AB150,1770,2320
214.265
(10) A temporary certificate of authority issued under sub. (1) (a) shall
21be effective for 180 days after the date issued. The
commissioner department may,
22for cause, extend the effective period of the certificate for such time as the
23commissioner department considers to be advisable.
AB150, s. 5333
24Section
5333. 214.27 (1) of the statutes is amended to read:
AB150,1771,7
1214.27
(1) In addition to the organization requirements of this subchapter, the
2commissioner department may require additional assurances, information, capital
3or agreements from the officers, directors or employes of the savings bank. If the
4requirements of this subchapter, rules promulgated under this subchapter, federal
5law and the
commissioner's department's requests are completed, the incorporators
6shall provide the
commissioner department with a certificate of compliance in a form
7prescribed by the
commissioner department, together with a $500 fee.
AB150, s. 5334
8Section
5334. 214.27 (2) of the statutes is amended to read:
AB150,1771,129
214.27
(2) Within 90 days after receipt of the certificate of compliance and
10receipt of all required fees, the
commissioner department shall issue a certificate of
11incorporation authorizing the savings bank to commence business. The certificate
12of incorporation shall specify the date of the corporate existence of the savings bank.
AB150, s. 5335
13Section
5335. 214.27 (3) of the statutes is amended to read:
AB150,1771,1914
214.27
(3) The
commissioner department shall terminate the corporate
15existence and void the articles of incorporation and certificate of incorporation of a
16savings bank if the savings bank fails to commence business within 6 months after
17the date on the certificate of incorporation. The
commissioner department may, in
18writing, extend the time period to commence business for such time as the
19commissioner department considers to be advisable.
AB150, s. 5336
20Section
5336. 214.275 of the statutes is amended to read:
AB150,1771,23
21214.275 Appeal of denial. If the
commissioner department does not grant a
22certificate of organization, the incorporators may appeal to the review board to
23review the determination.
AB150, s. 5337
24Section
5337. 214.305 of the statutes is amended to read:
AB150,1772,9
1214.305 Annual and special meetings. The date of the annual meeting of
2members or stockholders shall be specified in the bylaws. Failure to hold an annual
3meeting may not cause a dissolution of the savings bank. Special meetings may be
4called by the board of directors, by stockholders of not less than 20% of the
5outstanding stock, by members constituting not less than 20% of the eligible votes
6or by any other person designated in the bylaws. The
commissioner department may
7call a special meeting with not less than 7 days' written or oral notice. An annual
8or special meeting shall be held at the home office of the savings bank or in another
9place within the same county if specifically designated in the notice of the meeting.
AB150, s. 5338
10Section
5338. 214.31 (1) of the statutes is amended to read:
AB150,1772,1511
214.31
(1) Notice of an annual meeting shall be provided not fewer than 10 days
12nor more than 40 days before the date of the meeting in the manner provided in the
13bylaws. The notice shall be displayed at each office of the savings bank in a manner
14prescribed by rule of the
commissioner department. The notice shall state the time,
15place and purpose of the meeting.
AB150, s. 5339
16Section
5339. 214.34 (1) of the statutes is amended to read:
AB150,1773,417
214.34
(1) Every person appointed or elected to any position requiring the
18receipt, payment, management or use of savings bank money, or whose duties permit
19or require access to or custody of savings bank money or securities, or whose duties
20permit the regular making of entries in the books or other records of the savings
21bank, shall be bonded by a trust or company authorized to issue bonds in this state
22or by a fidelity insurance company licensed to do business in this state. A bond shall
23be in a form prescribed by the
commissioner department and in an amount fixed by
24the board of directors. A bond shall be payable to the savings bank to indemnify the
25savings bank for any loss the savings bank may sustain through any dishonest or
1criminal act or omission by the bonded person, whether committed alone or in concert
2with others. A bond shall provide that cancellation of the bond by the surety or by
3the insured is not effective before 30 days' written notice is given to the
commissioner 4department, unless the
commissioner
department approves an earlier cancellation.
