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Missouri Senate Bill SB97

Missouri 2025 Regular Session

Missouri Senate Bill SB97 Compare Versions

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22 EXPLANATION-Matter enclosed in bold-faced brackets [thus] in this bill is not enacted
33 and is intended to be omitted in the law.
44 FIRST REGULAR SESSION
5-[PERFECTED]
6-SENATE SUBSTITUTE FOR
75 SENATE COMMITTEE SUBSTITUTE FOR
86 SENATE BILL NO. 97
97 103RD GENERAL ASSEMBLY
10-INTRODUCED BY SENATOR CRAWFORD.
11-0676S.04P KRISTINA MARTIN, Secretary
8+0676S.03C KRISTINA MARTIN, Secretary
129 AN ACT
13-To repeal sections 362.020, 362.247, 362.275, 362.295, 362.490, 427.300, and 447.200, RSMo,
14-and to enact in lieu thereof eight new sections relating to financial institutions, with
15-penalty provisions.
10+To repeal sections 362.020, 362.247, 362.275, 362.295, 362.490, and 447.200, RSMo, and to enact
11+in lieu thereof seven new sections relating to financial institutions, with penalty
12+provisions.
1613
1714 Be it enacted by the General Assembly of the State of Missouri, as follows:
1815 Section A. Sections 362.020, 362.247, 362.275, 362.295, 1
19-362.490, 427.300, and 447.200, RSMo, are repealed and eight new 2
20-sections enacted in lieu thereof, to be known as sections 3
21-362.020, 362.247, 362.275, 362.295, 362.424, 362.490, 370.245, 4
22-and 427.300, to read as fo llows:5
16+362.490, and 447.200, RSMo, are repealed and seven new sections 2
17+enacted in lieu thereof, to be known as sections 362.020, 3
18+362.247, 362.275, 362.295, 362.424, 362.490, and 370.245, to 4
19+read as follows:5
2320 362.020. 1. The articles of agreement mentioned in 1
2421 this chapter shall set out: 2
2522 (1) The corporate name of the proposed corporation. 3
2623 The corporate name shall not be a name, or an imitation of a 4
2724 name, used within the preceding fifty years as a corporate 5
2825 title of a bank or trust company incorporated in this state; 6
2926 (2) The name of the city or town and county in this 7
3027 state in which the corporation is to be located; 8
3128 (3) The amount of the capital stock of the 9
3229 corporation, the number of shares into which it is divided, 10
33-and the par value thereof; that the same has been subscribed 11 SS SCS SB 97 2
30+and the par value thereof; that the same has been subscribed 11
3431 in good faith and all thereof actually paid up in lawful 12
3532 money of the United States and is in the custody of the 13
3633 persons named as the first board of directors or managers; 14
3734 (4) The names and places of residences of the several 15
38-shareholders and number of shares subscribed by each; 16
35+shareholders and number of shares subscribed by each; 16 SCS SB 97 2
3936 (5) The number and the names of the first directors; 17
4037 (6) The purposes for which the corporation is formed; 18
4138 (7) Any provisions relating to the preemptive rights 19
4239 of a shareholder as provided in section 351.305. 20
4340 2. The articles of agreement may provide for the 21
4441 issuance of additional shares of capital stock or other 22
4542 classes of stock pursuant to the same procedures and 23
4643 conditions as provided under section 351.180, provided that 24
4744 such terms and procedures are acceptable to the director of 25
4845 finance and provided that any notice or other approval 26
4946 required to be given or obtained from the state of Missouri 27
5047 shall be given or obtained from the director of the division 28
5148 of finance. 29
5249 3. The articles of agreement may designate the number 30
5350 of directors necessary to constitute a quorum, and may 31
5451 provide for the number of years the corporation is to 32
5552 continue, or may provide that the existence of the 33
5653 corporation shall continue until the corporatio n shall be 34
5754 dissolved by consent of the stockholders or by proceedings 35
5855 instituted by the state under any statute now in force or 36
5956 hereafter enacted. 37
6057 362.247. 1. A majority of the full board of directors 1
6158 shall constitute a quorum for the transaction of business 2
6259 unless another number is required by the articles of 3
6360 agreement, the bylaws or by law. The act of a majority of 4
6461 the directors present at a meeting at which a quorum is 5
65-present shall be the act of the board of directors unless 6 SS SCS SB 97 3
62+present shall be the act of the board of directors unles s 6
6663 the act of a greater number is required by the articles of 7
6764 agreement, the bylaws or by law. 8
6865 2. Unless otherwise prohibited by statute or 9
6966 [regulation] an order or memorandum of understanding entered 10
70-into with the director of finance related to bank safety and 11
67+into with the director of finance related to b ank safety and 11 SCS SB 97 3
7168 soundness, directors may attend board meetings by telephonic 12
7269 conference call or video conferencing, and the bank or trust 13
7370 company may include in a quorum directors who are not 14
7471 physically present but are allowed to vote [, provided the 15
7572 bank or trust company has a composite rating of 1 or 2 under 16
7673 the Uniform Financial Institutions Rating System of the 17
7774 Federal Financial Institution Examination Counsel (FFIEC) ]. 18
7875 3. Any director remotely attending a board meeting via 19
7976 telephone or video conferencing may be counted toward a 20
8077 quorum for such meeting and, if the director is not 21
8178 otherwise prohibited, may vote on matters before the bank or 22
8279 trust company's board so long as the meeting minutes 23
8380 identify the director appearing remotely and re flect that 24
8481 the remote director: 25
8582 (1) Received formal notice of the board meeting for 26
8683 which he or she is attending or waived such notice as 27
8784 otherwise provided by law; 28
8885 (2) Received the board meeting information required 29
8986 for each board of direc tor's meeting as provided by section 30
9087 362.275; 31
9188 (3) Was alone when participating in such board meeting 32
9289 or was in the physical presence of no one not a director of 33
9390 such bank or trust company; and 34
9491 (4) Was able to clearly hear such board meeting 35
9592 discussion from its beginning to end. 36
9693 4. The director of the division of finance may 37
97-promulgate additional regulations, reasonable in scope, to 38 SS SCS SB 97 4
94+promulgate additional regulations, reasonable in scope, to 38
9895 provide for the integrity of the board of directors' 39
9996 operations when directors attend board meetings r emotely, 40
10097 the safety and soundness of the bank or trust company's 41
