IC 28-1-21.7
Chapter 21.7. Charter Conversion of Mutual Savings Associations
to Mutual Savings Banks
IC 28-1-21.7-1 "Department" defined
Sec. 1. As used in this chapter, "department" means the
department of financial institutions and, if applicable, the
department's authorized delegate. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-2 "Effective time of the mutual bank conversion" defined
Sec. 2. As used in this chapter, "effective time of the mutual bank
conversion" means:
(1) the date that articles of mutual bank conversion are filed
with the secretary of state; or
(2) the date designated in the articles of mutual bank
conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.122-1994,
SEC.83.
IC 28-1-21.7-3 "Mutual bank" defined
Sec. 3. (a) As used in this chapter, "mutual bank" means a mutual
savings bank governed by IC 28-6.1.
(b) A reference in IC 28-6.1 to formation and operation of a
savings bank by a board means formation by conversion under this
chapter and operation by a board of directors elected by members
under IC 28-13.
(c) IC 28-6.1-3 does not apply to mutual banks formed by
conversion under this chapter. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.39.
IC 28-1-21.7-4 "Mutual bank conversion" defined
Sec. 4. As used in this chapter, "mutual bank conversion" means
the conversion of a savings association to a mutual bank. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-5 "Office of thrift supervision" defined
Sec. 5. As used in this chapter, "office of thrift supervision"
means the primary federal regulator of savings associations or
successors of savings associations (as defined in 12 U.S.C. 1462(a)
(FIRREA Section 301)). As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-6 "Savings association" defined
Sec. 6. As used in this chapter, "savings association" means an
institution (as defined in 12 U.S.C. 1813(b)) that maintains its
principal office in Indiana. The term includes federally chartered
savings associations and savings banks, and state savings and loan
associations and building and loan associations, but only if held in
the mutual form of ownership. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-7 "Voting parties" defined
Sec. 7. As used in this chapter, "voting parties" means a mutual
savings association's depositors or members. Voting parties have the
voting rights stipulated by the bylaws of the converting savings
association. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-8 Conversion upon approval
Sec. 8. Any savings association may, upon approval of the
department and, if required by federal law, the office of thrift
supervision, effect a mutual bank conversion. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-9 Procedures for conversion
Sec. 9. The department shall prescribe procedures for mutual bank
conversions. The procedures prescribed by the department must
include the following:
(1) The savings association shall prepare and submit a plan of
mutual bank conversion to the department that provides the
terms and conditions of the mutual bank conversion as required
by the department. However, if the plan of mutual bank
conversion complies with the requirements of the Office of
Thrift Supervision, the plan shall be considered adequate.
(2) The plan of mutual bank conversion must be adopted by not
less than a majority of the board of directors of the savings
association.
(3) Upon approval of a plan of mutual bank conversion by the
board of directors of the savings association, the plan of mutual
bank conversion and a certified copy of the resolution of the
board of directors approving the plan of mutual bank
conversion shall be submitted to the department for approval.
(4) The plan of mutual bank conversion shall be conditioned
upon the approval of not less than a majority of the total
number of votes cast at a regular or special meeting of the
voting parties. The method used to notify the voting parties of
the meeting held to consider a plan of mutual bank conversion
must be approved by the director of the department. The
director may require the converting savings association to
provide the voting parties with information regarding the plan
of mutual bank conversion.
(5) The savings association shall provide to the department the
additional relevant information requested by the department in
connection with the plan of mutual bank conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.33-1991,
SEC.21; P.L.42-1993, SEC.40; P.L.122-1994, SEC.84.
IC 28-1-21.7-10 Approval or disapproval of conversion plan; requirements
Sec. 10. (a) The department may approve or disapprove the plan
of mutual bank conversion filed under section 9 of this chapter.
(b) Solicitation of the votes of voting parties may occur prior to
receipt of the approval of the department.
