AB150: Bill Text

AB150,1764,7 214.18 Standards for disapproval. (intro.) The commissioner department may disapprove any action under s. 214.165 if the commissioner department finds any of the following:

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

AB150,1764,12 214.18 (6) The applicant has failed to enter into an agreement prepared by the commissioner department 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, s. 5302 Section 5302. 214.18 (8) of the statutes is amended to read:

AB150,1764,15 214.18 (8) The applicant fails to meet any other standard established by rule of the commissioner department.

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

AB150,1764,25 214.20 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 department 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 department shall be subject to a forfeiture of $500 per day, beginning on the day its status changes and ending on the day the commissioner department receives notification.

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

AB150,1765,3 214.24 (1) An adult resident of this state may, with the approval of the commissioner department, organize a savings bank.

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

AB150,1765,9 214.24 (2) For stock savings banks, the commissioner department 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 department may require, based on rules promulgated by the commissioner department.

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

AB150,1765,18 214.24 (3) For mutual savings banks, the commissioner department 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 department may require, based on rules promulgated by the commissioner department.

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

AB150,1765,24 214.245 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 department. The application shall include any information the commissioner department considers necessary but shall include at least all of the following:

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

AB150,1766,2 214.25 (1) The commissioner department shall approve the articles of incorporation of a savings bank.

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

AB150,1766,7 214.25 (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 department.

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

AB150,1766,11 214.25 (3) Upon their approval by the commissioner department, 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, s. 5311 Section 5311. 214.25 (5) of the statutes is amended to read:

AB150,1766,16 214.25 (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 department.

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

AB150,1766,19 214.255 (1) The commissioner department shall approve the bylaws of a savings bank.

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

AB150,1766,22 214.255 (2) Duplicate originals of the bylaws and any subsequent amendments to the bylaws shall be filed with and approved by the commissioner department.

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

AB150,1767,3 214.255 (3) The effective date of the bylaws and amendments to the bylaws shall be the date on which they are approved by the commissioner department or a later date if the document provides for a different date.

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

AB150,1767,9 214.26 (1) The commissioner department 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 department should issue a certificate to organize. The incorporators shall share jointly and severally the expense of an investigation.

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

AB150,1767,13 214.26 (2) (a) The expense fund shall be an asset of the proposed mutual savings bank if the commissioner department approves the application, and shall be reflected on the books as a liability under the caption "subsidy by incorporators".

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

AB150,1767,20 214.26 (2) (c) After 3 years of corporate existence, the board of directors may petition the commissioner department for authority to repay the incorporators, on a proportional basis, any unused portion remaining in the expense fund. If the commissioner department 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 department may authorize repayment.

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

AB150,1768,4 214.26 (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 department 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 department 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, s. 5319 Section 5319. 214.26 (3) (a) of the statutes is amended to read:

AB150,1768,15 214.26 (3) (a) Within 30 days after receiving a completed application, the commissioner department 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, s. 5320 Section 5320. 214.26 (3) (b) of the statutes is amended to read:

AB150,1768,19 214.26 (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 department with proof of publication.

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

AB150,1768,22 214.26 (4) (intro.)  The commissioner department shall conduct a public hearing on the application if any of the following occurs:

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

AB150,1769,3 214.26 (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 department a request for hearing.

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

AB150,1769,8 214.26 (5) If a hearing date is not indicated in the notice of application and a hearing is subsequently required, the commissioner department 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, s. 5324 Section 5324. 214.26 (7) (intro.) of the statutes is amended to read:

AB150,1769,12 214.26 (7) (intro.) To approve an application, the commissioner department must find, based on the record of the application, the commissioner's department's investigation and the public hearing, if any, that all of the following conditions exist:

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

AB150,1769,15 214.26 (7) (c) The proposed name is not deceptively similar to that of another financial institution within an area defined by rule of the commissioner department.

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

AB150,1769,23 214.26 (8) The commissioner department shall have discretionary authority to grant a certificate of authority. The commissioner department may refuse to issue a certificate of authority to the incorporators to commence business if, in the commissioner's department'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, s. 5327 Section 5327. 214.265 (1) (a) of the statutes is amended to read:

AB150,1770,3 214.265 (1) (a) If the commissioner department approves an application to organize, the commissioner department shall issue to the incorporators a certificate of authority to effect a temporary organization.

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

AB150,1770,6 214.265 (5) The directors shall prepare articles of incorporation, bylaws, and other documents and items as required by rule of the commissioner department.

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

AB150,1770,10 214.265 (6) The directors shall apply for insurance of accounts with a deposit insurance corporation and provide the commissioner department with a copy of each filing and additional documents filed or received in connection with the filing.

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

AB150,1770,14 214.265 (8) If a stock savings bank, the officers and directors shall furnish the commissioner department with the names and addresses of all investors who subscribe to purchase stock.

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

AB150,1770,18 214.265 (9) No business, other than that of completing the organization of the proposed savings bank, may be transacted until the commissioner department issues certificate of incorporation.

