Amendment ASA-AB150

AB150-ASA,1631,23 214.685 (3) (b) Any additional information pertaining to the plan of conversion that the commissioner division may require.

AB150-ASA, s. 5405 Section 5405. 214.685 (4) (intro.) of the statutes is amended to read:

AB150-ASA,1632,3 214.685 (4) (intro.) The commissioner division may approve a plan of conversion if the commissioner division finds that the plan meets all of the following conditions:

AB150-ASA, s. 5406 Section 5406. 214.685 (4) (c) of the statutes is amended to read:

AB150-ASA,1632,6 214.685 (4) (c) Complies with any standard which the commissioner division may promulgate by rule.

AB150-ASA, s. 5407 Section 5407. 214.685 (5) of the statutes is amended to read:

AB150-ASA,1632,14 214.685 (5) The commissioner division may issue to a mutual savings bank a certificate of conversion to a stock savings bank, if the commissioner division determines the plan of conversion has been implemented as approved and the savings bank has complied with this section and any conditions to the approval. The date specified in the certificate is the effective date of the conversion. The certificate shall be recorded with the register of deeds in the county in which the home office of the savings bank is located.

AB150-ASA, s. 5408 Section 5408. 214.685 (8) (intro.) of the statutes is amended to read:

AB150-ASA,1632,17 214.685 (8) (intro.) The commissioner division shall issue rules governing the conversion of mutual savings banks, including:

AB150-ASA, s. 5409 Section 5409. 214.685 (8) (j) of the statutes is amended to read:

AB150-ASA,1632,20 214.685 (8) (j) Any other requirements for converting a mutual savings bank to a stock savings bank that the commissioner division considers to be necessary.

AB150-ASA, s. 5410 Section 5410. 214.715 (title) of the statutes is amended to read:

AB150-ASA,1632,22 214.715 (title) Powers of commissioner the division.

AB150-ASA, s. 5411 Section 5411. 214.715 (1) (intro.) of the statutes is amended to read:

AB150-ASA,1632,24 214.715 (1) (intro.) The commissioner division shall do all of the following:

AB150-ASA, s. 5412 Section 5412. 214.715 (1) (e) of the statutes is amended to read:

AB150-ASA,1633,2 214.715 (1) (e) Submit an annual report to the governor and the legislature regarding the work of the commissioner's office division under this chapter.

AB150-ASA, s. 5413 Section 5413. 214.715 (1) (f) of the statutes is amended to read:

AB150-ASA,1633,8 214.715 (1) (f) Commence an action in the commissioner's name to enforce any law of this state that applies to savings banks, service corporations, savings bank subsidiaries, affiliates or savings bank holding companies, including the enforcement of any obligation of the officers, directors, agents or employes of these entities.

AB150-ASA, s. 5414 Section 5414. 214.715 (1) (h) of the statutes is amended to read:

AB150-ASA,1633,18 214.715 (1) (h) Establish a reasonable fee structure, subject to approval of the review board, for savings banks and savings bank holding companies and for their service corporations and subsidiaries. The fees may include annual fees, application fees, regular and special examination fees and other fees that relate to the commissioner's division's responsibilities under this chapter and that are directly attributable to the entities operating under this chapter. The commissioner division may assess, bill and collect fees established under this paragraph. The amounts collected by the commissioner division shall be used for the expenses of the office of the commissioner division.

AB150-ASA, s. 5415 Section 5415. 214.715 (2) of the statutes is amended to read:

AB150-ASA,1633,23 214.715 (2) The commissioner Employes of the division may not be subject to any civil liability or penalty, or to any criminal prosecution, for any error in judgment or discretion made in good faith and upon reasonable grounds in any action taken or omitted by the commissioner employe in an official capacity.

AB150-ASA, s. 5416 Section 5416. 214.715 (3) of the statutes is amended to read:

AB150-ASA,1634,4 214.715 (3) If it appears to the commissioner division that a savings bank is conducting its business in violation of this chapter, the commissioner division may report the facts to the department of justice which may bring an action to revoke the certificate of incorporation of the savings bank.

AB150-ASA, s. 5417 Section 5417. 214.715 (4) (a) of the statutes is amended to read:

AB150-ASA,1634,9 214.715 (4) (a) A savings bank that intends to move its home office or a branch office to some other location not more than one mile from its current location shall make an application to the commissioner division. The commissioner division may approve or deny the application for relocation.