10198 operation, and the bank or trust company's interest in 42
102-minimizing the cost of compliance with such regulation. 43
99+minimizing the cost of compliance with such regulation. 43 SCS SB 97 4
103100 362.275. 1. The board of directors of every bank and 1
104101 trust company organized or doing business pursuant to this 2
105102 chapter shall hold a regular meeting at least once each 3
106103 month, or, upon application to and acceptance by the 4
107104 director of finance, at such other times, not less 5
108105 frequently than once each calendar quarter as the director 6
109106 of finance shall approve, which approval may be rescinded at 7
110107 any time. There shall be submitted to the meeting a list 8
111108 giving the aggregate of loans, discounts, acceptances and 9
112109 advances, including overdrafts, to each individual, 10
113110 partnership, corporation or person whose liability to the 11
114111 bank or trust company has been created, extended, renewed or 12
115112 increased since the cut -off date prior to the regular 13
116113 meeting by more than an amount to be determined by the board 14
117114 of directors, which minimum amount shall not exceed five 15
118115 percent of the bank's legal loan limit, except the minimum 16
119116 amount shall in no case be less than ten thousand dollars; a 17
120117 second list of the aggregate indebtedness of each borrower 18
121118 whose aggregate indebtedness exc eeds five times such minimum 19
122119 amount, except the aggregate indebtedness shall in no case 20
123120 be less than fifty thousand dollars; a third list showing 21
124121 all paper past due thirty days or more or alternatively, the 22
125122 third list shall report the total past -due ratio for loans 23
126123 thirty days or more past due, nonaccrual loans divided by 24
127124 total loans, and a listing of past -due loans in excess of 25
128125 the minimum amount to be determined by the board of 26
129-directors, which minimum amount shall not exceed five 27 SS SCS SB 97 5
126+directors, which minimum amount shall not exceed five 27
130127 percent of the bank's legal loan limit, except the minimum 28
131128 amount shall in no case be less than ten thousand dollars [; 29
132129 and a fourth list showing the aggregate of the then -existing 30
133130 indebtedness and liability to the bank or trust company of 31
134-each of the directors, officers, and employees thereof ]. 32
131+each of the directors, offic ers, and employees thereof ]. 32 SCS SB 97 5
135132 The information called for in the second [,] and third[, and 33
136133 fourth] lists shall be submitted as of the date of the 34
137134 regular meeting or as of a reasonable date prior thereto. 35
138135 No bills payable shall be made, and no bills sha ll be 36
139136 rediscounted by the bank or trust company except with the 37
140137 consent or ratification of the board of directors; provided, 38
141138 however, that if the bank or trust company is a member of 39
142139 the federal reserve system, rediscounts may be made to it by 40
143140 the officers in accordance with its rules, a list of all 41
144141 rediscounts to be submitted to the next regular meeting of 42
145142 the board. The director of finance may require, by order, 43
146143 that the board of directors of a bank or trust company 44
147144 approve or disapprove every p urchase or sale of securities 45
148145 and every discount, loan, acceptance, renewal or other 46
149146 advance including every overdraft over an amount to be 47
150147 specified in the director's order and may also require that 48
151148 the board of directors review, at each monthly meeti ng, a 49
152149 list of the aggregate indebtedness of each borrower whose 50
153150 aggregate indebtedness exceeds an amount to be specified in 51
154151 the director's order. The minutes of the meeting shall 52
155152 indicate the compliance with the requirements of this 53
156153 section. Furthermore, the debtor's identity on the 54
157154 information required in this subsection may be masked by 55
158155 code to conceal the actual debtor's identity only for 56
159156 information mailed to or otherwise provided directors who 57
160-are not physically present at the board meeting. The code 58 SS SCS SB 97 6
157+are not physically present at the board meeting. The code 58
161158 used shall be revealed to all directors at the beginning of 59
162159 each board meeting for which this procedure is used. 60
163160 2. For any issue in need of immediate action, the 61
164161 board of directors or the executive committee of the board 62
165162 as defined in section 362.253 may enter into a unanimous 63
166-consent agreement as permitted by subsection 2 of section 64
163+consent agreement as permitted by subsection 2 of section 64 SCS SB 97 6
167164 351.340. Such consent may be communicated by facsimile 65
168165 transmission or by other authenticated record, separately by 66
169166 each director, provided each conse nt is signed by the 67
170167 director and the bank has no indication such signature is 68
171168 not the director's valid consent. When the bank or trust 69
172169 company has received unanimous consent from the board or 70
173170 executive committee, the action voted on shall be considere d 71
174171 approved. 72
175172 362.295. 1. Within ten days after service upon it of 1
176173 the notice provided for by section 361.130, every bank and 2
177174 trust company shall make a written report to the director, 3
178175 which report shall be in the form and shall cont ain the 4
179176 matters prescribed by the director and shall specifically 5
180177 state the items of capital, deposits, specie and cash items, 6
181178 public securities and private securities, real estate and 7
182179 real estate securities, and such other items as may be 8
183180 necessary to inform the public as to the financial condition 9
184181 and solvency of the bank or trust company, or which the 10
185182 director may deem proper to include therein. In lieu of 11
186183 requiring direct filing of reports of condition, the 12
187184 director may accept reports of condi tion or their equivalent 13
188185 as filed with federal regulatory agencies and may require 14
189186 verification and the filing of supplemental information as 15
190187 the director deems necessary. 16
191188 2. Every report shall be verified by the oaths of the 17
192-president or vice president and cashier or secretary or 18 SS SCS SB 97 7
189+president or vice pr esident and cashier or secretary or 18
193190 assistant cashier or assistant secretary, and the 19
