NY Banking L § 487-A (2021)
2021 New York Laws BNK - Banking Article 11 - Credit Unions 487-A - Conversion of a Credit Union Into a Mutual Savings Bank.

§  487-a.  Conversion of a credit union into a mutual savings bank. 1.   Any credit union having its place of business in this state may  convert   to a mutual savings bank, subject to the requirements and procedures set   forth in the laws and regulations governing mutual savings banks.2.  A  proposal for a conversion described in this section shall first   be approved, and a date set for a vote thereon by the members (either at   a meeting to be held on that date or by written ballot to be filed on or   before that date), by a majority of the directors of the  credit  union.   Approval of the proposal for conversion shall be by the affirmative vote   of  a  majority  of  the  members  of  the  credit union who vote on the   proposal.3. A credit union that proposes to convert to a  mutual  savings  bank   under  this  section  shall  submit notice to each of its members who is   eligible to vote on the matter of its intent  to  convert.  Such  notice   must  adequately  describe the purpose and subject matter of the vote to   be taken at the meeting or by  submission  of  a  written  ballot.  Such   notice shall be submitted:a. ninety days before the date of the member vote on the conversion;b.  sixty  days  before the date of the member vote on the conversion;   andc. thirty days before the date of the member vote on  the  conversion.   The  notice  submitted thirty days before the date of the member vote on   the conversion shall contain a written ballot, and shall clearly  inform   the  member that the member may vote at the meeting or by submitting the   written ballot. Such notice also shall state the date, time and place of   the meeting.4. The superintendent shall require a credit union  that  proposes  to   convert  to  a mutual savings bank under this section to submit a notice   to the superintendent of its intent to  convert  during  the  ninety-day   period   preceding  the  date  of  the  completion  of  the  conversion,   accompanied by an investigation fee as prescribed  pursuant  to  section   eighteen-a of this chapter.5.  No  director  or  senior management official of a credit union may   receive any economic benefit in connection  with  a  conversion  of  the   credit union as described in this section, other than:a. director fees; andb.  compensation  and  other  benefits  paid  to  directors  or senior   management officials of the converted institution in the ordinary course   of business.c. For purposes of  this  subdivision,  the  term  "senior  management   official"  means a chief executive officer, an assistant chief executive   officer, a chief financial  officer,  and  any  other  senior  executive   officer as defined by the appropriate federal banking agency pursuant to   section 32(f) of the Federal Deposit Insurance Act, 12 U.S.C. 1831i(f).6.  The  member  vote concerning charter conversion under this section   shall  be  verified  by  the  superintendent.  If   the   superintendent   disapproves  of  the  methods  by  which  the  member  vote was taken or   procedures applicable to the member vote, the member vote shall be taken   again, as directed by the superintendent.7. Upon completion of a conversion  described  in  this  section,  the   credit union shall no longer be subject to any of the provisions of this   article.When   the   superintendent   shall  have  approved  the  organization   certificate  and  the  proposed  bylaws  and  shall  have   issued   the   authorization  certificate,  as provided in article six of this chapter,   the credit union shall cease to be a credit union and shall thereupon be   converted into a mutual  savings  bank;  provided,  however,  that  such   credit  union  shall  be  deemed  to  be  continued  for  the purpose of    prosecuting or defending suits and of enabling it to wind up its affairs   as a credit union and to dispose of and convey its property.At  the  time when such conversion becomes effective, all the property   of the credit union shall immediately by act  of  law  and  without  any   conveyance  or  transfer  become the property of the mutual savings bank   and the mutual savings bank shall succeed to all the rights, obligations   and relations of the credit union.