(c) The department may not approve the plan of mutual bank
conversion unless the department finds, after appropriate
investigation or examination, and without the requirement of a public
hearing, that the following requirements have been fulfilled:
(1) That the resulting mutual bank will operate in a safe, sound,
and prudent manner.
(2) That the proposed mutual bank conversion will not result in
a mutual bank that has inadequate capital, unsatisfactory
management, or poor earnings prospects.
(3) That the management or other principals of the savings
association are qualified by character and financial
responsibility to control and operate in a legal and proper
manner the mutual bank proposed to be formed as a result of the
mutual bank conversion.
(4) That the interests of the depositors and creditors, and of the
public generally, will not be jeopardized by the proposed
mutual bank conversion. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-11 Powers and duties of resulting mutual bank
Sec. 11. Upon conversion of a savings association, the resulting
mutual bank:
(1) possesses all of the rights, privileges, immunities, and
powers of a mutual bank;
(2) unless otherwise provided in this chapter, is subject to all of
the duties, restrictions, obligations, and liabilities of a mutual
bank; and
(3) succeeds by operation of law to all rights and property of the
converting savings association and shall be subjected to all
debts, obligations, and liabilities of the converting savings
association as if the mutual bank had incurred the debts and
liabilities. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-12 Transitional powers
Sec. 12. The department may authorize the resulting mutual bank
to do the following:
(1) Wind up any activities legally engaged in by the savings
association at the time of mutual bank conversion not permitted
to mutual banks.
(2) Retain any assets legally held by the savings association at
the time of the mutual bank conversion that may not be held by
mutual banks for a transitional period.
The terms and conditions of the transitional period under
subdivisions (1) and (2) are subject to the discretion of the
department. However, the transitional period may not exceed ten (10)
years after the effective time of the mutual bank conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.41.
IC 28-1-21.7-13 Retention of branches
Sec. 13. Notwithstanding IC 28-6.1-12, a mutual bank created by
charter conversion may retain all branches lawfully established. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.42.
IC 28-1-21.7-14 Articles of conversion; filing
Sec. 14. In order to effect the mutual bank conversion, the
converting savings association shall file articles of mutual bank
conversion, bearing the approval of the director of the department,
with the Indiana secretary of state. The converting savings
association shall also file copies of the articles of mutual bank
conversion with the county recorder of the county where the
principal office of the mutual bank is located. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-15 Statutes and rules applicable to converted bank
Sec. 15. Upon the effective time of mutual bank conversion, the
converted mutual bank, unless otherwise provided in this chapter,
immediately becomes subject to all statutes and rules applicable to
mutual banks. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7
Chapter 21.7. Charter Conversion of Mutual Savings Associations
to Mutual Savings Banks
IC 28-1-21.7-1 "Department" defined
Sec. 1. As used in this chapter, "department" means the
department of financial institutions and, if applicable, the
department's authorized delegate. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-2 "Effective time of the mutual bank conversion" defined
Sec. 2. As used in this chapter, "effective time of the mutual bank
conversion" means:
(1) the date that articles of mutual bank conversion are filed
with the secretary of state; or
(2) the date designated in the articles of mutual bank
conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.122-1994,
SEC.83.
IC 28-1-21.7-3 "Mutual bank" defined
Sec. 3. (a) As used in this chapter, "mutual bank" means a mutual
savings bank governed by IC 28-6.1.
(b) A reference in IC 28-6.1 to formation and operation of a
savings bank by a board means formation by conversion under this
chapter and operation by a board of directors elected by members
under IC 28-13.
(c) IC 28-6.1-3 does not apply to mutual banks formed by
conversion under this chapter. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.39.
