Amendment AA2-ASA1-AB133

AB133-ASA1-AA2,376,2 215.02 (title) Division of savings and loan institutions.

AB133-ASA1-AA2, s. 2341a Section 2341a. 215.141 of the statutes is amended to read:

AB133-ASA1-AA2,376,8 215.141 Financially related services tie-ins. In any transaction conducted by an association, a savings and loan holding company or a subsidiary of either with a customer who is also a customer of any other subsidiary of any of them, the customer shall be given a notice in 12-point boldface type in substantially the following form:

AB133-ASA1-AA2,376,9 NOTICE OF RELATIONSHIP

AB133-ASA1-AA2,376,15 This company, ..... (insert name and address of association, savings and loan holding company or subsidiary), is related to ..... (insert name and address of association, savings and loan holding company or subsidiary) of which you are also a customer. You may not be compelled to buy any product or service from either of the above companies or any other related company in order to participate in this transaction.

AB133-ASA1-AA2,376,20 If you feel that you have been compelled to buy any product or service from either of the above companies or any other related company in order to participate in this transaction, you should contact the management of either of the above companies at either of the above addresses or the division of savings and loan institutions at .... (insert address).".

AB133-ASA1-AA2,376,21 891. Page 1186, line 9: after that line insert:

AB133-ASA1-AA2,376,22 " Section 2336s. 197.04 (1) (b) and (2) of the statutes are amended to read:

AB133-ASA1-AA2,377,11 197.04 (1) (b) If within either of the 90-day periods described in par. (a) a petition conforming to the requirements of s. 8.40 is filed with the clerk of the municipality and the petition has been signed by 5% of the electors of a 1st class city or by 10% of the electors of all other municipalities requesting that the question of discontinuing the proceeding to acquire the plant or equipment of the public utility be submitted to the electors of the municipality, the applicable question under par. (c) shall be submitted to the electors at any general or regular municipal the succeeding election authorized under s. 8.065 (2) or an election authorized under s. 8.065 (3) that may be is held not less than 30, and not more than 35, days from the date of the filing of the petition. If no general election or regular municipal election is to be held within the stated periods, the governing body of the municipality shall order the holding of a special election for the purpose of submitting the question to the electors.

AB133-ASA1-AA2,377,21 (2) The governing body of the municipality may provide for notice of, the manner of holding s, the method of voting on, the method of making returns of, and the method of canvassing and determining the result of, the election required under sub. (1). Notice of the election to the electors shall be given by a brief notice of that fact once a week for 3 weeks in some newspaper of general circulation published in the municipality. If no newspaper of general circulation is published in the municipality, publication may be made in any newspaper of general circulation in the county seat of the county in which the municipality is located. The notice of holding any special election shall be incorporated as a part of the notice given under this subsection.

AB133-ASA1-AA2, s. 2336u Section 2336u. 197.10 (2) of the statutes is amended to read:

AB133-ASA1-AA2,378,9 197.10 (2) Such contract when adopted by the common council of said city and accepted by the owner or owners of such public utility shall be submitted to the public service commission for its approval and upon such approval the same shall be submitted in such manner as the common council shall determine to a vote of the electors of such city at the next regular municipal election or at a special election called for that purpose authorized under s. 8.065 (2) or an election authorized under s. 8.065 (3) to be held not sooner than 45 days after approval of the commission, and such contract shall not become binding upon such city until approved by a majority vote of the qualified electors of such city voting thereon. No bonds shall in any case be issued by said city under the contract or contracts mentioned in sub. (1), until the proposition of their issue shall have been submitted to the people of such city and adopted by a majority of the electors voting thereon.

