2023 Indiana Code › Title 28. Financial Institutions › Article 1. Department of Financial Institutions › Chapter 7.1. Voluntary Supervisory Conversion › 28-1-7.1-9. Application to Department; Required Information and Documents

Sec. 9. The following information and documents must be included in an application for a voluntary supervisory conversion made to the department:
(1) Evidence establishing that the depository financial institution with mutual ownership meets the eligibility requirements set forth in this chapter.
(2) An opinion of qualified, independent counsel or of an independent, certified public accountant concerning the tax consequences of the conversion, or an IRS ruling indicating that the transaction qualifies as a tax free reorganization.
(3) A plan of voluntary supervisory conversion that complies with section 8 of this chapter.
(4) A business plan, when required by the department.
(5) The depository financial institution’s most recent audited financial statements and call report.
(6) A detailed explanation of how the current capital levels make the depository financial institution eligible to engage in a voluntary supervisory conversion under this chapter.
(7) A description of the estimated conversion expenses.
(8) Evidence supporting the value of any noncash asset contributions. Appraisals must be acceptable to the department and each noncash asset must meet all other department policy guidelines.
(9) Pro forma financial statements that reflect the effects of the transaction. The depository financial institution must identify its tangible, core, and risk based capital levels and show the adjustments necessary to compute the pro forma capital levels. The depository financial institution must prepare its pro forma statements in conformance with department regulations and policy.
(10) The proposed articles of incorporation and bylaws, if any, of the depository financial institution formed as a result of the voluntary supervisory conversion.
(11) The proposed stock certificate form, if any, for the depository financial institution formed as a result of the voluntary supervisory conversion.
(12) A copy of any agreements between the depository financial institution formed as a result of the voluntary supervisory conversion and proposed purchasers.
(13) A copy and description of all existing and proposed employment contracts. The depository financial institution formed as a result of the voluntary supervisory conversion must include information describing the term, salary, and severance provisions of the contract, the identity and background of the officer or employee to be employed, and the amount of any conversion shares to be purchased by the officer or employee or his or her affiliates (as defined in IC 28-1-18.2-1) or associates (as defined in 12 CFR 563b.25).
(14) Any:
(A) required filings under federal law; or
(B) waivers of compliance with federal law obtained as a result of conflicts with state law.
(15) Applications for permission to organize a stock association and for approval of a merger, if applicable, and a copy of any application for Federal Home Loan Bank membership or FDIC insurance of accounts, if applicable.
(16) A statement describing any other applications required under federal or state banking laws for all transactions related to the conversion, copies of all dispositive documents issued by regulatory authorities relating to the applications, and, if requested by the department, copies of the applications and related documents.
(17) A description of any of the features of the application that do not conform to the requirements of this section, including any request for waiver of such requirements.
(18) An opinion of counsel acceptable to the department as to the legality of the voluntary supervisory conversion.
(19) Any other information or documents requested by the director.
As added by P.L.89-2011, SEC.33. Amended by P.L.27-2012, SEC.42.