IC 28-1-21.7-4 "Mutual bank conversion" defined
Sec. 4. As used in this chapter, "mutual bank conversion" means
the conversion of a savings association to a mutual bank. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-5 "Office of thrift supervision" defined
Sec. 5. As used in this chapter, "office of thrift supervision"
means the primary federal regulator of savings associations or
successors of savings associations (as defined in 12 U.S.C. 1462(a)
(FIRREA Section 301)). As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-6 "Savings association" defined
Sec. 6. As used in this chapter, "savings association" means an
institution (as defined in 12 U.S.C. 1813(b)) that maintains its
principal office in Indiana. The term includes federally chartered
savings associations and savings banks, and state savings and loan
associations and building and loan associations, but only if held in
the mutual form of ownership. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-7 "Voting parties" defined
Sec. 7. As used in this chapter, "voting parties" means a mutual
savings association's depositors or members. Voting parties have the
voting rights stipulated by the bylaws of the converting savings
association. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-8 Conversion upon approval
Sec. 8. Any savings association may, upon approval of the
department and, if required by federal law, the office of thrift
supervision, effect a mutual bank conversion. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-9 Procedures for conversion
Sec. 9. The department shall prescribe procedures for mutual bank
conversions. The procedures prescribed by the department must
include the following:
(1) The savings association shall prepare and submit a plan of
mutual bank conversion to the department that provides the
terms and conditions of the mutual bank conversion as required
by the department. However, if the plan of mutual bank
conversion complies with the requirements of the Office of
Thrift Supervision, the plan shall be considered adequate.
(2) The plan of mutual bank conversion must be adopted by not
less than a majority of the board of directors of the savings
association.
(3) Upon approval of a plan of mutual bank conversion by the
board of directors of the savings association, the plan of mutual
bank conversion and a certified copy of the resolution of the
board of directors approving the plan of mutual bank
conversion shall be submitted to the department for approval.
(4) The plan of mutual bank conversion shall be conditioned
upon the approval of not less than a majority of the total
number of votes cast at a regular or special meeting of the
voting parties. The method used to notify the voting parties of
the meeting held to consider a plan of mutual bank conversion
must be approved by the director of the department. The
director may require the converting savings association to
provide the voting parties with information regarding the plan
of mutual bank conversion.
(5) The savings association shall provide to the department the
additional relevant information requested by the department in
connection with the plan of mutual bank conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.33-1991,
SEC.21; P.L.42-1993, SEC.40; P.L.122-1994, SEC.84.
IC 28-1-21.7-10 Approval or disapproval of conversion plan; requirements
Sec. 10. (a) The department may approve or disapprove the plan
of mutual bank conversion filed under section 9 of this chapter.
(b) Solicitation of the votes of voting parties may occur prior to
receipt of the approval of the department.
(c) The department may not approve the plan of mutual bank
conversion unless the department finds, after appropriate
investigation or examination, and without the requirement of a public
hearing, that the following requirements have been fulfilled:
(1) That the resulting mutual bank will operate in a safe, sound,
and prudent manner.
(2) That the proposed mutual bank conversion will not result in
a mutual bank that has inadequate capital, unsatisfactory
management, or poor earnings prospects.
(3) That the management or other principals of the savings
association are qualified by character and financial
responsibility to control and operate in a legal and proper
manner the mutual bank proposed to be formed as a result of the
mutual bank conversion.
(4) That the interests of the depositors and creditors, and of the
public generally, will not be jeopardized by the proposed
mutual bank conversion. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-11 Powers and duties of resulting mutual bank
Sec. 11. Upon conversion of a savings association, the resulting
mutual bank:
(1) possesses all of the rights, privileges, immunities, and
powers of a mutual bank;
(2) unless otherwise provided in this chapter, is subject to all of
the duties, restrictions, obligations, and liabilities of a mutual
bank; and
(3) succeeds by operation of law to all rights and property of the
converting savings association and shall be subjected to all
debts, obligations, and liabilities of the converting savings
association as if the mutual bank had incurred the debts and
liabilities. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-12 Transitional powers
Sec. 12. The department may authorize the resulting mutual bank
to do the following:
(1) Wind up any activities legally engaged in by the savings
association at the time of mutual bank conversion not permitted
to mutual banks.