AB150, s. 5340
5Section
5340. 214.34 (2) of the statutes is amended to read:
AB150,1773,106
214.34
(2) Notwithstanding sub. (1), the
commissioner department may
7proceed against a savings bank if the
commissioner
department believes that the
8business of the savings bank is being conducted in an unsafe or unsound manner or
9that the form or amount of bonds approved by the board of directors is inadequate
10to give reasonable protection to the savings bank.
AB150, s. 5341
11Section
5341. 214.345 (1) of the statutes is amended to read:
AB150,1773,1612
214.345
(1) Upon election, a director shall take an oath that the director will
13diligently and honestly perform the duties of that office and will not knowingly
14violate or willingly permit to be violated this chapter, any rules of the
commissioner 15department, the articles of incorporation or bylaws under which the savings bank
16operates or any other state or federal law applicable to a savings bank.
AB150, s. 5342
17Section
5342. 214.345 (2) of the statutes is amended to read:
AB150,1773,2218
214.345
(2) The
commissioner department may require disclosure by directors,
19officers and employes of their personal interest, directly or indirectly, in any business
20or transaction on behalf of or involving the savings bank and of their control of or
21active participation in enterprises having activities related to the business of the
22savings bank.
AB150, s. 5343
23Section
5343. 214.345 (5) (intro.) of the statutes is amended to read:
AB150,1774,224
214.345
(5) (intro.) Subject to the approval of the
commissioner department,
25a savings bank's bylaws shall provide for reasonable indemnification to its officers,
1directors and employes in connection with the faithful performance of their duties
2for the savings bank.
AB150, s. 5344
3Section
5344. 214.37 (4) (b) of the statutes is amended to read:
AB150,1774,74
214.37
(4) (b) The examination of financial records by, or the furnishing of
5financial records by a savings bank to, any officer, employe or agent of the
6commissioner department or a deposit insurance corporation for use solely in the
7exercise of that person's duties as an officer, employe or agent.
AB150, s. 5345
8Section
5345. 214.37 (5) of the statutes is amended to read:
AB150,1774,189
214.37
(5) If a member or stockholder desires to communicate with other
10members or stockholders of the savings bank with reference to any question pending
11or to be presented at an annual or special meeting, the savings bank shall give that
12person, upon written request, a written statement of the approximate number of
13members or stockholders entitled to vote at the meeting and an estimate of the cost
14of preparing and mailing the communication. The requester shall submit the
15communication to the
commissioner department who, if finding it to be appropriate
16and accurate, shall direct the savings bank to prepare and mail the communication
17to the members or stockholders upon the requester's payment or adequate provision
18for payment of the expenses of preparation and mailing.
AB150, s. 5346
19Section
5346. 214.375 of the statutes is amended to read:
AB150,1774,23
20214.375 Closing books. A savings bank shall close its books at least once
21annually and at such other times as the
commissioner
department may require. The
22date of the annual closing may be March 31, June 30, September 30 or December 31
23or as otherwise provided by rule of the
commissioner
department.
AB150, s. 5347
24Section
5347. 214.40 (1) of the statutes is amended to read:
AB150,1775,8
1214.40
(1) A savings bank may be organized to exercise the powers conferred
2by this chapter with minimum capital, surplus and reserves for operating expenses
3as determined by the
commissioner department. The
commissioner department may
4not establish requirements for savings banks at a level less than that required for
5insurance of accounts. For a savings bank other than one resulting from the
6conversion from an existing financial institution, the
commissioner department may
7establish capital requirements at least as stringent as those required under s. 214.43
8(1).
AB150, s. 5348
9Section
5348. 214.40 (2) of the statutes is amended to read:
AB150,1775,1210
214.40
(2) A stock savings bank may not commence business until it has a
11paid-in surplus equal to 20% of its capital. The
commissioner department may waive
12this requirement for a financial institution that converts to a savings bank.
