Amendment ASA-AB150

AB150-ASA,1604,11 214.085 (2) The commissioner division shall assess a savings bank holding company fees and charges as necessary to cover the cost of the commissioner's division's examination and supervision under this chapter. The commissioner division may promulgate rules to establish fees and payment schedules to support registration, examination and supervision under this chapter.

AB150-ASA, s. 5291 Section 5291. 214.09 of the statutes is amended to read:

AB150-ASA,1604,20 214.09 Acquisitions. Subject to rules of the commissioner division, a savings bank holding company may acquire control of a savings bank or of a savings bank holding company upon application to and with the prior written approval of the commissioner division. The application shall be in a form prescribed by the commissioner division. The commissioner division shall approve the application if the commissioner division determines that the acquisition is consistent with the interest of maintaining a sound financial system and that the proposed acquisition does not afford a basis for supervisory objection.

AB150-ASA, s. 5292 Section 5292. 214.095 (3) of the statutes is amended to read:

AB150-ASA,1604,25 214.095 (3) The commissioner division shall promulgate rules to regulate the formation of and the ongoing business of the subsidiaries and the savings bank holding company, including the rights of members or stockholders, levels of investment in holding company subsidiaries, and stock sales.

AB150-ASA, s. 5293 Section 5293. 214.155 (2) of the statutes is amended to read:

AB150-ASA,1605,6 214.155 (2) A savings bank proposing any action under sub. (1) shall file an application with the commissioner division for approval of the transaction and shall provide the commissioner division with copies of all applications and materials filed with a federal agency or agency of another state in seeking approval of the transaction.

AB150-ASA, s. 5294 Section 5294. 214.16 (2) of the statutes is amended to read:

AB150-ASA,1605,12 214.16 (2) An in-state savings bank holding company proposing any action under sub. (1) shall file an application with the commissioner division for approval of the transaction and shall provide the commissioner division with copies of all applications and materials filed with a federal agency or agency of another state in seeking approval of the transaction.

AB150-ASA, s. 5295 Section 5295. 214.17 (1) (intro.) of the statutes is amended to read:

AB150-ASA,1605,16 214.17 (1) (intro.) The commissioner division finds that the statutes of the state in which the regional institution or regional holding company has its principal place of business permit all of the following:

AB150-ASA, s. 5296 Section 5296. 214.17 (2) of the statutes is amended to read:

AB150-ASA,1605,20 214.17 (2) The commissioner division has not disapproved the acquisition of the savings bank or the acquisition or merger with the in-state savings bank holding company under s. 214.18.

AB150-ASA, s. 5297 Section 5297. 214.17 (3) of the statutes is amended to read:

AB150-ASA,1606,6 214.17 (3) The commissioner division publishes under ch. 985 a class 3 notice, in the official state newspaper, of the application to take an action under s. 214.165 and of the opportunity for a hearing and, if at least 25 residents of this state petition for a hearing within 30 days of the final notice or if the commissioner division on the commissioner's division's own motion calls for a hearing within 30 days of the final notice, the commissioner division holds a public hearing on the application, except that a hearing is not required if the commissioner division finds that an emergency exists and that the proposed action under s. 214.165 is necessary and appropriate to prevent the probable failure of an in-state savings bank that is closed or in danger of closing.

AB150-ASA, s. 5298 Section 5298. 214.17 (4) of the statutes is amended to read:

AB150-ASA,1606,11 214.17 (4) The commissioner division is provided a copy of any application seeking approval by a federal agency of the acquisition of an in-state savings bank or acquisition of or merger with an in-state savings bank holding company and of any supplemental material or amendments filed with the application.

AB150-ASA, s. 5299 Section 5299. 214.17 (5) of the statutes is amended to read:

AB150-ASA,1606,15 214.17 (5) The applicant has paid the commissioner division a fee of $1,000 together with the actual costs incurred by the commissioner division in holding any hearing on the application.