(2) Retain any assets legally held by the savings association at
the time of the mutual bank conversion that may not be held by
mutual banks for a transitional period.
The terms and conditions of the transitional period under
subdivisions (1) and (2) are subject to the discretion of the
department. However, the transitional period may not exceed ten (10)
years after the effective time of the mutual bank conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.41.
IC 28-1-21.7-13 Retention of branches
Sec. 13. Notwithstanding IC 28-6.1-12, a mutual bank created by
charter conversion may retain all branches lawfully established. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.42.
IC 28-1-21.7-14 Articles of conversion; filing
Sec. 14. In order to effect the mutual bank conversion, the
converting savings association shall file articles of mutual bank
conversion, bearing the approval of the director of the department,
with the Indiana secretary of state. The converting savings
association shall also file copies of the articles of mutual bank
conversion with the county recorder of the county where the
principal office of the mutual bank is located. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-15 Statutes and rules applicable to converted bank
Sec. 15. Upon the effective time of mutual bank conversion, the
converted mutual bank, unless otherwise provided in this chapter,
immediately becomes subject to all statutes and rules applicable to
mutual banks. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7
Chapter 21.7. Charter Conversion of Mutual Savings Associations
to Mutual Savings Banks
IC 28-1-21.7-1 "Department" defined
Sec. 1. As used in this chapter, "department" means the
department of financial institutions and, if applicable, the
department's authorized delegate. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-2 "Effective time of the mutual bank conversion" defined
Sec. 2. As used in this chapter, "effective time of the mutual bank
conversion" means:
(1) the date that articles of mutual bank conversion are filed
with the secretary of state; or
(2) the date designated in the articles of mutual bank
conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.122-1994,
SEC.83.
IC 28-1-21.7-3 "Mutual bank" defined
Sec. 3. (a) As used in this chapter, "mutual bank" means a mutual
savings bank governed by IC 28-6.1.
(b) A reference in IC 28-6.1 to formation and operation of a
savings bank by a board means formation by conversion under this
chapter and operation by a board of directors elected by members
under IC 28-13.
(c) IC 28-6.1-3 does not apply to mutual banks formed by
conversion under this chapter. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.39.
IC 28-1-21.7-4 "Mutual bank conversion" defined
Sec. 4. As used in this chapter, "mutual bank conversion" means
the conversion of a savings association to a mutual bank. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-5 "Office of thrift supervision" defined
Sec. 5. As used in this chapter, "office of thrift supervision"
means the primary federal regulator of savings associations or
successors of savings associations (as defined in 12 U.S.C. 1462(a)
(FIRREA Section 301)). As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-6 "Savings association" defined
Sec. 6. As used in this chapter, "savings association" means an
institution (as defined in 12 U.S.C. 1813(b)) that maintains its
principal office in Indiana. The term includes federally chartered
savings associations and savings banks, and state savings and loan
associations and building and loan associations, but only if held in
the mutual form of ownership. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-7 "Voting parties" defined
Sec. 7. As used in this chapter, "voting parties" means a mutual
savings association's depositors or members. Voting parties have the
voting rights stipulated by the bylaws of the converting savings
association. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-8 Conversion upon approval
Sec. 8. Any savings association may, upon approval of the
department and, if required by federal law, the office of thrift
supervision, effect a mutual bank conversion. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-9 Procedures for conversion
Sec. 9. The department shall prescribe procedures for mutual bank
conversions. The procedures prescribed by the department must
include the following:
(1) The savings association shall prepare and submit a plan of
mutual bank conversion to the department that provides the
terms and conditions of the mutual bank conversion as required
by the department. However, if the plan of mutual bank
conversion complies with the requirements of the Office of
Thrift Supervision, the plan shall be considered adequate.
(2) The plan of mutual bank conversion must be adopted by not
less than a majority of the board of directors of the savings
association.
