SB348,10,1312 214.49 (15) In any other investment authorized by the division. The division
13need not promulgate lists of authorized investments as rules under ch. 227.
SB348, s. 24 14Section 24. 214.545 of the statutes is amended to read:
SB348,10,23 15214.545 (title) Rules Permissible levels of investments. The
16commissioner shall promulgate rules to determine permissible levels of investment
17and permissible concentrations of assets for savings banks that apply to all lending
18and investment authority under this subchapter. The rules commissioner shall give
19due regard to capital adequacy, operating income, underwriting standards, risk
20inherent in the investment or loan, and competitive parity with other financial
21institutions when setting permissible levels. The commissioner need not promulgate
22permissible levels of investment or permissible concentrations of assets as rules
23under ch. 227
.
SB348, s. 25 24Section 25. 214.545 of the statutes, as affected by 1995 Wisconsin Acts 27 and
25.... (this act), is repealed and recreated to read:
SB348,11,8
1214.545 Permissible levels of investments. The division shall determine
2permissible levels of investment and permissible concentrations of assets for savings
3banks that apply to all lending and investment authority under this subchapter. The
4division shall give due regard to capital adequacy, operating income, underwriting
5standards, risk inherent in the investment or loan, and competitive parity with other
6financial institutions when setting permissible levels. The division need not
7promulgate permissible levels of investment or permissible concentrations of assets
8as rules under ch. 227.
SB348, s. 26 9Section 26. 214.625 of the statutes is amended to read:
SB348,11,15 10214.625 (title) Merger; stockholder vote of approval. If approved by the
11commissioner, the plan of merger shall be submitted to the members or stockholders
12of each merging stock financial institution for approval. A meeting of the members
13or
stockholders of a savings bank shall be called and held in accordance with ss.
14214.305 and 214.31. The plan is approved if it receives the affirmative vote of the
15majority of the total votes entitled to be cast.
SB348, s. 27 16Section 27. 214.625 of the statutes, as affected by 1995 Wisconsin Acts 27 and
17.... (this act), is repealed and recreated to read:
SB348,11,23 18214.625 Merger; stockholder vote of approval. If approved by the division,
19the plan of merger shall be submitted to the stockholders of each merging stock
20financial institution for approval. A meeting of the stockholders of a savings bank
21shall be called and held in accordance with ss. 214.305 and 214.31. The plan is
22approved if it receives the affirmative vote of the majority of the total votes entitled
23to be cast.
SB348, s. 28 24Section 28. 214.63 of the statutes is amended to read:
SB348,12,14
1214.63 Merger; commissioner's certificate. The executed merger
2agreement, together with a certified copy of the minutes of the meeting of members
3or
stockholders of each merging stock financial institution approving the merger
4agreement, shall be filed with the commissioner. The commissioner shall issue to the
5resulting savings bank a certificate of merger, setting forth the name of each merging
6financial institution, the name of the resulting savings bank and the date on which
7the commissioner approves the articles of incorporation and bylaws of the resulting
8savings bank. The merger takes effect on the date of the recording of the certificate
9or a later date if the certificate provides for a different date. Recording shall be
10completed in the same manner as required for savings bank articles of incorporation,
11in each county in which the home office of any of the merging financial institutions
12was located and in the county in which the home office of the resulting savings bank
13is located. The certificate shall be conclusive evidence of the merger and of the
14correctness of the merger proceedings except against this state.
SB348, s. 29 15Section 29. 214.63 of the statutes, as affected by 1995 Wisconsin Acts 27 and
16.... (this act), is repealed and recreated to read:
SB348,13,5 17214.63 Merger; certificate. The executed merger agreement, together with
18a certified copy of the minutes of the meeting of stockholders of each merging stock
19financial institution approving the merger agreement, shall be filed with the
20division. The division shall issue to the resulting savings bank a certificate of
21merger, setting forth the name of each merging financial institution, the name of the
22resulting savings bank and the date on which the division approves the articles of
23incorporation and bylaws of the resulting savings bank. The merger takes effect on
24the date of the recording of the certificate or a later date if the certificate provides
25for a different date. Recording shall be completed in the same manner as required

1for savings bank articles of incorporation, in each county in which the home office of
2any of the merging financial institutions was located and in the county in which the
3home office of the resulting savings bank is located. The certificate shall be
4conclusive evidence of the merger and of the correctness of the merger proceedings
5except against this state.
