Home Table of Contents

§ 80.4105. Information Regarding Directors, Executive Officers, Control Persons, and 10% Equity...

10 CA ADC § 80.4105Barclays Official California Code of Regulations

Barclays California Code of Regulations
Title 10. Investment
Chapter 1. Commissioner of Business Oversight, Division of Financial Institutions
Subchapter 80. Money Transmission
Article 5. Issuance of License
Subarticle 2. Application
10 CCR § 80.4105
§ 80.4105. Information Regarding Directors, Executive Officers, Control Persons, and 10% Equity Security Owners.
Currentness
(a) In this Section:
(1) “Associated organization,” when used with respect to a subject person and a legal proceeding, means any person (other than an individual) which was an associate of such subject person at or within two years before the commencement of such proceeding.
(2) To be “indebted” does not include indebtedness on account of any of the following:
(A) Any amount due for purchases subject to usual trade terms, for ordinary travel and expense advances, or for other transactions in the ordinary course of business.
(B) Any loan made by a bank, savings and loan association, or securities broker-dealer extending credit under Regulation T of the Board of Governors of the Federal Reserve System, provided that such loan is made in the ordinary course of business, is made on substantially the same terms (including interest rate and collateral) as those prevailing at the time for comparable transactions with other persons, and does not involve more than normal risk of collectability or present other unfavorable features.
(3) “Subject person of the applicant” means:
(A) In case the applicant is a reporting company,
(i) the chief executive officer of the applicant,
(ii) the chief financial officer of the applicant,
(iii) the person in charge of the money transmission business of the applicant,
(iv) any other person who is a director or executive officer of the applicant and who was not listed as such in the last annual report (Securities and Exchange Commission Form 10-K) filed by the applicant pursuant to Section 13 of the Securities Exchange Act of 1934 and regulations of the Securities and Exchange Commission issued thereunder or who was not listed as a nominee for director in the last proxy statement issued by the parent to its shareholders, or
(v) any other person who is a 10% equity security owner of the applicant and who was not listed as such in the last annual report (Securities and Exchange Commission Form 10-K) filed by the applicant pursuant to Section 13 of the Securities Exchange Act of 1934 and regulations of the Securities and Exchange Commission issued thereunder.
(B) In case the applicant is not a reporting company but a parent of the applicant is a reporting company,
(i) the chief executive officer of the applicant,
(ii) the chief financial officer of the applicant,
(iii) the person in charge of the money transmission business of the applicant,
(iv) any other person who is a director or executive officer of the applicant and who was not listed as a director or executive officer of the parent in the last annual report (Securities and Exchange Commission Form 10-K) filed by the parent pursuant to Section 13 of the Securities Exchange Act of 1934 and regulations of the Securities and Exchange Commission issued thereunder or who was not listed as a nominee for director in the last proxy statement issued by the parent to its shareholders, or
(v) any other person who is a 10% equity security owner of the applicant and who was not listed as a 10% shareholder of the parent in the last annual report (Securities and Exchange Commission Form 10-K) filed by the parent pursuant to Section 13 of the Securities Exchange Act of 1934 and regulations of the Securities and Exchange Commission issued thereunder or who was not listed as a nominee for director in the last proxy statement issued by the parent to its shareholders.
(C) In case neither the applicant nor a parent of the applicant is a reporting company, each director, executive officer, control person, or 10% equity security owner of the applicant.
(b) Provide a list showing, with respect to each person who is a director, executive officer, control person, or 10% equity security owner of the applicant:
(1) Name.
(2) Social security number.
(3) Title of each position held with the applicant.
(c) For each person who is a director, executive officer, control person, or 10% equity security owner of the applicant, provide a Confidential Resume and a current Personal Financial Statement. Each Confidential Resume and Personal Financial Statement shall be signed as of a date within 90 days before the filing of the application. This requirement shall be satisfied by the use of the Federal Deposit Insurance Corporation Interagency Biographical and Financial Report Form (12 U.S.C § 27, 12 U.S.C § 1464, 12 U.S.C § 1815, 12 U.S.C § 1817(j), and 12 U.S.C § 1831(i)) or Department of Business Oversight Form DBO-2, Personal Financial Statement for the Confidential Use of the Commissioner of Business Oversight, State of California (Rev. 8-13) and DBO-3, Confidential Resume Submitted to the Commissioner of Business Oversight, State of California (Rev. 8-13), hereby incorporated by reference.
(d) Provide the legal name, any fictitious or trade name, all business and residential addresses, and the employment, in the 10-year period next preceding the submission of the application, of each executive officer, manager, director, or person that has control of the applicant, and the education background for each such person.
(e) Describe the amount and type of equity securities of the applicant owned by each 10% equity security owner.
(f) Provide the name, address, and telephone number of at least two banking and two business or personal references for each individual who is an executive officer, director, or 10% equity security owner of the applicant.