AB150-ASA, s. 5418 Section 5418. 214.715 (4) (b) of the statutes is amended to read:

AB150-ASA,1634,18 214.715 (4) (b) A savings bank that intends to move its home office or a branch office to some other location more than one mile from its current location shall make an application to the commissioner division. The commissioner division shall give notice and provide an opportunity for hearing as provided in s. 214.26 (3) to (5). In approving or denying the application for relocation, the commissioner division shall determine the need for relocation and determine whether undue harm or injury would be caused to any savings bank doing business in the area or vicinity of the proposed relocation.

AB150-ASA, s. 5418m Section 5418m. 214.72 (1) (am) of the statutes is created to read:

AB150-ASA,1634,20 214.72 (1) (am) "Department" means the department of financial institutions.

AB150-ASA, s. 5419 Section 5419. 214.72 (1) (b) of the statutes is amended to read:

AB150-ASA,1635,2 214.72 (1) (b) "Financial regulator" means the commissioner, department secretary and deputy commissioner, secretary, and an administrator of examination and supervision, a supervisor of data processing, legal counsel and a savings bank financial institution examiner employed by the department and includes any member of a financial regulator's immediate family, as defined in s. 19.42 (7).

AB150-ASA, s. 5420 Section 5420. 214.72 (3) of the statutes is amended to read:

AB150-ASA,1635,13 214.72 (3) Within 30 days after commencing employment as a financial regulator and at least once each year, each financial regulator, for himself or herself and covering his or her immediate family, shall complete a written, sworn report disclosing the nature of all business relationships with savings banks on forms prescribed by the commissioner department. Each report shall be reviewed by the commissioner department, except that the commissioner's secretary's and deputy commissioner's secretary's report shall be reviewed by the review board. The reviewers shall determine if any business relationship is or appears improper and, if so, may direct the termination of that business relationship within a reasonable, prescribed time period.

AB150-ASA, s. 5421 Section 5421. 214.725 (1) of the statutes is amended to read:

AB150-ASA,1635,22 214.725 (1) At least once every 18 months and more often if necessary, the commissioner division shall examine the books, records, operations and affairs of a savings bank. In the course of the examination, the commissioner division may also examine in the same manner any entity, company or individual that the commissioner division determines may have a relationship with the savings bank or a savings bank holding company, savings bank subsidiary, service corporation or affiliate of the savings bank, if the relationship may adversely affect the affairs, activities and safety and soundness of the savings bank.

AB150-ASA, s. 5422 Section 5422. 214.725 (2) of the statutes is amended to read:

AB150-ASA,1636,4 214.725 (2) The commissioner division shall consider it to be necessary to conduct an examination more often than every 18 months if a required report from a savings bank indicates a material change in financial condition or a material violation of a state or federal law, of a federal regulation or of a rule of the commissioner division. If that condition is grounds for taking custody of the savings bank under s. 214.76, the examination shall be initiated within 10 business days.

AB150-ASA, s. 5423 Section 5423. 214.725 (3) (f) of the statutes is amended to read:

AB150-ASA,1636,7 214.725 (3) (f) Any other matter the commissioner division considers to be appropriate.

AB150-ASA, s. 5424 Section 5424. 214.725 (4) of the statutes is amended to read:

AB150-ASA,1636,15 214.725 (4) If a savings bank, its savings bank holding company or any of its savings bank subsidiaries or service corporations has not been audited at least once in the 12 months before the commissioner's division's examination, the commissioner division shall order an audit of the entity's books and records to be made by an independent certified public accountant, selected by the commissioner division, who has experience in financial institution audits. The cost of the audit shall be paid for by the entity being audited.

AB150-ASA, s. 5425 Section 5425. 214.725 (5) of the statutes is amended to read:

AB150-ASA,1636,20 214.725 (5) The commissioner, employes Employes of the office of the commissioner division or other designated agents may administer oaths and examine and take and preserve testimony under oath as to anything in the affairs or ownership of the savings bank or the entity examined.

AB150-ASA, s. 5426 Section 5426. 214.725 (7) of the statutes is amended to read:

AB150-ASA,1636,24 214.725 (7) If a savings bank fails to submit to an examination, the commissioner division shall report that failure to the attorney general, who shall institute proceedings to revoke its certificate of incorporation.

AB150-ASA, s. 5427 Section 5427. 214.735 of the statutes is amended to read:

AB150-ASA,1637,6 214.735 Examination report. Upon completion of an examination, the commissioner division shall provide an examination report to the board of directors of the savings bank or other entity examined. Each director shall read the report and shall sign an affidavit affirming that the director has read and understands the report. The affidavits shall be retained by the savings bank or entity examined and may be examined by the commissioner division.

