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:
AB150,1786,2016
214.67
(2) A savings bank may sell to a savings bank, state or federal savings
17and loan association, state bank or federal bank an insubstantial portion of its total
18deposits as described in
12 USC 1815 5 (d) (2) (D). Approval of the sale shall be by
19a majority vote of the board of directors and, with approval of the
commissioner 20department, may be without a vote of its members or stockholders.
AB150, s. 5392
21Section
5392. 214.675 (1) of the statutes is amended to read:
AB150,1786,2522
214.675
(1) A person, whether acting directly or indirectly, alone or with one
23or more persons, shall give the
commissioner department 60 days' written notice of
24intent to acquire control of 10% or more of a savings bank, affiliate, savings bank
25subsidiary, savings bank holding company or service corporation.
AB150, s. 5393
1Section
5393. 214.675 (2) of the statutes is amended to read:
AB150,1787,102
214.675
(2) A person, whether acting directly or indirectly, alone or with one
3or more persons, shall apply to the
commissioner
department 60 days before any
4proposed change in control. A change in control occurs if any change of ownership
5of stock, or of rights related to stock, would result in a person, whether acting directly
6or indirectly, alone or with one or more persons, owning, directly or indirectly, 25%
7or more of the voting shares or rights in a savings bank, affiliate, savings bank
8subsidiary, savings bank holding company or service corporation or such lesser
9amount that would entitle the person to elect one member to the board of directors
10of the entity.
AB150, s. 5394
11Section
5394. 214.675 (3) of the statutes is amended to read:
AB150,1787,1312
214.675
(3) The
commissioner department may examine the books and records
13of a person filing notice of intent under sub. (1) or an application under sub. (2).
AB150, s. 5395
14Section
5395. 214.675 (4) of the statutes is amended to read:
AB150,1787,2015
214.675
(4) The
commissioner's department's decision on a filing under sub. (1)
16or (2) shall be issued within 30 days after the date of receipt of a complete initial
17application or the date of receipt of additional information requested by the
18commissioner department that is necessary for making the decision. The
19commissioner department shall make a request for additional information within 30
20days of the date of the
commissioner's department's receipt of an initial filing.
AB150, s. 5396
21Section
5396. 214.675 (5) of the statutes is amended to read:
AB150,1787,2322
214.675
(5) The
commissioner department shall promulgate rules to
23implement this section.
AB150, s. 5397
24Section
5397. 214.68 (1) (b) of the statutes is amended to read:
AB150,1788,5
1214.68
(1) (b) At the meeting the members or stockholders may, by affirmative
2vote of not less than two-thirds of the eligible votes, resolve to convert the savings
3bank into a federal savings bank, or if a federal institution, into a savings bank. A
4verified copy of the minutes of the meeting shall be filed with the
commissioner 5department within 10 days after the date of the meeting.
AB150, s. 5398
6Section
5398. 214.68 (1) (d) of the statutes is amended to read:
AB150,1788,117
214.68
(1) (d) Within 6 months after the date of the meeting to convert, the
8savings bank shall take all steps necessary to complete the conversion. Within 10
9days after receipt of federal authorization, the savings bank shall file with the
10commissioner department a copy of its federal authorization. Upon filing, the
11savings bank shall cease to be a savings bank and shall be a federal savings bank.
AB150, s. 5399
12Section
5399. 214.68 (1) (e) of the statutes is amended to read:
AB150,1788,1713
214.68
(1) (e) Within 6 months after the date of the federal institution's meeting
14to convert, the
commissioner department shall examine the federal institution and
15shall determine the action necessary to qualify the federal institution to convert to
16a savings bank. Upon complying with the necessary requirements, the
commissioner 17department shall approve the conversion.
AB150, s. 5400
18Section
5400. 214.68 (3) of the statutes is amended to read:
AB150,1788,2019
214.68
(3) Before any conversion under this section is effective, the
20commissioner department shall issue a certificate of conversion.
