1332 - Appointment of trustee.
§ 1332. Appointment of trustee. (a) Appointment.--Upon petition of the Office of Enforcement Counsel, the board may appoint a trustee from the list required under subsection (j) to act on behalf of the interests of the Commonwealth and the board to ensure compliance with this part and any conditions imposed upon the slot machine license. A trustee may be appointed only in the following circumstances: (1) Upon the revocation, suspension or nonrenewal of a slot machine license or a principal license if the principal licensee is the only principal who exercises operational control of the licensed facility. (2) Upon the failure to renew a slot machine license or a principal license if the principal licensee is the only principal who exercises operational control of the licensed facility. (3) If necessary to protect the best interests of the Commonwealth. (b) Qualifications.--The following shall apply: (1) A trustee shall be required to qualify as a principal and obtain a principal license. The board may appoint a trustee and award the trustee a temporary principal license as prescribed in board regulations. (2) Before assuming duties, a trustee shall execute and file a bond for the faithful performance of the trustee's duties. The bond shall be payable to the board with sureties and in the amount and form as required by board order. The cost of the bond shall be paid by the former or suspended licensee. (3) A trustee shall be a resident of this Commonwealth. (c) Powers.--A trustee appointed under this section shall exercise only those powers, duties and responsibilities expressly conferred upon the trustee by the board. The board's order appointing the trustee shall set forth the powers, duties and responsibilities of the trustee which may include: (1) Maintaining and operating the licensed facility in a manner that complies with this part and any conditions imposed by the board. (2) Maintaining and operating the licensed facility consistent with the measures generally taken in the ordinary course of business including: (i) Entering into contracts. (ii) Borrowing money. (iii) Pledging, mortgaging or otherwise encumbering the licensed facility or property thereof as security for the repayment of loans subject to any provisions and restrictions in any existing credit documents. (iv) Hiring, firing and disciplining employees. (3) Exercising the rights and obligations of the former or suspended licensee. (4) Taking possession of all of the assets of the slot machine licensee, including its books, records and papers. (5) Establishing accounts with financial institutions. An account may not be established with a financial institution in which the licensee, an affiliate of the former or suspended licensee, the trustee or an immediate family member of the trustee has a controlling interest. (6) Meeting with the former or suspended licensee. (7) Meeting with principals and key employees at the licensed facility. (8) Meeting with the independent audit committee. (9) Meeting with the board's executive director and keeping the board's executive director apprised of actions taken and the trustee's plans and goals for the future. (10) Hiring legal counsel, accountants or other consultants or assistants, with prior approval of the board, as necessary to carry out the trustee's duties and responsibilities. (11) Settling or compromising with any debtor or creditor of the former or suspended licensee, including any taxing authority. (12) Reviewing outstanding agreements to which the former or suspended licensee is a party and advising the board as to which, if any, of the agreements should be the subject of scrutiny, examination or investigation by the board. (13) Obtaining board approval prior to any sale, change of ownership, change of control, change of financial status, restructuring, transfer of assets or execution of a contract or any other action taken outside of the ordinary course of business. (14) Obtaining board approval for any payments outside of those made in the ordinary course of business. Notwithstanding any provision contained in this subsection to the contrary, the trustee shall have the duty to conserve and preserve the assets of the licensed gaming entity. (d) Compensation.--The board shall establish the compensation of a trustee and shall review and approve actual and reasonable costs and expenses of the trustee, legal counsel, accountants or other consultants or assistants hired by the trustee. The compensation, costs and expenses shall be paid by the former or suspended licensee. Total compensation for the trustee and all persons hired or retained by the trustee under subsection (c)(10) shall not exceed $600 per hour in the aggregate unless otherwise increased by the board pursuant to subsection (d.2). (d.1) Calculation of compensation.--In determining the aggregate hourly rate of compensation to be paid to the trustee and all other persons hired or retained by the trustee, the board shall consider: (1) The time and labor required, the difficulty of the questions involved and the skill required to properly perform the required services. (2) Whether the acceptance of the position by the trustee or other person will preclude the trustee or other person from other employment. (3) The fee customarily charged for similar services. (4) The nature and potential length of the duties. (5) The experience, reputation and ability of the trustee or other person selected to perform the services. (d.2) Compensation exceptions.-- (1) On January 1 of each year, the board may adjust the aggregate hourly rate of compensation authorized under subsection (d) for inflation. The adjustment shall not exceed the percentage change in the Consumer Price Index for All Urban Consumers for the Pennsylvania, New Jersey, Delaware and Maryland area for the most recent 12-month period for which figures have been officially reported by the United States Department of Labor, Bureau of Labor Statistics. When adjusted, the board shall publish the adjusted aggregate hourly rate of compensation in the Pennsylvania Bulletin. (2) Upon petition by the Director of the Office of Enforcement Counsel, the board may increase the total hourly rate of compensation above the limitation contained in subsection (d) for good cause shown. The board shall consider the factors under subsection (d.1) when calculating any increase requested by the office. (e) Reports.--A trustee shall file reports relating to the administration of the trusteeship with the board in the form and at intervals as the board orders. The board may direct that copies or portions of the trustee's reports be mailed to creditors or other parties in interest and make summaries of the reports available to the public and shall post them on the board's Internet website. (f) Review of actions.--A creditor or other party in interest aggrieved by any alleged breach of a delegated power or duty or responsibility of a trustee in the discharge of the trustee's duties may request a review of the trustee's action or inaction by filing a petition in accordance with board regulations. The petition must set forth in detail the pertinent facts and the reasons why the facts constitute the alleged breach. The board shall review any petition filed under this section and take whatever action, if any, it deems appropriate. (g) Effect of the trusteeship.--After issuance of an order to appoint a trustee, the former or suspended principal or slot machine licensee may not exercise any of its privileges, collect or receive any debts or pay out, sell, assign or transfer any of its assets to anyone without prior approval of the appointed trustee and the board. (h) Disposition of net income.--During the period of trusteeship, net income from the licensed facility shall be deposited in an escrow account maintained for that purpose. Payments from the escrow account during the period of trusteeship may not be made without the prior approval of the board. A suspended or former principal or slot machine licensee may request distribution of all or a portion of the funds in the escrow account during the period of trusteeship by filing a petition in accordance with board regulation. The suspended or former principal or slot machine licensee shall have the burden of demonstrating good cause for the distribution of the funds requested. (i) Discontinuation.--The board may issue an order to discontinue a trusteeship when: (1) the board determines that circumstances requiring the appointment of the trustee no longer exist; or (2) the trustee has, with the prior approval of the board, consummated the sale, assignment, conveyance or other disposition of all the assets or interest of the former principal or slot machine licensee relating to the slot machine license. (j) List of approved trustees.--The board shall promulgate regulations governing establishment of a list of persons approved by the board and qualified to serve as a trustee. At a minimum, the regulations shall provide for the following: (1) The minimum qualifications a person must possess to be approved as a trustee, which shall include the qualifications set forth in subsection (b). (2) The procedure for placement on or removal from the approved trustee list. (3) Any other information the board deems necessary to carry out the intent of this section. (Jan. 7, 2010, P.L.1, No.1, eff. imd.) 2010 Amendment. Act 1 added section 1332. Cross References. Section 1332 is referred to in sections 1103, 1202, 1214, 1513, 1517 of this title.