AB150-ASA, s. 5428 Section 5428. 214.74 (title) of the statutes is amended to read:

AB150-ASA,1637,8 214.74 (title) Orders of the commissioner division.

AB150-ASA, s. 5429 Section 5429. 214.74 (1) of the statutes is amended to read:

AB150-ASA,1637,16 214.74 (1) If the affairs of the savings bank, savings bank subsidiary, service corporation or affiliate or savings bank holding company are not being conducted in accordance with this chapter, the commissioner division may require the directors, officers and employes to take necessary corrective action. If the necessary corrective action is not taken, the commissioner division may issue an order to the directors of the entity, to be served personally or by certified mail, specifying a date for the performance of the corrective action.

AB150-ASA, s. 5430 Section 5430. 214.74 (2) of the statutes is amended to read:

AB150-ASA,1638,2 214.74 (2) If the order contains a finding that the business of the savings bank or savings bank holding company is being conducted in a fraudulent, illegal, unsafe or unsound manner or that the violation or the continuance of the practice to be corrected may cause insolvency, substantial dissipation of assets or earnings or the impairment of capital, the savings bank or savings bank holding company shall comply with the order immediately, unless the order is modified or withdrawn by the commissioner division or modified or terminated by a court. Notwithstanding sub. (3), the commissioner division may apply to the circuit court in the county in which the home office of the savings bank or savings bank holding company is located for enforcement of an order.

AB150-ASA, s. 5431 Section 5431. 214.74 (3) of the statutes is amended to read:

AB150-ASA,1638,11 214.74 (3) If a hearing before the review board has not been requested within 20 days after service of an order, the commissioner division may, at any time within 90 days after the date specified in the order for an action to be taken or discontinued, commence an action in the circuit court of the county in which the home office of the savings bank or savings bank holding company is located to compel the directors, officers or employes to take required corrective action. If a hearing is requested pursuant to s. 214.78, the commissioner division may institute suit within 90 days after a determination by the review board.

AB150-ASA, s. 5432 Section 5432. 214.74 (4) of the statutes is amended to read:

AB150-ASA,1638,14 214.74 (4) This section is in addition to the enforcement authority of the commissioner division under subch. XII.

AB150-ASA, s. 5433 Section 5433. 214.745 of the statutes is amended to read:

AB150-ASA,1638,22 214.745 (title) Commissioner's Division's notice to members or stockholders. The commissioner division may prepare a statement of the condition of the savings bank, affiliate, savings bank subsidiary, service corporation or savings bank holding company and may mail the statement to the members or stockholders or may publish the statement as a class 1 notice under ch. 985. The expense of a mailing or publication shall be paid by the savings bank, affiliate, savings bank subsidiary, service corporation or savings bank holding company.

AB150-ASA, s. 5434 Section 5434. 214.75 (1) of the statutes is amended to read:

AB150-ASA,1639,4 214.75 (1) A savings bank shall maintain books and records, as required by the commissioner division, in accordance with generally accepted accounting principles and the requirements of its deposit insurance corporation. All books and records shall be current, complete, organized and accessible to the commissioner, the commissioner's division's agents and examiners and to the savings bank's auditors and accountants.

AB150-ASA, s. 5435 Section 5435. 214.75 (2) of the statutes is amended to read:

AB150-ASA,1639,13 214.75 (2) A savings bank employing an outside data processing service shall inform the commissioner division at the initiation, renewal or changing of a contract for data processing services with an outside data processing service. The contract shall be submitted to the commissioner division at least 60 days before its implementation. The contract shall provide that the records maintained shall at all times be available for examination and audit by the commissioner division. A savings bank shall implement internal control and security measures for its data processing activities.

AB150-ASA, s. 5436 Section 5436. 214.75 (3) of the statutes is amended to read:

AB150-ASA,1639,17 214.75 (3) The commissioner division may examine any data processing center that provides data processing or related services to a savings bank as often as the commissioner division examines the savings bank it serves.

AB150-ASA, s. 5437 Section 5437. 214.75 (4) of the statutes is amended to read:

AB150-ASA,1640,2 214.75 (4) The commissioner division shall by rule prescribe periods of time for which savings banks must retain records and after the expiration of which, the savings bank may destroy those records. Liability may not accrue against the savings bank, the commissioner division or this state for destruction of records according to rules of the commissioner division promulgated under this subsection. In an action in which records of the savings bank may be called in question or demanded, a showing of the expiration of the retention period shall be sufficient excuse for failure to produce the records.

