Section 13-4-110 – Dissenting Shareholders.
13-4-110. Dissenting shareholders. (a) The owner of shares of a state bank which were voted against a merger to result in a state bank, or against the conversion of a state bank into a national bank, are entitled to receive their fair market value in cash, if and when the merger or conversion becomes effective, […]
Section 13-4-111 – Effect of Merger or Conversion.
13-4-111. Effect of merger or conversion. (a) A resulting bank shall be considered the same entity as each merging bank or as the converting bank with all the property, rights, powers, duties and obligations of each merging bank or the converting bank, except as provided by state law in the case of a resulting state […]
Section 13-4-112 – Time for Conforming to State Law.
13-4-112. Time for conforming to state law. If a merging or converting bank has assets which do not conform to the requirements of state law for the resulting bank or carries on business activities which are not permitted for the resulting bank, the state banking commissioner may permit a reasonable time to conform with state […]
Section 13-4-113 – Transfer of Assets and Liabilities.
13-4-113. Transfer of assets and liabilities. (a) A bank which is in the process of consolidating with another bank may transfer its assets and liabilities to the other bank upon written consent of the state banking commissioner. (b) Without approval by the state banking commissioner assets shall not be carried on the books of the […]
Section 13-4-114 – Changing of State to National Bank.
13-4-114. Changing of state to national bank. (a) A bank may merge with, convert into or reorganize as a national bank. The action to be taken by a merging or converting bank and its rights and liabilities and those of its stockholders shall be the same as those prescribed for national banks except that a […]
Section 13-4-108 – When Merger Effective; Certificate of Merger.
13-4-108. When merger effective; certificate of merger. (a) A merger which is to result in a state bank, unless otherwise specified in the agreement becomes effective upon filing the executed agreement, copies of the resolutions of the stockholders of each merging bank approving it, an affidavit evidencing the publication and a copy of the publication […]
Section 13-4-109 – Conversion of National Bank, Federally Chartered Savings Bank, Out-of-State State Bank or State Savings and Loan Into State Bank.
13-4-109. Conversion of national bank, federally chartered savings bank, out-of-state state bank or state savings and loan into state bank. (a) A national bank, including a federally chartered savings and loan and a federally chartered savings bank, located in this state which follows the procedure prescribed by the laws of the United States to convert […]
Section 13-4-105 – Approval of Merger by Directors and State Banking Commissioner; Disapproval.
13-4-105. Approval of merger by directors and state banking commissioner; disapproval. (a) A majority of the members of the board of directors of each merging bank shall approve a merger agreement which shall contain: (i) The name of each merging bank and location of each office; (ii) With respect to the resulting bank: (A) Its […]
Section 13-4-106 – Approval of Merger by Stockholders.
13-4-106. Approval of merger by stockholders. (a) A merger which is to result in a bank shall be approved by the stockholders of each merging bank by a vote of two-thirds (2/3) of the outstanding voting stock of each class at a meeting called to consider the action which vote shall constitute the adoption of […]
Section 13-4-107 – Publication of Merger Notice.
13-4-107. Publication of merger notice. Upon approval of a merger agreement by the stockholders of each merging bank, the elements of the agreement shall be incorporated in a notice of the proposed merger with the effective date of the merger. The notice shall be published once each week for three (3) successive weeks in a […]