TRUST COMPANY BANKS and other fiduciaries
SUBCHAPTER I
TRUST COMPANY BANKS
223.01 Trust company banks, capital.
223.02 Indemnity fund deposit; errors and omissions insurance.
223.055 Uniform common trust fund act.
223.056 Multi-institutional common trust funds.
223.057 Taxation of common trust funds.
223.06 Loans to officers.
223.07 Trust service offices.
223.08 Name of corporation; penalty.
223.09 Assessment of stock.
SUBCHAPTER II
OTHER ORGANIZATIONS ACTING AS FIDUCIARIES
223.10 Organizations as fiduciaries.
223.105 Regulation of organizations acting as fiduciaries.
223.12 Foreign trust company as personal representative or trustee in this state.
SUBCHAPTER III
TRUST COMPANY BANK CONSOLIDATION AND
REORGANIZATION
223.20 Reorganization of a trust company bank.
223.21 Consolidation of trust company banks.
Ch. 223 Cross-reference
Cross-reference: See definitions in s.
220.01.
TRUST COMPANY BANKS
223.01
223.01
Trust company banks, capital. Trust company banks may be organized pursuant to
ch. 221 and shall be subject to all the provisions, requirements, and liabilities of
chs. 220 and
221, so far as applicable, except that trust company banks may not accept deposits other than trust deposits and except as otherwise hereinafter provided. The division may, with the approval of the banking review board, establish minimum capital requirements for a trust company bank.
223.01 History
History: 1987 a. 252;
1995 a. 336.
223.02
223.02
Indemnity fund deposit; errors and omissions insurance. Before any trust company bank may commence business in this state, the trust company bank shall do one of the following:
223.02(1)
(1) Indemnity fund deposit. Deposit at least $100,000 with the state treasurer or the state treasurer's agent in accordance with the following provisions:
223.02(1)(a)
(a) The deposit may be securities eligible for trust investments under
ch. 881 and approved by the division or be cash. The trust company bank may from time to time withdraw securities or cash, if the value of the balance of the deposit remains at least $100,000.
223.02(1)(b)
(b) The state treasurer or the state treasurer's agent shall pay over to the bank trust company the interest, dividends or other income on deposit or may authorize the bank trust company to collect the interest, dividends or other income. The state treasurer shall issue a certificate stating that a deposit has been made with the state treasurer or the state treasurer's agent in the manner provided in this section.
223.02(1)(c)
(c) The state treasurer or the state treasurer's agent shall hold the deposit as security for the faithful execution of any trust which may be lawfully imposed upon and accepted by the trust company bank. The cash or securities shall remain in the possession of the state treasurer or the state treasurer's agent until otherwise ordered by a court of competent jurisdiction, unless released pursuant to
par. (d).
223.02(1)(d)
(d) The securities and cash deposited by a trust company bank may be released by the state treasurer or the state treasurer's agent and returned to the bank, if the division certifies to the state treasurer that the bank no longer exercises trust powers and that the division is satisfied that there are no outstanding trust liabilities.
223.02(1)(e)
(e) The state treasurer may designate a banking corporation, having an authorized capital of $1,000,000 or more, to act as an agent to hold the cash or securities in safekeeping. The agent shall furnish to the state treasurer a safekeeping receipt for all cash and securities received by it. The agent shall pay the cash and securities to the state treasurer on demand without conditions.
223.02(2)
(2) Errors and omissions insurance policy. Obtain and maintain adequate insurance against loss, expense and liability resulting from errors, omissions or neglect in the performance of any trust which may be lawfully imposed upon and accepted by the trust company bank. The trust company bank shall file a copy of the policy with the division.
223.03
223.03
Corporate powers. A trust company bank shall have the following powers:
223.03(1)
(1) To make all contracts necessary and proper to effect its purpose and conduct its business.
223.03(2)
(2) To sue and be sued, to appear and defend in all actions and proceedings under its corporate name to the same extent as a natural person.
223.03(3)
(3) To have a common seal and alter the same at pleasure.
223.03(4)
(4) To elect or appoint all necessary officers, agents, and servants, to define their duties and obligations, fix their compensations, dismiss them, fill vacancies, and require bonds.
223.03(5)
(5) To make, amend, and repeal bylaws and regulations not inconsistent with law or its articles of organization, for its own government, for the orderly conduct of its affairs and the management of its property, for determining the manner of calling and conducting its meetings, the tenure of office of its several officers; and such others as shall be necessary or convenient for the accomplishment of its purpose.
223.03(6)
(6) To act as trustee, personal representative, registrar of stocks and bonds, custodian, agent, guardian of estates, guardian of any person subject to guardianship, assignee, receiver, and in any other fiduciary capacity authorized by the division, subject to all of the following conditions:
223.03(6)(a)
(a) A trust company bank appointed by a court to act in a capacity described in this subsection shall not be required to make and file any oath or give any bond or security, except in the discretion of the court making the appointment or having jurisdiction over the matter.