194191 verification shall state that the report is true and correct 20
195192 in all respects to the best of the knowledge and belief of 21
196193 the persons verifying it, and the report shall be attested 22
197194 by three directors, and shall be a report of the actual 23
198-condition of the bank or trust company at the close of 24
195+condition of the bank or trust company at the close of 24 SCS SB 97 7
199196 business on the day designated and which day shall be prior 25
200197 to the call. If the director of finance obtains the data 26
201198 pursuant to subsection 3 of section 361.130, the director 27
202199 may rely on the verification provided to the federal 28
203200 regulatory agency. 29
204201 3. [Every report, exclusive of the verification, 30
205202 shall, within thirty days after it shall have been filed 31
206203 with the director, be published by the bank or trust company 32
207204 in one newspaper of the place where its place of business is 33
208205 located, or if no newspaper is published there, in a 34
209206 newspaper of general circulation in the town and community 35
210207 in which the bank or trust company is located; the newspaper 36
211208 to be designated by the board of directors and a copy of the 37
212209 publication, with the affidavit of the publisher thereto, 38
213210 shall be attached to the report; provided, if the bank or 39
214211 trust company is located in a town or city having a 40
215212 population exceeding ten thousand inhabitants, then the 41
216213 publication must be in a daily newspaper, if published in 42
217214 that city; but if the bank or trust company is located in a 43
218215 town or city having a population of ten thousand inhabitants 44
219216 or less, then the publication may be in either a daily or 45
220217 weekly newspaper published in the town or city as aforesaid; 46
221218 and in all cases a copy of the statement shall be posted in 47
222219 the banking house accessible to all. 48
223220 4.] The bank and trust company shall also make such 49
224-other special reports to the director as he may from time to 50 SS SCS SB 97 8
221+other special reports to the director as he may from time to 50
225222 time require, in such form and at such date as may be 51
226223 prescribed by him, and the report shall, if required by him, 52
227224 be verified in such manner as he may prescribe. 53
228225 [5.] 4. If the bank or trust company shall fail to 54
229226 make any report required by this section on or before the 55
230-day designated for the making thereof, or shall fail to 56
227+day designated for the making thereof, or shall fail to 56 SCS SB 97 8
231228 include therein any matter required by the director, the 57
232229 bank or trust company shall forfeit to the sta te the sum of 58
233230 one hundred dollars for every day that the report shall be 59
234231 delayed or withheld, and for every day that it shall fail to 60
235232 report any omitted matter, unless the time therefor shall 61
236233 have been extended by the director. Should any president, 62
237234 cashier or secretary of the bank or trust company or any 63
238235 director thereof fail to make the statement so required of 64
239236 him or them, or willfully and corruptly make a false 65
240237 statement, he or they, and each of them, shall be deemed 66
241238 guilty of a misdemeanor, a nd, upon conviction thereof, upon 67
242239 information, punished by a fine for each offense not 68
243240 exceeding five hundred dollars and not less than one hundred 69
244241 dollars, or by imprisonment not less than one or more than 70
245242 twelve months in the city or county jail, or by both such 71
246243 fine and imprisonment. 72
247244 [6.] 5. A bank or trust company [may provide each 73
248245 written] shall provide a paper or electronic copy of any 74
249246 regular periodic report required to be [published free of 75
250247 charge to the public; and when each bank or t rust company 76
251248 notifies their customers that such information is available; 77
252249 and when one copy of such information is available to each 78
253250 person that requests it, the newspaper publication 79
254251 provisions of this section shall not be enforced against 80
255252 such bank or trust company] filed under section 361.130 to 81
256-each customer that requests it . 82 SS SCS SB 97 9
253+each customer that requests it . 82
257254 362.424. 1. For purposes of this section, the 1
258255 following terms mean: 2
259256 (1) "Bank", includes any state or federally chartered 3
260257 bank, savings bank, or savings and loan association 4
261-providing banking services to Missouri customers; 5
258+providing banking services to Missouri customers; 5 SCS SB 97 9
262259 (2) "Trusted contact", any adult person designated by 6
263260 a bank customer that a bank may contact in the event of an 7
264261 emergency or loss of contact with the customer, or in t he 8
265262 event of suspected third -party fraud or financial 9
266263 exploitation targeting the customer. 10
267264 2. Notwithstanding any other provision of law to the 11
268265 contrary, any bank may report suspected fraudulent activity 12
269266 or financial exploitation targeting any of its customers to 13
270267 a federal, state, county, or municipal law enforcement 14
271268 agency or any appropriate public protective agency and shall 15
272269 be immune from civil liability in doing so. 16
273270 3. Notwithstanding any other provision of law to the 17
274271 contrary, any bank, on a voluntary basis, may offer a 18
275272 trusted contact program to customers who may designate one 19
276273 or more trusted contacts for the bank to contact in the 20
277274 event a customer is not responsive to bank communications, 21
278275 the bank is presented with an urgent mat ter or emergency 22
279276 involving the customer and the bank is unable to locate the 23
280277 customer, or the bank suspects fraudulent activity or 24
281278 financial exploitation targeting the customer or the account 25
282279 has been deemed dormant and the bank is attempting to verify 26
283280 the status and location of the customer. The bank may 27
284281 establish such procedures, requirements, and forms as it 28
285282 deems appropriate and necessary should the bank decide to 29
286283 implement a trusted contact program. 30
287284 4. Notwithstanding any other provision of law to the 31
288-contrary, any bank may voluntarily offer customers an 32 SS SCS SB 97 10
285+contrary, any bank may voluntarily offer customers an 32
289286 account with convenience and security features that set 33
290287 transaction limits and permit limited access to view account 34
