221.0901(3)(c)1.1. In a transaction in which the division's approval is not required under
par. (b), the parties shall give written notice to the division at least 15 days before the effective date of the acquisition, unless a shorter period of notice is required under applicable federal law.
221.0901(3)(c)2.
2. In a transaction in which the division's approval is not required because the transaction is expressly permitted under federal law, an out-of-state bank that will result from a merger, consolidation or other transaction involving an in-state bank shall give notice to the division of the proposed merger, consolidation or other transaction no later than the date on which it files an application for the proposed merger, consolidation or other transaction with the federal bank supervisory agency. The notification shall include all of the following:
221.0901(3)(c)2.a.
a. A copy of the application submitted to the federal bank supervisory agency.
221.0901(4)
(4) Required application. A company that requires the division's approval under
sub. (3) (a) shall do all of the following:
221.0901(4)(a)
(a) File with the division an application in the form that the division requires.
221.0901(4)(b)
(b) Pay to the division an application fee determined by the division.
221.0901(4)(c)
(c) Reimburse the division for all actual costs incurred by the division in making an investigation related to the application under
par. (a) and in holding any hearing on the application.
221.0901(4)(d)
(d) Cause to be published a class 3 notice, under
ch. 985, in the form prescribed by the division, in the official state newspaper, of the application under
par. (a) and of the opportunity for a hearing under
sub. (5). If the application is to acquire an in-state bank, the notice also shall be published in a newspaper of general circulation in the city, village or town where the home office of the in-state bank is located.
221.0901(4)(e)
(e) File with the division proof of publication of the notice under
par. (d), upon completion of the publication of the notice.
221.0901(4)(f)
(f) If the applicant is an out-of-state bank holding company, submit to the division with the application, proof that the applicant has complied with, or is exempt from, the requirements of
subch. XV of ch. 180.
221.0901(5)(a)(a) Except as provided in
par. (b), the division shall hold a hearing on the application under
sub. (4) (a) if at least 25 residents of this state petition for a hearing within 30 days after the notice under
sub. (4) (d) or if the division, on its own motion, calls for a hearing within 30 days after the notice under
sub. (4) (d). Except as provided in
par. (b), the division may not approve any transaction under
sub. (3) (a) until the later of 30 days after the notice under
sub. (4) (d) or 30 days after any hearing required under this paragraph.
221.0901(5)(b)
(b) Paragraph (a) does not apply to a proposed transaction if the division finds that an emergency exists and that the proposed transaction is necessary and appropriate to prevent the probable failure of an in-state bank.
221.0901(6)
(6) Standards for disapproval. The division may disapprove a transaction under
sub. (3) (a) if the division finds any of the following:
221.0901(6)(a)
(a) Considering the financial and managerial resources and future prospects of the applicant and of the in-state bank or in-state bank holding company, the transaction would be contrary to the best interests of the shareholders or customers of the in-state bank or in-state bank holding company.
221.0901(6)(b)
(b) The action would be detrimental to the safety and soundness of the applicant or of the in-state bank or in-state bank holding company, or to the safety and soundness of a subsidiary or affiliate of the applicant, the in-state bank or the in-state bank holding company.
221.0901(6)(c)
(c) Because the applicant or its executive officers, directors or principal shareholders have not established a record of sound performance, efficient management, financial responsibility and integrity, the action would be contrary to the best interests of the depositors, other customers, creditors or shareholders of the applicant or of the in-state bank or in-state bank holding company or contrary to the best interests of the public.
221.0901(6)(d)
(d) The applicant has received a rating of "needs to improve record of meeting community credit needs" under
12 USC 2906 (b) (2) (C) or "substantial noncompliance in meeting community credit needs" under
12 USC 2906 (b) (2) (D) by the bank supervisory agency.
221.0901(6)(f)
(f) The applicant has failed to enter into an agreement prepared by the division to comply with the laws and rules of this state regulating consumer credit finance charges and other charges and related disclosure requirements, except to the extent preempted by federal law or regulation.
221.0901(6)(g)
(g) The applicant fails to meet any other standards established by rule of the division.
221.0901(7)
(7) State concentration limit. The division may not approve any transaction under
sub. (3) (a) if, upon consummation of the transaction, the applicant would control a greater percentage of the total amount of deposits of insured depository institutions in the state than the percentage specified under
12 USC 1842 (d) (2) (B) (ii).
221.0901(8)(a)(a) Except as provided in
pars. (b) and
(c), the division may not approve an application under
sub. (3) (a), other than an application by an in-state bank holding company or in-state bank, unless the in-state bank to be acquired, or all in-state bank subsidiaries of the in-state bank holding company to be acquired, have as of the proposed date of acquisition been in existence and in continuous operation for at least 5 years.
