2023 Maryland Statutes › Financial Institutions › Title 9 - Savings and Loan Associations › Subtitle 10 - Regional Reciprocal Interstate Savings and Loan Acquisitions › Section 9-1003 - Acquisition by Out-of-State Savings and Loan Holding Company

(a)    (1)    An out-of-state savings and loan holding company not having a Maryland association subsidiary is authorized to acquire a Maryland association, a Maryland savings and loan holding company, an interstate association, or an out-of-state savings and loan holding company having a Maryland association subsidiary, if the out-of-state savings and loan holding company and entity being acquired:
(i)    Comply with all applicable provisions of § 9-216 of this title;
(ii)    Comply with all applicable provisions of Title 3, Subtitle 6 of the Corporations and Associations Article;
(iii)    File an application for approval with the Division Director containing information the Division Director may by regulation require;
(iv)    Submit with the application:
1.    The designation of a resident of this State as the applicant’s agent for the service of any paper, notice, or legal process on the applicant in connection with matters arising out of this subtitle; and
2.    A filing fee of $5,000; and
(v)    Receive approval of the acquisition from the Division Director.
(2)    The Division Director may not grant approval of an acquisition under this subsection unless the Division Director shall find:
(i)    The laws of the jurisdiction where the out-of-state savings and loan holding company has its principal place of business permit Maryland savings and loan holding companies to acquire savings and loan associations and savings and loan holding companies in that jurisdiction;
(ii)    The laws of the jurisdiction where the out-of-state savings and loan holding company has its principal place of business permit the out-of-state savings and loan holding company to be acquired by the Maryland association, Maryland savings and loan holding company, or interstate association sought to be acquired;
(iii)    The out-of-state savings and loan holding company seeks to acquire:
1.    A Maryland association that has been in existence and continuously operated for more than 4 years;
2.    An interstate association that has deposit-taking offices which have been continuously operated in Maryland for more than 4 years; or
3.    A Maryland savings and loan holding company or an out-of-state savings and loan holding company in which:
A.    All Maryland association subsidiaries have been in existence and continuously operated for more than 4 years; and
B.    All interstate association subsidiaries have deposit-taking offices that have been continuously operated in Maryland for more than 4 years;
(iv)    The acquisition is subject to any additional conditions, restrictions, requirements, or other limitations, including without limitation any longevity requirements, that apply to the acquisition by a Maryland association or a Maryland savings and loan holding company of a savings and loan association or savings and loan holding company in the jurisdiction where the out-of-state savings and loan holding company has its principal place of business but do not apply to acquisitions by savings and loan associations, all of whose deposit-taking offices, and savings and loan holding companies all of whose savings and loan association subsidiaries, are located in that jurisdiction; and
(v)    If necessary to apply the test required by subparagraph (ii) of this paragraph, a Maryland association shall be treated as if it were a Maryland savings and loan holding company.
(3)    In deciding whether to approve an acquisition under subsection (a) of this section, the Division Director shall consider:
(i)    The financial and managerial resources of the out-of-state savings and loan holding company;
(ii)    The future prospects of the Maryland association, Maryland savings and loan holding company, interstate association, or Maryland subsidiary of an out-of-state savings and loan holding company that will be acquired;
(iii)    The financial history and future prospects of the out-of-state savings and loan holding company;
(iv)    Whether the acquisition may result in an undue concentration of resources or substantial reduction of competition in this State; and
(v)    Initial capital investments, loan policy, investment policy, dividend policy, and the general plan of business, including the cost of services to be offered.
(4)    When considering loan policy and the general plan of business under paragraph (3)(v) of this subsection, the Division Director shall:
(i)    Consider specific steps that will be taken to meet the home financing needs of individuals in the community to be served, including low and moderate income residents consistent with safe and sound operation of the institution; and
(ii)    Assess the record, if any, of the applicant in meeting the credit needs of the communities served in the past, including low and moderate income residents, consistent with the safe and sound operation of the institution.
(b)    (1)    An out-of-state savings and loan holding company having a Maryland association subsidiary, a Maryland savings and loan holding company subsidiary, or an interstate association subsidiary is authorized to acquire another Maryland association, Maryland savings and loan holding company, interstate association, or out-of-state savings and loan holding company having a Maryland association subsidiary upon approval by the Division Director.
(2)    The Division Director may not grant approval of an acquisition under this subsection unless the Division Director shall find that the out-of-state savings and loan holding company seeks to acquire:
(i)    A Maryland association that has been in existence and continuously operated for more than 4 years;
(ii)    An interstate association that has deposit-taking offices which have been continuously operated in Maryland for more than 4 years; or
(iii)    A Maryland savings and loan holding company or an out-of-state savings and loan holding company in which:
1.    All Maryland association subsidiaries have been in existence and continuously operated for more than 4 years; and
2.    All interstate association subsidiaries have deposit-taking offices which have been continuously operated in Maryland for more than 4 years.
(3)    The approval by the Division Director shall be subject to:
(i)    The laws and regulations applicable to the acquisitions of Maryland associations and Maryland savings and loan holding companies by a savings and loan holding company all of whose savings and loan association subsidiaries are located in this State; and
(ii)    Any additional conditions, restrictions, requirements, or other limitations, including without limitation any longevity requirements, that apply to the acquisition by a Maryland savings and loan holding company of a savings and loan association or savings and loan holding company in the jurisdiction where the out-of-state savings and loan holding company has its principal place of business, but do not apply to acquisitions by savings and loan holding companies all of whose savings and loan association subsidiaries are located in that jurisdiction.
(c)    If the acquisition has otherwise been approved under this subtitle, this section does not prohibit the acquisition by an out-of-state association or out-of-state savings and loan holding company of all or substantially all of the shares of a savings and loan association organized solely to facilitate the acquisition of a savings and loan association that has been in existence and continuously operated for more than 4 years.
(d)    The period of existence of any deposit-taking institution which has merged into, consolidated with, converted into, transferred all or substantially all of its assets to, or been a party to any other form of a corporate reorganization with another savings and loan association shall be included in the period of existence and continuous operation of the successor Maryland association for purposes of satisfying the longevity requirements of this section.
(e)    The Division Director may approve the acquisition of a Maryland savings and loan association or a Maryland savings and loan holding company only if all of the association subsidiaries of the out-of-state holding company which will be located in Maryland, or which will have deposit-taking offices in Maryland after the proposed acquisition takes place, will be organized under the laws of the United States.