Amendment ASA-AB150

AB150-ASA, s. 6058 Section 6058. 220.086 of the statutes is amended to read:

AB150-ASA,1814,6 220.086 Receiver of delinquent bank may borrow from federal government agency; court order. The commissioner of banking division, having taken possession of any delinquent bank, may, as receiver of such bank, and upon the order of the circuit court for the county in which such bank is located, borrow money from any agency of the federal government, upon such terms and conditions as may be satisfactory to such federal agency, and issue evidences of indebtedness therefor, and secure the payment of such loan by the mortgage, pledge, transfer in trust, or hypothecation of any or all of the property and assets of such delinquent bank.

AB150-ASA, s. 6059 Section 6059. 220.09 of the statutes is amended to read:

AB150-ASA,1814,20 220.09 Indemnity fund, national bank. Every national bank which has been granted a special permit by the federal reserve board to act in a fiduciary capacity under the provisions of subsection (k) of section 11, of the federal reserve act shall deposit with the state treasurer secretary of administration security, approved by the commissioner of banking division, in the manner which is required of trust company banks organized under s. 223.02. Such securities shall be of the same nature as the security designated by the provisions of such section for the deposit by trust companies organized under the laws of this state. Such national bank, so long as it shall continue solvent and comply with the laws of this state applicable thereto, may be permitted by the commissioner division to collect the interest on the security so deposited and from time to time withdraw the said securities or any part thereof provided that securities or cash of the amount and value required by this section shall at all times be maintained on deposit.

AB150-ASA, s. 6060 Section 6060. 220.10 of the statutes is amended to read:

AB150-ASA,1815,6 220.10 (title) Books and accounts; commissioner's division's control. Whenever it appears to the commissioner division that any bank does not keep books and accounts in such manner as to enable the commissioner division to readily ascertain the true condition of such bank, the commissioner division may require the officers of such bank to open and keep such books or accounts as the commissioner division prescribes for the purpose of keeping accurate and convenient records of the transactions and accounts of such bank. Any bank that refuses or neglects to open and keep such books or accounts as the commissioner division prescribes shall be subject to a penalty of $10 for each day it neglects and fails to open and keep such prescribed books and accounts.

AB150-ASA, s. 6061 Section 6061. 220.12 of the statutes is amended to read:

AB150-ASA,1815,13 220.12 Attorney general, duty of. All proceedings by any bank to enjoin the commissioner of banking division in the discharge of the commissioner's division's duties shall be had in the county where said bank is located, or in the supreme court of this state. All suits and proceedings arising out of the provisions of the banking laws, in which the state, or any of its officers or agents shall be parties, shall be conducted under the direction and supervision of the attorney general.

AB150-ASA, s. 6062 Section 6062. 220.13 of the statutes is amended to read:

AB150-ASA,1815,18 220.13 Copies as evidence. Copies of all records and papers held in the office of the commissioner of banking, division and certified by the commissioner and authenticated by the commissioner's seal of office, division shall be evidence in all cases equally and of like effect as the original.

AB150-ASA, s. 6063 Section 6063. 220.14 (intro.) of the statutes is amended to read:

AB150-ASA,1815,23 220.14 (title) Commissioner's Division's report. (intro.) The commissioner division shall publish an annual report and submit the report to the governor and the chief clerk of each house of the legislature for distribution to the legislature under s. 13.172 (2). The report shall:

AB150-ASA, s. 6064 Section 6064. 220.14 (1) of the statutes is amended to read:

AB150-ASA,1816,2 220.14 (1) Exhibit the condition of the various banks of the state as of the day of the last report made to the commissioner division by such banks.

AB150-ASA, s. 6065 Section 6065. 220.14 (7) of the statutes is amended to read:

AB150-ASA,1816,5 220.14 (7) Give such other information as the commissioner division deems necessary.

AB150-ASA, s. 6066 Section 6066. 220.28 of the statutes is amended to read:

AB150-ASA,1816,9 220.28 Destruction of obsolete records by state banks. Any state bank may destroy or dispose of such of its records as may have become obsolete after first obtaining the written consent of the commissioner of banking division.

