Section 102 - DefinitionsSubject to additional definitions contained in subsequent chapters of this act which are applicable to specific chapters or sections thereof, the following words and phrases when used in this act shall have, unless the context clearly indicates otherwise, the meanings given to them in this section:
(a) "Affiliate"--a person which controls, is controlled by, or is under common control with, an institution subject to the provisions of this act.(b) "Agreement for the payment of money"--a monetary obligation, other than an obligation in the form of an evidence of indebtedness or an investment security; for example, amounts payable on open book accounts receivable and executory contracts and rentals payable under leases of personal property.(c) "Articles"--original articles of incorporation, all amendments thereto, articles of merger, consolidation or conversion and statements relating to shares filed pursuant to section 1306 of this act (including what have in the past been designated by law as certificates of incorporation or charters and including the charters of savings banks created under special acts of the General Assembly and all amendments and supplements thereto). After an amendment made pursuant to this act which restates articles in their entirety, the "articles" shall not include any prior documents and the certificate of amendment issued by the Department of State shall so state.(d) "Assets"--all the property and rights of every kind of an institution.(e) "Attorney"--an attorney-at-law who is, or is a member of a firm which is, regularly retained as counsel for an institution.(f) "Bank"--a corporation which exists under the laws of this Commonwealth and, as a bank under the Banking Code of 1933, was authorized to engage in the business of receiving demand deposits on the effective date of this act, or which receives authority to engage in such business as a bank pursuant to this act, but which is not authorized to act as fiduciary.(g) "Bank and trust company"--a corporation which exists under the laws of this Commonwealth and, as a bank and trust company under the Banking Code of 1933, was authorized to engage in the business of receiving demand deposits and to act as fiduciary on the effective date of this act, or which receives authority both to engage in such business and to act as fiduciary as a bank and trust company pursuant to this act.(h) "Branch"--an office, or other place of business, other than the principal place of business, of an institution for the transaction of any business of the institution, except any of the following conducted or maintained with the approval of the department: (ii) a school at which deposits are accepted by an officer, employe or agent of the institution,(iii) an office used solely for internal operations of the institution to which the public is not admitted for the conduct of banking business,(iv) an automated teller machine,(v) a limited purpose banking office, or(vi) any other office which the department may determine by rule or regulation.(i) "Capital"--the sum of the par value of the issued and outstanding shares of an institution having a par value and the consideration received by an institution for the issued and outstanding shares of the institution without par value except such part thereof as may have been allocated other than to capital, but not in an amount greater than the amount, if any, by which: (i) the total assets of the institution which would properly be shown on its balance sheet, exclusive of amounts due on unpaid subscriptions for shares, exceed(ii) the total of the items which would properly be shown on the liability side of its balance sheet other than such sum of the par value of its shares.(j) "Capital securities"--the sum of the face amount of issued and outstanding securities of a bank, a bank and trust company, a trust company or a stock savings bank issued pursuant to section 1105 of this act.(k) "Certificate of reliance"--a statement in writing, which: (i) Is signed by an officer or authorized employe of an institution,(ii) States that the institution is relying on the obligation of a person or on security in a transaction as to which such reliance has an effect on the application of a provision of this act,(iii) States the facts which are the basis for such reliance, and(iv) Is retained in the institution's files related to the transaction in connection with which such statement is made.(l) "Collateral"--personal property which secures payment or performance of an obligation.(m) "Department"--the Department of Banking of this Commonwealth.(n) Repealed. Act 1980, May 21, P.L. 173, No. 51, § 1, imd. effective.(o) "Evidence of indebtedness"--a note, draft or similar negotiable or non-negotiable instrument.(p) "Fiduciary"---an executor, administrator, guardian, receiver, trustee, assignee for the benefit of creditors or one acting in a similar capacity.(q) "Incorporated institution"---a bank, a bank and trust company, a trust company or a savings bank. The term includes a bank, a bank and trust company, a trust company or a savings bank that is organized as a limited liability company.