291288 activity for one or more trusted contacts designated by the 35
292-customer. 36
289+customer. 36 SCS SB 97 10
293290 5. No bank shall be liable for the actions of a 37
294291 trusted contact. 38
295292 6. No bank shall be liable for declining to interact 39
296293 with a trusted contact when the bank, in good faith and 40
297294 exercising reasonable care, determines that a trusted 41
298295 contact is not acting in the best interests of the customer. 42
299296 7. A person designated by a customer as a trusted 43
300297 contact who acts in good faith and exercises reasonable care 44
301298 shall be immune from liability. 45
302299 8. A customer may withdraw any appointment of a person 46
303300 as trusted contact at any time and any trusted contact may 47
304301 withdraw from status as a trusted contact at any time. The 48
305302 bank may require such documentation or verification as it 49
306303 deems necessary to establish the withdrawal or termination 50
307304 of a trusted contact. 51
308305 9. No bank shall be civilly liable for implementing or 52
309306 not implementing a trusted contact program or for actions or 53
310307 omissions related to providing or administering a trusted 54
311308 contact program. 55
312309 362.490. 1. Notwithstanding any provision of law of 1
313310 this state or of any political subdivision thereof requiring 2
314311 security for deposits in the form of collateral, surety bond 3
315312 or in any other form, security for such deposits shall not 4
316313 be required to the extent said deposi ts are insured under 5
317314 the provisions of an act of congress creating and 6
318315 establishing the Federal Deposit Insurance Corporation or 7
319316 similar agency created and established by the Congress of 8
320-the United States. 9 SS SCS SB 97 11
317+the United States. 9
321318 2. (1) As an alternative to the require ments for 10
322319 direct pledging of security for deposit of public funds in 11
323320 excess of the amount that is federally insured or guaranteed 12
324-pursuant to sections 110.010 , 110.020, and 110.060, a 13
321+pursuant to sections 110.010, 110.020, and 110.060, a 13 SCS SB 97 11
325322 banking institution authorized as legal depositary for 14
326323 public funds may secure the deposits of any governmental 15
327324 entity by granting a security interest in a single pool of 16
328325 securities to secure the repayment of all public funds 17
329326 deposited in the banking institution by such governmental 18
330327 entities and not otherwise federall y insured or secured 19
331328 pursuant to law. 20
332329 (2) A banking institution may secure the deposit of 21
333330 public funds using the direct method as provided in chapter 22
334331 110, or the single bank pooled method provided in this 23
335332 section, or may elect to offer government entities the 24
336333 choice of either method to secure the deposit of public 25
337334 funds. 26
338335 (3) Under the direct method, a banking institution may 27
339336 secure the deposit of public funds of each government entity 28
340337 separately by furnishing securities pursuant to secti ons 29
341338 110.010, 110.020, and 110.060. 30
342339 (4) Under the single bank pooled method a banking 31
343340 institution may secure the deposit of public funds of one or 32
344341 more government entities through a pool of eligible 33
345342 securities held in custody and safekeeping with one or more 34
346343 other banking institutions or safe depositaries, to be held 35
347344 subject to the order of the director of the division of 36
348345 finance or the administrator appointed pursuant to 37
349346 subsection 3 of this section for the benefit of the 38
350347 government entities having public funds deposited with such 39
351-banking institution as set forth in this section. 40 SS SCS SB 97 12
348+banking institution as set forth in this section. 40
352349 3. (1) The director of the division of finance shall 41
353350 have exclusive authority to appoint a bank, trust company, 42
354351 or association for Missouri banks which is c hartered or 43
355352 incorporated in Missouri to serve as the administrator with 44
356-respect to a single bank pooled method. The administrator 45
353+respect to a single bank pooled method. The administrator 45 SCS SB 97 12
357354 shall act as an agent for banking institutions and as the 46
358355 nominee of the government entities for purposes of 47
359356 administering the pool of securities pledged to secure 48
360357 uninsured public fund deposits. The fees and expenses of 49
361358 such administrator shall be paid by the banking institutions 50
362359 utilizing the single bank pooled method. The single bank 51
363360 pooled method shall not be util ized by any banking 52
364361 institution unless an administrator has been appointed by 53
365362 the director pursuant to this section and is acting as the 54
366363 administrator. The director may require the administrator 55
367364 to post a surety bond or security to the director in an 56
368365 amount up to one hundred thousand dollars to assure the 57
369366 faithful performance of the duties of the administrator. 58
370367 (2) At all times the aggregate market value of the 59
371368 pool of securities so deposited, pledged, or in which a 60
372369 security interest is grant ed shall be at least equal to one 61
373370 hundred two percent of the amount on deposit which is in 62
374371 excess of the amount so insured. 63
375372 (3) Each banking institution shall carry on its 64
376373 accounting records at all times a general ledger or other 65
377374 appropriate account of the total amount of all public funds 66
378375 to be secured by the pool of securities as determined at the 67
379376 opening of business each day, and the aggregate market value 68
380377 of the pool of securities pledged, or in which a security 69
381378 interest is granted to secur e such public funds. 70
382379 (4) If a banking institution elects to secure the 71
383-deposit of public funds through the use of the single bank 72 SS SCS SB 97 13
380+deposit of public funds through the use of the single bank 72
384381 pooled method, such banking institution shall notify the 73
385382 administrator in writing that it has elected to utilize the 74
386383 single bank pooled method and the proposed effective date 75
387384 thereof and enter such agreement as the administrator may 76
388-require. 77
385+require. 77 SCS SB 97 13
389386 (5) A banking institution may not retain any deposit 78
390387 of public funds which is required to be secured unless it 79
