As used in this subtitle, unless the context requires otherwise:
(1) "Articles of incorporation" means the organizing records of a corporation filed and recorded with the Secretary of State in accordance with KRS Chapter 271B or 275;
(2) "Bank" or "state bank" means any bank or combined bank and trust company which is now or may hereafter be organized under the laws of this state;
(3) "Board of directors" means the governing body of a corporation elected or otherwise chosen by the shareholders, including the managers of a limited liability company;
(4) "Capital stock" means, at any particular time, the sum of:
(a) The par value of all shares of a corporation having a par value that have been issued;
(b) The amount of the consideration received by a corporation for all shares of the corporation that have been issued without par value except any part of the consideration that has been allocated to surplus in a manner permitted by law; and (c) Amounts not included in paragraph (a) or (b) of this subsection that have been transferred to stated capital of a corporation, whether through the issuance of stock dividends, resolution of the board of directors under applicable corporate law, or otherwise by law;
(5) "Charter" means the record or records issued to a state bank, trust company, out-of- state bank, out-of-state trust company, or national bank by a chartering authority that authorizes the bank or trust company to transact a banking, trust, or combined banking and trust business;
(6) "Corporation" means either a for-profit corporation or a for-profit limited liability company;
(7) "Director" means a member of the board of directors;
(8) "Dividends" means a distribution of money, stock, or other property to shareholders of a corporation;
(9) "Home state" means:
(a) With respect to a state bank, trust company, out-of-state bank, or out-of-state trust company, the state in which the bank or trust company is organized; and (b) With respect to a national bank, the state in which the main office of the bank is located;
(10) "Home state regulator" means, with respect to an out-of-state bank or out-of-state trust company, the bank or trust supervisory agency of the state in which the bank or trust company is organized;
(11) "Host state" means a state, other than its home state, in which:
(a) A bank or trust company maintains, or seeks to establish and maintain, a branch or office; or (b) A trust company conducts, or seeks to conduct, trust business;
(12) "National bank" or "national banking association" means a bank created by Congress and organized pursuant to the provisions of federal law, including savings and loan associations;
(13) "Out-of-state bank" means a bank organized under the laws of any state other than Kentucky;
(14) "Out-of-state trust company" means a corporation that is organized under the laws of a state other than Kentucky to engage in a trust business;
(15) "Shares" means the shares of stock or the unit of equity into which the proprietary interests of a corporation are divided;
(16) "Stock" means a corporation's shares;
(17) "Stockholder" or "shareholder" means an owner of a corporation's shares;
(18) "Surplus" means, at any particular time, the sum of:
(a) The amount of consideration received by a corporation for all shares issued without par value that has not been allocated to capital stock;
(b) The amount of consideration received by a corporation in excess of par value for all shares with a par value; and (c) Amounts authorized by a corporation that have been transferred from undivided profits to surplus;
(19) "Trust company" means any trust company which is now or may hereafter be organized under the laws of this state;
(20) "Trust representative office" means an office at which a trust company or an out-of- state trust company has been authorized by the commissioner to engage in a trust business other than acting as a fiduciary; and (21) "Undivided profits" means the composite of a corporation's net retained earnings from current and prior years' operations.