AB150, s. 5349
13Section
5349. 214.42 (1) of the statutes is amended to read:
AB150,1775,1914
214.42
(1) The board of directors of a stock savings bank may propose an
15amendment to the articles of incorporation providing for the retirement of all of the
16capital stock and a detailed plan for effectuating the amendment. The resulting
17capital of the savings bank may not be less than the minimum initial capital that is
18required to organize a savings bank. The proposal shall be subject to the
19commissioner's department's approval.
AB150, s. 5350
20Section
5350. 214.42 (2) of the statutes is amended to read:
AB150,1775,2421
214.42
(2) If the
commissioner department approves the proposal, the savings
22bank's board of directors may request in writing an appraisal of the value of the
23capital stock. The
commissioner department shall order an appraisal to be made at
24the expense of the savings bank.
AB150, s. 5351
25Section
5351. 214.43 (1) of the statutes is amended to read:
AB150,1776,7
1214.43
(1) A savings bank shall maintain total capital of not less than 6% of
2total assets. This is the minimum capital level acceptable for a savings bank that is
3well-managed and whose overall financial condition is fundamentally sound. If the
4commissioner department determines that the financial condition or history,
5management or earnings prospects of a savings bank are not adequate, the
6commissioner department may require a higher minimum capital level for the
7savings bank.
AB150, s. 5352
8Section
5352. 214.435 (3) of the statutes is amended to read:
AB150,1776,179
214.435
(3) The board of directors may quarterly, semiannually or annually
10declare a dividend on capital stock of so much of the net profits of the savings bank
11that the board determines to be expedient, except that until the paid-in surplus of
12the savings bank equals its capital stock, a dividend may not be declared unless there
13has been transferred to paid-in surplus not less than 10% of the net profits of the
14preceding half year in the case of quarterly or semiannual dividends, or not less than
1510% of the net profits for the preceding year in the case of annual dividends. A stock
16dividend may be declared out of retained earnings with the written approval of the
17commissioner department.
AB150, s. 5353
18Section
5353. 214.435 (4) of the statutes is amended to read:
AB150,1776,2119
214.435
(4) The written approval of the
commissioner department is required
20before any dividends on stock that exceed 50% of the savings bank's net profits of that
21year may be declared in any calendar year.
AB150, s. 5354
22Section
5354. 214.48 (3) of the statutes is amended to read:
AB150,1777,223
214.48
(3) Each loan or investment that a savings bank makes or purchases,
24in whole or in part, shall be adequately underwritten and reserved against as
1necessary in accordance with its payment performance, and in accordance with rules
2of the
commissioner department.
AB150, s. 5355
3Section
5355. 214.48 (5) of the statutes is amended to read:
AB150,1777,64
214.48
(5) If an appraisal of real estate securing a savings bank's loan is
5obtained as part of an examination by the
commissioner
department, the cost of the
6appraisal shall promptly be paid by the savings bank to the appraiser.
AB150, s. 5356
7Section
5356. 214.485 (intro.) of the statutes is amended to read:
AB150,1777,10
8214.485 Investment in loans. (intro.) Subject to rules of the
commissioner 9department, a savings bank may lend funds under any of the following conditions or
10for any of the following purposes:
AB150, s. 5357
11Section
5357. 214.485 (8) of the statutes is amended to read:
AB150,1777,1512
214.485
(8) Through secured or unsecured loans for business, corporate,
13commercial or agricultural purposes if the total of all loans granted under this
14subsection does not exceed 10% of the savings bank's total assets, unless a greater
15amount is authorized in writing by the
commissioner
department.
AB150, s. 5358
16Section
5358. 214.485 (12) of the statutes is amended to read:
AB150,1777,2217
214.485
(12) Through issuance of letters of credit or other similar
18arrangements as provided for by rules of the
commissioner department with regard
19to aggregate amounts permitted, take-out commitments for stand-by letters of
20credit, underlying documentation and underwriting, legal limitations on loans of the
21savings bank, control and subsidiary records and other procedures considered to be
22necessary by the
commissioner department.
