Effective – 28 Aug 2021
369.705. Definitions — savings banks merger with nonbank subsidiaries or nonbank affiliates — procedure. — 1. As used in this section, the following terms mean:
(1) “Nonbank affiliate”, any nonbank business entity of which a bank holding company or bank savings and loan holding company holds control, as defined under section 362.910;
(2) “Nonbank business entity”, an entity that is not a bank, trust company, savings and loan association, or savings bank;
(3) “Nonbank subsidiary”, any nonbank business entity of which a savings and loan association or savings bank holds control, as defined in section 362.910.
2. Upon approval by the director of finance, a savings and loan institution or savings bank chartered under this chapter may merge with one or more of its nonbank subsidiaries or nonbank affiliates pursuant to an agreement of merger, provided that the savings and loan institution or savings bank is the surviving institution.
3. The agreement of merger shall be submitted to the director of finance, and the director shall act upon the agreement of merger within thirty days of the submission. In determining whether to approve or deny the merger, the director shall consider the purpose of the transaction, its impact on the safety and soundness of the savings and loan institution or savings bank, and any effect on the savings and loan institution or savings bank customers. The director of finance may deny the merger if the merger would have a negative effect in any such respect.
4. The decision of the director of finance may be appealed in the same manner as decisions by the director under section 362.040 may be appealed. Should the state banking and savings and loan board decision result in the approval of the agreement of merger, the board may impose such conditions and terms upon the merger as the board deems appropriate.
5. Should the agreement of merger be approved, the director of finance shall provide a certification for the effective date of the merger to the savings and loan institution or savings bank that the savings and loan institution or savings bank may present to the secretary of state or other applicable state business office to demonstrate the completion of the merger.
6. A merger authorized under this section shall not enable a savings and loan institution or savings bank to exercise any right, power, privilege, or benefit that the savings and loan institution or savings bank could not lawfully exercise immediately prior to such merger.
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(L. 2021 S.B. 106)