AB150, s. 5401
21Section
5401. 214.685 (1) of the statutes is amended to read:
AB150,1789,222
214.685
(1) A mutual savings bank may convert to a stock savings bank under
23this section. The board of directors of the mutual savings bank shall adopt a plan of
24conversion that complies with this section and the rules of the
commissioner
1department. The plan of conversion is subject to the approval of the
commissioner 2department.
AB150, s. 5402
3Section
5402. 214.685 (2) of the statutes is amended to read:
AB150,1789,114
214.685
(2) Conversion of a mutual savings bank shall be effective only if it is
5accomplished according to a plan of conversion approved by the
commissioner 6department under sub. (1) and if the plan is approved by an affirmative vote of the
7majority of all votes entitled to be cast by members. Notice of a meeting to vote on
8the plan of conversion shall be sent to each member at least 10 days before the
9meeting. The notice shall state the date, time, place and purpose of the meeting,
10provide a summary of the plan of conversion and include any other information the
11commissioner department requires.
AB150, s. 5403
12Section
5403. 214.685 (3) (intro.) of the statutes is amended to read:
AB150,1789,1513
214.685
(3) (intro.) Within 10 days after the date of a meeting at which a plan
14of conversion is adopted, the board of directors shall submit to the
commissioner 15department all of the following:
AB150, s. 5404
16Section
5404. 214.685 (3) (b) of the statutes is amended to read:
AB150,1789,1817
214.685
(3) (b) Any additional information pertaining to the plan of conversion
18that the
commissioner department may require.
AB150, s. 5405
19Section
5405. 214.685 (4) (intro.) of the statutes is amended to read:
AB150,1789,2220
214.685
(4) (intro.) The
commissioner
department may approve a plan of
21conversion if the
commissioner department finds that the plan meets all of the
22following conditions:
AB150, s. 5406
23Section
5406. 214.685 (4) (c) of the statutes is amended to read:
AB150,1789,2524
214.685
(4) (c) Complies with any standard which the
commissioner 25department may promulgate by rule.
AB150, s. 5407
1Section
5407. 214.685 (5) of the statutes is amended to read:
AB150,1790,82
214.685
(5) The
commissioner department may issue to a mutual savings bank
3a certificate of conversion to a stock savings bank, if the
commissioner department 4determines the plan of conversion has been implemented as approved and the
5savings bank has complied with this section and any conditions to the approval. The
6date specified in the certificate is the effective date of the conversion. The certificate
7shall be recorded with the register of deeds in the county in which the home office of
8the savings bank is located.
AB150, s. 5408
9Section
5408. 214.685 (8) (intro.) of the statutes is amended to read:
AB150,1790,1110
214.685
(8) (intro.) The
commissioner
department shall issue rules governing
11the conversion of mutual savings banks, including:
AB150, s. 5409
12Section
5409. 214.685 (8) (j) of the statutes is amended to read:
AB150,1790,1413
214.685
(8) (j) Any other requirements for converting a mutual savings bank
14to a stock savings bank that the
commissioner department considers to be necessary.
AB150, s. 5410
15Section
5410. 214.715 (title) of the statutes is amended to read:
AB150,1790,16
16214.715 (title)
Powers of commissioner the department.
AB150, s. 5411
17Section
5411. 214.715 (1) (intro.) of the statutes is amended to read:
AB150,1790,1818
214.715
(1) (intro.) The
commissioner
department shall do all of the following:
AB150, s. 5412
19Section
5412. 214.715 (1) (e) of the statutes is amended to read:
AB150,1790,2120
214.715
(1) (e) Submit an annual report to the governor and the legislature
21regarding the work of the
commissioner's office department under this chapter.
AB150, s. 5413
22Section
5413. 214.715 (1) (f) of the statutes is amended to read:
AB150,1791,223
214.715
(1) (f) Commence an action
in the commissioner's name to enforce any
24law of this state that applies to savings banks, service corporations, savings bank
25subsidiaries, affiliates or savings bank holding companies, including the
1enforcement of any obligation of the officers, directors, agents or employes of these
2entities.
