reglab/statecodes huggingface dataset:
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0206 - Articles of incorporation.

221.0206
Articles of incorporation.
(1)
Time for filing. The incorporators shall file articles of incorporation with the division within a reasonable time, as determined by the division, from the date on which the division approved the certificate of authority. If the incorporators do not file the articles of incorporation within this period, all rights of the incorporators cease and the certificate of authority to organize is void.
(2)
Form and contents.
(a)
The articles of incorporation shall be executed in duplicate, and shall be signed by the majority of the incorporators. All signers must be residents of this state and must be subscribers to stock of the bank or of a bank holding company of the bank.
(b)
The articles of incorporation shall contain all of the following:
1.
A declaration that the incorporators associate for the purpose of forming a banking corporation under this chapter and stating whether the bank is a state bank or a trust company bank.
2.
The name of the bank.
3.
The county and the village, town or city where the bank is to be located.
4.
The amount of the bank's capital stock.
5.
Before issuing more than one class of shares, all of the following:
a.
The distinguishing designation of each class.
b.
The number of shares of each class that the bank is authorized to issue.
c.
The preferences, limitations and relative rights of that class.
6.
Before the issuance of one or more series of shares within a class of shares, all of the following:
a.
The distinguishing designation of each series within a class.
b.
The number of shares of each series that the bank is authorized to issue.
c.
The preferences, limitations and relative rights of that series.
7.
Any other lawful provisions defining and regulating the powers or business of the bank, its officers or directors; the transfer of its stock; and the disposition of new stock that may be created by amending the articles of incorporation to increase the bank's capital.
(3)
Approval or disapproval. The division shall, in the division's discretion, approve or disapprove the articles of incorporation. If approved, the division shall endorse on each of the 2 duplicate originals the word “Approved". If disapproved, the division shall endorse on each of the 2 duplicate originals the word “Disapproved". The division shall file one of the originals and shall send the remaining original to the incorporators, together with a certificate showing the date of filing, the approval or disapproval and the date of the approval or disapproval. If the articles of incorporation are approved, the copy sent to the incorporators shall be filed with the records of the bank.
(4)
Fees. The incorporators shall pay a fee to the division when the articles of incorporation are filed. The fee shall be in an amount determined by the division.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0207 - Filed documents.

221.0207
Filed documents.
(1)
Proposed bylaws and shareholder list. Within 90 days after the filing of the articles of incorporation under s. 221.0206, unless extended by the division, the incorporators shall file with the division, in duplicate, the proposed bylaws and a complete list of the shareholders of the proposed bank. The list of shareholders shall show the number of shares held by each shareholder and the post-office address of each shareholder. On approval by the division, the bylaws shall be submitted for consideration by the shareholders.
(2)
Sworn declaration. Within the period for filing under sub. (1), the incorporators shall also file a declaration subscribed and sworn to by each of the incorporators, stating that, to the best of their knowledge and belief, all of the following are true:
(a)
All shareholders have subscribed for the stock accredited to them in the list of shareholders, in good faith and not as the representative or agent of any corporation or other person.
(b)
One hundred percent of each stock subscription has been paid in lawful money.
(c)
No incorporator has entered into any agreement or promise that the bank, when open, shall loan to any shareholder funds for the purpose of paying any indebtedness that may have been incurred by a shareholder to obtain funds to purchase shares of the bank.
(d)
All money received in payment of stock subscriptions, except such amount as may have been paid out by order of the incorporators, is on deposit to the credit of the incorporators in the designated depository.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0208 - Charter.

221.0208
Charter.
(1)
Notice required.
(a)
A bank organizing under this chapter shall give notice in writing to the division that it is prepared to commence business after it has done all of the following:
1.
Adopted bylaws, approved by the division.
2.
Obtained suitable banking quarters, and the necessary books, forms, stationery, furniture and equipment for the proper and orderly transaction of the business of banking.
3.
Complied with any other requirements imposed by law or rules of the division necessary to commence business.
(b)
The notice under par. (a) shall be given to the division within a reasonable time after the date of filing the articles of incorporation, as determined by the division.
(2)
Examination and issuance of charter. After receiving a notice under sub. (1) (a), the division shall make an examination of the organizing bank. If this examination satisfies the division that the stock subscriptions have been fully paid in lawful money and that the bank is lawfully entitled to commence business, the division shall issue to the bank a certificate of authority for the bank to commence business. The certificate of authority to commence business is the charter of the bank. The division shall give each charter a charter number.
(3)
Denial of charter. The division may, with the advice and consent of the attorney general, deny the issuance of a charter if the division has reason to believe that any of the following is true:
(a)
The shareholders have formed the bank for any purpose other than the legitimate business contemplated by this chapter.
(b)
A fact stated in the declaration under s. 221.0207 (2) is untrue, or that other reasons exist that would make the opening of the bank injurious to the public interest.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0210 - Publication of charter.

221.0210
Publication of charter.
The bank shall cause the charter issued under s. 221.0208, to be published as a class 1 notice, under ch. 985, in the city, village or town where the bank is located. This notice shall be published within 15 days after the division issues the charter. The bank shall file proof of publication with the division. If a bank fails to comply with this section, the division shall cause the notice to be published at the bank's expense and the bank shall forfeit $100 to the division.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0211 - Amendment of articles of incorporation.

221.0211
Amendment of articles of incorporation.
(1)
Voting, filing and approval requirements. A bank may amend its articles of incorporation in any manner not inconsistent with law. The amendment may be made at any time, by a vote of its shareholders owning a majority of the stock of the bank who are entitled to vote, unless the articles of incorporation or bylaws require a greater number of affirmative votes of the capital stock. The vote shall be taken at a meeting called for that purpose. The bank shall submit the amendment to the division. The amendment is not effective unless approved by the division.
(2)
Filing. The amendment, certified by an officer of the bank, shall be filed with the division, as required for the articles of incorporation.
(3)
Increase of capital. An increase of the capital of the bank, by amending the bank's articles of incorporation, is not valid until the amount of the increase has been subscribed and actually paid in. The entire surplus fund of a bank, or as much as may be required, may be declared and paid out as a stock dividend to apply on, and be converted into, an increase of capital.
(4)
Reduction of capital. An amendment of the articles of incorporation may not reduce the capital of the bank to an amount less than that required under this chapter. A bank may not cancel stock certificates pursuant to an amendment to the bank's articles of incorporation reducing the bank's capital, until the amendment has been approved by the division. Any reduction in capital must be a proportional reduction of all outstanding shares, unless the division determines that a reduction in a different manner is in the best interests of the depositors.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0212 - Restated articles of incorporation.

221.0212
Restated articles of incorporation.
(1)
When permitted. A bank's board of directors may restate the articles of incorporation at any time. Except as provided in sub. (3), shareholder approval is not required.
(2)
Form of restated articles. The restated articles of incorporation shall consist of the articles of incorporation, as amended to date, and shall contain a statement that the restated articles of incorporation supersede and take the place of the original articles of incorporation, any restated articles of incorporation previously adopted, and all amendments to the original and any restated articles of incorporation.
(3)
Restatements including amendments. In addition to the contents described in sub. (2), the restatement may include one or more amendments to the articles of incorporation. If the restatement includes an amendment, the restatement shall be adopted in the manner provided under s. 221.0211.
(4)
Required filing and certificate. A bank restating its articles of incorporation shall file articles of restatement, certified by an officer of the bank, with the division. The articles of restatement shall include the name of the bank and the text of the restated articles of incorporation. The articles of restatement shall be filed with a certificate that includes all of the following information:
(a)
A statement indicating whether the restatement contains an amendment to the articles of incorporation requiring shareholder approval.
(b)
If the restatement does not contain an amendment to the articles of incorporation requiring shareholder approval, a statement that the board of directors of the bank adopted the restatement.
(c)
If the restatement contains an amendment to the articles of incorporation requiring shareholder approval, the information required by s. 221.0211.
(5)
Effect of restatement. The restated articles of incorporation supersede the original articles of incorporation, any restated articles of incorporation previously adopted, and all amendments to the original and any restated articles of incorporation.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0213 - Bylaws.

221.0213
Bylaws.
(1)
Voting requirements. A bank may make, amend or repeal its bylaws by an affirmative vote of shareholders owning a majority of the stock of the bank who are entitled to vote, unless the articles of incorporation or bylaws require a greater number of affirmative votes.
(2)
Content. The bylaws of a bank may contain any provision for managing the business and regulating the affairs of the bank that is not inconsistent with its articles of incorporation or with the laws of this state.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0214 - Amendment of bylaws by board of directors or shareholders.

221.0214
Amendment of bylaws by board of directors or shareholders.
(1)
Amendment by board of directors. A bank's board of directors may amend or repeal the bank's bylaws or adopt new bylaws, except to the extent that any of the following applies:
(a)
The articles of incorporation, s. 221.0503 or any other provision of this chapter reserve that power exclusively to the shareholders.
(b)
The shareholders, in adopting, amending or repealing a particular bylaw, provided in the bylaws that the board of directors may not amend, repeal or readopt that bylaw.
(2)
Amendment by shareholders. A bank's shareholders may amend or repeal the bank's bylaws or adopt new bylaws, even though the board of directors may also amend or repeal the bank's bylaws or adopt new bylaws.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0216 - Preferred stock.

221.0216
Preferred stock.
(1)
Issuance.
(a)
Except as provided in sub. (2), a bank may issue preferred stock of one or more classes by providing for the issuance in the original articles of incorporation, or by providing for the issuance by an amendment to these articles of incorporation that is approved by the division and by shareholders owning a majority of the stock of the bank entitled to vote, or such greater percentage as may be required in the bank's articles of incorporation or bylaws. An issue of preferred stock is not valid until the par value of all preferred stock is paid in.
(b)
Preferred stock issued under par. (a) may be issued in such amount and with such par value as may be approved by the division and may provide for any of the following, subject to the approval of the division:
1.
Payment of dividends at a specified rate on the preferred stock before dividends are paid on the capital stock.
2.
The cumulation of dividends under subd. 1.
3.
A preference over the capital stock in the distribution of the assets of the bank.
4.
Conversion of the preferred stock into capital stock.
5.
Redemption of the preferred stock.
6.
Denying or restricting the voting power of the preferred stock.
(2)
Newly organized banks. The requirement for a vote of shareholders under sub. (1) (a) does not apply to a newly organized bank that has not yet issued capital stock.
(3)
Changes relating to preferred stock. No change in relation to preferred stock may be made except by an amendment to the articles of incorporation that is approved by all of the following:
(a)
A vote of the shareholders owning a majority of the preferred stock of the bank who are entitled to vote or such greater percentage required under the articles of incorporation or bylaws.
(b)
A vote of the shareholders owning a majority of the capital stock of the bank entitled to vote or such greater percentage required under the articles of incorporation or bylaws.
(c)
The division.
(4)
Liability of holders of preferred stock. Preferred stock of a bank is not subject to an assessment to restore an impairment in the capital of the bank. A holder of preferred stock of a bank is not individually responsible, in the shareholder's capacity as a shareholder, for any debt, contract or acknowledgment of a bank.
(5)
Dividend rights. A dividend may not be declared or paid on capital stock until the cumulative dividends on the preferred stock have been paid in full. If the bank is placed in liquidation, a payment may not be made to the holders of the capital stock if the holders of the preferred stock have not been paid in full the par value of the stock plus all cumulative dividends.
History:  1995 a. 336; 1997 a. 35, 146.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0217 - Reorganization of a state bank as a national bank.

221.0217
Reorganization of a state bank as a national bank.
A bank organized under this chapter may reorganize under the laws of the United States as a national bank. When the bank has obtained a certificate from the U.S. comptroller of the currency authorizing it to commence business under the federal banking law, the bank is reorganized as a national bank. The reorganized bank takes and holds all of the assets, real and personal, of the bank organized under this chapter, subject to all liabilities existing against the bank at the time of the reorganization. The reorganized bank shall immediately notify the division of the reorganization.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0218 - Reorganization of a national bank as a state bank.

221.0218
Reorganization of a national bank as a state bank.
A national bank that is authorized to dissolve and that has taken the necessary steps to effect a dissolution, may reorganize as a state bank under this chapter, with the approval of the division and upon the consent in writing of the shareholders owning a majority of the stock of the bank entitled to vote or such greater percentage required in the articles of incorporation or bylaws. The shareholders shall make, execute and acknowledge articles of incorporation as required by this chapter. A national bank seeking to reorganize under this section shall pay to the division a fee determined by the division, plus the actual costs incurred by the division in investigating the proposed reorganization. Upon the filing of articles of incorporation under this chapter and upon the approval of the division, the bank is reorganized under this chapter, and the assets, real and personal, of the dissolved national bank become the property of the reorganized bank, subject to all liabilities of the national bank not liquidated before the reorganization.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0219 - Conversion of a credit union to a state bank.

221.0219
Conversion of a credit union to a state bank.
A credit union under ch. 186 may become a state bank under this chapter by doing all of the following:
(1)
Applying to the division of banking for authority to organize as a bank under this chapter and satisfying all requirements under this chapter for organizing as a bank.
(2)
Satisfying all requirements under s. 186.314 (2m) for conversion to a state bank.
(3)
Recording the bank's articles of incorporation in the county in which its home office is located.
History:  2011 a. 32.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0304 - Safe deposits.

221.0304
Safe deposits.
A bank may take and receive personal property from any person for safekeeping and storage and may rent out the use of safes or other receptacles upon its premises upon such compensation as may be agreed upon. The bank has a lien for its charges on any property taken or received by it for safekeeping. If the lien is not paid within 2 years after the date the charges accrue, or if the property taken or received by the bank is not called for within 2 years after the date the charges accrue, the bank may sell the property at public auction. The bank shall provide such notice as is required for the sale of personal property on execution. After retaining from the proceeds of such sale all the liens and charges due the bank and the reasonable expenses of the sale, the bank shall pay the balance to the person who deposited the property, or to the person's legal representatives or assignees.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0305 - Memberships and investments in federal reserve bank.

221.0305
Memberships and investments in federal reserve bank.
A bank may purchase and hold, for the purpose of becoming a member of the federal reserve bank, so much of the capital stock of the federal reserve bank as will qualify it for membership under 12 USC 321 to 339 in the federal reserve bank. The bank may become a member of the federal reserve bank, and may have and exercise all powers, not in conflict with the laws of this state, that are conferred upon a member bank. The member bank and its directors, officers and shareholders remain subject to all liabilities and duties imposed upon them by the laws of this state.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0306 - Memberships and investments in federal home loan bank.

221.0306
Memberships and investments in federal home loan bank.
(1)
Permitted activities. Subject to review by the division under sub. (2), a bank may, with the approval of its board of directors, purchase and hold capital stock of the federal home loan bank for the purpose of becoming a member of the federal home loan bank under 12 USC 1421 to 1449. A bank that becomes a member may exercise borrowing privileges or use any other services offered to a member by the federal home loan bank, if the privileges or services are not in conflict with the laws of this state. Without becoming a member, a bank may exercise deposit privileges and use other services offered to nonmembers by the federal home loan bank.
(2)
Notice and review. A bank that intends to become a member of the federal home loan bank shall give the division written notice of its intention to apply for membership. The division may prohibit a bank from becoming a member if the bank's capital and undistributed surplus is less than the amount required for that bank or if the division finds that the bank is in an unsafe or unsound condition. The division shall have 30 days after the date on which the notice is received to issue a prohibition under this subsection. The division may extend the time for issuing a prohibition up to 30 additional days if the division notifies the bank before the initial 30-day period expires that the division is extending the time limit.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0307 - Memberships and investments in other state and federal agencies.

