Section 105. Branch offices; prohibition against doing business at unauthorized places

1.  (a)  No  bank  or  trust  company  or  officer,  director,  agent  or  employee  thereof,  shall transact any part of its
  usual business of banking at any place other than its principal  office,
  except  that  a  bank  or  trust company may open and occupy one or more
  branch offices at any location in the  state,  provided:  (i)  that  the
  requirements  of  section  twenty-nine  of this chapter are met and (ii)
  that, except for the city or village in which its  principal  office  is
  located,  in  no event shall a branch be opened and occupied pursuant to
  this subdivision in a  city  or  village  with  a  population  of  fifty
  thousand  or  less  in  which is already located the principal office of
  another bank, trust company or national banking association, other  than
  a  bank  holding  company,  if  such  bank  holding company is a banking
  institution, or a banking subsidiary of a bank holding company (as  such
  terms   "bank  holding  company",  "banking  institution"  and  "banking
  subsidiary" are defined in article three-A of this chapter), except,  in
  the  case  of  a  conversion pursuant to the provisions of this article,
  branch offices occupied immediately prior  thereto  or  except  for  the
  purpose  of  acquiring  by  merger,  sale  or otherwise the business and
  property of a bank,  trust  company  or  national  banking  association,
  whether in liquidation or doing business in the usual course.
    (b)  An  office of an affiliated bank at which the customers of a bank
  or  trust  company  may  make  deposits,  renew  time   deposits,   make
  withdrawals,  close  loans, service loans, and receive payments on loans
  and other obligations shall not be deemed a branch office of  such  bank
  or trust company. For the purposes of this section, the term "affiliated
  bank"  means any bank, as such term is defined in section 3(a)(1) of the
  Federal  Deposit  Insurance  Act  (12  U.S.C.  1813(a)(1)),  that  is  a
  subsidiary  of the same bank holding company, as that term is defined in
  section 2 of the Bank Holding Company Act (12 U.S.C. 1841).
    2. Hereafter before  any  branch  or  branches  shall  be  opened  and
  occupied  pursuant to subdivision one of this section the superintendent
  shall have given his written approval as provided in article two of this
  chapter.
    3. (a) Any bank or trust company may with the written approval of  the
  superintendent, open and occupy a branch office or branch offices in one
  or  more  places  located  without  the state of New York, either in the
  United States of America or in foreign countries.
    (b) If any bank or trust company has  opened  and  occupied  a  branch
  office  in a foreign country pursuant to the provisions of paragraph (a)
  of  this  subdivision,  it  may,  unless  otherwise   advised   by   the
  superintendent,  open  and  occupy an additional branch office or branch
  offices in such country without having to apply for the approval of  the
  superintendent,  provided  that it gives the superintendent notice of at
  least thirty days (or such  shorter  period  as  the  superintendent  in
  individual  cases  may  approve)  before  opening and occupying any such
  additional branch office.
    4. The term "village" as used in this section  shall  mean  either  an
  incorporated or an unincorporated village.
    5. (a) A bank or trust company may, if the merger or asset acquisition
  is permitted by law, and if the merger or asset acquisition agreement so
  provides,  maintain  as  a  branch office or branch offices the place or
  places of business of any bank, trust  company,  safe  deposit  company,
  national  banking  association, out-of-state state bank (as such term is
  defined in section two hundred  twenty-two  of  this  chapter),  savings
  bank,  or  savings and loan association, federal savings bank or federal
  savings and loan association which it has received into itself by merger
  or by acquisition of assets thereof pursuant to the provisions  of  this

  chapter  and,  if  the  merger or acquisition agreement so provides, may
  maintain, as its principal office rather than as a  branch  office,  the
  principal office of such banking institution with which it has merged or
  from  which  it has acquired assets (so long as such principal office is
  located in this state), in which event the former  principal  office  of
  the  receiving or acquiring bank or trust company may be maintained as a
  branch office.  A  state  bank  or  trust  company  resulting  from  the
  conversion  of  a  national  banking  association may, if the conversion
  agreement so provides, maintain as a branch office or branch offices the
  place or places of business of the national banking association. As used
  in this subdivision, the  term  "place  or  places  of  business"  shall
  include any branch office of the banking institution that was converted,
  merged  or  the  assets  of  which were acquired which has been approved
  pursuant to this chapter or federal law or the law of another state,  as
  the  case  may be, even if such branch office is not in operation at the
  time said merger, asset acquisition or conversion becomes effective.
    (b) Notwithstanding anything to the contrary in paragraph (a) of  this
  subdivision,  any  public  accommodation office of a merging or acquired
  banking organization or association, including any such office which has
  been approved pursuant to section one hundred ninety-one of this chapter
  but which is not in operation at the time  said  merger  or  acquisition
  becomes  effective, may be maintained by the receiving or acquiring bank
  or trust company as a public accommodation office only.