391388 has secured the deposits for the benefit of the government 80
392389 entities having public funds with such banking institution 81
393390 pursuant to this section. 82
394391 (6) Only the securities and collateral described or 83
395392 listed pursuant to section 30.270 for the safekeeping and 84
396393 payment of deposits by the state treasurer may be provided 85
397394 and accepted as security for the deposit of public funds and 86
398395 shall be eligible as collateral. The administrator shall 87
399396 not accept any securities which are not described or listed 88
400397 pursuant to section 30.270. 89
401398 (7) The administrator may establish such procedures 90
402399 and reporting requirements as necessary for depository 91
403400 banking institutions and their safekeeping banks or 92
404401 depositaries to confirm the amount of insured public fund 93
405402 deposits, the pledge of securities to the administrator to 94
406403 secure the deposit of public funds, as agent for each 95
407404 participating banking institution, and to monitor the market 96
408405 value of pledged securities as reported by the custody 97
409406 agents, and to add, substitute, or remo ve securities held in 98
410407 the single bank pool as directed by the depository banking 99
411408 institution. 100
412409 (8) In the event of the failure and insolvency of a 101
413410 banking institution using the single bank pooled method, 102
414411 subject to any order of the director pursua nt to powers 103
415-vested under chapter 361, the administrator shall direct the 104 SS SCS SB 97 14
412+vested under chapter 361, the administrator shall direct the 104
416413 safekeeping banks or depositaries to sell the pledged 105
417414 securities and direct proceeds to the payment of the 106
418415 uninsured public fund deposits or to transfer the pledged 107
419416 securities to that banking institution's primary supervisory 108
420-agency or the duly appointed receiver for the banking 109
417+agency or the duly appointed receiver for the banking 109 SCS SB 97 14
421418 institution to be liquidated to pay out the uninsured public 110
422419 fund deposits. 111
423420 370.245. 1. For purposes of this section, the 1
424421 following terms mean: 2
425422 (1) "Credit union", any state or federally chartered 3
426423 credit union providing financial services to members; 4
427424 (2) "Trusted contact", any adult person designated by 5
428425 a credit union member that a credit union may contact in the 6
429426 event of an emergency or loss of contact with the member, or 7
430427 suspected third party fraud or financial exploitation 8
431428 targeting the member. 9
432429 2. Notwithstanding any other provision of law to the 10
433430 contrary, any credit union may report suspected fraudulent 11
434431 activity or financial exploitation targeting any of its 12
435432 members to a federal, state, county, or municipal law 13
436433 enforcement agency or any appropriate public protective 14
437434 agency and shall be immune from civil liability in doing so. 15
438435 3. Notwithstanding any other provision of law to the 16
439436 contrary, any credit union, on a voluntary basis, may offer 17
440437 a trusted contact program to members who may designate one 18
441438 or more trusted contacts for the credit union to contact in 19
442439 the event a member is not responsive to credit union 20
443440 communications, the credit union is presented with an urgent 21
444441 matter or emergency involving the member and the credit 22
445442 union is unable to locate the member, or the credit union 23
446443 suspects fraudulent activity or financial exploitation 24
447-targeting the member or the account has been deemed dormant 25 SS SCS SB 97 15
444+targeting the member or the account has been deemed dormant 25
448445 and the credit union is attempting to verify the status and 26
449446 location of the member. The credit union may establish such 27
450447 procedures, requirements, and forms as it deems appropriate 28
451448 and necessary should the credit union opt to implement a 29
452-trusted contact program. 30
449+trusted contact program. 30 SCS SB 97 15
453450 4. Notwithstanding any other provision of law to the 31
454451 contrary, any credit union may voluntarily offer members an 32
455452 account with convenience and security features that set 33
456453 transaction limits and permit limited access to view account 34
457454 activity for one or more trusted contacts designated by the 35
458455 member. 36
459456 5. No credit union shall be liable for the actions of 37
460457 a trusted contact. 38
461458 6. No credit union shall be liable for declining to 39
462459 interact with a trusted contact when the credit union, in 40
463460 good faith and exercising reasonable care, determines that a 41
464461 trusted contact is not acting in the best interests of the 42
465462 member. 43
466463 7. A person designated by a member as a trusted 44
467464 contact who acts in good faith and exercises reasonable care 45
468465 shall be immune from liability. 46
469466 8. A member may withdraw any appointment of a person 47
470467 as a trusted contact at any time and any trusted contact may 48
471468 withdraw from status as a trusted contact at any tim e. The 49
472469 credit union may require such documentation or verification 50
473470 as it deems necessary to establish the withdrawal or 51
474471 termination of a trusted contact. 52
475472 9. No credit union shall be civilly liable for 53
476473 implementing or not implementing or for acti ons or omissions 54
477474 related to providing or administering a trusted contact 55
478-program. 56 SS SCS SB 97 16
479- 427.300. 1. This section shall be known and may be 1
480-cited as the "Commercial Financing Disclosure Law". 2
481- 2. For purposes of this section, the following terms 3
482-mean: 4
483- (1) "Account"; 5
484- (a) Includes: 6
485- a. A right to payment of a monetary obligation, 7
486-regardless of whether earned by performance, f or one of the 8
487-following: 9
488- (i) Property that has been or is to be sold, leased, 10
489-licensed, assigned, or otherwise disposed of; 11
490- (ii) Services rendered or to be rendered; 12
491- (iii) A policy of insurance issued or to be issued; 13
492- (iv) A secondary obligation incurred or to be incurred; 14
493- (v) Energy provided or to be provided; 15
494- (vi) The use or hire of a vessel under a charter or 16
495-other contract; 17
496- (vii) Arising out of the use of a credit or charge 18
497-card or information contained on o r for use with the card; or 19
498- (viii) As winnings in a lottery or other game of 20
