, § 6-102

As used in the Banking Code unless the context otherwise

requires:

1. "Acquisition" or "acquire" means any act or action with

respect to the ownership or control of a bank or the purchase of its

assets and the assumption of its liabilities which would require the

approval of the Federal Deposit Insurance Corporation, the Office of

the Comptroller of the Currency, the Board of Governors of the

Federal Reserve System or other supervisory authority having

jurisdiction and approval authority over the bank;

2. "Action" in the sense of a judicial proceeding includes

recoupment, counterclaim, third-party claims, cross claims, setoff,

suit in equity, arbitration and any other proceedings in which

rights are determined;

3. "Bank" means any bank authorized and chartered by the laws

of this state to engage in the banking business, or any bank

chartered by the office of the Comptroller of the Currency with its

main office in this state;

4. "Banking company" means any bank;

5. "Bank holding company" means any Oklahoma corporation which

directly or indirectly owns or controls at least one bank or out-of-

state bank as defined in this section;

6. "Board" when used with an initial capital letter means the

Banking Board of this state;

7. "Branch bank" means any place of business separated from the

main office of a bank at which deposits are received, or checks paid

or money lent;

8. "Capital" shall include the paid-in common capital stock

account, preferred stock account, surplus account, undivided profits

account, capital reserves (other than contingency reserves),

Oklahoma Statutes - Title 6. Banks and Trust Companies Page 9

allowance for possible loan losses and mandatory convertible

instruments that are convertible into common stock. "Capital" shall

also include all other approved subordinated notes and debentures,

having an original weighted average maturity of at least seven (7)

years, to the extent their maturity date exceeds five (5) years. As

such notes and debentures approach maturity of less than five (5)

years, they shall be considered "capital" in proportion to their

years to maturity as it bears to five (5) years;

9. "Commissioner" means the State Banking Commissioner

appointed and serving pursuant to this act, who shall be the

Commissioner of Banking and who shall administer and enforce the

applicable provisions of this act;

10. "Community" means a city, town or incorporated village of

this state, or a trade area in this state in unincorporated

territory;

11. "Company" means any corporation, association, partnership,

business trust or similar organization, but shall not include any

corporation, the majority of the shares of which are owned by the

United States or by any state;

12. "Compliance review committee" means:

a. an audit, loan review or compliance committee

appointed by the Board of Directors of an insured

depository institution, or

b. any other person to the extent the person acts in an

investigatory capacity at the direction of a

compliance review committee;

13. "Compliance review documents" means documents prepared for

or created by a compliance review committee;

14. "Confusingly similar name" means:

a. as applied to the name of any bank, a name which is

identical to that of any other bank located within

this state, or a name which:

(1) contains one or more of the following words with

or without the words "State," "National," or

"Trust": American, Central, Citizens, City,

Commerce, Commercial, Community, Exchange,

Farmers & Merchants, First, Guaranty, Oklahoma,

Peoples, Security or United,

(2) does not contain a geographical name (other than

"Oklahoma") descriptive of the immediate location

of the bank (street, town, city, county or other

local geographical name),

(3) does not contain other unique or clearly

distinguished words or marks, and
itizens, City,

Commerce, Commercial, Community, Exchange,

Farmers & Merchants, First, Guaranty, Oklahoma,

Peoples, Security or United,

(2) does not contain a geographical name (other than

"Oklahoma") descriptive of the immediate location

of the bank (street, town, city, county or other

local geographical name),

(3) does not contain other unique or clearly

distinguished words or marks, and

(4) is not a federally registered trade name,

trademark or service mark owned by or licensed to

the particular bank,

Oklahoma Statutes - Title 6. Banks and Trust Companies Page 10

b. as applied to the name of any person not a bank, a

name which is confusingly similar in spelling or

wording or sound to the name of any bank located

anywhere within this state, if such name would tend to

suggest falsely to the public that the person is a

bank or is affiliated with the bank, directly or

indirectly. However, nothing contained in this

subsection shall prohibit the use of a similar name by

a corporation which is in a relationship to the bank

of parent, subsidiary, brother-sister corporation or

other commonly controlled company, or

c. notwithstanding anything to the contrary in

subparagraph a or b of this paragraph, the name or

shortened name of a bank shall not be considered

confusingly similar when used in conjunction with a

federally registered trademark or service mark owned

by or licensed to the particular bank. Proof of

ownership or license of a federally registered mark

must be provided to the Banking Department.