AB150-ASA, s. 5300 Section 5300. 214.18 (intro.) of the statutes is amended to read:

AB150-ASA,1606,19 214.18 Standards for disapproval. (intro.) The commissioner division may disapprove any action under s. 214.165 if the commissioner division finds any of the following:

AB150-ASA, s. 5301 Section 5301. 214.18 (6) of the statutes is amended to read:

AB150-ASA,1606,24 214.18 (6) The applicant has failed to enter into an agreement prepared by the commissioner division to comply with laws and rules of this state regulating consumer credit finance charges and of the charges and related disclosure requirements, except to the extent preempted by federal law or regulation.

AB150-ASA, s. 5302 Section 5302. 214.18 (8) of the statutes is amended to read:

AB150-ASA,1607,2 214.18 (8) The applicant fails to meet any other standard established by rule of the commissioner division.

AB150-ASA, s. 5303 Section 5303. 214.20 of the statutes is amended to read:

AB150-ASA,1607,12 214.20 Divestiture. A savings bank holding company that ceases to be an in-state savings bank holding company or regional holding company shall immediately notify the commissioner division of the change in its status and shall, as soon as practical and no later than 2 years after the event causing it to no longer be one of these entities, divest itself of control of all in-state savings banks and in-state savings bank holding companies. A savings bank holding company that fails to immediately notify the commissioner division shall be subject to a forfeiture of $500 per day, beginning on the day its status changes and ending on the day the commissioner division receives notification.

AB150-ASA, s. 5304 Section 5304. 214.24 (1) of the statutes is amended to read:

AB150-ASA,1607,15 214.24 (1) An adult resident of this state may, with the approval of the commissioner division, organize a savings bank.

AB150-ASA, s. 5305 Section 5305. 214.24 (2) of the statutes is amended to read:

AB150-ASA,1607,21 214.24 (2) For stock savings banks, the commissioner division shall determine the minimum required capital which shall be at least the minimum required to obtain insurance of accounts from a deposit insurance corporation and may include additional amounts as the commissioner division may require, based on rules promulgated by the commissioner division.

AB150-ASA, s. 5306 Section 5306. 214.24 (3) of the statutes is amended to read:

AB150-ASA,1608,5 214.24 (3) For mutual savings banks, the commissioner division shall determine the aggregate minimum amount of funds to be paid into the savings bank's deposit accounts by persons subscribing for deposit accounts and the length of time for which the incorporators shall guarantee payment of savings bank operating expenses. The minimum amount of capital required shall be at least the minimum required to obtain insurance of the accounts from a deposit insurance corporation and may include additional amounts as the commissioner division may require, based on rules promulgated by the commissioner division.

AB150-ASA, s. 5307 Section 5307. 214.245 (intro.) of the statutes is amended to read:

AB150-ASA,1608,11 214.245 Content of application to organize. (intro.) The incorporators shall file an application for a certificate to organize a savings bank on forms prescribed by the commissioner division. The application shall include any information the commissioner division considers necessary but shall include at least all of the following:

AB150-ASA, s. 5308 Section 5308. 214.25 (1) of the statutes is amended to read:

AB150-ASA,1608,14 214.25 (1) The commissioner division shall approve the articles of incorporation of a savings bank.

AB150-ASA, s. 5309 Section 5309. 214.25 (2) of the statutes is amended to read:

AB150-ASA,1608,19 214.25 (2) Duplicate originals of the articles of incorporation executed by the incorporators, and any subsequent amendments to the articles that are adopted by the members or stockholders of the savings bank shall be filed with and approved by the commissioner division.

AB150-ASA, s. 5310 Section 5310. 214.25 (3) of the statutes is amended to read:

AB150-ASA,1608,23 214.25 (3) Upon their approval by the commissioner division, articles of incorporation and amendments to the articles shall be recorded in the office of the register of deeds in the county in which the home office of the savings bank is located.

AB150-ASA, s. 5311 Section 5311. 214.25 (5) of the statutes is amended to read:

AB150-ASA,1609,4 214.25 (5) The effective date of the articles of incorporation and amendments to the articles shall be the date of recording in the office of the register of deeds or a later date if the document provides for a different date. The register of deeds shall forward a certificate of recording to the commissioner division.

