AB150-engrossed,1758,7
24214.08 Registration. A savings bank holding company and each subsidiary
25of a savings bank holding company shall register with the
commissioner division
1within 180 days after May 7, 1992, or within 90 days after becoming a savings bank
2holding company or subsidiary, whichever is later. A savings bank holding company
3and each subsidiary of a savings bank holding company shall register on forms
4prescribed by the
commissioner division. A registration form shall include
5information with respect to the financial condition, ownership, management, and
6intercompany relations of the holding company and its subsidiaries and such related
7matters as the
commissioner division considers necessary.
AB150-engrossed,1758,139
214.085
(1) (a) File with the
commissioner division reports as required by the
10commissioner division. A report shall be on a form prescribed by the
commissioner 11division and may require whatever information the
commissioner division considers
12to be necessary concerning the operations of each savings bank holding company and
13subsidiary.
AB150-engrossed,1758,1615
214.085
(1) (b) Maintain such books and records as may be prescribed by the
16commissioner division.
AB150-engrossed,1758,1818
214.085
(1) (c) Be subject to examination by the
commissioner division.
AB150-engrossed,1758,2420
214.085
(2) The
commissioner division shall assess a savings bank holding
21company fees and charges as necessary to cover the cost of the
commissioner's 22division's examination and supervision under this chapter. The
commissioner 23division may promulgate rules to establish fees and payment schedules to support
24registration, examination and supervision under this chapter.
AB150-engrossed,1759,8
1214.09 Acquisitions. Subject to rules of the
commissioner division, a savings
2bank holding company may acquire control of a savings bank or of a savings bank
3holding company upon application to and with the prior written approval of the
4commissioner division. The application shall be in a form prescribed by the
5commissioner division. The
commissioner division shall approve the application if
6the
commissioner division determines that the acquisition is consistent with the
7interest of maintaining a sound financial system and that the proposed acquisition
8does not afford a basis for supervisory objection.
AB150-engrossed,1759,1310
214.095
(3) The
commissioner division shall promulgate rules to regulate the
11formation of and the ongoing business of the subsidiaries and the savings bank
12holding company, including the rights of members or stockholders, levels of
13investment in holding company subsidiaries, and stock sales.
AB150-engrossed,1759,1915
214.155
(2) A savings bank proposing any action under sub. (1) shall file an
16application with the
commissioner division for approval of the transaction and shall
17provide the
commissioner division with copies of all applications and materials filed
18with a federal agency or agency of another state in seeking approval of the
19transaction.
AB150-engrossed,1759,2521
214.16
(2) An in-state savings bank holding company proposing any action
22under sub. (1) shall file an application with the
commissioner division for approval
23of the transaction and shall provide the
commissioner
division with copies of all
24applications and materials filed with a federal agency or agency of another state in
25seeking approval of the transaction.
AB150-engrossed,1760,42
214.17
(1) (intro.) The
commissioner
division finds that the statutes of the state
3in which the regional institution or regional holding company has its principal place
4of business permit all of the following:
AB150-engrossed,1760,86
214.17
(2) The
commissioner division has not disapproved the acquisition of
7the savings bank or the acquisition or merger with the in-state savings bank holding
8company under s. 214.18.
AB150-engrossed,1760,1910
214.17
(3) The
commissioner division publishes under ch. 985 a class 3 notice,
11in the official state newspaper, of the application to take an action under s. 214.165
12and of the opportunity for a hearing and, if at least 25 residents of this state petition
13for a hearing within 30 days of the final notice or if the
commissioner division on the
14commissioner's division's own motion calls for a hearing within 30 days of the final
15notice, the
commissioner division holds a public hearing on the application, except
16that a hearing is not required if the
commissioner
division finds that an emergency
17exists and that the proposed action under s. 214.165 is necessary and appropriate to
18prevent the probable failure of an in-state savings bank that is closed or in danger
19of closing.
AB150-engrossed,1760,2421
214.17
(4) The
commissioner division is provided a copy of any application
22seeking approval by a federal agency of the acquisition of an in-state savings bank
23or acquisition of or merger with an in-state savings bank holding company and of any
24supplemental material or amendments filed with the application.
AB150-engrossed,1761,3
1214.17
(5) The applicant has paid the
commissioner division a fee of $1,000
2together with the actual costs incurred by the
commissioner division in holding any
3hearing on the application.
