TITLE 26

BANKS AND BANKING

CHAPTER 27

BUSINESS AND INDUSTRIAL DEVELOPMENT CORPORATIONS

26-2702.  Definitions. For the purposes of this chapter:

(1)  "Advisor" means a person who regularly provides legal, accounting, or management services or advice to a licensee.

(2)  "Affiliate" means, if used with respect to a specified person other than a natural person, a person controlling or controlled by that specified person, or a person controlled by a person who also controls the specified person.

(3)  "Associate" means, if used with respect to a licensee:

(a)  A controlling person, director, officer, agent, or advisor of that licensee.

(b)  A director, officer, or partner of a person referred to in paragraph (a).

(c)  A person who controls, is controlled by, or is under common control with a person referred to in paragraph (a) directly or indirectly through one or more intermediaries.

(d)  Any close relative of any person referred to in paragraph (a).

(e)  A person of which a person referred to in paragraphs (a) through (d) is a director or officer.

(f)  A person in which a person referred to in paragraphs (a) through (d), or any combination of those persons acting in concert, owns or controls, directly or indirectly, a twenty percent (20%) or greater equity interest.

(g)  A person who is in a relationship referred to in this subsection, within six (6) months before or after a licensee provides financing assistance, shall be considered to be in that relationship as of the date that licensee provides that financing assistance.

(h)  If a licensee, in order to protect its interests, designates a person to serve as a director of, officer of, or in any capacity in the management of a business firm to which that licensee provides financing assistance, that person shall not, on that account, be considered to have a relationship with that business firm. This subdivision does not apply if the person has, directly or indirectly, any other financial interest in the business firm or if the person, at any time before the licensee provides the financing assistance, served as a director of, officer of, or in any other capacity in the management of the business firm for a period of thirty (30) days or more.

(4)  "BIDCO" means a business and industrial development corporation licensed under this chapter.

(5)  "Business firm" means a person that transacts business on a regular and continual basis, or a person that proposes to transact business on a regular and continual basis.

(6)  "Close relative" means parent, child, sibling, spouse, father-in-law, mother-in-law, son-in-law, brother-in-law, daughter-in-law, or sister-in-law.

(7)  "Closing services" means services performed in connection with the providing of financing assistance. Closing services includes, but is not limited to, appraising property and preparing credit reports. Closing services does not include a service performed after the providing of financing assistance.

(8)  "Control" means, if used with respect to a specified person, the power to direct or cause the direction of, directly or indirectly through one or more intermediaries, the management and policies of that specified person, whether through the ownership of voting securities; by contract, other than a commercial contract for goods or nonmanagement services; or otherwise. A natural person shall not be considered to control a person solely on account of being a director, officer, or employee of that person. A person who, directly or indirectly, owns of record or beneficially holds with power to vote, or holds proxies with discretionary authority to vote, twenty percent (20%) or more of the then outstanding voting securities issued by a corporation shall be rebuttably presumed to control that corporation.

(9)  "Controlling person" means, if used with respect to a specified person, a person who controls that specified person, directly or indirectly through one or more intermediaries.

(10)  "Corporate name" means the name of a corporation as set forth in the articles of incorporation of that corporation.

(11)  "Department" means the department of finance.

(12)  "Director" means the director of the department of finance.

(13)  "Idaho corporation" means a corporation incorporated pursuant to title 30, Idaho Code.

(14)  "Idaho nonprofit corporation" means a not-for-profit corporation incorporated pursuant to title 30, Idaho Code.

(15)  "Incorporating statute" means that part of title 30, Idaho Code, under which a licensee is incorporated.

(16)  "Insolvent" means a licensee that ceases to pay its debts in the ordinary course of business, that cannot pay its debts as they become due, or whose liabilities exceed its assets.

(17)  "Interests of the licensee" includes the interests of shareholders of the licensee.

(18)  "License" means a license issued under this chapter authorizing an Idaho corporation to transact business as a BIDCO.

(19)  "Licensee" means an Idaho corporation which is licensed under this chapter.

(20)  "Officer" means:

(a)  If used with respect to a corporation, a person appointed or designated as an officer of that corporation by or pursuant to applicable law or the articles of incorporation, or bylaws of that corporation, or a person who performs with respect to that corporation functions usually performed by an officer of a corporation.

(b)  If used with respect to a specified person other than a natural person or a corporation, a person who performs with respect to that specified person functions usually performed by an officer of a corporation with respect to that corporation.

(21)  "Order" means an approval, consent, authorization, exemption, denial, prohibition, or requirement applicable to a specific case issued by the director. Order includes a condition of a license and an agreement made by a person with the director under this chapter.

(22)  "Person" means an individual, proprietorship, joint venture, partnership, trust, business trust, syndicate, association, joint stock company, corporation, cooperative, government, agency of a government, or any other organization. If used with respect to acquiring control of or controlling a specified person, person includes a combination of two (2) or more persons acting in concert.

(23)  "Principal shareholder" means a person that owns, directly or indirectly, of record or beneficially, securities representing ten percent (10%) or more of the outstanding voting securities of a corporation.

(24)  "Short-term financing assistance" means financing assistance with a term of not more than five (5) years.

(25)  "Subject person" means a controlling person, subsidiary, or affiliate of a licensee; a director, officer, or employee of a licensee or of a controlling person, subsidiary, or affiliate of a licensee; or any other person who participates in the conduct of the business of a licensee.

(26)  "Subsidiary" means, if used with respect to a licensee, a company or business firm which the licensee holds control of as permitted by section 26-2718(1)(b), (c) or (d), Idaho Code.

(27)  "This chapter" includes an order issued or rule promulgated under this chapter.

History:

[26-2702, added 1989, ch. 252, sec. 1, p. 602.]