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:
AB150,1782,1715 214.62 (4) (intro.) The commissioner department may approve or disapprove
16the proposed merger agreement. The commissioner department may not approve a
17merger agreement unless the commissioner department finds all of the following:
AB150, s. 5376 18Section 5376. 214.62 (5) of the statutes is amended to read:
AB150,1782,2219 214.62 (5) If the commissioner department fails to approve a proposed merger,
20the commissioner department shall state the objections in writing and give the
21merging financial institutions a stated period of time in which to amend the plan of
22merger.
AB150, s. 5377 23Section 5377. 214.625 of the statutes is amended to read:
AB150,1783,4 24214.625 Merger; vote of approval. If approved by the commissioner
25department, the plan of merger shall be submitted to the members or stockholders

1of each merging financial institution for approval. A meeting of the members or
2stockholders of a savings bank shall be called and held in accordance with ss. 214.305
3and 214.31. The plan is approved if it receives the affirmative vote of the majority
4of the total votes entitled to be cast.
AB150, s. 5378 5Section 5378. 214.63 of the statutes is amended to read:
AB150,1783,20 6214.63 (title) Merger; commissioner's certificate. The executed merger
7agreement, together with a certified copy of the minutes of the meeting of members
8or stockholders of each merging financial institution approving the merger
9agreement, shall be filed with the commissioner department. The commissioner
10department shall issue to the resulting savings bank a certificate of merger, setting
11forth the name of each merging financial institution, the name of the resulting
12savings bank and the date on which the commissioner department approves the
13articles of incorporation and bylaws of the resulting savings bank. The merger takes
14effect on the date of the recording of the certificate or a later date if the certificate
15provides for a different date. Recording shall be completed in the same manner as
16required for savings bank articles of incorporation, in each county in which the home
17office of any of the merging financial institutions was located and in the county in
18which the home office of the resulting savings bank is located. The certificate shall
19be conclusive evidence of the merger and of the correctness of the merger proceedings
20except against this state.
AB150, s. 5379 21Section 5379. 214.64 of the statutes is amended to read:
AB150,1783,24 22214.64 (title) Merger; commissioner's expenses. The merging financial
23institutions shall pay the expenses of any examination made by or at the direction
24of the commissioner department in connection with a proposed merger.
AB150, s. 5380 25Section 5380. 214.645 of the statutes is amended to read:
AB150,1784,6
1214.645 Sale of assets. Subject to rules of the commissioner department, a
2savings bank may, in a transaction not in the usual course of business, sell all or
3substantially all of its assets, with or without its name and goodwill, to another
4financial institution, in consideration of money, capital or obligations of the
5purchasing institution. A savings bank may sell an office or facility and equipment
6subject to rules of the commissioner department.
AB150, s. 5381 7Section 5381. 214.65 (2) (a) of the statutes is amended to read:
AB150,1784,128 214.65 (2) (a) The board of directors shall adopt by a two-thirds majority vote
9of all directors a resolution setting forth the terms of the proposed sale and shall
10submit the plan to the commissioner department for preliminary approval. Upon
11receipt of approval by the commissioner department, the plan shall be submitted to
12a vote of the members or stockholders at a special or annual meeting.
AB150, s. 5382 13Section 5382. 214.65 (2) (b) of the statutes is amended to read:
AB150,1784,2114 214.65 (2) (b) The proposed sale is approved by the members or stockholders
15if it receives an affirmative vote from a majority of the total number of votes that are
16entitled to cast. A proposal for the voluntary liquidation of the savings bank may
17be submitted to the members or stockholders at the same meeting or at any later
18meeting called for that purpose. A certified summary of proceedings setting forth the
19terms of the proposed sale, the form and timing of the notice given, the vote on the
20proposal and the total number of votes entitled to cast shall be filed with the
21commissioner department.
AB150, s. 5383 22Section 5383. 214.65 (3) of the statutes is amended to read:
AB150,1785,323 214.65 (3) If the commissioner department finds that the deposit insurance
24corporation has approved the sale, the proposed sale is fair to all members,
25stockholders, creditors and other persons concerned and provision has been made for

1the disposition of the remaining assets, if any, of the savings bank, the commissioner
2department shall issue to the savings bank a certificate of authorization for the sale
3with a copy of the filed report of proceedings attached to the certificate.
AB150, s. 5384 4Section 5384. 214.655 (2) (intro.) of the statutes is amended to read:
AB150,1785,105 214.655 (2) (intro.) A savings bank shall apply to the commissioner department
6for authority to form an interim institution. The application shall be made on forms
7prescribed by the commissioner department and shall be accompanied by a
8nonrefundable $1,000 fee. The commissioner department shall promulgate rules
9governing the formation of, and the standards and supervisory considerations to be
10applied to, interim institutions. An application shall contain all of the following:
AB150, s. 5385 11Section 5385. 214.66 (1) of the statutes is amended to read:
AB150,1785,1312 214.66 (1) Applying to the commissioner department for authority to organize
13as a savings bank.
AB150, s. 5386 14Section 5386. 214.66 (5) of the statutes is amended to read:
AB150,1785,1615 214.66 (5) Obtaining the commissioner's department's approval to convert to
16a savings bank.
AB150, s. 5387 17Section 5387. 214.66 (7) of the statutes is amended to read:
AB150,1785,1918 214.66 (7) After obtaining the commissioner's department's approval, giving
19notice to its previous regulatory authority.
AB150, s. 5388 20Section 5388. 214.665 (1) of the statutes is amended to read:
AB150,1786,221 214.665 (1) With the prior approval of the commissioner department, which
22shall state that the proposed merger is necessary for the protection of depositors and
23other creditors, a savings bank that is in default or in danger of default may, by a
24majority vote of its board of directors and without a vote of its members or
25stockholders, merge with another savings bank, a state or federal savings and loan

1association, a state bank or a federal bank. The other entity shall be the resulting
2or continuing savings bank, savings and loan association or bank.
AB150, s. 5389 3Section 5389. 214.665 (2) of the statutes is amended to read:
AB150,1786,54 214.665 (2) The commissioner department shall by rule establish standards for
5determining if a savings bank is in default or in danger of default.
AB150, s. 5390 6Section 5390. 214.67 (1) of the statutes is amended to read:
AB150,1786,147 214.67 (1) With the prior approval of the commissioner department, which
8shall state that the proposed sale is necessary for the protection of depositors and
9other creditors, a savings bank may, by a majority vote of its board of directors and
10without a vote of its members or stockholders, sell all or any part of its assets to
11another savings bank, a state or federal savings and loan association, a state bank
12or a national bank if the savings bank, savings and loan association or bank assumes
13in writing all of the liabilities of the selling savings bank or to a deposit insurance
14corporation.
AB150, s. 5391 15Section 5391. 214.67 (2) of the statutes is amended to read:
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