AB133-ASA1-AA2, s. 2336w Section 2336w. 198.19 (1) of the statutes is amended to read:

AB133-ASA1-AA2,378,25 198.19 (1) Any territory, constituting one or more municipalities contiguous to a district may be annexed to and become a part of such district to all intents and purposes and with like effect as though originally included therein upon such terms and conditions as the board of directors of the district shall fix by ordinance adopted by the affirmative vote of two-thirds of the directors-elect, provided that before such ordinance becomes effective the same shall be accepted and ratified by the affirmative vote of a majority of the qualified electors entitled to vote and voting in a special election referendum called and held for that purpose, in accordance with s. 8.065, in each municipality proposed in such ordinance to be annexed to the district. Such ordinance shall be published and such election shall be noticed, held and conducted, as nearly as may be, in the manner provided by this chapter for the noticing, holding and conduct of elections upon the organization of a municipal power district, except that the returns of such election and the ballots therein shall be delivered to the clerk of the district. The results of said election shall be canvassed publicly by the directors of the district.".

AB133-ASA1-AA2,379,1 892. Page 1186, line 9: after that line insert:

AB133-ASA1-AA2,379,2 " Section 2342bc. 218.01 (2) (L) of the statutes is created to read:

AB133-ASA1-AA2,379,4 218.01 (2) (L) 1. Words and phrases defined in sub. (2c) (am) have the same meaning in this paragraph.

AB133-ASA1-AA2,379,8 2. The department may not issue a dealer license under this section, unless the department has determined that no factory will hold an ownership interest in or operate or control the dealership or that one of the exceptions under sub. (2c) (cm) applies.

AB133-ASA1-AA2,379,12 3. If the applicant asserts that sub. (2c) (cm) 2. applies, the department shall require the applicant to provide a copy of the written agreement described in sub. (2c) (cm) 2. d. for examination by the department to ensure that the agreement meets the requirements of sub. (2c) (cm) 2.

AB133-ASA1-AA2,379,17 4. If the division of hearings and appeals determines, after a hearing on the matter at the request of the department or any licensee, that a factory holds an ownership interest in a dealership or operates or controls a dealership in violation of this subsection, the division shall order the denial or revocation of the dealership's license.

AB133-ASA1-AA2, s. 2342bf Section 2342bf. 218.01 (2c) (intro.) of the statutes is renumbered 218.01 (2c) (bm) and amended to read:

AB133-ASA1-AA2,379,22 218.01 (2c) (bm) A manufacturer, importer or distributor, or a subsidiary thereof, factory shall not own,, directly or indirectly, hold an ownership interest in or operate or control a motor vehicle dealership in this state.

AB133-ASA1-AA2,379,23 (cm) This subsection does not prohibit any of the following:

AB133-ASA1-AA2, s. 2342bi Section 2342bi. 218.01 (2c) (a) of the statutes is renumbered 218.01 (2c) (cm) 1. and amended to read:

AB133-ASA1-AA2,380,6 218.01 (2c) (cm) 1. The ownership and operation by a manufacturer, importer or distributor, or a subsidiary thereof, of A factory from holding an ownership interest in or operating a dealership for a temporary period, not to exceed one year, during the transition from one owner or dealer operator to another.

AB133-ASA1-AA2, s. 2342bL Section 2342bL. 218.01 (2c) (am) of the statutes is created to read:

AB133-ASA1-AA2,380,8 218.01 (2c) (am) In this subsection:

AB133-ASA1-AA2,380,11 1. "Agent" means a person who is employed by or affiliated with a factory or who directly or through an intermediary is controlled by or under common control of a factory.

AB133-ASA1-AA2,380,14 2. "Control" means the possession, direct or indirect, of the power to direct or cause the direction of the management or policies of a person, whether through the ownership of voting securities, by contract or otherwise.

AB133-ASA1-AA2,380,16 3. "Dealer operator" means an individual who is vested with the power and authority to operate a dealership.

AB133-ASA1-AA2,380,18 4. "Dealership" means a person licensed or required to be licensed as a motor vehicle dealer under this section.

AB133-ASA1-AA2,380,19 4m. "Department" means the department of transportation.

AB133-ASA1-AA2,380,21 5. "Factory" means a manufacturer, distributor or importer, or an agent of a manufacturer, distributor or importer.

AB133-ASA1-AA2,380,22 6. "Operate" means to directly or indirectly manage a dealership.