221.0901(8)(b)
(b) Except as otherwise provided in this paragraph, the division may approve an application under
sub. (3) (a) for an acquisition of an in-state bank holding company that owns one or more in-state banks that have been in existence for less than 5 years, if the applicant divests itself of those in-state banks within 2 years after the date of acquisition of the in-state bank holding company by the applicant. This paragraph does not apply if the applicant is an in-state bank holding company or in-state bank.
221.0901(8)(c)
(c) Paragraphs (a) and
(b) do not apply to an in-state bank that is the surviving bank of a merger with an in-state bank that had been in existence and continuous operation for at least 5 years at the time of the merger or would have been in existence and in continuous operation for at least 5 years as of the proposed date of acquisition, if the merger had not taken place.
221.0901(9)
(9) Reports. Each bank holding company that controls an in-state bank or an in-state bank holding company shall submit to the division reports under
s. 221.0526.
221.0901(10)
(10) Penalties. The division may enforce the provisions of this section pursuant to
s. 220.04 (9).
221.0901 Cross-reference
Cross Reference: See also chs.
DFI-Bkg 3,
4, and
19, Wis. adm. code.
221.0903
221.0903
In-state branches maintained by out-of-state banks. 221.0903(1)(a)
(a) "Bank supervisory agency" means any of the following:
221.0903(1)(a)1.
1. An agency of another state with primary responsibility for chartering and supervising banks.
221.0903(1)(b)1.
1. With respect to a state-chartered bank, the state in which the bank is chartered.
221.0903(1)(b)2.
2. With respect to a national bank, the state in which the main office of the bank is located.
221.0903(1)(b)3.
3. With respect to a foreign bank, the state determined to be the home state of the foreign bank under
12 USC 3103 (c).
221.0903(1)(d)
(d) "Out-of-state bank" means a bank with a home state other than this state.
221.0903(1)(dm)
(dm) "Out-of-state state bank" means a bank chartered under the laws of any state other than this state.
221.0903(1)(e)
(e) "State bank" means a bank chartered under this chapter.
221.0903(2)
(2) Notice and filing requirements. Each out-of-state state bank that has an in-state branch shall give the division notice of any merger, consolidation or other transaction that would cause a change of control with respect to the out-of-state state bank or a bank holding company of the out-of-state state bank, such that a filing would be required under
12 USC 1817 (j) or
12 USC 1841 to
1850. The notice required under this subsection shall be provided at least 30 days prior to date that the transaction is to become effective, unless the division determines that a transaction is an emergency transaction.
221.0903(3)
(3) Reporting requirements. The division may promulgate rules establishing periodic reporting requirements for out-of-state banks maintaining an in-state branch. Any reporting requirements established by rules promulgated under this subsection shall be consistent with all of the following:
221.0903(3)(b)
(b) The division's regulatory responsibilities with respect to that out-of-state bank and its in-state branch.
221.0903(4)(a)(a)
Examination power of division. The division may examine an in-state branch maintained by an out-of-state state bank, if the division considers the examination necessary to determine whether the in-state branch is being operated in compliance with the laws of this state and in accordance with safe and sound banking practices. The provisions of
ch. 220, as they apply to examinations of state banks, apply to the examinations of in-state branches of out-of-state banks.
221.0903(4)(b)
(b)
Contracts for examination services. The division may enter into contracts with any bank supervisory agency with concurrent jurisdiction over a state bank or an in-state branch of an out-of-state state bank to engage the services of the agency's examiners at a reasonable rate of compensation, or to provide the services of the division's examiners to the agency at a reasonable rate of compensation. Contracts entered into under this paragraph are exempt from
ss. 16.70 to
16.76 and
16.767 to
16.82.
221.0903(5)
(5) Enforcement. If the division determines that an in-state branch of an out-of-state state bank is being operated in violation of the laws of this state or is being operated in an unsafe or unsound manner, the division may take any enforcement action against the in-state branch that it would be able to take if the in-state branch were a state bank.
221.0903(6)
(6) Joint examination and enforcement actions. The division may enter into joint examinations and joint enforcement actions with other bank supervisory agencies having concurrent jurisdiction over a state bank with an out-of-state branch, or an in-state branch of an out-of-state state bank. This subsection does not prevent the division from making examinations or taking enforcement actions independently, if the division considers it appropriate to carry out its responsibilities or to ensure compliance with the laws of this state.
