reglab/statecodes huggingface dataset:
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1112 | Ohio Family Trust Company Act › Section 1112.28 | Adoption of Rules.

Effective:
September 14, 2016
Latest Legislation:
House Bill 229 - 131st General Assembly
The superintendent of financial institutions may, in accordance with Chapter 119. of the Revised Code, adopt any rule necessary to carry out the purposes of this chapter.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1112 | Ohio Family Trust Company Act › Section 1112.99 | Penalty for Divulgence of Confidential Material.

Effective:
September 14, 2016
Latest Legislation:
House Bill 229 - 131st General Assembly
Whoever violates division (B) of section 1112.23 of the Revised Code is guilty of a felony of the fourth degree.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.01 | Corporation Law Applicable to Stock State Banks.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 -  General Assembly
A stock state banking corporation shall be created, organized, and governed, its business shall be conducted, and its directors shall be chosen, in all respects in the same manner as is provided by Chapters 1701. and 1704. of the Revised Code, for corporations generally, to the extent that is not inconsistent with this chapter, Chapters 1101. to 1111., and Chapters 1114. to 1127. of the Revised Code.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.02 | Incorporating a Stock State Bank.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) Five or more natural persons, at least one of whom is a resident of this state, may, with the approval of the superintendent of financial institutions, incorporate a stock state bank.
(B) The persons proposing to incorporate a stock state bank shall apply for approval of the proposed bank by submitting the application prescribed by the superintendent, which application shall include all of the following:
(1) The proposed articles of incorporation and code of regulations;
(2) An application for reservation of a name in accordance with section 1103.07 of the Revised Code, if reservation is desired by the incorporators and has not been previously filed;
(3) The location and a description of the proposed initial banking office;
(4) Information to demonstrate the proposed bank will satisfy the requirements of division (C) of section 1113.03 and any other provision of the Revised Code identified by the superintendent;
(5) Any other information the superintendent requires.
(C) Notwithstanding division (A) of this section, a corporation may act as the sole incorporator of a stock state bank if either of the following applies:
(1) The corporation is registered with the board of governors of the federal reserve system as a bank holding company;
(2) The superintendent determines the corporation is intending to form either of the following:
(a) A stock state bank that functions solely in a trust or fiduciary capacity and that meets all of the requirements set forth in section 2(c)(2)(D) of the "Bank Holding Company Act of 1956," 70 Stat. 133, 12 U.S.C. 1841(c)(2)(D), as amended;
(b) A stock state bank that engages only in credit card operations, does not accept demand deposits or deposits that the depositor may withdraw by check or similar means for payment to third parties or others, does not accept any savings or time deposit of less than one hundred thousand dollars, maintains only one office that accepts deposits, and does not engage in the business of making commercial loans.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.03 | Notice of the Proposed Incorporation.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) Within ten days after receipt from the superintendent of financial institutions of notice of acceptance of an application for approval to incorporate a stock state bank, the incorporators shall publish notice of the proposed incorporation in a newspaper of general circulation in the county where the bank's initial banking office is to be located. The incorporators shall publish the notice once a week for two weeks and furnish a certified copy of it to the superintendent. The notice shall specify the name of the proposed bank, its location, the amount of the proposed capital, the names of the incorporators, the address of the superintendent, and the date by which comments on the application must be filed with the superintendent, which date shall be thirty days after the date of the first publication of the notice.
(B) If any comments on the application are filed with the superintendent within the thirty-day period prescribed in division (A) of this section, the superintendent shall determine whether the comments are relevant to the requirements for incorporation of a stock state bank and, if so, investigate the comments in the manner the superintendent considers appropriate.
(C) The superintendent shall examine all of the facts connected with the application to determine if all of the following requirements are met:
(1) The proposed articles of incorporation and code of regulations, application for reservation of name, applicable fees, and other items required meet the requirements of the Revised Code.
(2) The convenience and needs of the public will be served by the proposed bank.
(3) The population and economic characteristics of the area primarily to be served afford reasonable promise of adequate support for the proposed bank.
(4) The competence, experience, and integrity of the proposed directors and officers are such as to command the confidence of the community and warrant the belief that the business of the proposed bank will be honestly and efficiently conducted.