AB133-ASA1-AA2,381,2 7. "Ownership interest" means the beneficial ownership of one percent or more of any class of equity interest in a dealership, whether the interest is that of a shareholder, partner, limited liability company member or otherwise. To "hold" an ownership interest means to have possession of, title to or control of the ownership interest, whether directly or indirectly through a fiduciary or an agent.

AB133-ASA1-AA2, s. 2342bo Section 2342bo. 218.01 (2c) (b) of the statutes is repealed.

AB133-ASA1-AA2, s. 2342br Section 2342br. 218.01 (2c) (c) of the statutes is renumbered 218.01 (2c) (cm) 3. and amended to read:

AB133-ASA1-AA2,381,13 218.01 (2c) (cm) 3. The ownership, operation or control of a dealership by a manufacturer, importer or distributor, or subsidiary thereof, which factory that does not meet the conditions under par. (a) or (b) subds. 1. or 2., if the division of hearings and appeals determines, after a hearing on the matter at the request of any party, that there is no prospective independent dealer available to own and operate the dealership in a manner consistent with the public interest and that meets the reasonable standard and uniformly applied qualifications of the manufacturer, importer or distributor factory.

AB133-ASA1-AA2, s. 2342bu Section 2342bu. 218.01 (2c) (cm) 2. of the statutes is created to read:

AB133-ASA1-AA2,381,16 218.01 (2c) (cm) 2. A factory from holding an ownership interest in a dealership, if all of the following apply:

AB133-ASA1-AA2,381,18 a. The dealer operator of the dealership is an individual who is not an agent of the factory.

AB133-ASA1-AA2,381,22 b. The dealer operator of the dealership is unable to acquire full ownership of the dealership with his or her own assets or in conjunction with financial investments and loans from investors or lenders other than the factory holding an ownership interest in the dealership.

AB133-ASA1-AA2,381,25 c. The dealer operator of the dealership holds not less than 15 percent of the total ownership interests in the dealership within one year from the date that the factory initially acquires any ownership interest in the dealership.

AB133-ASA1-AA2,382,6 d. There is a bona fide written agreement in effect between the factory and the dealer operator of the dealership under which the dealer operator will acquire all of the ownership interest in the dealership held by the factory on reasonable terms specified in the agreement and that grants the dealer operator the right to acquire all of the ownership interest in the dealership held by the factory not later than five years after the effective date of the agreement.

AB133-ASA1-AA2,382,13 e. The written agreement described in subd. 2. d. does not unreasonably restrict the source of funds used by the dealer operator to acquire ownership interest in the dealership held by the factory. A restriction that requires the dealer operator to use only funds that are received in the form of salaries, bonuses, dividends or other payments to him or her as the dealer operator, or as the holder of an ownership interest in the dealership, to acquire the factory's ownership interest in the dealership is considered unreasonable.

AB133-ASA1-AA2,382,17 f. The written agreement described in subd. 2. d. provides that the dealer operator will make reasonable progress toward acquiring all of the ownership interest in the dealership, and the dealer is making reasonable progress toward acquiring all of the ownership interest in the dealership.

AB133-ASA1-AA2,382,23 g. Not more than eight years have elapsed since the factory initially acquired its ownership interest in the dealership, unless the department, upon petition by the dealer operator, determines that there is good cause to allow the dealer operator a longer period to complete his or her acquisition of all of the ownership interest in the dealership held by the factory and the longer period determined by the department has not yet elapsed.

AB133-ASA1-AA2,383,4 h. If the factory owns the real property at which the dealership is located, the written agreement described in subd. 2. d. provides the dealer operator with the right to purchase the real property from the factory for its fair market value at the time that the dealer completes his or her acquisition of the factory's ownership interest in the dealership and there is no obligation by the dealer operator to lease the real property to the factory after the dealer operator purchase the real property.

AB133-ASA1-AA2, s. 2342bw Section 2342bw. 218.01 (3x) (d) 1. of the statutes is repealed.".

