N.Y. Banking Law Section 136-C
Effect of merger or conversion of national banking association into state bank


1.

At the time when a merger or conversion under sections one hundred thirty-six and one hundred thirty-six-b of this chapter becomes effective.

(a)

the resulting state bank shall be considered the same business and corporate entity as the national banking association, although as to rights, powers and duties, the resulting bank is a state bank;

(b)

all of the property, rights, powers and franchises of the national banking association shall vest in the resulting state bank and the resulting state bank shall be subject to and be deemed to have assumed all of the debts, liabilities, obligations and duties of the national banking association and to have succeeded to all of its relationships, fiduciary or otherwise, as fully and to the same extent as if such property, rights, powers, franchises, debts, liabilities, obligations, duties and relationships had been originally acquired, incurred or entered into by the resulting state bank; provided, however, that the resulting state bank shall not, through such conversion or merger, acquire power to engage in any business or to exercise any right, privilege or franchise which is not conferred by the provisions of this chapter upon such resulting state bank;

(c)

any reference to the national banking association in any contract, will or document, whether executed or taking effect before or after the conversion or merger, shall be considered a reference to the resulting state bank if not inconsistent with the other provisions of the contract, will or document;

(d)

a pending action or other judicial proceeding to which the national banking association is a party, shall not be deemed to have abated or to have discontinued by reason of the conversion or merger, but may be prosecuted to final judgment, order or decree in the same manner as if the conversion or merger had not been made; or the resulting state bank may be substituted as a party to such action or proceeding, and any judgment, order or decree may be rendered for or against it that might have been rendered for or against the national banking association if the conversion or merger had not occurred.

2.

As used in this section, the term “state bank” means a bank or trust company.

Source: Section 136-C — Effect of merger or conversion of national banking association into state bank, https://www.­nysenate.­gov/legislation/laws/BNK/136-C (updated Sep. 22, 2014; accessed Jun. 8, 2024).

94
Change from bank to trust company
96
General powers
96‑A
Servicing of mortgages by banks
96‑B
Payroll payment by banks or trust companies
96‑C
Power to act as trustee under self-employed retirement trust or individual retirement trust
96‑D
Banking development districts
97
Power to purchase securities and stocks
98
Power to take and hold real estate
98‑A
Club accounts
100
Fiduciary powers
100‑A
Fiduciary capacities
100‑B
Investments as fiduciary
100‑C
Common trust funds
100‑D
Foreign common trust funds
101
Additional powers of certain trust companies
102
Powers of specially chartered trust companies
102‑A
Limited liability trust companies
103
Restrictions on loans, purchases of securities and total liabilities to bank or trust company of any one person
104
Entries in books
105
Branch offices
105‑A
Electronic facilities
105‑B
Trust offices
106
Deposits by banks and trust companies with other banking corporations and private bankers
107
Reserves against deposits
107‑A
Security for public deposits
108
Rates of interest
108‑A
Acceptance of United States currency
109
Closing of books
110
Surplus fund
111
Profits
112
Dividends
113
Change of location
114
Assessment of stockholders to make good impairment of capital stock
121
Reports to directors
122
Examinations of banks and trust companies by directors
123
Reports of directors’ examinations
124
Communications from department of financial services to be submitted to directors and noted in minutes
125
Reports to superintendent
128
Preservation of books and records
129
Requirement of notice on withdrawal of certain time deposits
129‑A
Requirement of written notification
130
Restrictions on officers, directors and employees
131
Prohibitions against encroachments upon certain powers of banks and trust companies
132
Use of sign, or words, indicating bank or trust company by unauthorized persons prohibited
133
Use of banking institution name
134
Repayment of deposits standing in the names of minors, trustees or joint depositors
136
Change of national banking association into state bank by conversion or merger
136‑A
Purchase of assets of national banking association by bank or trust company
136‑B
Approval of superintendent
136‑C
Effect of merger or conversion of national banking association into state bank
137
Change of state bank into national banking association by conversion, merger or consolidation
138
Foreign branches
139
Saving clause
140‑A
Stock option plans

Accessed:
Jun. 8, 2024

Last modified:
Sep. 22, 2014

§ 136-C’s source at nysenate​.gov

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