221.0903(7)
(7) Assessments. The division may promulgate rules establishing assessments for in-state branches of out-of-state state banks.
221.0903 History
History: 1997 a. 146.
RECORDS, REPORTS AND LEGAL PROCESS
221.1001
221.1001
Stock book. Every bank shall keep a stock book. The stock book shall be subject to the inspection of officers, directors and shareholders of the bank during the usual hours for transacting business. The stock book shall show the name, residence and number of shares held by each shareholder. A refusal by the officers of such bank to exhibit the stock book to any person rightfully demanding inspection of the book, may be required to forfeit not more than $50. In all actions, suits and proceedings, the stock book is presumptive evidence of the facts contained in the book.
221.1001 History
History: 1995 a. 336.
221.1002(1)(1)
Reporting requirements. A bank shall make to the division not less than 2 reports during each calendar year. The reports shall be made at the times required by the division on forms prescribed and furnished by the division. The forms shall conform as nearly as practicable to that required of national banks, including any schedules.
221.1002(2)
(2) Attestation. The reports under
sub. (1) shall be signed and verified by the oath or affirmation of one of the officers of the bank, and shall be attested by at least 2 of the directors. If by reason of absence or other inability it is impracticable to obtain the signature of 2 directors, the report shall specify the reason why it is impracticable and the attestation by the director so absent or under disability is not required.
221.1002(3)
(3) Resources and liabilities. The report under
sub. (1) shall exhibit in detail and under the proper headings, the resources and liabilities of the bank at the close of the business of any past day specified by the division. The bank shall transmit the report to the division within 30 days after the receipt of request for the report from the division.
221.1002(4)
(4) List of shareholders. When requested by the division, any bank shall report to the division a list of its shareholders, their residences, and the amount of stock held by each. The shareholder list shall be signed and verified by the oath or affirmation of one of the officers of the bank.
221.1002(5)
(5) Special reports. The division may require special reports from a bank, if the division determines that the reports are necessary to inform the division fully of the bank's condition.
221.1002 History
History: 1995 a. 336.
221.1003
221.1003
Forfeiture. A bank failing to make and transmit to the division a report or proof of publication required under this chapter may be required to forfeit to the division not more than $100 for each day after the report or proof of publication was required. If a bank fails or refuses to pay the forfeiture under this section, the division may institute proceedings for the recovery of the forfeiture.
221.1003 History
History: 1995 a. 336.
221.1004(1)(1)
Prohibition. An officer, director or employee of a bank may not do any of the following:
221.1004(1)(a)
(a) Willfully and knowingly subscribe to or make, or cause to be made, any false statement or false entry in the books of the bank.
221.1004(1)(b)
(b) Knowingly subscribe to or exhibit false papers with the intent to deceive any person authorized to examine the affairs of the bank.
221.1004(1)(c)
(c) Knowingly make, state, or publish any false report or statement of the bank.
221.1004(2)
(2) Penalties. Any person who violates
sub. (1) is guilty of a Class F felony.
221.1005
221.1005
Refusal to permit inspection. If an officer in charge of a bank refuses to submit the books, papers and concerns of the bank to the inspection of the division, or refuses to be examined under oath touching the concerns of the bank, the division may inform the attorney general. The department of justice shall then institute an action to procure a judgment dissolving the bank. In order to carry out this section, the division may commence and maintain in the division's name any action necessary or proper to enforce this section.
221.1005 History
History: 1995 a. 336.
221.1006
221.1006
Fees for certified copies. If a certified copy of a record filed in the division is lawfully required to be furnished by the division, the division may assess a reasonable fee as determined by the banking review board. These fees shall be deposited in the general fund.
221.1006 History
History: 1995 a. 336.
221.1007
221.1007
Legal process; how served. Legal process against a bank may be served upon the bank in the manner provided by law for service on other corporations organized under the laws of this state.
221.1007 History
History: 1995 a. 336.
221.1008
221.1008
Record search. A bank is entitled to reimbursement for expenses and costs incurred in searching for, reproducing and transporting books, papers, records and other data required to be produced by legal process, unless otherwise prohibited by law from collecting these expenses and costs or unless the person seeking the production is a government unit, as defined in
s. 108.02 (17). The expenses and costs shall be paid by persons seeking such production. If a bank is entitled to reimbursement under this section, a bank may not be required to produce books, papers, records and other data in response to legal process unless the expenses and costs, identified in an itemized invoice to be provided by the bank, are paid or unless payment is tendered to the bank in cash or by certified check or draft.
221.1008 History
History: 1995 a. 336.
BANK SERVICE CORPORATIONS
221.1101
221.1101
Bank service corporations.