(5) The capital of the proposed bank is adequate in relation to the amount and character of the anticipated business of the bank and the safety of prospective depositors.
(D) Within one hundred eighty days following the date of acceptance of the application, the superintendent shall approve or disapprove the incorporation of the proposed bank upon the basis of the examination. In giving approval, the superintendent may impose conditions to be met prior to the issuance of a certificate of authority to commence business under section 1113.09 of the Revised Code.
(E) If the superintendent approves the application, the superintendent shall make a certificate to that effect and forward the certificate and the articles of incorporation of the proposed bank to the secretary of state for filing.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.04 | Articles of Incorporation.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) A stock state bank's articles of incorporation shall contain all of the following:
(1) The name of the bank;
(2) The place in this state where the bank's principal place of business is to be located;
(3) The purpose or purposes for which the bank is formed;
(4) The maximum number and the par value of shares the bank is authorized to have outstanding and their express terms, if any. The articles of incorporation shall not authorize shares without par value. If the shares are to be classified, the designation of each class, the number and par value of the shares of each class, and the express terms, if any, of the shares of each class shall be included.
(B) The articles of incorporation may also set forth any lawful provision for the purpose of defining, limiting, or regulating the exercise of the authority of the stock state bank, the incorporators, the directors, the officers, the shareholders, or the holders of any class of shares, and any provision that may be set forth in the bank's code of regulations.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.06 | Share Subscriptions; Election of Directors.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) After the secretary of state has filed the articles of incorporation and certificate of approval of the superintendent of financial institutions, the incorporators, or a majority of them, shall order books to be opened for subscription to the stock state bank's shares. An installment of not less than ten per cent of the subscription price of each share shall be payable at the time of making the subscription, and the balance shall be payable as soon thereafter as the board of directors requires.
(B) When the stock state bank's shares have been fully subscribed, the incorporators, or a majority of them, shall certify this fact in writing to the superintendent. The superintendent shall file the certification with the secretary of state.
(C) Upon their compliance with division (B) of this section, at least a majority of the incorporators shall give not less than ten days' notice in writing by mail to the shareholders who have not waived the notice to meet at a specified time and place for the purpose of adopting a code of regulations, electing directors, and transacting any other business authorized by section 1113.08 of the Revised Code. The shareholders shall meet for those purposes at the time and place specified.
(D) The incorporators shall not receive any subscriptions for shares after the election of directors.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.08 | Certificate of Authority to Commence Business.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) A stock state bank organized under Chapter 1113. of the Revised Code shall not accept deposits, incur indebtedness, or transact any business except business that is incidental to its organization or to the obtaining of subscriptions to or payment for its shares until the bank receives a certificate of authority to commence business issued by the superintendent of financial institutions.
(B) The bank shall file a report with the superintendent when it has done everything required before it can be authorized to commence business and when the subscriptions for the bank's shares have been fully paid in, in the amounts fixed by the superintendent.
(C) Upon receipt of the report referred to in division (B) of this section, the superintendent shall examine the affairs of the bank and determine whether the bank has complied with all requirements necessary to entitle it to engage in business.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.09 | Superintendent of Financial Institutions to Issue Certificate of Authority to Commence Business.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) The superintendent of financial institutions shall issue a certificate of authority to commence business if:
(1) The superintendent is satisfied, based upon the examination conducted pursuant to section 1113.08 of the Revised Code and any other facts within the knowledge of the superintendent, that the stock state bank is otherwise entitled to commence business.
(2) With respect to a stock state bank that, upon commencing business, would be authorized to accept deposits other than trust funds, the superintendent has received from the federal deposit insurance corporation (FDIC) confirmation that the FDIC has approved the bank's application to become an insured bank as defined in section 3(h) of the "Federal Deposit Insurance Act," 92 Stat. 614 (1978), 12 U.S.C.A. 1813(h). A stock state bank is not required to become an insured bank as defined in section 3(h) of the "Federal Deposit Insurance Act" if, by the terms of its articles of incorporation, it is not permitted to solicit or accept deposits other than trust funds.