AB133-ASA1-AA2,383,6 893. Page 1193, line 3: after that line insert:

AB133-ASA1-AA2,383,7 " Section 2345e. 221.0901 (3) (a) 1. of the statutes is amended to read:

AB133-ASA1-AA2,383,9 221.0901 (3) (a) 1. Merge or consolidate with an in-state bank holding company or an in-state bank.

AB133-ASA1-AA2, s. 2245m Section 2245m. 221.0901 (8) (a) of the statutes is amended to read:

AB133-ASA1-AA2,383,17 221.0901 (8) (a) Except as provided in pars. (b) and (c), the division may not approve an application by an out-of-state bank holding company under sub. (3) (a), other than an application by an in-state bank or an in-state bank holding company, unless the in-state bank to be acquired, or all every in-state bank subsidiaries subsidiary of the in-state bank holding company to be acquired, have as of the proposed date of acquisition has been in existence and in continuous operation for at least 5 years as of the proposed date of acquisition.

AB133-ASA1-AA2, s. 2245p Section 2245p. 221.0901 (8) (b) of the statutes is amended to read:

AB133-ASA1-AA2,384,2 221.0901 (8) (b) The division may approve an application 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 out-of-state bank holding company applicant divests itself of those in-state banks within 2 years after the date of the applicant's acquisition of the in-state bank holding company by the out-of-state bank holding company. This paragraph does not apply to an application by an in-state bank or an in-state bank holding company.".

AB133-ASA1-AA2,384,3 894. Page 1193, line 3: after that line insert:

AB133-ASA1-AA2,384,4 " Section 2343a. 220.04 (9) (a) 2. of the statutes is amended to read:

AB133-ASA1-AA2,384,7 220.04 (9) (a) 2. "Regulated entity" means a bank, universal bank, trust company bank and any other entity which is described in s. 220.02 (2) or 221.0526 as under the supervision and control of the division.

AB133-ASA1-AA2, s. 2344a Section 2344a. 221.0303 (2) of the statutes is amended to read:

AB133-ASA1-AA2,385,2 221.0303 (2) Operation and acquisition of customer bank communications terminals. A bank may, directly or indirectly, 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 division. The rules of the 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 and by all customers designated by a bank using the terminal. This subsection 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, if the credit union, savings and loan association or savings bank requests to share its use, subject to rules jointly established by the division of banking, the office of credit unions and the division of savings and loan institutions. The 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.

AB133-ASA1-AA2, s. 2345a Section 2345a. 221.0321 (5) of the statutes is amended to read:

AB133-ASA1-AA2,385,12 221.0321 (5) Certain secured loans. A bank may make loans secured by assignment or transfer of stock certificates or other evidence of the borrower's ownership interest in a corporation formed for the cooperative ownership of real estate. Sections 846.10 and 846.101, as they apply to a foreclosure of a mortgage involving a one-family residence, apply to a proceeding to enforce the lender's rights in security given for a loan under this subsection. The division shall promulgate joint rules with the office of credit unions and the division of savings and loan institutions that establish procedures for enforcing a lender's rights in security given for a loan under this subsection.

AB133-ASA1-AA2, s. 2346 Section 2346. Chapter 222 of the statutes is created to read:

AB133-ASA1-AA2,385,15 CHAPTER 222 UNIVERSAL BANKS

AB133-ASA1-AA2,385,17 Subchapter I General Provisions

AB133-ASA1-AA2,385,19 222.0101 Title. This chapter may be cited as the "Wisconsin universal bank law".

AB133-ASA1-AA2,385,20 222.0102 Definitions. In this chapter:

AB133-ASA1-AA2,385,21 (1) "Adequately capitalized" has the meaning given in 12 USC 1831o (b) (1) (B).

AB133-ASA1-AA2,385,24 (2) "Capital" of a universal bank means the sum of the following, less the amount of intangible assets that is not considered to be qualifying capital by a deposit insurance corporation or the division:

AB133-ASA1-AA2,386,5 (a) For a universal bank organized as a stock organization, the universal bank's capital stock, preferred stock, undivided profits, surplus, outstanding notes and debentures approved by the division, other forms of capital designated as capital by the division and other forms of capital considered to be qualifying capital of the universal bank by a deposit insurance corporation.