AB150-engrossed,1761,7
5214.18 Standards for disapproval. (intro.) The
commissioner division may
6disapprove any action under s. 214.165 if the
commissioner division finds any of the
7following:
AB150-engrossed,1761,129
214.18
(6) The applicant has failed to enter into an agreement prepared by the
10commissioner division to comply with laws and rules of this state regulating
11consumer credit finance charges and of the charges and related disclosure
12requirements, except to the extent preempted by federal law or regulation.
AB150-engrossed,1761,1514
214.18
(8) The applicant fails to meet any other standard established by rule
15of the
commissioner division.
AB150-engrossed,1761,25
17214.20 Divestiture. A savings bank holding company that ceases to be an
18in-state savings bank holding company or regional holding company shall
19immediately notify the
commissioner division of the change in its status and shall,
20as soon as practical and no later than 2 years after the event causing it to no longer
21be one of these entities, divest itself of control of all in-state savings banks and
22in-state savings bank holding companies. A savings bank holding company that
23fails to immediately notify the
commissioner division shall be subject to a forfeiture
24of $500 per day, beginning on the day its status changes and ending on the day the
25commissioner division receives notification.
AB150-engrossed,1762,32
214.24
(1) An adult resident of this state may, with the approval of the
3commissioner division, organize a savings bank.
AB150-engrossed,1762,95
214.24
(2) For stock savings banks, the
commissioner division shall determine
6the minimum required capital which shall be at least the minimum required to
7obtain insurance of accounts from a deposit insurance corporation and may include
8additional amounts as the
commissioner division may require, based on rules
9promulgated by the
commissioner division.
AB150-engrossed,1762,1811
214.24
(3) For mutual savings banks, the
commissioner division shall
12determine the aggregate minimum amount of funds to be paid into the savings bank's
13deposit accounts by persons subscribing for deposit accounts and the length of time
14for which the incorporators shall guarantee payment of savings bank operating
15expenses. The minimum amount of capital required shall be at least the minimum
16required to obtain insurance of the accounts from a deposit insurance corporation
17and may include additional amounts as the
commissioner
division may require,
18based on rules promulgated by the
commissioner division.
AB150-engrossed,1762,24
20214.245 Content of application to organize. (intro.) The incorporators
21shall file an application for a certificate to organize a savings bank on forms
22prescribed by the
commissioner division. The application shall include any
23information the
commissioner division considers necessary but shall include at least
24all of the following:
AB150-engrossed,1763,2
1214.25
(1) The
commissioner
division shall approve the articles of
2incorporation of a savings bank.
AB150-engrossed,1763,74
214.25
(2) Duplicate originals of the articles of incorporation executed by the
5incorporators, and any subsequent amendments to the articles that are adopted by
6the members or stockholders of the savings bank shall be filed with and approved by
7the
commissioner division.
AB150-engrossed,1763,119
214.25
(3) Upon their approval by the
commissioner division, articles of
10incorporation and amendments to the articles shall be recorded in the office of the
11register of deeds in the county in which the home office of the savings bank is located.
AB150-engrossed,1763,1613
214.25
(5) The effective date of the articles of incorporation and amendments
14to the articles shall be the date of recording in the office of the register of deeds or
15a later date if the document provides for a different date. The register of deeds shall
16forward a certificate of recording to the
commissioner
division.
AB150-engrossed,1763,1918
214.255
(1) The
commissioner division shall approve the bylaws of a savings
19bank.
AB150-engrossed,1763,2221
214.255
(2) Duplicate originals of the bylaws and any subsequent amendments
22to the bylaws shall be filed with and approved by the
commissioner division.
AB150-engrossed,1764,3
1214.255
(3) The effective date of the bylaws and amendments to the bylaws
2shall be the date on which they are approved by the
commissioner division or a later
3date if the document provides for a different date.
AB150-engrossed,1764,95
214.26
(1) The
commissioner division may require additional information and
6shall conduct whatever investigation necessary, including subpoenaing books and
7records, taking public testimony and conducting hearings, to determine if the
8commissioner division should issue a certificate to organize. The incorporators shall
9share jointly and severally the expense of an investigation.
