Page:United States Statutes at Large Volume 96 Part 2.djvu/155

 PUBLIC LAW 97-320—OCT. 15, 1982

96 STAT. 1517

paragraph (1)(E) not to exclude such subsidiary company from the definition of affiliate; "(B) any company engaged solely in holding the premises of the member bank; "(C) any company engaged solely in conducting a safe deposit business; "(D) any company engaged solely in holding obligations of the United States or its agencies or obligations fully guaranteed by the United States or its agencies as to principal and interest; and "(E) any company where control results from the exercise of rights arising out of a bona fide debt previously contracted, but only for the period of time specifically authorized under applicable State or Federal law or regulation or, in the absence of such law or regulation, for a period of two years from the date of the exercise of such rights or the effective date of this Act, whichever date is later, subject, upon application, to authorization by the Board for good cause shown of extensions of time for not more than one year at a time, but such extensions in the aggregate shall not exceed three years; "(3)(A) a company or shareholder shall be deemed to have control over another company if— "(i) such company or shareholder, directly or indirectly, or acting through one or more other persons owns, controls, or has power to vote 25 per centum or more of any class of voting securities of the other company; "(ii) such company or shareholder controls in any manner the election of a majority of the directors or trustees of the other company; or "(iii) the Board determines, after notice and opportunity for hearing, that such company or shareholder, directly or indirectly, exercises a controlling influence over the management or policies of the other company; and "(B) notwithstanding any other provision of this section, no company shall be deemed to own or control another company by virtue of its ownership or control of shares in a fiduciary capacity, except as provided in paragraph (1)(C) of this subsection or if the company owning or controlling such shares is a business trust; "(4) the term 'subsidiary' with respect to a specified company means a company that is controlled by such specified company; "(5) the term 'bank' includes a State bank, national bank, banking association, and trust company; "(6) the term 'company' means a corporation, partnership, business trust, association, or similar organization and, unless specifically excluded, the term 'company' includes a 'member bank' and a 'bank'; "(7) the term 'covered transaction' means with respect to an affiliate of a member bank—"(A) a loan or extension of credit to the affiliate; "(B) a purchase of or an investment in securities issued by the affiliate; "(C) a purchase of assets, including assets subject to an agreement to repurchase, from the affiliate, except such purchase of real and personal property as may be specifically exempted by the Board by order or regulation;

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