AB150, s. 5414
3Section
5414. 214.715 (1) (h) of the statutes is amended to read:
AB150,1791,124
214.715
(1) (h) Establish a reasonable fee structure, subject to approval of the
5review board, for savings banks and savings bank holding companies and for their
6service corporations and subsidiaries. The fees may include annual fees, application
7fees, regular and special examination fees and other fees that relate to the
8commissioner's department's responsibilities under this chapter and that are
9directly attributable to the entities operating under this chapter. The
commissioner 10department may assess, bill and collect fees established under this paragraph. The
11amounts collected by the
commissioner department shall be used for the expenses
12of the
office of the commissioner department.
AB150, s. 5415
13Section
5415. 214.715 (2) of the statutes is amended to read:
AB150,1791,1714
214.715
(2) The commissioner Employes of the department may not be subject
15to any civil liability or penalty, or to any criminal prosecution, for any error in
16judgment or discretion made in good faith and upon reasonable grounds in any action
17taken or omitted by the
commissioner employe in an official capacity.
AB150, s. 5416
18Section
5416. 214.715 (3) of the statutes is amended to read:
AB150,1791,2319
214.715
(3) If it appears to the
commissioner department of financial
20institutions that a savings bank is conducting its business in violation of this chapter,
21the
commissioner department of financial institutions may report the facts to the
22department of justice which may bring an action to revoke the certificate of
23incorporation of the savings bank.
AB150, s. 5417
24Section
5417. 214.715 (4) (a) of the statutes is amended to read:
AB150,1792,4
1214.715
(4) (a) A savings bank that intends to move its home office or a branch
2office to some other location not more than one mile from its current location shall
3make an application to the
commissioner department. The
commissioner 4department may approve or deny the application for relocation.
AB150, s. 5418
5Section
5418. 214.715 (4) (b) of the statutes is amended to read:
AB150,1792,136
214.715
(4) (b) A savings bank that intends to move its home office or a branch
7office to some other location more than one mile from its current location shall make
8an application to the
commissioner department. The
commissioner department 9shall give notice and provide an opportunity for hearing as provided in s. 214.26 (3)
10to (5). In approving or denying the application for relocation, the
commissioner 11department shall determine the need for relocation and determine whether undue
12harm or injury would be caused to any savings bank doing business in the area or
13vicinity of the proposed relocation.
AB150, s. 5419
14Section
5419. 214.72 (1) (b) of the statutes is amended to read:
AB150,1792,1915
214.72
(1) (b) "Financial regulator" means the
commissioner, department
16secretary and deputy
commissioner, secretary, and an administrator
of examination
17and supervision,
a supervisor of data processing, legal counsel and a
savings bank 18financial institution examiner
employed by the department and includes any
19member of a financial regulator's immediate family, as defined in s. 19.42 (7).
AB150, s. 5420
20Section
5420. 214.72 (3) of the statutes is amended to read:
AB150,1793,521
214.72
(3) Within 30 days after commencing employment as a financial
22regulator and at least once each year, each financial regulator, for himself or herself
23and covering his or her immediate family, shall complete a written, sworn report
24disclosing the nature of all business relationships with savings banks on forms
25prescribed by the
commissioner department. Each report shall be reviewed by the
1commissioner department, except that the
commissioner's secretary's and deputy
2commissioner's secretary's report shall be reviewed by the review board. The
3reviewers shall determine if any business relationship is or appears improper and,
4if so, may direct the termination of that business relationship within a reasonable,
5prescribed time period.
AB150, s. 5421
6Section
5421. 214.725 (1) of the statutes is amended to read:
AB150,1793,147
214.725
(1) At least once every 18 months and more often if necessary, the
8commissioner department shall examine the books, records, operations and affairs
9of a savings bank. In the course of the examination, the
commissioner department 10may also examine in the same manner any entity, company or individual that the
11commissioner department determines may have a relationship with the savings
12bank or a savings bank holding company, savings bank subsidiary, service
13corporation or affiliate of the savings bank, if the relationship may adversely affect
14the affairs, activities and safety and soundness of the savings bank.