AB150-ASA, s. 6067 Section 6067. 220.285 (1) of the statutes is amended to read:

AB150-ASA,1816,21 220.285 (1) Any state bank, trust company bank, licensee under s. 138.09, 138.12, 218.01, 218.02, 218.04 or 218.05 or ch. 217 or credit union may cause any or all records kept by such bank, licensee or credit union to be recorded, copied or reproduced by any photostatic, photographic or miniature photographic process or by optical imaging if the process employed correctly, accurately and permanently copies, reproduces or forms a medium for copying, reproducing or recording the original record on a film or other durable material. A bank, licensee or credit union may thereafter dispose of the original record after first obtaining the written consent of the commissioner of banking division. This section, excepting that part of it which requires written consent of the commissioner of banking division, is applicable to national banking associations insofar as it does not contravene federal law.

AB150-ASA, s. 6068 Section 6068. 221.01 (1) of the statutes is amended to read:

AB150-ASA,1817,2 221.01 (1) Application. Any number of adult persons, citizens of Wisconsin, not less than 7 nor more than 20, desiring to associate for the purpose of organizing a banking corporation under this chapter, shall make application to the commissioner of banking division in such manner as may be prescribed on a form furnished by the commissioner division.

AB150-ASA, s. 6069 Section 6069. 221.01 (2) (e) of the statutes is amended to read:

AB150-ASA,1817,5 221.01 (2) (e) Such other information as the commissioner division may require.

AB150-ASA, s. 6070 Section 6070. 221.01 (3) of the statutes is amended to read:

AB150-ASA,1817,18 221.01 (3) Notice. Upon receipt by the commissioner division of such application properly executed, the commissioner division shall, within 5 days, forward to the applicants a copy of an official notice of application for authority to organize a bank, containing such information as shall make known to the public the facts specifically required by statute to be given in the application, and assigning a date and place for hearing on the application. The notice shall be published as a class 3 notice, under ch. 985, by the applicants, at their own expense, in the city, village or town where the bank is to be located. Proof of publication shall be filed with the commissioner division in such form as the commissioner division requires. The commissioner division may waive the requirement of publication herein contained where the bank to be organized is to replace, absorb or consolidate one or more existing banks.

AB150-ASA, s. 6071 Section 6071. 221.01 (4) of the statutes is amended to read:

AB150-ASA,1817,23 221.01 (4) Fee. The applicants shall pay to the commissioner of banking division a fee of $2,500 together with the actual costs incurred by the commissioner division in making an investigation of the application, which sum shall be paid into the state treasury.

AB150-ASA, s. 6072 Section 6072. 221.01 (5) of the statutes is amended to read:

AB150-ASA,1818,20 221.01 (5) Investigation. The commissioner division shall thereupon ascertain at the hearing and from the best sources of information at the commissioner's division's command, and by such investigation as the commissioner division may deem necessary, whether the character, responsibility and general fitness of the persons named in such application are such as to command confidence and to warrant the belief that the business of the proposed corporation will be honestly and efficiently conducted in accordance with the intent and purpose of this chapter; and whether public convenience and advantage will be promoted by allowing such bank to organize; and the commissioner division also shall investigate the character and experience of the proposed officers, the adequacy of existing banking facilities, and the need of further banking capital; the outlook for the growth and development of the city, town or village in which such bank is to be located, and the surrounding territory from which patronage would be drawn; the methods and banking practices of the existing bank or banks; the interest rate which they charge to borrowers; the character of the service which they render the community, and the prospects for the success of the proposed bank if efficiently managed. Such investigation shall be completed within 90 days from the filing in the office of the commissioner with the division of proof of publication and the making of the deposit herein required, but in the event a majority of the applicants and the commissioner division mutually agree to it, the time may be extended an additional period of 60 days.

AB150-ASA, s. 6073 Section 6073. 221.01 (6) of the statutes is amended to read:

AB150-ASA,1819,7 221.01 (6) Decision. After completing such investigation the commissioner division shall make a written report to the banking review board stating the results of the investigation and the commissioner's division's recommendation. The board shall consider the matter, conducting any necessary hearing, and promptly make its decision approving or disapproving the organization of the proposed bank. Such decision shall be final except pursuant to s. 220.035 (1) and (3). If approval is given, the commissioner division shall indorse on each of the original applications the word "Approved" over the commissioner's official signature. If disapproved, the commissioner division shall indorse the word "Disapproved" over the commissioner's official signature. One of the duplicate originals shall be filed in the commissioner's office with the division and one returned by mail to the applicants.