AB150, s. 5359
23Section
5359. 214.485 (17) of the statutes is amended to read:
AB150,1777,2524
214.485
(17) For any other purpose authorized by rule of the
commissioner 25department.
AB150, s. 5360
1Section
5360. 214.49 (intro.) of the statutes is amended to read:
AB150,1778,3
2214.49 Other investments. (intro.) Subject to rules of the
commissioner 3department, a savings bank may invest funds in any of the following:
AB150, s. 5361
4Section
5361. 214.49 (5) (intro.) of the statutes is amended to read:
AB150,1778,195
214.49
(5) (intro.) With the prior written consent of the
commissioner 6department, a savings bank may invest in the initial purchase and development, or
7the purchase or commitment to purchase after completion, of home sites and housing
8for sale or rental, including projects for the reconstruction, rehabilitation or
9rebuilding of residential properties to meet the minimum standards of health and
10occupancy prescribed by a local governmental unit, the provision of accommodations
11for retail stores, shops and other community services that are reasonably incident
12to that housing, or in the stock of a corporation that owns one or more of those projects
13and that is wholly owned by one or more financial institutions. The total investment
14in any one project may not exceed 15% of the savings bank's capital, nor may the
15aggregate investment under this subsection exceed 50% of its capital. A savings
16bank may not make an investment under this subsection unless it is in compliance
17with the capital requirements under s. 214.43 and with the capital maintenance
18requirements of its deposit insurance corporation. The
commissioner department 19may approve the investment only if the savings bank shows all of the following:
AB150, s. 5362
20Section
5362. 214.49 (15) of the statutes is amended to read:
AB150,1778,2221
214.49
(15) In any other investment authorized by rule of the
commissioner
22department.
AB150, s. 5363
23Section
5363. 214.51 (1) of the statutes is amended to read:
AB150,1779,324
214.51
(1) A savings bank may sell a loan or a participating interest in a loan
25with or without recourse. The
commissioner department may by rule adopt
1limitations on the sale of loans except loans sold to agencies of the United States or
2this state or to another government-sponsored agency if approved by the
3commissioner department.
AB150, s. 5364
4Section
5364. 214.51 (2) of the statutes is amended to read:
AB150,1779,65
214.51
(2) A savings bank may contract to service a loan or a participating
6interest in a loan, subject to rules of the
commissioner department.
AB150, s. 5365
7Section
5365. 214.52 (3) of the statutes is amended to read:
AB150,1779,138
214.52
(3) Unless prior written approval of the
commissioner department is
9obtained, a savings bank may not purchase, lease or acquire a site for an office
10building or an interest in real estate from an officer, director, employe, from a
11stockholder holding more than 10% of the stock of the savings bank, or from any firm,
12corporation, entity, or family in which an officer, director, employe or stockholder
13holding more than 10% of the stock of a savings bank has a direct or indirect interest.
AB150, s. 5366
14Section
5366. 214.525 of the statutes is amended to read:
AB150,1779,18
15214.525 Prohibited loans. A savings bank may not make a loan to a person
16owning 10% or more of its stock, an affiliated person, agent, or attorney of the savings
17bank, either individually or as an agent or partner of another, except under rules of
18the
commissioner department and regulations of a deposit insurance corporation.
AB150, s. 5367
19Section
5367. 214.53 (3) of the statutes is amended to read:
AB150,1780,1220
214.53
(3) The
commissioner department may require a director or officer of
21a savings bank who knowingly participates in or assents to, or who knowingly
22permits an officer, employe or agent of the savings bank to make, an investment that
23is not authorized by this subchapter to obtain an indemnity bond, insurance, or
24collateral sufficient to indemnify the savings bank against damages that the savings
25bank may sustain as a result of the investment. If an unauthorized investment, the
1amount considered sufficient to indemnify the savings bank shall be the difference
2between the book value and the market value of the investment at the time the
3commissioner department determines that the investment is unauthorized. If an
4unauthorized loan, the amount considered sufficient to indemnify the savings bank
5shall be the difference between the book value of the loan and the amount of the loan
6that could have been made under this subchapter. If an unauthorized investment
7is sold or disposed of without recourse, the
commissioner department shall release
8all or part of the indemnity after deducting any loss. If the balance of an
9unauthorized loan is reduced to an amount that would permit the loan to be made
10under this subchapter, the indemnity shall be released. In making a determination
11under this subsection, the
commissioner department may order an independent
12appraisal at the savings bank's expense.