(B) The bank shall cause the certificate of authority to commence business to be published once a week for two successive weeks in a newspaper of general circulation in the county where the bank's initial banking office is located.
(C) For purposes of this section, "trust funds" means funds held in a fiduciary capacity and includes, but is not limited to, funds held as trustee, executor, administrator, guardian, or agent.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.11 | Code of Regulations.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
Each stock state bank shall have a code of regulations for its governance as a corporation, the conduct of its affairs, and the management of its property. The code of regulations shall be consistent with the law of this state and the bank's articles of incorporation.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.14 | Annual Meeting; Notice.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) A stock state bank's shareholders shall hold an annual meeting in accordance with this section and the bank's articles of incorporation and code of regulations. The purposes of the annual meeting shall include the election of directors and the presentation of the financial statements.
(B) The financial statements presented at the annual meeting shall satisfy the requirements of one of the following:
(1) The basic financial information required to be made available to shareholders of a stock state bank prior to the annual meeting pursuant to section 1113.15 of the Revised Code;
(2) The financial statements required to be presented at the annual meeting of a corporation pursuant to section 1701.38 of the Revised Code;
(3) The financial statements required under federal law for a bank subject to the registration requirements of section 12 of the "Securities Exchange Act of 1934," 48 Stat. 892, 15 U.S.C.A. 78l, as amended.
(C) Meetings of the shareholders may be called for any of the reasons and in the manner set forth in section 1701.40 of the Revised Code. Notice of any meeting shall be provided in accordance with section 1701.41 of the Revised Code.
(D) The requirements of this section shall not apply with respect to annual or special meetings of shareholders of a stock state bank that is wholly owned, except for directors' qualifying shares, if any, by a bank holding company or savings and loan holding company.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.15 | Availability of Basic Financial Information.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) Prior to each annual meeting of its shareholders, each stock state bank shall make basic financial information available to its shareholders in accordance with this section unless the bank is either of the following:
(1) Subject to the registration requirements of section 12 of the "Securities Exchange Act of 1934," 48 Stat. 892, 15 U.S.C.A. 78l, as amended.
(2) Wholly owned, except for directors' qualifying shares, by a bank holding company.
(B) The basic financial information required to be made available under this section shall include, at a minimum, information substantially similar to both of the following:
(1) Those portions of the consolidated reports of income made to the superintendent of financial institutions for each of the two preceding full years covering all of the following:
(a) Sources and disposition of income;
(b) Changes in equity capital;
(c) Allowance for possible loan losses.
(2) The balance sheet portion of the consolidated reports of condition made to the superintendent at the end of each of the two preceding years.
(C) The bank may present the basic financial information in any format it determines suitable, including copies of the relevant portions of the consolidated reports of condition and income or an annual report.
(D) The bank shall make the basic financial information available by doing either of the following:
(1) Sending the information to each shareholder prior to, or concurrently with, the notice of the annual meeting of shareholders;
(2) Including in, or sending with, the notice of the annual meeting of shareholders a statement indicating that basic financial information concerning the bank for the two years preceding the meeting may be obtained from the bank without charge, accompanied by the address, telephone number, and name or title of the bank employee or officer whom shareholders should contact for the information, and promptly mailing, delivering, or otherwise sending the information to any shareholder who requests it.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.16 | Shareholder Voting.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
Except as otherwise expressly provided in the terms for any class of shares issued by a stock state bank, every holder of the bank's voting shares, in elections of directors and in deciding other questions at meetings of shareholders, is entitled to one vote for each share held and shall not accumulate the votes unless otherwise provided in the articles of incorporation. Any shareholder eligible to vote may vote by proxy authorized in writing. An appointment of a proxy shall expire in accordance with division (C) of section 1701.48 of the Revised Code. Unless the articles of incorporation, the code of regulations, or the contract of subscription otherwise provides, a subscriber for authorized shares is a shareholder for the purposes of this section, but no shares upon which an installment of the purchase price is overdue and unpaid shall be voted.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1113 | Stock State Banks - Formation › Section 1113.17 | Books and Records of Account and of Proceedings.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) Each stock state bank shall keep correct and complete books and records of account, together with records of the proceedings, including minutes of any meetings, of its incorporators, shareholders, directors, and committees of the directors, and records of its shareholders showing their names and addresses and the number and class of shares issued or transferred of record to or by them from time to time.