221.0307
Memberships and investments in other state and federal agencies.
A bank may, with the approval of the division and by action of the bank's board of directors, acquire and hold the stock of any state or federal agency or of any similar institution approved by the division. A bank that intends to make such an investment shall give the division written notice of its intention. The division may disallow the investment if it finds that the bank is in an unsafe or unsound condition or that the transaction would be an unsafe or unsound investment for the bank. The division shall have 30 days after the date on which notice is received to issue a prohibition under this section. The division may extend the time for issuing the prohibition to 30 additional days if the division notifies the bank before the initial 30-day period expires that the division is extending the time limit.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0308 - Benefits under federal law; Federal Deposit Insurance Corporation.

221.0308
Benefits under federal law; Federal Deposit Insurance Corporation.
A bank may, by action of its board of directors, enter into such contracts, incur such obligations and perform such acts as may be necessary or appropriate in order to take advantage of any and all memberships, loans, subscriptions, contracts, grants, rights or privileges that may at any time be available or inure to banking institutions or to their depositors, creditors, shareholders, conservators, receivers or liquidators, by virtue of any federal law establishing the Federal Deposit Insurance Corporation; providing for the insurance of deposits; or regulating or safeguarding banking institutions and their depositors. A bank may also subscribe for and acquire any stock, debenture, bond or other type of security of the Federal Deposit Insurance Corporation. A bank that becomes a member of the Federal Deposit Insurance Corporation shall comply with the lawful regulations and requirements issued by the Federal Deposit Insurance Corporation. The bank and its directors, officers and shareholders shall continue to be subject to all liabilities and duties imposed upon them by any laws of this state.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0309 - Investments in international banking and financial institutions.

221.0309
Investments in international banking and financial institutions.
A bank may, with the approval of the division, invest an amount not exceeding in the aggregate 15 percent of its capital in one or more corporations principally engaged in international or foreign banking, or banking in dependencies or insular possessions of the United States, organized pursuant to 12 USC 611 to 631. A bank may also invest, with the approval of the division, an amount not exceeding in the aggregate 10 percent of its capital in the stock of one or more corporations principally engaged in international or foreign financial operations other than banking, as well as such financial operations in dependencies or insular possessions of the United States, organized pursuant to 12 USC 611 to 631.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0310 - Federal National Mortgage Association.

221.0310
Federal National Mortgage Association.
A bank that has loans secured by real estate mortgages may, with the approval of the division, sell all or any portion of the loans to the Federal National Mortgage Association, or any successor to that association. In connection with this sale of loans, the bank may make payments of any required capital contributions in the nature of subscriptions for stock of the Federal National Mortgage Association or any successor to that association, may receive stock evidencing these capital contributions and may hold or dispose of this stock.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0311 - Investments in agricultural credit corporations.

221.0311
Investments in agricultural credit corporations.
A bank may invest, with the approval of the division, in an agricultural credit corporation. Unless a bank owns at least 80 percent of the stock of the agricultural credit corporation, the amount invested by the bank may not exceed 20 percent of the bank's capital.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0312 - Investments in development companies.

221.0312
Investments in development companies.
A bank is authorized to invest, in an amount not to exceed in the aggregate 5 percent of its capital, in shares of the Wisconsin Development Credit Corporation and in shares of small business investment companies located in this state.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0313 - Information to division; stock holdings.

221.0313
Information to division; stock holdings.
A bank that invests in the capital stock of other banks or of corporations as provided in this chapter shall furnish information concerning the condition of the other banks or corporations to the division upon demand. If the division determines that the bank is not complying with rules of the division regarding these investments, the division may institute an investigation of the bank's investments. If the investigation establishes a violation of division rules regarding permissible investments, the division may require the bank to dispose of its investment in the other bank or corporation, upon reasonable notice.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0314 - Sale of U.S. bonds.