AB150-ASA, s. 5438 Section 5438. 214.75 (5) (a) of the statutes is amended to read:

AB150-ASA,1640,12 214.75 (5) (a) A savings bank may cause records kept by the savings bank to be recorded, copied or reproduced by any photostatic, photographic or miniature photographic process or by optical imaging if the process employed correctly, accurately and permanently copies, reproduces or forms a medium for copying, reproducing or recording the original record on a film or other durable material. A savings bank may thereafter dispose of the original record after obtaining the written consent of the commissioner division. This subsection, except that part requiring written consent of the commissioner division, is applicable to federal savings banks if it does not contravene federal law.

AB150-ASA, s. 5439 Section 5439. 214.755 (1) (intro.) of the statutes is amended to read:

AB150-ASA,1640,18 214.755 (1) (intro.) The commissioner, employes Employes of the office of the commissioner division and members of the review board may not disclose information gathered by examination of or obtained through reports from a savings bank or from a state or federal financial institution regulatory authority except to any of the following:

AB150-ASA, s. 5440 Section 5440. 214.76 (1) of the statutes is amended to read:

AB150-ASA,1640,25 214.76 (1) At least once in each year and not more than 12 months after its last audit, a savings bank shall cause its books, records and accounts to be audited by an independent certified public accountant not connected with the savings bank. The certified public accountant shall conduct the audit to produce a certified financial statement. The commissioner division may require additional information to be included in an audit report.

AB150-ASA, s. 5441 Section 5441. 214.76 (3) of the statutes is amended to read:

AB150-ASA,1641,8 214.76 (3) A copy of the audit report, including a balance sheet of the savings bank on the date of the audit and a statement of income and expenses of the savings bank during the year ending with the date of the audit and the written summary prepared for the board of directors shall be filed with the commissioner division within 60 days after the date on which the savings bank received the audit report. The commissioner division may, for good cause shown, extend the filing date for up to 60 additional days.

AB150-ASA, s. 5442 Section 5442. 214.76 (4) of the statutes is amended to read:

AB150-ASA,1641,17 214.76 (4) The audit report filed with the commissioner division shall be certified by the accountant conducting the audit. If a savings bank fails to cause an audit to be made, the commissioner division shall order an audit to be made by an independent certified public accountant at the savings bank's expense. Instead of the audit required under sub. (1), the commissioner division may accept an audit or portion of an audit made exclusively for a deposit insurance corporation or for a financial regulator of another state if the home office of the savings bank is located in that state.

AB150-ASA, s. 5443 Section 5443. 214.76 (5) (a) (intro.) of the statutes is amended to read:

AB150-ASA,1641,22 214.76 (5) (a) (intro.) Annually, no later than February 1, a savings bank shall file with the commissioner division a report of its activities of the preceding calendar year, upon forms prescribed by the commissioner division. The report shall include all of the following:

AB150-ASA, s. 5444 Section 5444. 214.76 (5) (a) 3. of the statutes is amended to read:

AB150-ASA,1641,25 214.76 (5) (a) 3. Any other information that the commissioner division requires.

AB150-ASA, s. 5445 Section 5445. 214.76 (5) (b) of the statutes is amended to read:

AB150-ASA,1642,8 214.76 (5) (b) A savings bank shall include with its annual report a copy of a statement of condition and operations as of the end of the savings bank's most recent fiscal year, which shall be available to the public. The savings bank shall publish a printed statement containing such information as the commissioner division requires as a class 1 notice under ch. 985 in each municipality in which the savings bank operates an office. Proof of publication shall be furnished to the commissioner division within 60 days after the date of the report.

AB150-ASA, s. 5446 Section 5446. 214.765 (1) of the statutes is amended to read:

AB150-ASA,1642,18 214.765 (1) A violation of subch. VI or VII or s. 214.34, 214.59 or 214.76, or the failure to comply with recommendations of an examination report of the commissioner division within 60 days after the date of issuance of the report or within any other period the commissioner division specifies, shall be considered an unsafe and unsound practice and creates an unsafe and unsound condition in the savings bank. A savings bank or a person affiliated with a savings bank who violates these provisions shall be subject to a forfeiture under s. 214.935 and to other enforcement powers of the commissioner division under this subchapter, subch. XII and rules of the commissioner division.

AB150-ASA, s. 5447 Section 5447. 214.765 (2) of the statutes is amended to read:

AB150-ASA,1642,23 214.765 (2) Continued violation of any provision in sub. (1) after the commissioner division issues an order to correct shall subject the members of the board of directors of the savings bank to removal from the board and to a permanent order of prohibition under s. 214.91.