AB150-ASA, s. 6074 Section 6074. 221.01 (10) of the statutes is amended to read:

AB150-ASA,1819,22 221.01 (10) Certificate of authority. In the event of approval of the application for authority to organize a banking corporation, the commissioner division shall issue to the applicants, who shall thereafter be known as the corporators, a certificate of authority conferring upon them such powers as are incidentally or necessarily preliminary to the organization of a banking corporation. These powers shall include the effecting of a temporary organization, consisting of a chairperson, a secretary, and a treasurer; the execution and filing of articles of incorporation; the making of rules for the procedure of the corporators and the conduct of the first meeting of the stockholders; the opening of subscription books for stock; the securing of an option on real estate to be used as a banking house; the fixing of an amount at which the stock shall be sold; the collection of subscriptions to the stock; the selection of a depository for such funds as may be collected; the appointment of and acting by any agent or agents, and the compilation of a set of bylaws for submission to the stockholders.

AB150-ASA, s. 6075 Section 6075. 221.01 (11) of the statutes is amended to read:

AB150-ASA,1820,15 221.01 (11) Temporary organization. The chairperson of the corporators shall preside at all meetings and shall exercise such other duties as ordinarily pertain to the position. The secretary shall attend to the correspondence of the corporators, shall record fully all proceedings of meetings of the corporators, shall file and preserve all documents and papers of the organization, and shall attend to the filing of the necessary papers with the commissioner division. The treasurer shall receive all moneys paid in on subscriptions to stock or for other purposes, keep a true account thereof, shall deposit such funds in the designated depository, and shall pay such valid orders as may be drawn on the treasurer. The corporators shall require a bond in a suitable amount from the treasurer, and other officers and agents who may handle the funds of the proposed bank. Claims against the organization shall be audited by the corporators, and record of action thereon noted in the minutes. If ordered paid, an order shall be drawn upon the treasurer and signed by the chairperson and secretary. The corporators shall until the completion of the organization exercise such other powers as are conferred upon the corporators by the statutes relating to other corporations, so far as such powers are not in conflict with the limitations of this chapter and are applicable.

AB150-ASA, s. 6076 Section 6076. 221.01 (12) (b) of the statutes is amended to read:

AB150-ASA,1821,2 221.01 (12) (b) After February 1, 1967, any state bank which does not have fully paid-in capital stock in the amount prescribed in par. (a) shall be ordered by the commissioner division to increase its capital stock to such amount. The commissioner division may, in addition to the commissioner's division's other powers to act against delinquent banks, require any bank failing to comply with such order to pay a forfeiture to the commissioner division of $10 for each day of noncompliance. If any bank fails or refuses to pay such forfeiture, the commissioner division may maintain an action for the recovery thereof. This paragraph shall not apply to any state bank in which the capital surplus and undivided profits equal or exceed 10% of its deposits.

AB150-ASA, s. 6077 Section 6077. 221.01 (12) (c) of the statutes is amended to read:

AB150-ASA,1821,13 221.01 (12) (c) Any state bank, with the approval of the commissioner division and by vote of stockholders owning two-thirds of the stock of the bank entitled to vote, may authorize an increase in the common stock of the bank in the category of authorized but unissued stock. Such authorized but unissued stock may be issued to employes of the bank pursuant to a stock option or stock purchase plan adopted in accordance with par. (d), or in exchange for convertible preferred stock and convertible capital debentures in accordance with the terms and provisions of such securities. Authorized but unissued stock may also be issued for such other purposes and considerations as may be approved by the board of directors of the bank and by the commissioner division.

AB150-ASA, s. 6078 Section 6078. 221.01 (12) (d) 1. of the statutes is amended to read:

AB150-ASA,1821,24 221.01 (12) (d) 1. Any state bank may grant options to purchase, sell or enter into agreements to sell shares of its capital stock to its employes, for a consideration of not less than 100% of the fair market value of the shares on the date the option is granted or, if pursuant to a stock purchase plan, 85% of the fair market value on the date the purchase price is fixed, pursuant to the terms of an employe restricted stock option plan or an employe stock purchase plan which has been adopted by the board of directors of the bank and approved by the holders of at least two-thirds of the outstanding shares of the bank entitled to vote and by the commissioner division. Stock options issued hereunder shall not extend beyond a period of 10 years from date of issuance and shall otherwise qualify as restricted stock options.