223.03(6)(b)
(b) The accounts of a trust company bank appointed by a court to act in a capacity described in this subsection shall be regularly settled and adjusted by the proper officers or tribunals, and all legal and customary charges, costs, and expenses shall be allowed to the trust company bank for the care and management of the estate committed to it.
223.03(6)(c)
(c) In all cases in which application is made to a court for the appointment of a person to act in a capacity described in this subsection, it shall be lawful to appoint a trust company bank, with its consent, to hold the office or offices.
223.03(7)
(7) To act generally as agent or attorney for the transaction of business, the management of estates, the collection of rents, interests, dividends, mortgages, bonds, bills, notes, and other securities or moneys, to act as agent also for the purpose of issuing, negotiating, registering, transferring, or countersigning certificates of stock, bonds, or other obligations of any corporation, association, or municipality, and to manage any sinking fund or debt service fund therefor, on such terms as may be agreed upon.
223.03(13)
(13) To lease, purchase, hold, and convey any land that may be necessary to carry on its business, and to execute any trust committed to it, as well as any real or personal estate that the trust company bank may consider necessary to acquire in the enforcement or settlement of any claims or demands arising out of its business transactions.
223.03(13m)
(13m) To execute and issue in the transaction of its business all necessary receipts, certificates, and contracts, which shall be signed by the person designated by its bylaws.
223.03(14)
(14) To establish and maintain a branch trust company bank to the same extent and in the same manner that a state bank may establish and maintain a branch bank under
s. 221.0302.
223.05(1)(a)(a) Every trust company bank shall keep its trust accounts in books separate from its own general books of account. All funds and property held by a trust company bank in a trust capacity shall, at all times, be kept separate from the funds and property of the trust company bank, and all deposits by it of funds held in a trust capacity in any banking institution shall be deposited as trust funds to its credit as trustee. Trust funds may be deposited with funds belonging to other trusts in one account in any banking institution to the credit of the trust company bank as trustee.
223.05(1)(b)
(b) Every security in which trust funds or property are invested shall immediately upon the receipt of the security by the bank, be transferred to the bank in its fiduciary capacity for the particular trust or fund by name and [be] entered in the proper records as belonging to the particular trust whose funds have been invested in the security. Any change in the investment of trust funds or property shall be fully specified in the account of the particular trust to which it belongs, so that all trust funds and property shall be readily identified at any time by any person.
223.05 Note
NOTE: The bracketed language was inserted by
2001 Wis. Act 102 without being underscored. The insertion was unintended. Corrective legislation is pending.
223.05(2)
(2) Registration of securities held in name of nominee. 223.05(2)(a)(a) In this subsection, "bank" means a trust company bank, or a state bank or national banking association authorized to exercise trust powers in this state.
223.05(2)(b)1.1. Any bank acting as personal representative, guardian, testamentary trustee, or trustee of an inter vivos trust, unless prohibited by the terms of the trust instrument, may have any of the stock or other securities that are held in the fiduciary capacity described in this subdivision registered and held in the name of a nominee of the bank, except as provided under
subd. 2.
223.05(2)(b)2.
2. Any bank acting jointly with an individual or individuals as personal representative, guardian, testamentary trustee, or trustee of any inter vivos trust, unless prohibited by the terms of the trust instrument, may, with the consent of the individual fiduciary,who is authorized by this subdivision to give consent, have any of the stock or other securities that are held in the fiduciary capacity described in this subdivision registered and held in the name of a nominee of the bank.
223.05(2)(c)
(c) Any individual acting as personal representative, guardian, testamentary trustee, or trustee of an inter vivos trust, unless prohibited by the terms of the trust instrument, may request any bank to have any securities that are deposited with the bank by the individual as fiduciary registered and held in the name of a nominee of the bank. The bank shall not redeliver the securities to the individual as fiduciary without first having the securities registered in the name of the individual as fiduciary. Any sale or transfer of securities made by a bank at the direction of an individual fiduciary shall not be construed to be redelivery, and the bank and the nominee in whose name the securities are registered shall be considered to have fully discharged its responsibilities if the securities are sold or transferred in accordance with the direction of the individual fiduciary and the proceeds of the sale or transfer are accounted for and delivered to the individual fiduciary. The bank may make any disposition of securities authorized or directed in an order or decree of any court having jurisdiction.
223.05(2)(d)
(d) Any bank shall be absolutely liable for any loss occasioned by the acts of the bank's nominee with respect to securities registered in the name of the nominee under this subsection. The bank's records shall at all times show the ownership of any securities registered and held in the name of a nominee under this subsection, and those securities shall at all times be kept separate from the bank's assets.
223.05 History
History: 1991 a. 316;
2001 a. 102.