(B) Upon request of any shareholder eligible to attend and vote at any meeting of the bank's shareholders, the board of directors shall produce at the meeting an alphabetically arranged list, or classified lists, of the shareholders of record as of the applicable record date, showing their respective addresses and the number and class of shares held by each, and certified by the officer or agent responsible for registering issues and transfers of shares. The list or lists, certified by the officer or agent, shall be prima facie evidence of the facts shown in the list or lists.
(C) Any shareholder of the bank, upon written demand stating the specific purpose of the demand, has the right to examine in person or by agent or attorney at any reasonable time and for any reasonable and proper purpose, the books and records of the bank, except books and records of deposit, agency or fiduciary accounts, loan records, and other records relating to customer services or transactions.
(D) The authority granted under Title XI of the Revised Code to inspect the books and records of a stock state bank shall apply solely to the superintendent of financial institutions and to the shareholders of record of the bank.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.01 | Governance.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
A mutual state bank and the rights and liabilities of its members shall be governed by its articles of incorporation, code of regulations, and bylaws and by this chapter.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.02 | Formation; Application for Incorporation.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) Five or more natural persons, at least one of whom is a resident of this state, may, with the approval of the superintendent of financial institutions, incorporate a mutual state bank.
(B) The persons proposing to incorporate a mutual state bank shall apply for approval to incorporate the bank by submitting the application prescribed by the superintendent, which application shall include all of the following:
(1) The proposed articles of incorporation and code of regulations;
(2) An application for reservation of a name in accordance with section 1103.07 of the Revised Code, if reservation is desired by the incorporators and has not been previously filed;
(3) The location and a description of the proposed initial banking office;
(4) Information to demonstrate the proposed bank will satisfy the requirements of division (C) of section 1114.03 and any other provision of the Revised Code identified by the superintendent;
(5) Any other information the superintendent requires.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.03 | Notice of Proposed Incorporation.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) Within ten days after receipt from the superintendent of financial institutions of notice of acceptance of an application for approval to incorporate a mutual state bank, the incorporators shall publish notice of the proposed incorporation in a newspaper of general circulation in the county where the bank's initial banking office is to be located. The incorporators shall publish the notice once a week for two weeks and furnish a certified copy of it to the superintendent. The notice shall specify the name of the proposed bank, its location, the amount of the proposed capital, the names of the incorporators, the address of the superintendent, and the date by which comments on the application must be filed with the superintendent, which date shall be thirty days after the date of the first publication of the notice.
(B) If any comments on the application are filed with the superintendent within the thirty-day period prescribed in division (A) of this section, the superintendent shall determine whether the comments are relevant to the requirements for incorporation of a mutual state bank and, if so, investigate the comments in the manner the superintendent considers appropriate.
(C) The superintendent shall examine all of the facts connected with the application to determine if all of the following requirements are met:
(1) The proposed articles of incorporation and code of regulations, application for reservation of name, applicable fees, and other items required meet the requirements of the Revised Code.
(2) The population and economic characteristics of the area primarily to be served afford reasonable promise of adequate support for the proposed bank.
(3) The competence, experience, and integrity of the proposed directors and officers are such as to command the confidence of the community and warrant the belief that the business of the proposed bank will be honestly and efficiently conducted.
(4) The capital of the proposed bank is adequate in relation to the amount and character of the anticipated business of the bank and the safety of prospective depositors.
(D) Within one hundred eighty days following the date of acceptance of the application, the superintendent shall approve or disapprove the incorporation of the proposed bank upon the basis of the examination. In giving approval, the superintendent may impose conditions to be met prior to the issuance of a certificate of authority to commence business under section 1114.07 of the Revised Code.
(E) If the superintendent approves the application, the superintendent shall make a certificate to that effect and forward the certificate and the articles of incorporation of the proposed bank to the secretary of state for filing.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.04 | Articles of Incorporation.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) A mutual state bank's articles of incorporation shall contain all of the following:
(1) The name of the bank;
(2) The place in this state where the bank's principal place of business is to be located;
(3) The purpose or purposes for which the bank is formed.