499-chance operated or sponsored by a state, governmental unit 21
500-of a state, or person licensed or authorized to operate the 22
501-game by a state or governmental unit of a state; an d 23
502- b. Health-care-insurance receivables; and 24
503- (b) Does not include: 25
504- a. Rights to payment evidenced by chattel paper or an 26
505-instrument; 27
506- b. Commercial tort claims; 28
507- c. Deposit accounts; 29
508- d. Investment property; 30
509- e. Letter-of-credit rights or letters of credit; or 31 SS SCS SB 97 17
510- f. Rights to payment for moneys or funds advanced or 32
511-sold, other than rights arising out of the use of a credit 33
512-or charge card or information contained on or for use with 34
513-the card; 35
514- (2) "Accounts receivable purchase transaction", any 36
515-transaction in which the business forwards or otherwise 37
516-sells to the provider all or a portion of the business's 38
517-accounts or payment intangibles at a discount to their 39
518-expected value. The provider's characterization of an 40
519-accounts receivable purchase transaction as a purchase is 41
520-conclusive that the accounts receivable purchase transaction 42
521-is not a loan or a transaction for the use, forbearance, or 43
522-detention of money; 44
523- (3) "Broker", any person who, for compens ation or the 45
524-expectation of compensation, obtains a commercial financing 46
525-transaction or an offer for a commercial financing 47
526-transaction from a third party that would, if executed, be 48
527-binding upon that third party and communicates that offer to 49
528-a business located in this state. The term broker excludes 50
529-a provider, or any individual or entity whose compensation 51
530-is not based or dependent on the terms of the specific 52
531-commercial financing transaction obtained or offered; 53
532- (4) "Business", an individ ual or group of individuals, 54
533-sole proprietorship, corporation, limited liability company, 55
534-trust, estate, cooperative, association, or limited or 56
535-general partnership engaged in a business activity; 57
536- (5) "Business purpose transaction", any transactio n 58
537-where the proceeds are provided to a business or are 59
538-intended to be used to carry on a business and not for 60
539-personal, family, or household purposes. For purposes of 61
540-determining whether a transaction is a business purpose 62
541-transaction, the provider m ay rely on any written statement 63 SS SCS SB 97 18
542-of intended purpose signed by the business. The statement 64
543-may be a separate statement or may be contained in an 65
544-application, agreement, or other document signed by the 66
545-business or the business owner or owners; 67
546- (6) "Commercial financing facility", a provider's plan 68
547-for purchasing multiple accounts receivable from the 69
548-recipient over a period of time pursuant to an agreement 70
549-that sets forth the terms and conditions governing the use 71
550-of the facility; 72
551- (7) "Commercial financing transaction", any commercial 73
552-loan, accounts receivable purchase transaction, commercial 74
553-open-end credit plan or each to the extent the transaction 75
554-is a business purpose transaction; 76
555- (8) "Commercial loan", a loan to a business, w hether 77
556-secured or unsecured; 78
557- (9) "Commercial open-end credit plan", commercial 79
558-financing extended by any provider under a plan in which: 80
559- (a) The provider reasonably contemplates repeat 81
560-transactions; and 82
561- (b) The amount of financing that may be extended to 83
562-the business during the term of the plan, up to any limit 84
563-set by the provider, is generally made available to the 85
564-extent that any outstanding balance is repaid; 86
565- (10) "Depository institution", any of the following: 87
566- (a) A bank, trust company, or industrial loan company 88
567-doing business under the authority of, or in accordance 89
568-with, a license, certificate, or charter issued by the 90
569-United States, this state, or any other state, district, 91
570-territory, or commonwealth of the Uni ted States that is 92
571-authorized to transact business in this state; 93 SS SCS SB 97 19
572- (b) A federally chartered savings and loan 94
573-association, federal savings bank, or federal credit union 95
574-that is authorized to transact business in this state; or 96
575- (c) A savings and loan association, savings bank, or 97
576-credit union organized under the laws of this or any other 98
577-state that is authorized to transact business in this state; 99
578- (11) "General intangible", any personal property, 100
579-including things in action, other than accounts, chattel 101
580-paper, commercial tort claims, deposit accounts, documents, 102
581-goods, instruments, investment property, letter -of-credit 103
582-rights, letters of credit, money, and oil, gas, or other 104
583-minerals before extraction. General intangible also 105
584-includes payment intangibles and software; 106
585- (12) "Payment intangible", a general intangible under 107
586-which the account debtor's principal obligation is a 108
587-monetary obligation; 109
588- (13) "Provider", a person who consummates more than 110
589-five commercial financi ng transactions to a business located 111
590-in this state in any calendar year. Provider also includes 112
591-a person that enters into a written agreement with a 113
592-depository institution to arrange for the extension of a 114
593-commercial financing transaction by the depo sitory 115
594-institution to a business via an online lending platform 116
595-administered by the person. The fact that a provider 117
596-extends a specific offer for a commercial financing 118
597-transaction on behalf of a depository institution shall not 119
598-be construed to mean that the provider engaged in lending or 120
599-financing or originated that loan or financing. 121
600- 3. (1) A provider that consummates a commercial 122
601-financing transaction shall disclose the terms of the 123
602-commercial financing transaction as required by this 124
603-section. The disclosures shall be provided at or before 125 SS SCS SB 97 20
604-consummation of the transaction. Only one disclosure is 126
605-required for each commercial financing transaction, and a 127
606-disclosure is not required as a result of the modification, 128
607-forbearance, or change to a consummated commercial financing 129
608-transaction. 130
609- (2) A provider shall disclose the following in 131
610-connection with each commercial financing transaction: 132
611- (a) The total amount of funds provided to the business 133