The Board shall promulgate rules which govern the use of

"confusingly similar names" as defined in this paragraph;

15. "Consumer banking electronic facility" means any electronic

device owned, operated, leased by or on the behalf of a bank,

savings association, or credit union other than a telephone or modem

operated by a customer of a depository institution, to which a

person may initiate an electronic fund transfer. The term includes

without limitations, a point-of-sale terminal, automatic teller

machines, automated loan machines, video banking centers, or any

other similar electronic devices;

16. "Continuing bank" means a merging bank the charter of which

becomes the charter of the resulting bank;

17. "Control" means control as such term is defined under the

Federal Bank Holding Company Act of 1956, as amended, 12 U.S.C.,

Section 1841;

18. "Converting bank" means a bank converting from a state to a

national bank, or the reverse;

19. "Court" means a court of competent jurisdiction;

20. "Department" means the Oklahoma State Banking Department

created by this Code;

21. "Deposits" means all demand, time and savings deposits of

individuals, partnerships, corporations, the United States and

states and political subdivisions of the United States, deposits of

banks, foreign governments, institutions, deposits held by foreign

banking offices or corporations organized pursuant to 12 U.S.C.,

Sections 601 through 604a, or Sections 611 through 631, as amended.

Determinations of deposits shall be made by the Commissioner by

reference to regulatory reports of condition or similar reports

Oklahoma Statutes - Title 6. Banks and Trust Companies Page 11

filed by banks or savings associations with state or federal

regulatory agencies;

22. "Emergency" means any condition or occurrence which may

interfere physically with the conduct of normal business operations

at one or more or all of the offices of a bank or an out-of-state

bank, or which poses an imminent or existing threat to the safety or

security of persons or property, or both. Without limiting the

generality of the foregoing, an emergency may arise as a result of

any one or more of the following: fires; floods; earthquakes;

hurricanes; wind, rain or snow storms; labor disputes and strikes;

power failures; transportation failures; interruptions of

communication facilities; shortages of fuel, housing, food,
to the safety or

security of persons or property, or both. Without limiting the

generality of the foregoing, an emergency may arise as a result of

any one or more of the following: fires; floods; earthquakes;

hurricanes; wind, rain or snow storms; labor disputes and strikes;

power failures; transportation failures; interruptions of

communication facilities; shortages of fuel, housing, food,

transportation or labor; robberies or attempted robberies; actual or

threatened enemy attack; epidemics or other catastrophes; riots,

civil commotions and other acts of lawlessness or violence, actual

or threatened;

23. "Executive officer", when referring to a bank, out-of-state

bank, or trust company, means any person designated as such in the

bylaws and includes, whether or not so designated, the chairman of

the board of directors, chairman of the executive committee, the

president, any vice-president, the trust officer, the treasurer, the

cashier, the comptroller and the secretary, or any person who

performs the duties appropriate to those offices;

24. "Federal Reserve Act" means the Act of Congress approved

December 23, 1913, (38 Stat. 251), as amended;

25. "Federal Reserve Bank" means the Federal Reserve Banks

created and organized under authority of the Federal Reserve Act;

26. "Federal Reserve Board" means the Board of Governors of the

Federal Reserve System created and described in the Federal Reserve

Act, as amended;

27. "Fiduciary" means original or successor trustee of an

expressed or implied trust, including, but not limited to, a

resulting or constructive trust, special administrator, executor,

administrator, administrator common trust agreement, guardian,

guardian-trustee or conservator for a minor or other incompetent

person, receiver, trustee in bankruptcy, assignee for creditors or

any holder of a similar position of trust acting alone or with

others;

28. "General obligation" means obligations of the State of

Oklahoma or a political subdivision of this state and of any other

state or political subdivision thereof supported by the full faith

and credit of the obligor. It includes all obligations payable from

a special fund when the full faith and credit of a state or any

political subdivision of a state is obligated for payment into the

fund of amounts which will be sufficient to provide for all required

payments in connection with the obligation. It implies an obligor

possessing resources sufficient to justify faith and credit;

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29. "Good faith" means honesty in fact in the transaction and

some reasonable ground for belief that the transaction is rightful

or authorized;

30. "Insolvent" means that the actual cash market value of a

bank's assets is insufficient to pay its liabilities other than its

capital stock, surplus and undivided profits, or that the bank is

unable to meet the demands of its creditors in the usual course of

business;

31. "Insured depository institution" means any bank or savings

association the deposits of which are insured by the Federal Deposit

Insurance Corporation;

32. "Interstate merger transaction" means a merger between two

banks, two savings associations or a bank and a savings association,

one of which is chartered by or has its main office located in this

state, and the other of which is an out-of-state bank as defined in

this section;

33. "Investment securities" means marketable obligations in the

form of bonds, notes or debentures which are commonly regarded as

investment securities. It does not include investments which are

predominantly speculative in nature;

34. "Item" means any instrument for the payment of money even

though not negotiable, but does not include money;

35. "Legal newspaper" means a newspaper qualified to publish

legal notices under the provisions of Section 106 of Title 25 of the

Oklahoma Statutes;
hich are commonly regarded as

investment securities. It does not include investments which are

predominantly speculative in nature;

34. "Item" means any instrument for the payment of money even

though not negotiable, but does not include money;

35. "Legal newspaper" means a newspaper qualified to publish

legal notices under the provisions of Section 106 of Title 25 of the

Oklahoma Statutes;