AB150-ASA, s. 6079 Section 6079. 221.01 (12) (d) 2. of the statutes is amended to read:

AB150-ASA,1822,10 221.01 (12) (d) 2. Employe stock options and stock purchase agreements may provide that options may be exercisable or that shares may be purchased on any business day. A notarized notice specifying the number of shares issued pursuant to option and stock purchase plans and the amount paid in therefor shall be executed by the president, vice president or cashier of the bank and filed with the commissioner division not later than the 10th day of the month following issuance and no stock shall be deemed validly issued until the commissioner division has issued a certificate specifying the amount of stock so purchased, the purchase price thereof having been duly paid into the capital of the bank, and the commissioner's division's approval thereof.

AB150-ASA, s. 6080 Section 6080. 221.01 (13) of the statutes is amended to read:

AB150-ASA,1823,10 221.01 (13) Trust company bank; reorganization. Any trust company bank may, by amendment to its articles of incorporation, duly adopted by its stockholders and approved by the commissioner division, in the manner prescribed for by s. 221.25, convert its corporate organization into that of a state bank with all the powers of a state banking corporation under the statutes under such name as shall be declared by such amendment and approved by the commissioner division, which name may include the word "trust". Such converted corporation shall continue to have all the powers previously held by it as a trust company bank and shall be a continuation for all purposes whatsoever of the trust company bank so converted into a state bank, including holding and performing any and all trusts and fiduciary relations of whatsoever nature of which said trust company bank was fiduciary at the time of such conversion, and also including its appointment in any fiduciary capacity by any court or otherwise, and the holding, accepting and performing of any and all trusts and fiduciary relations whatsoever as to or for which said trust company bank may have been appointed, nominated or designated by any will or conveyance or otherwise, whether or not such trust or fiduciary relation shall have come into being and taken effect at such conversion. Whenever and if any such converted corporation shall have been fully discharged of and from any and all trusts committed to it, it may, by amendment to its articles of incorporation, duly adopted by its stockholders and approved by the commissioner division, surrender its powers to act in a fiduciary capacity and eliminate from its corporate name and style the word "trust;" and may thereupon withdraw from the state treasurer secretary of administration all securities by it deposited with the state treasurer secretary of administration pursuant to s. 223.02.

AB150-ASA, s. 6081 Section 6081. 221.03 (1) of the statutes is amended to read:

AB150-ASA,1823,16 221.03 (1) The articles of incorporation shall be filed with the commissioner of banking division within a reasonable time as determined by the commissioner of banking division from the date of the certificate of authority to organize has been approved, and if not filed within that period all rights of the corporators shall cease and the certificate of authority to organize is void.

AB150-ASA, s. 6082 Section 6082. 221.03 (2) (a) 2. of the statutes is amended to read:

AB150-ASA,1823,22 221.03 (2) (a) 2. The name of such bank, which name shall be subject to the approval of the commissioner division, shall not be in any material respect similar to the name of any bank existing or which may have heretofore existed in the same county or in any adjoining county within the radius of 50 miles, and which name may not contain the word "savings".

AB150-ASA, s. 6083 Section 6083. 221.03 (3) of the statutes is amended to read:

AB150-ASA,1824,10 221.03 (3) The commissioner division shall, within the commissioner's division's discretion, approve or disapprove such articles of incorporation. If approved, the commissioner division shall indorse on each of the 3 triplicate originals the word "approved". One of such originals the commissioner division shall file in the commissioner's office, and to the 2 remaining originals the commissioner division shall attach a certificate showing the date of filing, the approval and date of approval, and return the same to the corporators. One of such originals shall be filed with the records of the bank, and the other shall be recorded in the office of the register of deeds of the county in which such banking corporation is located. No bank shall until its articles be left for record with the register of deeds have legal existence, nor be authorized to exercise any other powers than those incidentally or necessarily preliminary to its organization.

AB150-ASA, s. 6084 Section 6084. 221.03 (4) of the statutes is amended to read:

AB150-ASA,1824,14 221.03 (4) A fee of $100 shall be paid to the commissioner division when the articles of incorporation are filed, and the commissioner division shall pay such fee into the state treasury.