SB348, s. 30 6Section 30. 214.65 (2) (a) and (b) of the statutes are amended to read:
SB348,13,127 214.65 (2) (a) The board of directors shall adopt by a two-thirds majority vote
8of all directors a resolution setting forth the terms of the proposed sale and shall
9submit the plan to the commissioner for preliminary approval. Upon receipt of
10approval by the commissioner, the plan a stock savings bank shall be submitted
11submit the plan to a vote of the members or stockholders at a special or annual
12meeting.
SB348,13,1913 (b) The proposed sale is approved by the members or stockholders if it receives
14an affirmative vote from a majority of the total number of votes that are entitled to
15cast. A proposal for the voluntary liquidation of the savings bank may be submitted
16to the members or stockholders at the same meeting or at any later meeting called
17for that purpose. A certified summary of proceedings setting forth the terms of the
18proposed sale, the form and timing of the notice given, the vote on the proposal and
19the total number of votes entitled to cast shall be filed with the commissioner.
SB348, s. 31 20Section 31. 214.65 (2) (a) and (b) of the statutes, as affected by 1995 Wisconsin
21Acts 27 and .... (this act), are repealed and recreated to read:
SB348,14,222 214.65 (2) (a) The board of directors shall adopt by a two-thirds majority vote
23of all directors a resolution setting forth the terms of the proposed sale and shall
24submit the plan to the division for preliminary approval. Upon receipt of approval

1by the division, a stock savings bank shall submit the plan to a vote of the
2stockholders at a special or annual meeting.
SB348,14,93 (b) The proposed sale is approved by the stockholders if it receives an
4affirmative vote from a majority of the total number of votes that are entitled to cast.
5A proposal for the voluntary liquidation of the savings bank may be submitted to the
6stockholders at the same meeting or at any later meeting called for that purpose. A
7certified summary of proceedings setting forth the terms of the proposed sale, the
8form and timing of the notice given, the vote on the proposal and the total number
9of votes entitled to cast shall be filed with the division.
SB348, s. 32 10Section 32. 214.665 (1) of the statutes is amended to read:
SB348,14,1711 214.665 (1) With the prior approval of the commissioner, which shall state that
12the proposed merger is necessary for the protection of depositors and other creditors,
13a savings bank that is in default or in danger of default may, by a majority vote of its
14board of directors and without a stockholder vote of its members or stockholders,
15merge with another savings bank, a state or federal savings and loan association, a
16state bank or a federal bank. The other entity shall be the resulting or continuing
17savings bank, savings and loan association or bank.
SB348, s. 33 18Section 33. 214.665 (1) of the statutes, as affected by 1995 Wisconsin Acts 27
19and .... (this act), is repealed and recreated to read:
SB348,15,220 214.665 (1) With the prior approval of the division, which shall state that the
21proposed merger is necessary for the protection of depositors and other creditors, a
22savings bank that is in default or in danger of default may, by a majority vote of its
23board of directors and without a stockholder vote, merge with another savings bank,
24a state or federal savings and loan association, a state bank or a federal bank. The

1other entity shall be the resulting or continuing savings bank, savings and loan
2association or bank.
SB348, s. 34 3Section 34. 214.67 of the statutes is amended to read:
SB348,15,11 4214.67 Emergency sale of assets. (1) With the prior approval of the
5commissioner, which shall state that the proposed sale is necessary for the protection
6of depositors and other creditors, a savings bank may, by a majority vote of its board
7of directors and, notwithstanding s. 214.65 (1), without a stockholder vote of its
8members or stockholders
, sell all or any part of its assets to another savings bank,
9a state or federal savings and loan association, a state bank or a national bank if the
10savings bank, savings and loan association or bank assumes in writing all of the
11liabilities of the selling savings bank or to a deposit insurance corporation.
SB348,15,17 12(2) A savings bank may sell to a savings bank, state or federal savings and loan
13association, state bank or federal bank an insubstantial portion of its total deposits
14as described in 12 USC 1815 5 (d) (2) (D). Approval of the sale shall be by a majority
15vote of the board of directors and, with approval of the commissioner and
16notwithstanding s. 214.65 (1)
, may be without a stockholder vote of its members or
17stockholders
.
SB348, s. 35 18Section 35. 214.67 of the statutes, as affected by 1995 Wisconsin Acts 27 and
19.... (this act), is repealed and recreated to read:
SB348,16,2 20214.67 Emergency sale of assets. (1) With the prior approval of the division,
21which shall state that the proposed sale is necessary for the protection of depositors
22and other creditors, a savings bank may, by a majority vote of its board of directors
23and, notwithstanding s. 214.65 (1), without a stockholder vote, sell all or any part of
24its assets to another savings bank, a state or federal savings and loan association,
25a state bank or a national bank if the savings bank, savings and loan association or

1bank assumes in writing all of the liabilities of the selling savings bank or to a deposit
2insurance corporation.