612-under the terms of the commercia l financing transaction 134
613-agreement. This disclosure shall be labeled "Total Amount 135
614-of Funds Provided"; 136
615- (b) The total amount of funds disbursed to the 137
616-business under the terms of the commercial financing 138
617-transaction, if less than the total amount of funds 139
618-provided, as a result of any fees deducted or withheld at 140
619-disbursement and any amount paid to a third party on behalf 141
620-of the business. This disclosure shall be labeled "Total 142
621-Amount of Funds Disbursed"; 143
622- (c) The total amount to be paid t o the provider 144
623-pursuant to the commercial financing transaction agreement. 145
624-This disclosure shall be labeled "Total of Payments"; 146
625- (d) The total dollar cost of the commercial financing 147
626-transaction under the terms of the agreement, derived by 148
627-subtracting the total amount of funds provided from the 149
628-total of payments. This calculation shall include any fees 150
629-or charges deducted by the provider from the "Total Amount 151
630-of Funds Provided". This disclosure shall be labeled "Total 152
631-Dollar Cost of Financ ing"; 153
632- (e) The manner, frequency, and amount of each 154
633-payment. This disclosure shall be labeled "Payments". If 155
634-the payments may vary, the provider shall instead disclose 156
635-the manner, frequency, and the estimated amount of the 157 SS SCS SB 97 21
636-initial payment label ed "Estimated Payments" and the 158
637-commercial financing transaction agreement shall include a 159
638-description of the methodology for calculating any variable 160
639-payment and the circumstances when payments may vary; 161
640- (f) A statement of whether there are any c osts or 162
641-discounts associated with prepayment of the commercial 163
642-financing product including a reference to the paragraph in 164
643-the agreement that creates the contractual rights of the 165
644-parties related to prepayment. This disclosure shall be 166
645-labeled "Prepayment"; and 167
646- (3) A provider that consummates a commercial financing 168
647-facility may provide disclosures of this subsection which 169
648-are based on an example of a transaction that could occur 170
649-under the agreement. The example shall be based on an 171
650-accounts receivable total face amount owed of ten thousand 172
651-dollars. Only one disclosure is required for each 173
652-commercial financing facility, and a disclosure is not 174
653-required as result of a modification, forbearance, or change 175
654-to the facility. A new disclosure is not required each time 176
655-accounts receivable are purchased under the facility. 177
656- 4. The provisions of this section shall not apply to 178
657-the following: 179
658- (1) A provider that is a depository institution or a 180
659-subsidiary or affiliate; 181
660- (2) A provider that is a service corporation to a 182
661-depository institution that is: 183
662- (a) Owned and controlled by a depository institution; 184
663-and 185
664- (b) Regulated by a federal banking agency; 186
665- (3) A provider that is a lender regulated under the 187
666-federal Farm Credit Act, 12 U.S.C. Section 2001, et seq.; 188
667- (4) A commercial financing transaction that is: 189 SS SCS SB 97 22
668- (a) Secured by real property; 190
669- (b) A lease; or 191
670- (c) A purchase money obligation that is incurred as 192
671-all or part of the price of the col lateral or for value 193
672-given to enable the business to acquire rights in or the use 194
673-of the collateral if the value is in fact so used; 195
674- (5) A commercial financing transaction in which the 196
675-recipient is a motor vehicle dealer or an affiliate of such 197
676-a dealer, or a vehicle rental company, or an affiliate of 198
677-such a company, pursuant to a commercial loan or commercial 199
678-open-end credit plan of at least fifty thousand dollars or a 200
679-commercial financing transaction offered by a person in 201
680-connection with the sale or lease of products or services 202
681-that such person manufactures, licenses, or distributes, or 203
682-whose parent company or any of its directly or indirectly 204
683-owned and controlled subsidiaries manufactures, licenses, or 205
684-distributes; 206
685- (6) A commercial financing transaction that is a 207
686-factoring transaction, purchase, sale, advance, or similar 208
687-of accounts receivable owed to a health care provider 209
688-because of a patient's personal injury treated by the health 210
689-care provider; 211
690- (7) A provider that is licensed as a money transmitter 212
691-in accordance with a license, certificate, or charter issued 213
692-by this state or any other state, district, territory, or 214
693-commonwealth of the United States; 215
694- (8) A provider that consummates no more than five 216
695-commercial financing transactions in this state in a twelve - 217
696-month period; [or] 218
697- (9) A commercial financing transaction of more than 219
698-five hundred thousand dollars ; or 220 SS SCS SB 97 23
699- (10) A commercial financing product that is a premium 221
700-finance agreement, as defined i n subdivision (3) of section 222
701-364.100, offered or entered into by a provider that is a 223
702-registered premium finance company . 224
703- 5. (1) No person shall engage in business as a broker 225
704-within this state for compensation, unless prior to 226
705-conducting such business, the person has filed a 227
706-registration with the division of finance within the 228
707-department of commerce and insurance and has on file a good 229
708-and sufficient bond as specified in this subsection. The 230
709-registration shall be effective upon receipt by t he division 231
710-of finance of a completed registration form and the required 232
711-registration fee, and shall remain effective until the time 233
712-of renewal. 234
713- (2) After filing an initial registration form, a 235
714-broker shall file, on or before January thirty -first of each 236
715-year, a renewal registration form along with the required 237
716-renewal registration fee. 238
717- (3) The broker shall pay a one -hundred-dollar 239
718-registration fee upon the filing of an initial registration 240
719-and a fifty-dollar renewal registration fee upo n the filing 241
720-of a renewal registration. 242
721- (4) The registration form required by this subsection 243
722-shall include the following: 244
723- (a) The name of the broker; 245
724- (b) The name in which the broker is transacted if 246