AB150-ASA, s. 5312 Section 5312. 214.255 (1) of the statutes is amended to read:

AB150-ASA,1609,7 214.255 (1) The commissioner division shall approve the bylaws of a savings bank.

AB150-ASA, s. 5313 Section 5313. 214.255 (2) of the statutes is amended to read:

AB150-ASA,1609,10 214.255 (2) Duplicate originals of the bylaws and any subsequent amendments to the bylaws shall be filed with and approved by the commissioner division.

AB150-ASA, s. 5314 Section 5314. 214.255 (3) of the statutes is amended to read:

AB150-ASA,1609,14 214.255 (3) The effective date of the bylaws and amendments to the bylaws shall be the date on which they are approved by the commissioner division or a later date if the document provides for a different date.

AB150-ASA, s. 5315 Section 5315. 214.26 (1) of the statutes is amended to read:

AB150-ASA,1609,20 214.26 (1) The commissioner division may require additional information and shall conduct whatever investigation necessary, including subpoenaing books and records, taking public testimony and conducting hearings, to determine if the commissioner division should issue a certificate to organize. The incorporators shall share jointly and severally the expense of an investigation.

AB150-ASA, s. 5316 Section 5316. 214.26 (2) (a) of the statutes is amended to read:

AB150-ASA,1609,24 214.26 (2) (a) The expense fund shall be an asset of the proposed mutual savings bank if the commissioner division approves the application, and shall be reflected on the books as a liability under the caption "subsidy by incorporators".

AB150-ASA, s. 5317 Section 5317. 214.26 (2) (c) of the statutes is amended to read:

AB150-ASA,1610,6 214.26 (2) (c) After 3 years of corporate existence, the board of directors may petition the commissioner division for authority to repay the incorporators, on a proportional basis, any unused portion remaining in the expense fund. If the commissioner division determines that the operations of the mutual savings bank at that point are of such degree as so enable the mutual savings bank to operate without the subsidy, the commissioner division may authorize repayment.

AB150-ASA, s. 5318 Section 5318. 214.26 (2) (d) of the statutes is amended to read:

AB150-ASA,1610,15 214.26 (2) (d) After the 4th year of corporate existence, and each subsequent year, the board of directors of the mutual savings bank may petition the commissioner division for authority to pay out of current income of any period to the incorporators on a proportional basis, the amount remaining after payment of expenses, provision for taxes and the provision for distribution of earnings as a recovery of previous charges made to the expense fund account. The commissioner division may approve or deny the petition for recovery payments. Recovery payments may not exceed the total of the charges made to the expense fund account.

AB150-ASA, s. 5319 Section 5319. 214.26 (3) (a) of the statutes is amended to read:

AB150-ASA,1611,2 214.26 (3) (a) Within 30 days after receiving a completed application, the commissioner division shall furnish a notice of application to the incorporators and to each savings bank authorized to operate an office within 4 miles of the proposed home office if it is to be located in Milwaukee county, or within 20 miles of the proposed home office if it is to be located outside of Milwaukee county. The notice shall describe the location and nature of the proposed home office and any other proposed office and shall solicit written comments on the application. If a hearing on the application has been scheduled, the notice shall indicate the time and place of the hearing. If a hearing has not been scheduled, the notice shall describe the right of interested persons to request a hearing.

AB150-ASA, s. 5320 Section 5320. 214.26 (3) (b) of the statutes is amended to read:

AB150-ASA,1611,6 214.26 (3) (b) The incorporators shall publish the notice of application as a class 3 notice under ch. 985 in the city, town or village where the home office is to be located and shall provide the commissioner division with proof of publication.

AB150-ASA, s. 5321 Section 5321. 214.26 (4) (intro.) of the statutes is amended to read:

AB150-ASA,1611,9 214.26 (4) (intro.)  The commissioner division shall conduct a public hearing on the application if any of the following occurs:

AB150-ASA, s. 5322 Section 5322. 214.26 (4) (b) of the statutes is amended to read:

AB150-ASA,1611,13 214.26 (4) (b) Within 3 days after publication of the final notice of application any person planning to participate in a hearing on the application files with the commissioner division a request for hearing.