AB150, s. 5368
13Section
5368. 214.54 (1) of the statutes is amended to read:
AB150,1780,1714
214.54
(1) Except as provided in sub. (2) and s. 214.49 (4), the total of
15outstanding loans and extensions of credit, both direct and indirect, made by a
16savings bank to a single person shall be subject to limits established by rule of the
17commissioner department, but may not exceed 15% of the savings bank's capital.
AB150, s. 5369
18Section
5369. 214.545 of the statutes is amended to read:
AB150,1780,24
19214.545 Rules. The
commissioner department shall promulgate rules to
20determine permissible levels of investment and permissible concentrations of assets
21for savings banks that apply to all lending and investment authority under this
22subchapter. The rules shall give due regard to capital adequacy, operating income,
23underwriting standards, risk inherent in the investment or loan, and competitive
24parity with other financial institutions.
AB150, s. 5370
25Section
5370. 214.58 (1) of the statutes is amended to read:
AB150,1781,7
1214.58
(1) The board of directors shall determine the rate and amount of
2interest to be paid on or credited to deposit accounts. The board of directors may
3establish reasonable classifications of accounts based on the types of accounts, the
4length of time accounts are continued in effect, the size of initial deposits into
5accounts, the minimum balances of accounts required for payment of interest, the
6frequency and extent of the activity on accounts, or on other classifications the
7commissioner department may approve.
AB150, s. 5371
8Section
5371. 214.585 (5) of the statutes is amended to read:
AB150,1781,109
214.585
(5) In any other form receiving the prior written approval of the
10commissioner department.
AB150, s. 5372
11Section
5372. 214.592 of the statutes is amended to read:
AB150,1781,15
12214.592 Financially related services tie-ins. In any transaction conducted
13by a savings bank, a savings bank holding company or a subsidiary of either with a
14customer who is also a customer of any other subsidiary of any of them, the customer
15shall be given a notice in 12-point boldface type in substantially the following form:
AB150,1781,1616
NOTICE OF RELATIONSHIP
AB150,1781,2117
This company, .... (insert name and address of savings bank, savings bank
18holding company or subsidiary), is related to .... (insert name and address of savings
19bank, savings bank holding company or subsidiary) of which you are also a customer.
20You may not be compelled to buy any product or service from either of the above
21companies or any other related company in order to participate in this transaction.
AB150,1782,222
If you feel that you have been compelled to buy any product or service from
23either of the above companies or any other related company in order to participate
24in this transaction, you should contact the management of either of the above
1companies at either of the above addresses or the
office of the commissioner 2department of financial institutions at .... (insert address).
AB150, s. 5373
3Section
5373. 214.62 (2) (e) of the statutes is amended to read:
AB150,1782,54
214.62
(2) (e) Other provisions necessary or desirable or that the
commissioner 5department requires.
AB150, s. 5374
6Section
5374. 214.62 (3) of the statutes is amended to read:
AB150,1782,137
214.62
(3) After approval by the board of directors of the merging financial
8institution and of the savings bank, the merger agreement shall be submitted to the
9commissioner department for approval, together with a certified copy of the
10authorizing resolution of each board of directors. Before issuing approval, the
11commissioner department may examine the affairs of each merging financial
12institution and its affiliates and subsidiaries, the expense of which is to be paid by
13the merging financial institution.
AB150, s. 5375
14Section
5375. 214.62 (4) (intro.) of the statutes is amended to read: