reglab/housing_qa huggingface dataset:
Ohio Rev Code § 1115.111 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1115 | Banks - Acquisitions and Reorganizations|Section 1115.111 | Management or Consulting Fees.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) Except as provided in division (C) of this section, no bank shall pay to any person, other than reasonable compensation for services provided in the person's capacity as an employee, any management or consulting fee, including fees for legal, accounting, brokerage, or other similar professional services, not having a direct relationship to the value of actual services rendered, based on reasonable costs consistent with current market values for such services.(B) The records of the bank shall contain adequate information to permit a determination as to what services are being provided and on what basis they are being priced. At a minimum the records shall disclose a thorough review by the board of directors demonstrating all of the following:(1) That such fees are paid for specific services provided, as detailed in a fee analysis presented to the board;(2) The basis for the cost for each function or service;(3) A conclusion by the board of directors that the fees are reasonable.(C) This section does not prevent a bank from paying any of the following:(1) Dividends to shareholders that have been properly declared by the bank;(2) Reasonable compensation to officers and employees of the bank for services rendered to the bank in their capacities as officers or employees of the bank;(3) Fees to directors for their attendance at meetings of the board of directors, the executive committee, or other committees established by the board.
Ohio Rev Code § 1115.15 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1115 | Banks - Acquisitions and Reorganizations|Section 1115.15 | Transferring Assets and Liabilities in an Emergency.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|Whenever an emergency, as defined by the superintendent of financial institutions, exists with regard to a state bank, national bank, savings bank, or savings association that warrants, in the opinion of the superintendent and of a majority of the members of the respective boards of directors of the constituent corporations concerned, an immediate transfer of assets and liabilities, the board of directors of a state bank may, by majority vote, transfer the assets and liabilities of the state bank or acquire the assets and liabilities of another state bank or a national bank, savings bank, or savings association without the vote or approval of the shareholders of each constituent corporation involved in the proposed transfer. No transfer pursuant to this section involving a state bank shall be made without the written consent of the superintendent. Certified copies of all proceedings of its board of directors shall be filed with the superintendent by each constituent corporation involved in the transfer. A copy of the agreement between the constituent corporations shall accompany the copies of the proceedings of the boards of directors.
Ohio Rev Code § 1115.20 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1115 | Banks - Acquisitions and Reorganizations|Section 1115.20 | Protecting Rights of Creditors.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) In any transfer under this chapter, the rights of creditors shall be preserved unimpaired and, unless otherwise provided, the constituent corporations shall be deemed to continue their separate existence if the continuation is necessary to preserve any creditor's rights.(B) In any consolidation or merger under section 1115.11 of the Revised Code, the rights and obligations of the surviving or new bank shall be governed by section 1701.82 of the Revised Code.
Ohio Rev Code § 1115.23 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1115 | Banks - Acquisitions and Reorganizations|Section 1115.23 | Interim Banks.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) Any person, singly or jointly with others, may, with the approval of the superintendent of financial institutions, incorporate an interim bank for the purpose of facilitating the creation of a bank holding company, the acquisition of or transaction with an existing bank, savings association, or savings bank, or any other transaction the superintendent may approve. Prior to commencing business, an interim bank shall be a party to a reorganization with an existing bank, savings association, or savings bank pursuant to this chapter.(B) The person or persons proposing to incorporate an interim bank under this section shall make application for approval of the proposed interim bank in the manner and form prescribed by the superintendent, which shall include delivering to the division of financial institutions the items required in divisions (B)(1) and (2) of section 1113.02 of the Revised Code.(C) Approval of the interim bank pursuant to this section does not authorize the interim bank to commence business. Approval of the interim bank shall be specifically conditioned on approval of the subsequent reorganization. The approval of the interim bank becomes void, and the interim bank shall be dissolved, if the reorganization is not approved and consummated within one year after the approval of the interim bank, unless the superintendent grants one or more extensions in writing. If no extension is granted or upon the expiration of the last extension granted, the interim bank shall provide the superintendent with the necessary dissolution certificates and affidavits for the superintendent to file the dissolution with the secretary of state.(D) The superintendent shall not disapprove an interim bank charter solely because the interim bank's paid-in capital and surplus do not aggregate more than five hundred dollars.