36. "Loan review committee" means a person or group of persons

who, on behalf of an insured depository institution, reviews loans

held by such institution for the purpose of assessing the credit

quality of the loans, compliance with the loan policies of such

institution, and compliance with the applicable state and federal

laws, regulations and rules;

37. "Local media" means:

a. any newspaper, radio station or television station

with its main office located in the same city or town

in which a particular main office of a bank is

located, and

b. other means or media of advertising, including without

limitation any outdoor signage on the premises of the

bank, billboards, bulk mailings and other

solicitations to persons who are not customers of the

bank, but only to the extent that any such advertising

is strictly limited in geographical location or

distribution to the same city or town, including the

immediate surrounding unincorporated rural area, where

the particular main office of the bank is located;

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38. "Main bank" means the office location which has been

designated by the State Banking Commissioner or Comptroller of the

Currency as the main office of a bank;

39. "Main office" means either the main bank or the main office

location of a savings association;

40. "Managing officer" means the chief executive officer of the

bank;

41. "Member bank" means any national bank, state bank or

banking and trust company which becomes a member of the Federal

Reserve System;

42. "Merger" includes consolidation;

43. "Military banking facility" means a facility maintained by

a bank upon a military installation, provided the facility must be

within the confines of a military reservation and located upon

property owned or leased by the United States government;

44. "Mobile" means the ability to be moved, picked up, rolled,

pulled or driven;

45. "Multibank holding company" means an Oklahoma corporation

which directly or indirectly owns or controls two or more banks, two

or more bank holding companies, or one or more of each as defined in

this section;

46. "National Bank Examiner" or "Federal Bank Examiner" means

any person employed as a bank examiner by the Comptroller of the

Currency, the Federal Deposit Insurance Corporation and the Federal

Reserve Board or Bank;

47. "Office" means any place at which a bank or an out-of-state

bank transacts its business or conducts operations related to its

business;

48. "Officer", when referring to a bank, out-of-state bank or

trust company, means any person designated as such in the bylaws and

includes, whether or not so designated, any executive officer, the

chairman of the board of directors, the chairman of the executive

committee, and any trust officer, assistant trust officer, assistant

vice-president, assistant treasurer, assistant cashier, assistant

comptroller, assistant secretary, auditor or any person who performs

the duties appropriate to those offices;

49. "Order" means all, or any part, of the final disposition,

whether affirmative, negative, injunctive or declaratory in form, by

the Commissioner or the Banking Board, of any matter other than the

making of regulations of general application;

50. "Out-of-state bank" means a national bank or a state or

federal savings association which has its main office located in a

state other than Oklahoma, or a bank chartered by a state other than

Oklahoma;

51. "Out-of-state bank holding company" means a bank holding
in form, by

the Commissioner or the Banking Board, of any matter other than the

making of regulations of general application;

50. "Out-of-state bank" means a national bank or a state or

federal savings association which has its main office located in a

state other than Oklahoma, or a bank chartered by a state other than

Oklahoma;

51. "Out-of-state bank holding company" means a bank holding

company which is not incorporated in this state and which directly

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or indirectly owns or controls one or more banks or out-of-state

banks as defined in this section;

52. "Person" means an individual, group of individuals, board,

committee, partnership, firm, association, corporation or other

entity;

53. "Political subdivision" includes a county, city, town or

other municipal corporation, a public authority, and generally any

publicly owned entity which is an instrumentality of the state or a

municipal corporation;

54. "Principal place of business of a bank or a bank holding

company" means the state in which the total deposits of the bank or

the bank subsidiaries of the bank holding company are the largest;

55. "Reason to know" means that upon the information available

a person of ordinary intelligence in the particular business, or of

the superior intelligence or experience which the person in question

may have, would infer that the fact in question exists or that there

is such a substantial chance of its existence that, if exercising

reasonable care with reference to the matter in question, conduct

would be predicated upon the assumption of its possible existence;

56. "Resulting bank" means the combined banks and trust

companies carrying on business upon completion of a merger;

57. "Retailer" means a person, corporation or partnership,

primarily engaged in the sale of goods at retail to the general

public;

58. "Savings association" means any savings and loan

association or savings bank chartered under the laws of this state

or the laws of the United States authorized to engage in the savings

and loan business with its main office located in this state;

59. "Savings association branch" means any place of business

separated from the main office of a savings association at which

deposits are received, checks paid or money lent;

60. "Subsidiary" with respect to a specified bank holding

company or multibank holding company means a subsidiary as the term

is defined in the Federal Reserve Bank Holding Company Act of 1956,

as amended, 12 U.S.C., Section 1841; and

61. "Trust company" means:

a. any person doing a trust company business as set forth

in this Code except an incorporated or unincorporated

organization which is organized under Section

501(c)(3) of the Internal Revenue Code as being

organized and operated exclusively for educational,

religious, charitable, or other eleemosynary purposes

when exercising powers pursuant to the Oklahoma

Charitable Fiduciary Act and the Oklahoma General

Corporation Act, and

b. the trust departments of banks authorized to engage in

the trust company business.

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