AB150-ASA, s. 6085 Section 6085. 221.03 (5) of the statutes is amended to read:

AB150-ASA,1824,18 221.03 (5) A certificate signed by the register of deeds, showing the articles have been recorded in the office of the register of deeds, shall be returned to the commissioner division.

AB150-ASA, s. 6086 Section 6086. 221.03 (6) of the statutes is amended to read:

AB150-ASA,1824,25 221.03 (6) Within 90 days from the filing of the articles of incorporation, the corporators shall file with the commissioner division, in duplicate, the proposed bylaws and a complete list of the stockholders of the proposed bank, showing the number of shares held by each, the post-office address, and the approximate worth of each. On approval by the commissioner division, the bylaws shall be submitted for consideration by the shareholders.

AB150-ASA, s. 6087 Section 6087. 221.04 (1) (intro.) of the statutes is amended to read:

AB150-ASA,1825,8 221.04 (1) General. (intro.) Upon the execution and filing of the articles of incorporation with the commissioner of banking division and the approval by the commissioner division, and upon the recording of the articles with the register of deeds of the county in which the bank is to be located, the bank shall become a body corporate, and in addition to the powers conferred by the general corporations law, subject to the restrictions and limitations contained in this section, having the following powers:

AB150-ASA, s. 6088 Section 6088. 221.04 (1) (jm) 1. of the statutes is amended to read:

AB150-ASA,1825,11 221.04 (1) (jm) 1. To establish and maintain a branch bank with the approval of the commissioner division.

AB150-ASA, s. 6089 Section 6089. 221.04 (1) (jm) 3. of the statutes is amended to read:

AB150-ASA,1825,14 221.04 (1) (jm) 3. A bank may transfer a branch bank to any other bank located in this state with the approval of the commissioner division.

AB150-ASA, s. 6090 Section 6090. 221.04 (1) (jm) 4. of the statutes is amended to read:

AB150-ASA,1825,18 221.04 (1) (jm) 4. A bank may establish a branch bank in another state with the approval of the commissioner division and the appropriate regulator of the other state.

AB150-ASA, s. 6091 Section 6091. 221.04 (1) (jm) 5. of the statutes is amended to read:

AB150-ASA,1825,24 221.04 (1) (jm) 5. The establishment of a branch bank under subd. 1. or the conversion of a bank to a branch bank under subd. 2. shall be approved if the financial and managerial resources and future prospects of the bank establishing a branch bank or the surviving bank of a merger or consolidation are satisfactory to the commissioner division.

AB150-ASA, s. 6092 Section 6092. 221.04 (1) (jm) 6. of the statutes is amended to read:

AB150-ASA,1826,4 221.04 (1) (jm) 6. A bank shall apply for the establishment or transfer of a branch bank under this paragraph to the commissioner division on a form furnished by the commissioner division. The application shall be accompanied by a fee of $1,000.

AB150-ASA, s. 6093 Section 6093. 221.04 (1) (jm) 8. of the statutes is amended to read:

AB150-ASA,1826,8 221.04 (1) (jm) 8. At least 30 days before closing a branch bank, a bank shall notify the commissioner division in writing and post a notice of the closing in the lobby of the bank and the lobby of the branch bank to be closed.

AB150-ASA, s. 6094 Section 6094. 221.04 (1) (jm) 9. of the statutes is amended to read:

AB150-ASA,1826,12 221.04 (1) (jm) 9. Every branch bank, branch office or bank station existing on August 1, 1989, shall be considered a branch bank approved by the commissioner division under this paragraph.