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

AB150,1770,23 214.265 (10) A temporary certificate of authority issued under sub. (1) (a) shall be effective for 180 days after the date issued. The commissioner department may, for cause, extend the effective period of the certificate for such time as the commissioner department considers to be advisable.

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

AB150,1771,7 214.27 (1) In addition to the organization requirements of this subchapter, the commissioner department 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 department's requests are completed, the incorporators shall provide the commissioner department with a certificate of compliance in a form prescribed by the commissioner department, together with a $500 fee.

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

AB150,1771,12 214.27 (2) Within 90 days after receipt of the certificate of compliance and receipt of all required fees, the commissioner department 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.

AB150, s. 5335 Section 5335. 214.27 (3) of the statutes is amended to read:

AB150,1771,19 214.27 (3) The commissioner department shall terminate the corporate existence and void the articles of incorporation and certificate of incorporation of a savings bank if the savings bank fails to commence business within 6 months after the date on the certificate of incorporation. The commissioner department may, in writing, extend the time period to commence business for such time as the commissioner department considers to be advisable.

AB150, s. 5336 Section 5336. 214.275 of the statutes is amended to read:

AB150,1771,23 214.275 Appeal of denial. If the commissioner department does not grant a certificate of organization, the incorporators may appeal to the review board to review the determination.

AB150, s. 5337 Section 5337. 214.305 of the statutes is amended to read:

AB150,1772,9 214.305 Annual and special meetings. The date of the annual meeting of members or stockholders shall be specified in the bylaws. Failure to hold an annual meeting may not cause a dissolution of the savings bank. Special meetings may be called by the board of directors, by stockholders of not less than 20% of the outstanding stock, by members constituting not less than 20% of the eligible votes or by any other person designated in the bylaws. The commissioner department may call a special meeting with not less than 7 days' written or oral notice. An annual or special meeting shall be held at the home office of the savings bank or in another place within the same county if specifically designated in the notice of the meeting.

AB150, s. 5338 Section 5338. 214.31 (1) of the statutes is amended to read:

AB150,1772,15 214.31 (1) Notice of an annual meeting shall be provided not fewer than 10 days nor more than 40 days before the date of the meeting in the manner provided in the bylaws. The notice shall be displayed at each office of the savings bank in a manner prescribed by rule of the commissioner department. The notice shall state the time, place and purpose of the meeting.

AB150, s. 5339 Section 5339. 214.34 (1) of the statutes is amended to read:

AB150,1773,4 214.34 (1) Every person appointed or elected to any position requiring the receipt, payment, management or use of savings bank money, or whose duties permit or require access to or custody of savings bank money or securities, or whose duties permit the regular making of entries in the books or other records of the savings bank, shall be bonded by a trust or company authorized to issue bonds in this state or by a fidelity insurance company licensed to do business in this state. A bond shall be in a form prescribed by the commissioner department and in an amount fixed by the board of directors. A bond shall be payable to the savings bank to indemnify the savings bank for any loss the savings bank may sustain through any dishonest or criminal act or omission by the bonded person, whether committed alone or in concert with others. A bond shall provide that cancellation of the bond by the surety or by the insured is not effective before 30 days' written notice is given to the commissioner department, unless the commissioner department approves an earlier cancellation.

AB150, s. 5340 Section 5340. 214.34 (2) of the statutes is amended to read:

AB150,1773,10 214.34 (2) Notwithstanding sub. (1), the commissioner department may proceed against a savings bank if the commissioner department believes that the business of the savings bank is being conducted in an unsafe or unsound manner or that the form or amount of bonds approved by the board of directors is inadequate to give reasonable protection to the savings bank.

AB150, s. 5341 Section 5341. 214.345 (1) of the statutes is amended to read:

AB150,1773,16 214.345 (1) Upon election, a director shall take an oath that the director will diligently and honestly perform the duties of that office and will not knowingly violate or willingly permit to be violated this chapter, any rules of the commissioner department, the articles of incorporation or bylaws under which the savings bank operates or any other state or federal law applicable to a savings bank.

AB150, s. 5342 Section 5342. 214.345 (2) of the statutes is amended to read:

AB150,1773,22 214.345 (2) The commissioner department may require disclosure by directors, officers and employes of their personal interest, directly or indirectly, in any business or transaction on behalf of or involving the savings bank and of their control of or active participation in enterprises having activities related to the business of the savings bank.

AB150, s. 5343 Section 5343. 214.345 (5) (intro.) of the statutes is amended to read:

AB150,1774,2 214.345 (5) (intro.) Subject to the approval of the commissioner department, a savings bank's bylaws shall provide for reasonable indemnification to its officers, directors and employes in connection with the faithful performance of their duties for the savings bank.

AB150, s. 5344 Section 5344. 214.37 (4) (b) of the statutes is amended to read:

AB150,1774,7 214.37 (4) (b) The examination of financial records by, or the furnishing of financial records by a savings bank to, any officer, employe or agent of the commissioner department or a deposit insurance corporation for use solely in the exercise of that person's duties as an officer, employe or agent.