Ohio Rev Code § 1116.01 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.01 | Definitions.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|As used in this chapter, unless the context requires otherwise:(A) "Acquiree mutual bank" means any state bank, savings association, or savings bank that meets both of the following conditions:(1) It is acquired by a mutual holding company as part of, and concurrently with, a mutual holding company reorganization.(2) It is in the mutual form immediately prior to the acquisition.(B) "Reorganization plan" means the plan to reorganize into a mutual holding company structure described in section 1116.07 of the Revised Code.(C) "Reorganizing mutual state bank" means a mutual state bank that proposes to reorganize into a mutual holding company structure in accordance with this chapter.(D) "Resulting mutual holding company" means a bank holding company organized in mutual form under this chapter and, unless otherwise indicated, a subsidiary holding company controlled by a mutual holding company organized under this chapter.(E) "Resulting stock state bank" means a stock state bank that is organized as a subsidiary of a reorganizing mutual state bank to receive a substantial part of the assets and liabilities, including all deposit accounts, of the reorganizing mutual state bank upon consummation of the reorganization.(F) "Stock bank" means a bank that has an ownership structure in the form of shares of stock and is doing business under authority granted by the superintendent of financial institutions or the bank regulatory authority of another state or the United States.(G) "Subsidiary holding company" means a stock company that is controlled by a mutual holding company and that owns the stock of a stock state bank whose depositors have membership rights in the parent mutual holding company.
Ohio Rev Code § 1116.02 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.02 | Creation, Organization, and Governance.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) A mutual holding company and any subsidiary of a mutual holding company shall be created, organized, and governed, and its business shall be conducted, in all respects in the same manner as is provided under Chapter 1701. of the Revised Code, for corporations generally, to the extent that it is not inconsistent with this chapter, Chapters 1101. to 1115., and Chapters 1117. to 1127. of the Revised Code or the rules adopted under those chapters.(B) A mutual holding company and any subsidiary of a mutual holding company organized under this chapter is subject to all powers, remedies, and sanctions provided to the superintendent of financial institutions and the division of financial institutions by Chapters 1101. to 1127. of the Revised Code.(C) Notwithstanding division (A) of this section, a nonbank subsidiary of a mutual holding company may be organized under the general corporate laws of another state of the United States.
Ohio Rev Code § 1116.05 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.05 | Mutual State Bank Reorganization as Mutual Holding Company.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) A mutual state bank may, with the approval of the superintendent of financial institutions, reorganize to become a mutual holding company, in one of the following manners:(1) By organizing one or more subsidiary stock state banks, one or more of which may be an interim stock state bank, the ownership of which shall be evidenced by shares of stock to be owned by the reorganizing mutual state bank and by transferring a substantial portion of its assets, all of its insured deposits, and part or all of its other liabilities to one or more subsidiary stock state banks;(2) By organizing a first tier subsidiary stock state bank, causing that subsidiary to organize a second tier subsidiary stock state bank, and transferring, by merger of the reorganizing mutual state bank with the second tier subsidiary, a substantial portion of its assets, all of its insured deposits, and part or all of its other liabilities to the resulting stock state bank at which time the first tier subsidiary stock state bank becomes a mutual holding company;(3) In any other manner approved by the superintendent.(B) As a part of its mutual holding company reorganization, a mutual state bank may organize as a subsidiary holding company of the mutual holding company, which subsidiary holding company shall own all of the outstanding voting stock of the resulting stock state bank.(C) Before reorganizing into a mutual holding company, a reorganizing mutual state bank shall do all of the following:(1) Obtain approval of a reorganization plan by a two-thirds vote of the board of directors of the reorganizing mutual state bank and any acquiree mutual bank;(2) Obtain approval of the reorganization plan by a two-thirds vote, or such other proportion not less than a majority as the reorganizing mutual state bank's or any acquiree mutual bank's articles of incorporation or code of regulations provide, of the members' votes cast in person or by proxy at the annual meeting or at a special meeting of members called by the board of directors for the purpose of approving the reorganization plan;(3) File a reorganization application in the form prescribed by the superintendent that includes all of the following:(a) An officers' certification that the reorganization plan has been approved by the directors and members in accordance with applicable state law, articles of incorporation, code of regulations, or bylaws;(b) A copy of the reorganization plan;(c) Any other information the superintendent requires.
Ohio Rev Code § 1116.06 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.06 | Application for Reorganization.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) Within ten business days after receipt of an application for a mutual holding company reorganization under division (C)(3) of section 1116.05 of the Revised Code, the superintendent of financial institutions shall do one of the following:(1) Accept the application for processing;(2) Request additional information to complete the application;(3) Return the application if it is substantially incomplete.(B) Within one hundred eighty days after an application is accepted for processing, the superintendent shall approve or disapprove the application and, if approved, impose any conditions the superintendent determines appropriate.(C) In approving or disapproving an application, the superintendent, after conducting an appropriate examination or investigation, shall consider whether:(1) The reorganizing mutual state bank and any acquiree mutual bank will operate in a safe, sound, and prudent manner.(2) The applicant has demonstrated that the reorganization plan is fair to the members of the reorganizing mutual state bank and any acquiree mutual bank.(3) The interests of the reorganizing mutual state bank's depositors and creditors and the general public will not be jeopardized by the proposed reorganization into a mutual holding company;(4) The proposed reorganization will result in a reorganizing mutual state bank or any acquiree state bank that has adequate capital, satisfactory management, and good earnings prospects;(5) A stock issuance proposed in connection with the mutual holding company reorganization plan meets the standards established by the superintendent and any applicable state and federal securities laws; and(6) The reorganizing mutual state bank or any acquiree mutual bank has furnished all information required in the reorganization plan and any other information requested by the superintendent regarding the proposed reorganization.
Ohio Rev Code § 1116.07 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.07 | Reorganization Plans.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|Each reorganization plan submitted with a mutual holding company reorganization application shall contain a description of all significant terms of the proposed reorganization and include all of the following:(A) Any proposed stock issuance plan;(B) An opinion of counsel, or a ruling from the United States internal revenue service and the Ohio department of taxation, as to the federal and state tax treatment of the proposed reorganization;(C) A copy of the articles of incorporation and code of regulations of the proposed mutual holding company, the resulting stock state bank, and any affiliate organizations in the holding company structure;(D) A description of the method of reorganization under this chapter;(E) A statement that, upon consummation of the reorganization, certain assets and liabilities, including all deposit accounts of the reorganizing mutual state bank, shall be transferred to the resulting stock state bank, which bank shall immediately become a stock state bank subsidiary of the mutual holding company or subsidiary holding company;(F) A summary of the expenses to be incurred in connection with the reorganization;(G) Any other information required by the superintendent of financial institutions.
Ohio Rev Code § 1116.08 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.08 | Approval; Filing With Secretary of State.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|After approving a mutual holding company reorganization application, the superintendent of financial institutions shall, to effect the reorganization, forward the articles of incorporation to the secretary of state for filing.