AB150-ASA, s. 6095 Section 6095. 221.04 (1) (k) 1. of the statutes is amended to read:

AB150-ASA,1827,12 221.04 (1) (k) 1. Directly or indirectly, to acquire, place and operate, or participate in the acquisition, placement and operation of, at locations other than its main or branch offices, customer bank communications terminals, in accordance with rules established by the commissioner division. The rules of the commissioner division shall provide that any such customer bank communications terminal shall be available for use, on a nondiscriminatory basis, by any state or national bank which has its principal place of business in this state, by any other bank obtaining the consent of a state or national bank which has its principal place of business in this state and is using the terminal and by all customers designated by a bank using the terminal. This paragraph does not authorize a bank which has its principal place of business outside this state to conduct banking business in this state. The customer bank communications terminals also shall be available for use, on a nondiscriminatory basis, by any credit union, savings and loan association or savings bank, whose home office is located in this state, if the credit union, savings and loan association or savings bank requests to share its use, subject to rules jointly established by the commissioner division of banking, the commissioner office of credit unions and the commissioner division of savings and loan. The rules of the commissioner division and the joint rules shall each prohibit any advertising with regard to a shared terminal which suggests or implies exclusive ownership or control of the shared terminal by any financial institution or group of financial institutions operating or participating in the operation of the terminal. The commissioner division by order may authorize the installation and operation of a customer bank communications terminal in a mobile facility, after notice and hearing upon the proposed service stops of the mobile facility.

AB150-ASA, s. 6096 Section 6096. 221.04 (1) (k) 3. of the statutes is amended to read:

AB150-ASA,1827,22 221.04 (1) (k) 3. If any person primarily engaged in the retail sale of goods or services owns or operates a customer bank communications terminal on such person's premises and allows access to such terminal by any financial institution, group of financial institutions, or their customers for any purpose or function nothing in this paragraph or in rules established by the commissioner division shall, or shall be construed or interpreted to, require such person to accept any connection to or use of the customer bank communications terminal on its premises for any other purpose or function or to accept any connection to the terminal on its premises by any other financial institution.

AB150-ASA, s. 6097 Section 6097. 221.04 (1) (k) 4. of the statutes is amended to read:

AB150-ASA,1828,6 221.04 (1) (k) 4. If a person primarily engaged in the retail sale of goods or services owns or operates a customer bank communications terminal on such person's premises and allows access to the terminal by any financial institution, group of financial institutions or their customers for any purpose or function, no laws governing such institutions or rules established by the commissioner division shall apply to such person other than those laws or rules directly related to the particular function performed by the terminal on such person's premises for a financial institution.

AB150-ASA, s. 6098 Section 6098. 221.04 (1) (n) 1. (intro.) of the statutes is amended to read:

AB150-ASA,1828,18 221.04 (1) (n) 1. (intro.) Upon amendment of the articles of incorporation under s. 221.12 and obtaining, prior to the date which is 2 years after May 7, 1982, approval of the commissioner division and the banking review board, to relocate the principal office of the bank to another place in the municipality in which the principal office is located on the date of the amendment, and to continue to operate the former principal office, or an office located within 1,500 feet of the boundary of the parcel of real estate occupied by the former principal office measured on a straight line connecting the 2 nearest points on the respective parcels of real estate, as a branch, notwithstanding par. (f), if all the services provided by the principal office are also provided by the branch, the branch is operated for at least 5 years after the date of relocation and the commissioner division and the banking review board find that:

AB150-ASA, s. 6099 Section 6099. 221.04 (1) (n) 3m. (intro.) of the statutes is amended to read:

AB150-ASA,1828,24 221.04 (1) (n) 3m. (intro.) A branch office approved under this paragraph may not cease operations unless it has operated for at least 5 years and the commissioner division and the banking review board have approved cessation. The commissioner division may approve cessation only after holding a public hearing in the area served by the branch or principal office and considering all of the following:

AB150-ASA, s. 6100 Section 6100. 221.04 (1) (n) 4. of the statutes is amended to read:

AB150-ASA,1829,3 221.04 (1) (n) 4. Any finding by the comptroller of currency which permits a national bank to operate a branch at a location which the commissioner division finds does not meet the requirements of subds. 1. to 3. renders this paragraph void.

AB150-ASA, s. 6101 Section 6101. 221.04 (1) (p) of the statutes is amended to read:

AB150-ASA,1829,10 221.04 (1) (p) To contract with one or more banks to provide banking and financially related products or services on its behalf to its customers or to establish a joint branch bank of the contracting banks. The contracting banks shall inform the commissioner division in writing of any contract entered into under this paragraph. The establishment of a joint branch bank is subject to the provisions for the establishment of a branch bank in par. (jm).

AB150-ASA, s. 6102 Section 6102. 221.04 (1) (pm) of the statutes is amended to read: