Oklahoma § 18-381.65 - Limited certificate of authority - Activities of

§ 18-381.65. Limited certificate of authority - Activities of

unauthorized associations.

A. A federal association not having its main office or any

branches in this state or any foreign association may apply to the

State Banking Commissioner for a limited certificate of authority to

transact business in this state. The application shall explicitly

limit the purposes which the federal association not having its main

office or any branches in this state or foreign association may

pursue in this state. Such entity may apply to engage in any

activity reasonably necessary or desirable in order to deal with

loans originated by it in interstate commerce or acquired by it by

assignment from an originating lender qualified or otherwise

permitted to do business in this state, or any collateral securing

such loans, as well as any property, real or personal, acquired by

it by foreclosure or otherwise in satisfaction of debt held by it.

Without limitation, a limited certificate of authority shall:

1. Permit a federal association not having its main office or

any branches in this state or a foreign association to have full

access to the courts of this state;

2. Allow it to refinance, renew, extend or work out loans which

it has originated in interstate commerce or which it has acquired by

assignment;

3. Allow it to take all steps reasonably necessary to monitor

collateral and the credit quality of its debtors; and

4. Allow it to manage, rent, sell or finance any property

acquired by it by foreclosure or otherwise in satisfaction of debt

held by it.

The Commissioner shall have authority to approve under a limited

certificate of authority other specific purposes that such entity

applies to engage in, provided that those purposes are incidental to

or reasonably necessary in connection with the purposes more

specifically permitted by this subsection. A federal association

not having its main office or any branches in this state, or a

foreign association, as part of its application for a limited

certificate of authority shall commit that it will not originate

loans or solicit or accept applications for loans at any place

within this state, nor shall it, directly or indirectly, receive

applications for or payments or deposits to deposit accounts or

investment securities of any kind at any place within this state.

Such entity shall commit in its application that when doing business

in this state it shall use a specified fictitious name not

containing any of the terms forbidden by Section 381.23 of this

title and, without limitation, it shall not use such terms on any

office, advertising, telephone listing or other medium of holding

Oklahoma Statutes - Title 18. Corporations

itself out to the public within this state. However, in executing

any legal documents or participating in court proceedings, the

federal association not having its main office or any branches in

this state or foreign association shall use its actual name. The

Commissioner shall establish a list of items of information required

to be contained in or submitted with an application for a limited

certificate of authority, and shall fix a reasonable filing fee to

defray the cost of processing such applications. The Commissioner

shall act upon and issue an order granting or denying each

application for a limited certificate of authority. If and when all

requirements of the Commissioner are met, a limited certificate of

authority shall be issued and the applying entity shall comply with

all steps necessary in order to qualify to do business in this state

in accordance with the provisions of Section 1130 of this title.

The Secretary of State shall not allow such entity to qualify to do

business until it furnishes proof that it holds a limited

certificate of authority issued by the Commissioner.

B. A federal association not having its main office or any

branches in this state or a foreign association shall not be

determined to be transacting or engaging in business in this state,

either for the purposes of this act or for the purposes of Sections

1130 and 1131 of this title, solely by reason of the activities of

its majority-owned subsidiary which is incorporated or qualified to

do business within this state. The provisions of this subsection

shall have no application to the question of whether the majorityowned subsidiary's parent company is:

1. Subject to service of process and suit in this state

pursuant to the laws of this state; or

2. Subject to the taxation laws of this state.

C. A foreign association which does not have a certificate of

authority or limited certificate of authority from the Commissioner,

or a federal association which does not have permission from the

Director of the Office of Thrift Supervision to operate its main

office or any branches in this state, shall not be deemed to be

transacting or engaging in business in this state, for the purposes

of this act, by reason of the purchase or acquisition, holding or

sale of loans secured by mortgages on Oklahoma real estate, or

participating interests therein, or the foreclosure thereof and

acquiring of title to such mortgaged real estate in satisfaction of

the mortgage indebtedness.

D. If a certificate of authority or limited certificate of

authority to transact business has not been issued by the

Commissioner to a federal association not having permission from the

Director of the Office of Thrift Supervision to operate its main

office or any branches in this state, or to a foreign association,

then such unauthorized entity shall not maintain any office in this

Oklahoma Statutes - Title 18. Corporations

state and shall not directly or indirectly through brokers, agents

or others:

1. Receive applications for or payments or deposits to deposit

accounts or investment securities of any kind at any place within

this state;

2. Assert or imply directly or by means of the mail, radio,

television, newspapers, magazines or other media originating from

any place within this state that it has agents or representatives in

this state with whom its deposit accounts and investments may be

discussed;

3. Distribute any of its advertising material from any place

within this state;

4. Display its name by signs or other wording on windows, doors

or placards, or otherwise represent that it does business within

this state or is represented for transaction of business at any

location in this state; or

5. Hold assets in this state other than those permitted by

subsection C of this section.

E. The Commissioner may obtain an injunction or take any other

action necessary to prevent any federal association not having its

main office or any branches in this state or any foreign association

from violating any provision of this act or the rules of the

Commissioner. Any such entity which violates any provision of this

act and any agent or representative who transacts or solicits

business for such entity which is acting in violation of this act

shall forfeit and pay to the State of Oklahoma, to be recovered in a

civil action in the name of the State of Oklahoma, the sum of Five

Thousand Dollars ($5,000.00).

Added by Laws 1970, c. 101, § 65, eff. June 1, 1970. Amended by

Laws 1988, c. 65, § 33, emerg. eff. March 25, 1988; Laws 1990, c.

118, § 22, emerg. eff. April 23, 1990; Laws 1993, c. 183, § 62, eff.

July 1, 1993; Laws 2000, c. 81, § 68, eff. Nov. 1, 2000.