AB150, s. 5422
15Section
5422. 214.725 (2) of the statutes is amended to read:
AB150,1793,2216
214.725
(2) The
commissioner department shall consider it to be necessary to
17conduct an examination more often than every 18 months if a required report from
18a savings bank indicates a material change in financial condition or a material
19violation of a state or federal law, of a federal regulation or of a rule of the
20commissioner department. If that condition is grounds for taking custody of the
21savings bank under s. 214.76, the examination shall be initiated within 10 business
22days.
AB150, s. 5423
23Section
5423. 214.725 (3) (f) of the statutes is amended to read:
AB150,1793,2524
214.725
(3) (f) Any other matter the
commissioner department considers to be
25appropriate.
AB150, s. 5424
1Section
5424. 214.725 (4) of the statutes is amended to read:
AB150,1794,82
214.725
(4) If a savings bank, its savings bank holding company or any of its
3savings bank subsidiaries or service corporations has not been audited at least once
4in the 12 months before the
commissioner's department's examination, the
5commissioner department shall order an audit of the entity's books and records to be
6made by an independent certified public accountant, selected by the
commissioner 7department, who has experience in financial institution audits. The cost of the audit
8shall be paid for by the entity being audited.
AB150, s. 5425
9Section
5425. 214.725 (5) of the statutes is amended to read:
AB150,1794,1310
214.725
(5) The commissioner, employes
Employes of the
office of the
11commissioner department or other designated agents may administer oaths and
12examine and take and preserve testimony under oath as to anything in the affairs
13or ownership of the savings bank or the entity examined.
AB150, s. 5426
14Section
5426. 214.725 (7) of the statutes is amended to read:
AB150,1794,1715
214.725
(7) If a savings bank fails to submit to an examination, the
16commissioner department shall report that failure to the attorney general, who shall
17institute proceedings to revoke its certificate of incorporation.
AB150, s. 5427
18Section
5427. 214.735 of the statutes is amended to read:
AB150,1794,24
19214.735 Examination report. Upon completion of an examination, the
20commissioner department shall provide an examination report to the board of
21directors of the savings bank or other entity examined. Each director shall read the
22report and shall sign an affidavit affirming that the director has read and
23understands the report. The affidavits shall be retained by the savings bank or
24entity examined and may be examined by the
commissioner department.
AB150, s. 5428
25Section
5428. 214.74 (title) of the statutes is amended to read:
AB150,1795,1
1214.74 (title)
Orders of the
commissioner department.
AB150, s. 5429
2Section
5429. 214.74 (1) of the statutes is amended to read:
AB150,1795,93
214.74
(1) If the affairs of the savings bank, savings bank subsidiary, service
4corporation or affiliate or savings bank holding company are not being conducted in
5accordance with this chapter, the
commissioner department may require the
6directors, officers and employes to take necessary corrective action. If the necessary
7corrective action is not taken, the
commissioner
department may issue an order to
8the directors of the entity, to be served personally or by certified mail, specifying a
9date for the performance of the corrective action.
AB150, s. 5430
10Section
5430. 214.74 (2) of the statutes is amended to read:
AB150,1795,2011
214.74
(2) If the order contains a finding that the business of the savings bank
12or savings bank holding company is being conducted in a fraudulent, illegal, unsafe
13or unsound manner or that the violation or the continuance of the practice to be
14corrected may cause insolvency, substantial dissipation of assets or earnings or the
15impairment of capital, the savings bank or savings bank holding company shall
16comply with the order immediately, unless the order is modified or withdrawn by the
17commissioner department or modified or terminated by a court. Notwithstanding
18sub. (3), the
commissioner department may apply to the circuit court in the county
19in which the home office of the savings bank or savings bank holding company is
20located for enforcement of an order.