(B) The articles of incorporation may also set forth any lawful provision for the purpose of defining, limiting, or regulating the exercise of the authority of the bank, the incorporators, the directors, the officers, the members, and any provision that may be set forth in the bank's code of regulations.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.05 | Authorized Capital.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) As used in the section, "authorized capital" means the initial funding required to organize a mutual state bank.
(B) The authorized capital of a mutual state bank shall be of such amount as the superintendent of financial institutions may determine based upon the amount and character of the anticipated business of the bank and the safety of prospective depositors. In addition, the superintendent may, in the superintendent's discretion, fix the amount of the expense fund for operating losses to be created by nonrefundable contributions.
(C) The organization of the mutual state bank may be completed when a sum equal to five per cent of the authorized capital, as determined by the superintendent, is paid in and the names and addresses of its officers, its code of regulations, and its bylaws have been filed with and approved by the superintendent.
(D) Five years after the mutual state bank commences business, any remaining balance in the expense fund shall be transferred to retained earnings, if the bank is on a profitable operating basis as determined by the superintendent.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.06 | Certificate of Authority to Commence Business.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) A mutual state bank organized under this chapter shall not accept deposits, incur indebtedness, or transact any business other than business that is incidental to its organization until the bank receives a certificate of authority to commence business issued by the superintendent of financial institutions under section 1114.07 of the Revised Code.
(B) The bank shall file a report with the superintendent when it has done everything required by the superintendent before it can be authorized to commence business.
(C) Upon receipt of the report referred to in division (B) of this section, the superintendent shall examine the affairs of the bank and determine whether the bank has complied with all of the requirements necessary to entitle it to engage in business.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.07 | Conditions for Issuance of Certificate.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) The superintendent of financial institutions shall issue a certificate of authority to commence business if both of the following conditions are met:
(1) The superintendent is satisfied, based upon the examination conducted pursuant to section 1114.06 of the Revised Code and any other facts within the knowledge of the superintendent, that the mutual state bank is otherwise entitled to commence business.
(2) The superintendent has received from the federal deposit insurance corporation written confirmation that it has approved the bank's application to become an insured bank as defined in section 3(h) of the "Federal Deposit Insurance Act," 92 Stat. 614 (1978), 12 U.S.C. 1813(h), as amended.
(B) The mutual state bank shall cause the certificate of authority to commence business to be published once a week for two consecutive weeks in a newspaper of general circulation in the county where the bank's initial banking office is located.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.08 | Members; Proxies.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) A depositor of a mutual state bank shall be a voting member and shall have such ownership interest in the bank as may be provided in the terms and conditions set forth in the articles of incorporation, code of regulations, and bylaws of the bank.
(B) The code of regulations of a mutual state bank may provide that all borrowers from the bank are members and, if so, shall provide for their rights and privileges.
(C)(1) Unless otherwise provided in the articles of incorporation or code of regulations, a proxy granted by a depositor to the officers and directors of a mutual state bank shall expire on the date specified in the proxy. If no date is so specified, the authority granted by the proxy shall be perpetual.
(2) On and after the effective date of this section , the writing or verifiable communication appointing a proxy shall be separate and distinct from any deposit agreement, loan agreement, or any other agreement, statement, document, or disclosure provided by a mutual state bank to a depositor.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.10 | Code of Regulations.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
Each mutual state bank shall have a code of regulations for its governance as a corporation, the conduct of its affairs, and the management of its property. The code of regulations shall be consistent with the law of this state and the bank's articles of incorporation.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.12 | Notice of Meetings.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A) Whenever members of a mutual state bank are required or authorized to elect directors or to take any other action at a meeting, either annual or special, notice of the meeting shall be given in either of the following ways:
(1) By publication, once each week on the same day of the week for three consecutive weeks immediately preceding the date of the meeting in a newspaper published in and of general circulation in the county in which the principal office of the bank is located, of a notice containing the name of the bank and the purpose, place, date, and hour of the meeting;
(2) By notice served upon or mailed to members as provided in section 1701.41 of the Revised Code.