223.055
223.055
Uniform common trust fund act. 223.055(1)
(1)
Establishment of common trust funds. Any bank or trust company qualified to act as fiduciary in this state may establish common trust funds for the purpose of furnishing investments to itself as fiduciary, or to itself and others, as cofiduciaries; and may, as such fiduciary or cofiduciary, invest funds which it lawfully holds for investment in interests in such common trust funds, if such investment is not prohibited by the instrument, judgment, decree or order creating such fiduciary relationship, and if, in the case of cofiduciaries, the bank or trust company procures the consent of its cofiduciaries to such investment; and the provisions of this section shall apply to trusts now in existence or hereafter created.
223.055(2)
(2) Court accountings. Unless ordered by a court of competent jurisdiction the bank or trust company operating such common trust funds is not required to render a court accounting with regard to such funds; but it may, by application to the circuit court of the county in which it has its principal office, secure approval of such an accounting on such conditions as the court may establish. When an accounting of a common trust fund is presented to a court for approval, the court shall assign a time and place for hearing and order notice thereof by:
223.055(2)(a)
(a) Publication of a class 3 notice, under
ch. 985, in the county in which the bank or trust company or branch thereof operating the common trust fund is located; and
223.055(2)(b)
(b) Mailing not less than 14 days prior to the date of the hearing a copy of the notice to all beneficiaries of the trusts participating in the common trust fund whose names are known to the bank or trust company from the records kept by it in the regular course of business in the administration of said trusts, directed to them at the addresses shown by such records; and
223.055(2)(c)
(c) Such further notice if any as the court may order.
223.055(3)
(3) Investments. The bank or trust company operating such common trust fund may buy, sell, hold, invest and reinvest the funds and assets thereof in its discretion and shall not be limited or restricted by
ch. 881 or any amendment thereof, but the bank or trust company shall not invest the funds of any fiduciary account in any common trust fund unless every investment in such fund is one that would then be a permissible investment for such fiduciary account.
223.055(4)
(4) Uniformity of interpretation. This section shall be so interpreted and construed as to effectuate its general purpose to make uniform the law of those states which enact it.
223.055(5)
(5) Short title. This section may be cited as the "Uniform Common Trust Fund Act".
223.055 History
History: 1971 c. 41 s.
12;
1979 c. 89.
223.056
223.056
Multi-institutional common trust funds. In addition to the powers granted in
s. 223.055, any bank or trust company qualified to act as a fiduciary in this state may:
223.056(1)
(1) Establish, alone or jointly with one or more other banks or trust companies, common trust funds for the purpose of furnishing investments to itself as fiduciary, to itself and others as cofiduciaries, to other banks or trust companies as fiduciaries and to other banks or trust companies and others as cofiduciaries.
223.056(2)
(2) Operate, either alone or jointly with one or more other banks or trust companies, such common trust funds.
223.056(3)
(3) As a fiduciary or cofiduciary, invest funds which it lawfully holds for investment in interests in common trust funds administered by itself or by any bank or trust company organized under the laws of any state or the United States, if such investment is not prohibited by the instrument, judgment, decree or order creating such fiduciary relationship, and if, in the case of cofiduciaries, the bank or trust company procures the consent of its cofiduciaries to such investment. This subsection applies to fiduciary relationships now in existence or hereafter created.
Section 223.055 (2) and
(3) applies to common trust funds established under this section and the banks and trust companies operating these common trust funds.
223.056(4)
(4) For the purposes of
ss. 223.055 and this section, the term "fiduciary" shall include a managing agent.
223.056 History
History: 1987 a. 252.
223.057
223.057
Taxation of common trust funds. No common trust fund established under
s. 223.055 or
223.056 shall be subject to taxation as a corporation, association, partnership, limited liability company or individual, but it shall be a fiduciary within
subch. II of ch. 71. All income of such trust and all capital gains and losses shall be income received or loss realized to the fiduciary account holding a participation in such common trust fund in accordance with its participation.
223.057 History
History: 1987 a. 312 s.
17;
1993 a. 112.
223.06
223.06
Loans to officers. A trust company bank may not loan its funds, trust or otherwise, to any salaried officer or employee, nor shall any officer or employee become, in any manner, indebted to the bank by means of an overdraft, promissory note, account, endorsement, guaranty or any other contract.
223.06 History
History: 1977 c. 307;
1991 a. 74.
223.07
223.07
Trust service offices. 223.07(1)
(1) Any trust company bank may, with the approval of the division, establish and maintain a trust service office at any office in this state of a depository institution, as defined in
s. 221.0901 (2) (i), if the establishment of the trust service office has been approved by the board of directors of the state or national bank at a meeting called for that purpose.
223.07(2)
(2) Upon establishment of a trust service office under
sub. (1), the trust company bank may conduct at the office any trust business and business incidental thereto which it is permitted to conduct at its principal office, but may not accept deposits except as incidental to the trust business.