(3) Upon approval of a plan of mutual bank conversion by the
board of directors of the savings association, the plan of mutual
bank conversion and a certified copy of the resolution of the
board of directors approving the plan of mutual bank
conversion shall be submitted to the department for approval.
(4) The plan of mutual bank conversion shall be conditioned
upon the approval of not less than a majority of the total
number of votes cast at a regular or special meeting of the
voting parties. The method used to notify the voting parties of
the meeting held to consider a plan of mutual bank conversion
must be approved by the director of the department. The
director may require the converting savings association to
provide the voting parties with information regarding the plan
of mutual bank conversion.
(5) The savings association shall provide to the department the
additional relevant information requested by the department in
connection with the plan of mutual bank conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.33-1991,
SEC.21; P.L.42-1993, SEC.40; P.L.122-1994, SEC.84.
IC 28-1-21.7-10 Approval or disapproval of conversion plan; requirements
Sec. 10. (a) The department may approve or disapprove the plan
of mutual bank conversion filed under section 9 of this chapter.
(b) Solicitation of the votes of voting parties may occur prior to
receipt of the approval of the department.
(c) The department may not approve the plan of mutual bank
conversion unless the department finds, after appropriate
investigation or examination, and without the requirement of a public
hearing, that the following requirements have been fulfilled:
(1) That the resulting mutual bank will operate in a safe, sound,
and prudent manner.
(2) That the proposed mutual bank conversion will not result in
a mutual bank that has inadequate capital, unsatisfactory
management, or poor earnings prospects.
(3) That the management or other principals of the savings
association are qualified by character and financial
responsibility to control and operate in a legal and proper
manner the mutual bank proposed to be formed as a result of the
mutual bank conversion.
(4) That the interests of the depositors and creditors, and of the
public generally, will not be jeopardized by the proposed
mutual bank conversion. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-11 Powers and duties of resulting mutual bank
Sec. 11. Upon conversion of a savings association, the resulting
mutual bank:
(1) possesses all of the rights, privileges, immunities, and
powers of a mutual bank;
(2) unless otherwise provided in this chapter, is subject to all of
the duties, restrictions, obligations, and liabilities of a mutual
bank; and
(3) succeeds by operation of law to all rights and property of the
converting savings association and shall be subjected to all
debts, obligations, and liabilities of the converting savings
association as if the mutual bank had incurred the debts and
liabilities. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-12 Transitional powers
Sec. 12. The department may authorize the resulting mutual bank
to do the following:
(1) Wind up any activities legally engaged in by the savings
association at the time of mutual bank conversion not permitted
to mutual banks.
(2) Retain any assets legally held by the savings association at
the time of the mutual bank conversion that may not be held by
mutual banks for a transitional period.
The terms and conditions of the transitional period under
subdivisions (1) and (2) are subject to the discretion of the
department. However, the transitional period may not exceed ten (10)
years after the effective time of the mutual bank conversion. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.41.
IC 28-1-21.7-13 Retention of branches
Sec. 13. Notwithstanding IC 28-6.1-12, a mutual bank created by
charter conversion may retain all branches lawfully established. As added by P.L.147-1990, SEC.3. Amended by P.L.42-1993,
SEC.42.
IC 28-1-21.7-14 Articles of conversion; filing
Sec. 14. In order to effect the mutual bank conversion, the
converting savings association shall file articles of mutual bank
conversion, bearing the approval of the director of the department,
with the Indiana secretary of state. The converting savings
association shall also file copies of the articles of mutual bank
conversion with the county recorder of the county where the
principal office of the mutual bank is located. As added by P.L.147-1990, SEC.3.
IC 28-1-21.7-15 Statutes and rules applicable to converted bank
Sec. 15. Upon the effective time of mutual bank conversion, the
converted mutual bank, unless otherwise provided in this chapter,
immediately becomes subject to all statutes and rules applicable to
mutual banks. As added by P.L.147-1990, SEC.3.