(B) The notice required under division (A) of this section shall include a statement that, if a member granted a proxy to the officers and directors of the bank, the proxy is revocable at any time before the meeting or by attending the meeting and voting in person.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1114 | Mutual State Banks › Section 1114.16 | Liquidation or Dissolution.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
In the event of a liquidation or dissolution of a mutual state bank, the priority of claims shall be established by section 1125.24 of the Revised Code.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1115 | Banks - Acquisitions and Reorganizations › Section 1115.01 | Converting State Stock Bank Into National.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A)(1) A stock state bank may do any of the following:
(a) Convert into a national bank or a federal savings association if the conversion is approved by both the office of the comptroller of the currency and the affirmative vote or written consent of the holders of two-thirds, or such other proportion not less than a majority as the stock state bank's articles of incorporation require, of the outstanding shares of each class of the bank's stock;
(b) Convert into a bank, savings bank, or savings association pursuant to the laws of another state if the conversion is approved by both the regulatory authority of the other state and the affirmative vote or written consent of the holders of two-thirds, or such other proportion not less than a majority as the stock state bank's articles of incorporation require, of the outstanding shares of each class of the bank's stock.
(2) A mutual state bank may do any of the following:
(a) Convert into a national bank or a federal savings association if the conversion is approved by the office of the comptroller of the currency, the affirmative vote of two-thirds of the mutual state bank's board of directors, and the affirmative vote of two-thirds of the total outstanding votes eligible to be cast at the meeting at which the plan of conversion is presented to the members for adoption;
(b) Convert into a bank, savings bank, or savings association pursuant to the laws of another state if the conversion is approved by the regulatory authority of the other state, the affirmative vote of two-thirds of the mutual state bank's board of directors, and the affirmative vote of two-thirds of the total outstanding votes eligible to be cast at the meeting at which the plan of conversion is presented to the members for adoption.
(B) A state bank that converts into a national bank, a federal savings association, or a bank, savings bank, or savings association doing business under authority granted by the bank regulatory authority of another state shall, immediately upon the conversion being effective, file with the superintendent of financial institutions all information the superintendent determines is necessary to reflect in the state's records that the bank is no longer a corporation organized and doing business under the laws of this state.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1115 | Banks - Acquisitions and Reorganizations › Section 1115.02 | Conversion of National or Other Institution Into State Stock Bank.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
A national bank, a bank doing business under authority granted by the bank regulatory authority of another state, a savings association, a savings bank, or a state or federally chartered credit union may, with the approval of the superintendent of financial institutions, convert into a stock state bank or mutual state bank by submitting an application in accordance with rules adopted by the superintendent for this purpose.
2023 Ohio Revised Code › Title 11 | Banks-Savings and Loan Associations › Chapter 1115 | Banks - Acquisitions and Reorganizations › Section 1115.03 | Conversion of Mutual State Banks and Stock State Banks.

Effective:
January 1, 2018
Latest Legislation:
House Bill 49 - 132nd General Assembly
(A)(1) A mutual state bank may convert into a stock state bank if the conversion is approved by the superintendent of financial institutions, the affirmative vote of two-thirds of the mutual state bank's board of directors, and the affirmative vote of two-thirds of the total outstanding votes eligible to be cast at the meeting at which the plan of conversion is presented to the members for adoption.
(2) A stock state bank may convert into a mutual state bank if the conversion is approved by both the superintendent and the affirmative vote or written consent of the holders of two-thirds, or such other proportion not less than a majority as the stock state bank's article of incorporation require, of the outstanding shares of each class of the bank's stock.
(B) A conversion under this section shall be effective on the date indicated in the materials filed with the secretary of state by the converting bank. Without further act or deed, the bank resulting from the conversion shall have all the property, rights, interests, and powers of its predecessor bank within the limits of the charter of the resulting bank, and all duties, trusts, obligations, and liabilities of the predecessor bank shall continue in the bank resulting from the conversion.
2023 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.
2023 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.
2023 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.
2023 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.
2023 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.
2023 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.