SB348,16,7 3(2) A savings bank may sell to a savings bank, state or federal savings and loan
4association, state bank or federal bank an insubstantial portion of its total deposits
5as described in 12 USC 1815 5 (d) (2) (D). Approval of the sale shall be by a majority
6vote of the board of directors and, with approval of the division and notwithstanding
7s. 214.65 (1), may be without a stockholder vote.
SB348, s. 36 8Section 36. 214.755 (1m) of the statutes is created to read:
SB348,16,109 214.755 (1m) The officers or employes of a savings bank may not disclose the
10contents of an examination report except to any of the following:
SB348,16,1111 (a) Law enforcement or prosecutorial agencies or a court.
SB348,16,1312 (b) The savings bank's attorneys or its independent certified public
13accountants.
SB348,16,1414 (c) The savings bank's deposit insurance corporation.
SB348, s. 37 15Section 37. 214.755 (2) of the statutes is amended to read:
SB348,16,1716 214.755 (2) An individual who violates sub. (1) or (1m) shall forfeit his or her
17office or position.
SB348, s. 38 18Section 38. 214.76 (4m) of the statutes is created to read:
SB348,16,2419 214.76 (4m) (a) Instead of an audit under sub. (1), the commissioner may
20conduct an audit of a savings bank, if requested by the savings bank's board of
21directors. An audit under this paragraph is in addition to an examination under s.
22214.725. The commissioner shall charge the savings bank a fee for conducting an
23audit under this paragraph. The charge for an audit under this paragraph shall be
24at the same rate as the regular examination fee established under s. 214.715 (1) (h).
SB348,17,5
1(b) The commissioner may order an audit of a savings bank if the commissioner
2has reason to question the savings bank's safety or soundness or compliance with
3state or federal statutes, federal regulations or state rules. A savings bank shall pay
4the cost of an audit under this paragraph and shall file a copy of an audit report with
5the commissioner.
SB348, s. 39 6Section 39. 214.76 (4m) of the statutes, as created by 1995 Wisconsin Act ....
7(this act), is amended to read:
SB348,17,148 214.76 (4m) (a) Instead of an audit under sub. (1), the commissioner division
9may conduct an audit of a savings bank, if requested by the savings bank's board of
10directors. An audit under this paragraph is in addition to an examination under s.
11214.725. The commissioner division shall charge the savings bank a fee for
12conducting an audit under this paragraph. The charge for an audit under this
13paragraph shall be at the same rate as the regular examination fee established under
14s. 214.715 (1) (h).
SB348,17,1915 (b) The commissioner division may order an audit of a savings bank if the
16commissioner division has reason to question the savings bank's safety or soundness
17or compliance with state or federal statutes, federal regulations or state rules. A
18savings bank shall pay the cost of an audit under this paragraph and shall file a copy
19of an audit report with the commissioner division.
SB348, s. 40 20Section 40. 214.93 of the statutes is amended to read:
SB348,17,25 21214.93 False statements. A person may not knowingly make, cause, or allow
22another person to make or cause to be made, a false statement, under oath if required
23by this chapter or on any report or statement required by the commissioner or by this
24chapter. In addition to any forfeiture under s. 214.935, a person who violates this
25section may be imprisoned for not more than 20 years.
SB348, s. 41
1Section 41. 214.93 of the statutes, as affected by 1995 Wisconsin Acts 27 and
2.... (this act), is repealed and recreated to read:
SB348,18,7 3214.93 False statements. A person may not knowingly make, cause, or allow
4another person to make or cause to be made, a false statement, under oath if required
5by this chapter or on any report or statement required by the division or by this
6chapter. In addition to any forfeiture under s. 214.935, a person who violates this
7section may be imprisoned for not more than 20 years.
SB348, s. 42 8Section 42. Initial applicability.
SB348,18,10 9(1)  False statement penalty. The amendment of section 214.93 of the statutes
10first applies to a false statement made on the effective date of this subsection.
SB348, s. 43 11Section 43. Effective dates. This act takes effect on the day after
12publication, except as follows:
SB348,18,17 13(1) The repeal and recreation of sections 214.305, 214.345 (5) (by Section 9),
14214.485 (9), 214.49 (5) (intro.), (12), (14) and (15), 214.545, 214.625, 214.63, 214.65
15(2) (a) and (b), 214.665 (1), 214.67 and 214.93 of the statutes and the amendment of
16section 214.76 (4m) of the statutes take effect on July 1, 1996, or on the day after
17publication, whichever is later.
SB348,18,1818 (End)
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