(r) "Institution"--an incorporated institution or a private bank, except where the definition of the word stated at the beginning of the chapter in which it is used either gives a less-inclusive meaning to the word or specifically includes a national bank.(s) "Person"--an individual, partnership, association or corporation.(t) "Private bank"--an individual, partnership or unincorporated association authorized as a private bank under the Banking Code of 1933 to engage in the business of banking in this Commonwealth on the effective date of this act and an individual, partnership or unincorporated association which receives authority, pursuant to this act, to continue in the business of banking as a private bank.(u) "Public body"--an agency, authority, board, commission or instrumentality of the United States, or of any state or of any political subdivision of any state, or any similar authority or entity.(v) "Resulting institution"--an institution which continues after a merger or after the conversion of a national bank or which is formed in a consolidation.(w) "Resulting national bank"--a national bank which continues after a merger or after the conversion of an institution or which is formed in a consolidation.(x) "Savings bank"--a corporation with or without capital stock which exists under the laws of this Commonwealth and as a savings bank under the Banking Code of 1933 was authorized to engage in the business of receiving savings deposits on the effective date of this act or which receives authority to engage in such business as a savings bank pursuant to this act.(y) "Shareholder"--a registered owner of shares in an incorporated institution.(z) "Shares"--the units into which the shareholders' rights to participate in the control of an incorporated institution, in its profits or in the distribution of its assets, are divided.(z.1) [Deleted by 2012 Amendment.] (aa) "Subordinated securities"--the sum of the face amount of issued and outstanding securities of a savings bank issued pursuant to section 511 of this act.(bb) "Surplus"--the amount designated on the books of an institution as "surplus" which is all or part of the amount, if any, by which: (i) the total assets of the institution which would properly be shown on its balance sheet, exclusive of amounts due on unpaid subscriptions for shares, exceed(ii) the total of the items which would properly be shown on the liability side of its balance sheet, other than such amount designated as surplus.(bb.1) [Deleted by 2012 Amendment.](cc) "Treasury shares"--shares of an incorporated institution which have been issued, have been subsequently acquired by and belong to the institution otherwise than in a fiduciary capacity and have not been cancelled. Such shares shall be deemed to be "issued" but not "outstanding" shares.(dd) "Trust company"--a corporation which exists under the laws of this Commonwealth and was authorized to act as fiduciary on the effective date of this act as a trust company under the Banking Code of 1933, or which receives authority to act as fiduciary pursuant to this act, but which is not authorized to engage in the business of receiving deposits.(ee) "Trustee"--with respect to a savings bank, an individual who is a member of the board of managers or board of trustees of the savings bank: Provided, however, That the term "director" as used in this act shall also include a trustee of a stock savings bank.(ff) "Undivided profits"--accumulated and undistributed net profits as recorded on the books of an institution for the last complete calendar or fiscal year, carried in an account captioned "undivided profits."(gg) "Principal place of business"--the principal place of business designated in the articles of an institution, notwithstanding the fact that meetings of directors, the office of the chief executive officer and major business of the institution may be regularly held, situated or transacted at one or more other locations within or without the county in which the principal place of business is located.(hh) "Interstate bank"--a banking institution existing under the laws of another state, the District of Columbia or a territory or possession of the United States and authorized to engage in the business of receiving demand deposits or a national bank having a head office in another state, the District of Columbia or a territory or possession of the United States and authorized to engage in the business of receiving demand deposits, which lawfully maintains one or more branch offices in this Commonwealth.(ii) "Subsidiary"--a corporation or other entity defined as a subsidiary by section 2 of the Bank Holding Company Act of 1956 ( 70 Stat. 133, 12 U.S.C. § 1841 et seq.), regardless of whether the corporation or other entity is a subsidiary of a bank holding company.Amended by P.L. 1336 2012 No. 170, § 1, eff. 12/23/2012.1965, Nov. 30, P.L. 847, No. 356, § 102. Amended 1970, July 23, P.L. 597, No. 199, § 2; 1971, Dec. 15, P.L. 595, No. 159, § 1; 1977, July 25, P.L. 101, No. 37, § 1, imd. effective; 1980, May 21, P.L. 173, No. 51, § 2, imd. effective; 1982, April 8, P.L. 262, No. 79, § 1, imd. effective; 1986, Dec. 18, P.L. 1702, No. 205, § 1, effective in 60 days; 1994, June 16, P.L. 346, No. 51, § 1, imd. effective; 1995, July 6, P.L. 271, No. 39, § 1, imd. effective; 2000, Nov. 22, P.L. 660, No. 89, § 1, imd. effective.