(g) Provide written authorizations signed by, and for, each individual who is an executive officer, director, control person, or 10% equity security owner authorizing the Commissioner to obtain information regarding their deposit and credit relationships with financial institutions, and general business background from business and personal references.
(h) Provide a list of any criminal convictions and material litigation in which any executive officer, manager, director, or person in control of the applicant has been involved in the 10-year period next preceding the submission of the application.
(i) Provide the following information with respect to each subject person of the applicant:
(1) Give a brief account of the subject person's business experience during the last five years, including his principal occupations during such period and the name and principal address of any corporation or other organization in which such occupations were carried out.
(2) (A) In case any court or governmental agency has suspended or revoked any license or other authorization or qualification of the subject person or of any associated organization of the subject person to transact the business of receiving money for transmission, issuing or selling payment instruments, issuing or selling stored value, the business of issuing or selling travelers checks, the business of banking, the business of a bank holding company, or the securities business, describe the circumstances.
(B) In case any court or governmental agency has temporarily or permanently
(i) prohibited the subject person or any associated organization of the subject person from transacting any business of the kind referred to in Subparagraph (A) of this Paragraph (2),
(ii) prohibited the subject person or any associated organization of the subject person from engaging in any conduct or practice with respect to any such business,
(iii) removed the subject person or any associated organization of the subject person from, or prohibited the subject person or any associated organization of the subject person from having, any position or association with an organization engaged in any such business, or (iv) imposed any monetary or other penalty upon the subject person or any associated organization of the subject person for having violated any law relating to any such business, describe the circumstances.
(C) In case the subject person or any associated organization of the subject person is the subject of any pending proceeding of the kind referred to in Subparagraph (A) or (B) of this Paragraph (2), describe the circumstances.
(3) (A) In case any court or governmental agency has, for any reason other than nonpayment of fees, suspended or revoked any license or other authorization or qualification of the subject person to practice any profession, occupation, or vocation (other than a license or other authorization or qualification of the kind referred to in Paragraph (2) of this Subdivision (d)), describe the circumstances.
(B) In case the subject person is the subject of any pending proceeding of the kind referred to in Subparagraph (A) of this Paragraph (3), describe the circumstances.
(4) (A) In case the subject person or any associated organization of the subject person has applied for an adjudication of bankruptcy, reorganization, arrangement, or other relief under any bankruptcy, reorganization, insolvency, or moratorium law, describe the circumstances.
(B) In case any person has applied against the subject person or any associated organization of the subject person or against any business or property of the subject person or of any associated organization of the subject person for the appointment of a receiver, fiscal agent, or similar officer or for other relief of the kind described in Subparagraph (A) of this Paragraph (4), and such application is pending or such relief has been granted, describe the circumstances.
(5) In case any court has entered judgment against the subject person or any associated organization of the subject person in any civil action based upon conduct involving fraud or dishonesty, describe the circumstances.
(6) In case the subject person or any associated organization of the subject person has pleaded nolo contendere to, been convicted of, or been charged as a defendant in a pending criminal proceeding with, any crime relating to any business of the kind referred to in Subparagraph (A), Paragraph (2) of this Subdivision (d) or any crime involving fraud or dishonesty, describe the circumstances.
(j) In case the applicant is not a reporting company, if any person is, or is an associate of, any director or executive officer of the applicant who was at any time during the last three years indebted to the applicant or the applicant's subsidiaries (except any subsidiary which is a bank, savings and loan association, or broker/dealer in securities extending credit under Regulation T of the Board of Governors of the Federal Reserve System) in an amount which in the aggregate exceeds 5 percent of the applicant's total assets, provide the following information:
(1) Identify the person, and describe the person's relationship to the applicant.
(2) Describe the nature of the indebtedness and of the transaction in which it was incurred.
(3) State the highest aggregate amount of the indebtedness outstanding at any time during the period since the filing of the applicant's last application for renewal of its license.
(4) State the aggregate amount of the indebtedness currently outstanding.
(5) State the rate of interest paid or charged on the indebtedness.

Credits

Note: Authority cited: Sections 321, 334 and 2032, Financial Code. Reference: Sections 2003 and 2032, Financial Code.
History
1. Amendment of section heading, section and Note filed 8-11-2015; operative 10-1-2015 (Register 2015, No. 33).
This database is current through 5/10/24 Register 2024, No. 19.
Cal. Admin. Code tit. 10, § 80.4105, 10 CA ADC § 80.4105
End of Document