AB150-ASA, s. 5323 Section 5323. 214.26 (5) of the statutes is amended to read:

AB150-ASA,1611,18 214.26 (5) If a hearing date is not indicated in the notice of application and a hearing is subsequently required, the commissioner division shall give written notice of the time and place of the hearing to the incorporators and to anyone who has requested a hearing, at least 10 days before the hearing.

AB150-ASA, s. 5324 Section 5324. 214.26 (7) (intro.) of the statutes is amended to read:

AB150-ASA,1611,22 214.26 (7) (intro.) To approve an application, the commissioner division must find, based on the record of the application, the commissioner's division's investigation and the public hearing, if any, that all of the following conditions exist:

AB150-ASA, s. 5325 Section 5325. 214.26 (7) (c) of the statutes is amended to read:

AB150-ASA,1611,25 214.26 (7) (c) The proposed name is not deceptively similar to that of another financial institution within an area defined by rule of the commissioner division.

AB150-ASA, s. 5326 Section 5326. 214.26 (8) of the statutes is amended to read:

AB150-ASA,1612,8 214.26 (8) The commissioner division shall have discretionary authority to grant a certificate of authority. The commissioner division may refuse to issue a certificate of authority to the incorporators to commence business if, in the commissioner's division's opinion, any incorporator is not of such character and general fitness as to warrant belief that the savings bank will be conducted for the best interest of its members or stockholders or if other sufficient reasons exist for a refusal to issue a certificate of authority.

AB150-ASA, s. 5327 Section 5327. 214.265 (1) (a) of the statutes is amended to read:

AB150-ASA,1612,12 214.265 (1) (a) If the commissioner division approves an application to organize, the commissioner division shall issue to the incorporators a certificate of authority to effect a temporary organization.

AB150-ASA, s. 5328 Section 5328. 214.265 (5) of the statutes is amended to read:

AB150-ASA,1612,15 214.265 (5) The directors shall prepare articles of incorporation, bylaws, and other documents and items as required by rule of the commissioner division.

AB150-ASA, s. 5329 Section 5329. 214.265 (6) of the statutes is amended to read:

AB150-ASA,1612,19 214.265 (6) The directors shall apply for insurance of accounts with a deposit insurance corporation and provide the commissioner division with a copy of each filing and additional documents filed or received in connection with the filing.

AB150-ASA, s. 5330 Section 5330. 214.265 (8) of the statutes is amended to read:

AB150-ASA,1612,23 214.265 (8) If a stock savings bank, the officers and directors shall furnish the commissioner division with the names and addresses of all investors who subscribe to purchase stock.

AB150-ASA, s. 5331 Section 5331. 214.265 (9) of the statutes is amended to read:

AB150-ASA,1613,3 214.265 (9) No business, other than that of completing the organization of the proposed savings bank, may be transacted until the commissioner division issues certificate of incorporation.

AB150-ASA, s. 5332 Section 5332. 214.265 (10) of the statutes is amended to read:

AB150-ASA,1613,8 214.265 (10) A temporary certificate of authority issued under sub. (1) (a) shall be effective for 180 days after the date issued. The commissioner division may, for cause, extend the effective period of the certificate for such time as the commissioner division considers to be advisable.

AB150-ASA, s. 5333 Section 5333. 214.27 (1) of the statutes is amended to read:

AB150-ASA,1613,16 214.27 (1) In addition to the organization requirements of this subchapter, the commissioner division may require additional assurances, information, capital or agreements from the officers, directors or employes of the savings bank. If the requirements of this subchapter, rules promulgated under this subchapter, federal law and the commissioner's division's requests are completed, the incorporators shall provide the commissioner division with a certificate of compliance in a form prescribed by the commissioner division, together with a $500 fee.

AB150-ASA, s. 5334 Section 5334. 214.27 (2) of the statutes is amended to read:

AB150-ASA,1613,21 214.27 (2) Within 90 days after receipt of the certificate of compliance and receipt of all required fees, the commissioner division shall issue a certificate of incorporation authorizing the savings bank to commence business. The certificate of incorporation shall specify the date of the corporate existence of the savings bank.