725-different from that stated in para graph (a) of this 247
726-subdivision; 248
727- (c) The address of the broker's principal office, 249
728-which may be outside this state; 250
729- (d) Whether any officer, director, manager, operator, 251
730-or principal of the broker has been convicted of a felony 252 SS SCS SB 97 24
731-involving an act of fraud, dishonesty, breach of trust, or 253
732-money laundering; and 254
733- (e) The name and address in this state of a designated 255
734-agent upon whom service of process may be made. 256
735- (5) If information in a registration form changes or 257
736-otherwise becomes inaccurate after filing, the broker shall 258
737-not be required to file a further registration form prior to 259
738-the time of renewal. 260
739- (6) Every broker shall obtain a surety bond issued by 261
740-a surety company authorized to do business in this state. 262
741-The amount of the bond shall be ten thousand dollars. The 263
742-bond shall be in favor of the state of Missouri. Any person 264
743-damaged by the broker's breach of contract or of any 265
744-obligation arising therefrom, or by any violation of this 266
745-section, may bring an action a gainst the bond to recover 267
746-damages suffered. The aggregate liability of the surety 268
747-shall be only for actual damages and in no event shall 269
748-exceed the amount of the bond. 270
749- (7) Employees regularly employed by a broker who has 271
750-complied with this subs ection shall not be required to file 272
751-a registration or obtain a surety bond when acting within 273
752-the scope of their employment for the broker. 274
753- 6. (1) Any person who violates any provision of this 275
754-section shall be punished by a fine of five hundred dollars 276
755-per incident, not to exceed twenty thousand dollars, for all 277
756-aggregated violations arising from the use of the 278
757-transaction documentation or materials found to be in 279
758-violation of this section. Any person who violates any 280
759-provision of this sect ion after receiving written notice of 281
760-a prior violation from the attorney general shall be 282
761-punished by a fine of one thousand dollars per incident, not 283
762-to exceed fifty thousand dollars, for all aggregated 284 SS SCS SB 97 25
763-violations arising from the use of the transact ion 285
764-documentation or materials found to be in violation of this 286
765-section. 287
766- (2) Violation of any provision of this section shall 288
767-not affect the enforceability or validity of the underlying 289
768-agreement. 290
769- (3) This section shall not create a private right of 291
770-action against any person or other entity based upon 292
771-compliance or noncompliance with its provisions. 293
772- (4) Authority to enforce compliance with this section 294
773-is vested exclusively in the attorney general of this state. 295
774- 7. The requirements of subsections 3 and 5 of this 296
775-section shall take effect upon either: 297
776- (1) Six months after the division of finance finalizes 298
777-promulgating rules, if the division intends to promulgate 299
778-rules; or 300
779- (2) February 28, 2025, if the division doe s not intend 301
780-to promulgate rules. 302
781- 8. The division of finance may promulgate rules 303
782-implementing this section. If the division of finance 304
783-intends to promulgate rules, it shall declare its intent to 305
784-do so no later than February 28, 2025. Any rule or portion 306
785-of a rule, as that term is defined in section 536.010, that 307
786-is created under the authority delegated in this section 308
787-shall become effective only if it complies with and is 309
788-subject to all of the provisions of chapter 536 and, if 310
789-applicable, section 536.028. This section and chapter 536 311
790-are nonseverable and if any of the powers vested with the 312
791-general assembly pursuant to chapter 536 to review, to delay 313
792-the effective date, or to disapprove and annul a rule are 314
793-subsequently held unconstitu tional, then the grant of 315 SS SCS SB 97 26
794-rulemaking authority and any rule proposed or adopted after 316
795-August 28, 2024, shall be invalid and void. 317
475+program. 56
796476 [447.200. 1. If any consumer deposit 1
797477 account with a banking organization or financial 2
798478 organization, as such terms are defined in and 3
799479 under section 447.503, is determined to be or to 4
800480 have been inactive for a period of twelve or 5
801481 more months and if inactivity fees apply to such 6
802482 account, such banking organization, bank or 7
803-financial organization shall not ify the person 8
483+financial organization shall notify the person 8 SCS SB 97 16
804484 or depositor named on such inact ive account of 9
805485 such inactivity. Notice may be delivered by 10
806486 first class mail, with postage prepaid, and 11
807487 marked "Address Correction Requested", or 12
808488 alternatively, the notice may be sent or 13
809489 delivered electronically if the consumer has 14
810490 consented to receiving electronic disclosures in 15
811491 accordance with the federal Truth in Savings 16
812492 Act, 12 U.S.C. Sections 4301 to 4313, and the 17
813493 regulations promulgated pursuant thereto. 18
814494 2. Notwithstanding any provision of law to 19
815495 the contrary, for any consumer deposit account 20
816496 with a banking organization, bank or financial 21
817497 organization that is or that has been inactive 22
818498 for twelve months or more, such bank or 23
819499 financial organization shall issue annual 24
820500 statements to the person or depositor named on 25
821501 the account. The organization or a bank may 26
822502 charge a service fee of up to five dollars for 27
823503 any statement issued under this subsection, 28
824504 provided that such fee shall be withdrawn from 29
825505 the inactive account. 30
826506 3. If any consumer deposit account with a 31
827507 banking organization, bank or financial 32
828508 organization is determined to be or to have been 33
829509 inactive for a period of five years, the funds 34
830510 from such account shall be remitted to the 35
831511 abandoned fund account established under section 36
832512 447.543. 37
833513 4. For purposes of this s ection, the word 38
834514 "inactive" means a prescribed period during 39
835515 which there is no activity or contact initiated 40
836-by the person or depositor named on the account, 41 SS SCS SB 97 27
516+by the person or depositor named on the account, 41
837517 which results in an inactivity fee or fees being 42
838518 charged to the account. ] 43
839519