AB133-ASA1-AA2,386,10 (b) For a universal bank organized as a mutual organization, the universal bank's net worth, undivided profits, surplus, outstanding notes and debentures approved by the division, other forms of capital designated as capital by the division and other forms of capital considered to be qualifying capital by a deposit insurance corporation.

AB133-ASA1-AA2,386,14 (3) "Deposit insurance corporation" means the Federal Deposit Insurance Corporation or other instrumentality of, or corporation chartered by, the United States that insures deposits of financial institutions and that is supported by the full faith and credit of the U.S. government as stated in a congressional resolution.

AB133-ASA1-AA2,386,15 (4) "Division" means the division of banking.

AB133-ASA1-AA2,386,18 (5) "Financial institution" means a state savings bank organized under ch. 214, state savings and loan association organized under ch. 215 or a state bank chartered under ch. 221.

AB133-ASA1-AA2,386,20 (6) "Universal bank" means a financial institution that has been issued a certificate of authority under s. 222.0205.

AB133-ASA1-AA2,386,21 (7) "Well-capitalized" has the meaning given in 12 USC 1831o (b) (1) (A).

AB133-ASA1-AA2,387,2 222.0103 Applicability. (1) Savings banks. A universal bank that is a savings bank organized under ch. 214 remains subject to all of the requirements, duties and liabilities, and may exercise all of the powers, of a savings bank, except that in the event of a conflict between this chapter and those requirements, duties, liabilities or powers, this chapter shall control.

AB133-ASA1-AA2,387,7 (2) Savings and loan associations. A universal bank that is a savings and loan association organized under ch. 215 remains subject to all of the requirements, duties and liabilities, and may exercise all of the powers, of a savings and loan association, except that, in the event of a conflict between this chapter and those requirements, duties, liabilities or powers, this chapter shall control.

AB133-ASA1-AA2,387,11 (3) Banks. A universal bank that is a bank chartered under ch. 221 remains subject to all of the requirements, duties and liabilities, and may exercise all of the powers, of a bank, except that, in the event of a conflict between this chapter and these requirements, duties, liabilities or powers, this chapter shall control.

AB133-ASA1-AA2,387,14 222.0105 Fees. The division may establish such fees as it determines are appropriate for documents filed with the division under this chapter and for services provided by the division under this chapter.

AB133-ASA1-AA2,387,16 222.0107 Administration. (1) Powers of division. The division shall administer this chapter for all universal banks.

AB133-ASA1-AA2,387,21 (2) Rule-making authority. The division may promulgate rules to administer and carry out this chapter. The division may establish additional limits or requirements on universal banks, if the division determines that the limits or requirements are necessary for the protection of depositors, members, investors or the public.

AB133-ASA1-AA2,387,23 SUBCHAPTER II Certification

AB133-ASA1-AA2,388,3 222.0201 Procedure. (1) Application. A financial institution may apply to become certified as a universal bank by filing a written application with the division. The application shall include such information as the division may require. The application shall be on such forms and in accordance with such procedures as the division may prescribe.

AB133-ASA1-AA2,388,7 (2) Review by division. An application submitted to the division shall either be approved or disapproved by the division in writing within 60 days after its submission to the division. The division and the financial institution may mutually agree to extend the application period for an additional period of 60 days.

AB133-ASA1-AA2,388,10 222.0203 Eligibility. (1) Requirements. The division shall approve an application for certification as a universal bank, if the applying financial institution meets all of the following requirements:

AB133-ASA1-AA2,388,13 (a) The financial institution is chartered or organized, and regulated, under ch. 214, 215 or 221 and has been in existence and continuous operation for a minimum of 3 years prior to the date of the application.

AB133-ASA1-AA2,388,14 (b) The financial institution is well-capitalized or adequately capitalized.