AB150-engrossed,1764,1311
214.26
(2) (a) The expense fund shall be an asset of the proposed mutual
12savings bank if the
commissioner division approves the application, and shall be
13reflected on the books as a liability under the caption "subsidy by incorporators".
AB150-engrossed,1764,2015
214.26
(2) (c) After 3 years of corporate existence, the board of directors may
16petition the
commissioner division for authority to repay the incorporators, on a
17proportional basis, any unused portion remaining in the expense fund. If the
18commissioner division determines that the operations of the mutual savings bank at
19that point are of such degree as so enable the mutual savings bank to operate without
20the subsidy, the
commissioner division may authorize repayment.
AB150-engrossed,1765,422
214.26
(2) (d) After the 4th year of corporate existence, and each subsequent
23year, the board of directors of the mutual savings bank may petition the
24commissioner division for authority to pay out of current income of any period to the
25incorporators on a proportional basis, the amount remaining after payment of
1expenses, provision for taxes and the provision for distribution of earnings as a
2recovery of previous charges made to the expense fund account. The
commissioner 3division may approve or deny the petition for recovery payments. Recovery
4payments may not exceed the total of the charges made to the expense fund account.
AB150-engrossed,1765,156
214.26
(3) (a) Within 30 days after receiving a completed application, the
7commissioner division shall furnish a notice of application to the incorporators and
8to each savings bank authorized to operate an office within 4 miles of the proposed
9home office if it is to be located in Milwaukee county, or within 20 miles of the
10proposed home office if it is to be located outside of Milwaukee county. The notice
11shall describe the location and nature of the proposed home office and any other
12proposed office and shall solicit written comments on the application. If a hearing
13on the application has been scheduled, the notice shall indicate the time and place
14of the hearing. If a hearing has not been scheduled, the notice shall describe the right
15of interested persons to request a hearing.
AB150-engrossed,1765,1917
214.26
(3) (b) The incorporators shall publish the notice of application as a class
183 notice under ch. 985 in the city, town or village where the home office is to be located
19and shall provide the
commissioner division with proof of publication.
AB150-engrossed,1765,2221
214.26
(4) (intro.) The
commissioner division shall conduct a public hearing
22on the application if any of the following occurs:
AB150-engrossed,1766,3
1214.26
(4) (b) Within 3 days after publication of the final notice of application
2any person planning to participate in a hearing on the application files with the
3commissioner division a request for hearing.
AB150-engrossed,1766,85
214.26
(5) If a hearing date is not indicated in the notice of application and a
6hearing is subsequently required, the
commissioner
division shall give written
7notice of the time and place of the hearing to the incorporators and to anyone who
8has requested a hearing, at least 10 days before the hearing.
AB150-engrossed,1766,1210
214.26
(7) (intro.) To approve an application, the
commissioner division must
11find, based on the record of the application, the
commissioner's division's 12investigation and the public hearing, if any, that all of the following conditions exist:
AB150-engrossed,1766,1514
214.26
(7) (c) The proposed name is not deceptively similar to that of another
15financial institution within an area defined by rule of the
commissioner division.
AB150-engrossed,1766,2317
214.26
(8) The
commissioner division shall have discretionary authority to
18grant a certificate of authority. The
commissioner
division may refuse to issue a
19certificate of authority to the incorporators to commence business if, in the
20commissioner's division's opinion, any incorporator is not of such character and
21general fitness as to warrant belief that the savings bank will be conducted for the
22best interest of its members or stockholders or if other sufficient reasons exist for a
23refusal to issue a certificate of authority.
AB150-engrossed,1767,3
1214.265
(1) (a) If the
commissioner division approves an application to
2organize, the
commissioner division shall issue to the incorporators a certificate of
3authority to effect a temporary organization.
AB150-engrossed,1767,65
214.265
(5) The directors shall prepare articles of incorporation, bylaws, and
6other documents and items as required by rule of the
commissioner division.
AB150-engrossed,1767,108
214.265
(6) The directors shall apply for insurance of accounts with a deposit
9insurance corporation and provide the
commissioner
division with a copy of each
10filing and additional documents filed or received in connection with the filing.
AB150-engrossed,1767,1412
214.265
(8) If a stock savings bank, the officers and directors shall furnish the
13commissioner division with the names and addresses of all investors who subscribe
14to purchase stock.