Ohio Rev Code § 1116.09 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.09 | Membership Rights.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) A mutual holding company shall do all of the following:(1) Confer upon existing and future depositors of the resulting stock state bank the same membership rights in the mutual holding company as were conferred upon depositors by the articles of incorporation or code of regulations of the reorganizing mutual state bank in effect immediately prior to the reorganization;(2) Confer upon existing and future depositors of any acquiree mutual bank or any bank that is in the mutual form when acquired by the mutual holding company, the same membership rights in the mutual holding company as were conferred upon depositors by the articles of incorporation or code of regulations of the acquired mutual bank in effect immediately prior to the acquisition, provided that if the acquired mutual bank is merged into another subsidiary state bank from which the mutual holding company draws members, the depositors of the acquired mutual bank shall receive the same membership rights as the depositors of the subsidiary state bank into which the acquired mutual bank is merged;(3) Confer upon the borrowers of the resulting stock state bank who are borrowers at the time of reorganization the same membership rights in the mutual holding company as were conferred upon them by the articles of incorporation or code of regulations of the reorganizing mutual state bank in effect immediately prior to the reorganization, but not any membership rights in connection with any borrowings made after the reorganization;(4) Confer upon the borrowers of any acquiree mutual bank or any bank that is in the mutual form when acquired by the mutual holding company who are borrowers at the time of the acquisition, the same membership rights in the mutual holding company as were conferred on them by the articles of incorporation or code of regulations of the acquired mutual bank in effect immediately prior to the acquisition, but not any membership rights in connection with any borrowings made after the acquisition; provided, however, that if the acquired mutual bank is merged into another bank from which the mutual holding company draws members, the borrowers of the acquired mutual bank shall instead receive the same grandfathered membership rights as the borrowers of the subsidiary state bank into which the acquired mutual bank is merged.(B) A mutual holding company that acquires a bank in the stock form, other than a resulting stock state bank or an acquiree mutual bank, shall not confer any membership rights upon the depositors and borrowers of the stock bank, unless such stock bank is merged into a subsidiary stock state bank from which the mutual holding company draws its members, in which case the depositors of the stock bank shall receive the same membership rights as other depositors of the subsidiary stock state bank into which the stock bank is merged.
Ohio Rev Code § 1116.10 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.10 | Governance by Board of Directors.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) A mutual holding company and any subsidiary holding company shall be governed by a board of directors and in accordance with the articles of incorporation and code of regulations adopted in connection with the reorganization, or as amended in accordance with law or rule after the reorganization.(B) The board of the mutual holding company and any subsidiary holding company shall have at least five members who, initially, shall consist of the board of directors of the reorganizing mutual state bank. Such members, after the formation of the mutual holding company and any subsidiary holding company, shall continue to serve as directors for the balance of the terms to which they were elected.
Ohio Rev Code § 1116.11 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.11 | Transfer of Assets and Liabilities.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|All assets, rights, obligations, and liabilities of a reorganizing mutual state bank that are not expressly retained by the mutual holding company shall be transferred to the resulting stock state bank.
Ohio Rev Code § 1116.12 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.12 | Deposit Accounts.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|Each person who holds a deposit account in a reorganizing mutual state bank or any acquiree mutual state bank immediately before the reorganization shall receive, upon consummation of the reorganization, without payment, an identical deposit account in the resulting stock state bank or acquiree mutual state bank.
Ohio Rev Code § 1116.13 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.13 | Reorganization Plans; Amendment or Termination.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|The following apply to a reorganization plan adopted by the board of directors of the reorganizing mutual state bank or any acquiree mutual bank:(A) It may be amended by those boards as a result of any regulator's comments before any solicitation of proxies from the members to vote on the reorganization plan or, with the written consent of the superintendent of financial institutions, at any later time.(B) It may be terminated by either board at any time before the meeting at which the members vote on the reorganization plan or, with the written consent of the superintendent, at any later time.
Ohio Rev Code § 1116.16 (2021)
2021 Ohio Revised Code|Title 11 | Banks-Savings and Loan Associations|Chapter 1116 | Mutual Holding Companies|Section 1116.16 | Conversion of Mutual Holding Companies.

Effective: January 1, 2018|Latest Legislation:  House Bill 49 - 132nd General Assembly|(A) A mutual holding company organized under the laws of another state or the United States may, with the approval of the superintendent of financial institutions, convert to a mutual holding company organized under this chapter by submitting an application in accordance with rules adopted by the superintendent under section 111.15 of the Revised Code.(B) State banks existing as of the effective date of this section that are affiliates of a mutual holding company organized under the laws of another state or the United States and that submit an application pursuant to division (A) of this section within one year after the effective date of this section shall be eligible for an expedited review process.