221.0314
Sale of U.S. bonds.
A bank may, by resolution of its board of directors authorizing such action, act as agent for the U.S. treasury or other instrumentality of the United States in connection with the sale of bonds or other obligations of the United States or an instrumentality of the United States, if designated as agent by the secretary of the U.S. treasury or by the other instrumentality. A bank may enter into contracts, incur obligations, make investments, pledge assets or take other actions if necessary or appropriate in order to act as agent under this section. A bank may exercise powers granted under this section only upon express approval previously granted by the division, and only in such manner and to such extent as the division may approve, and with such limitations upon the exercise of those powers as the division may impose.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0315 - Insurance activities.

221.0315
Insurance activities.
(1)
Insurance intermediary activities permitted. A bank, or an officer or salaried employee of a bank, may obtain a license as an insurance intermediary, if otherwise qualified.
(2)
Insurance underwriting prohibited. A bank may not, directly or through a subsidiary, engage in the business of underwriting insurance.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0318 - Notes and debentures.

221.0318
Notes and debentures.
(1)
Issuance. A bank may, by the action of its board of directors, issue and sell its notes or debentures of one or more classes in the amount, in the form and with the maturity determined by the board. The notes and debentures may confer such rights and privileges upon the holders of the notes and debentures as determined by the board.
(2)
Limitation on issuance. A bank may issue notes and debentures if the amount issued is within limits previously established by the division for issuances by the bank.
(3)
Status as capital of bank. Notes and debentures issued by a bank constitute capital of the bank, only if approved by the division.
(4)
Retirement of notes and debentures. Before a bank may retire or pay notes or debentures, any existing deficiency of the bank's capital, disregarding the notes and debentures to be retired, must be paid in cash or in assets acceptable to the division, so that the sound capital assets of the bank shall at least equal the capital stock of the bank.
(5)
Liability for assessment. A bank's notes or debentures are not subject to any assessment. The holders of these notes or debentures are not liable for the debts, contracts or engagements of the bank or for assessments to restore impairments in the capital of the bank.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0319 - Real estate.

221.0319
Real estate.
(1)
Purposes for which real estate may be held. A bank may purchase, lease, hold and convey only the following types of real estate:
(a)
Real estate necessary for the convenient transaction of its business, including facilities connected with the office, furniture, equipment and fixtures. A bank may include with its banking offices, other facilities to rent as a source of income. A bank may also invest in the stocks, bonds or obligations of a bank building corporation. A bank's investment under this paragraph or its liability for it may not exceed in the aggregate 60 percent of the bank's capital.
(b)
Real estate conveyed to the bank in satisfaction of debts previously contracted in the course of the bank's business.
(c)
Real estate purchased at sale on judgments, decrees or mortgage foreclosures under securities held by the bank, but a bank may not bid at a sale a larger amount than is necessary to satisfy its debts and costs.
(d)
Subject to the approval of the division, real estate purchased and held for the purpose of providing needed housing accommodations for its essential employees who are relocated by the bank, including purchasing the former residence of the relocated, essential employee.
(e)
Real estate acquired or held for such other purposes as may be approved by the division, subject to s. 221.0321.
(2)
Time limitation. Real estate acquired under sub. (1) (b), (c) or (d) may not be held for more than 5 years, unless an extension is granted by the division. If an application for an extension is denied, the real estate must be sold at a private or public sale within one year after the denial of the application. This section does not prevent a bank from lending money secured by real estate as provided by law. Real estate may be conveyed under the signature of an officer of the bank.
(3)
Holding companies. Subject to sub. (1) (a), a bank may convey real estate to an entity engaged solely in holding property of the bank, to a bank holding company, as defined in 12 USC 1841 (a), of which the bank is a subsidiary or to any other subsidiary of that bank holding company. A liability of the entity holding property of the bank, bank holding company or subsidiary of the bank holding company to the bank that results from a conveyance under this subsection is not subject to the limitation under s. 221.0320 (1).
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0322 - Additional banking authority.

221.0322
Additional banking authority.
(1)
Other permitted activities or powers. Subject to any regulatory approval required by law and subject to sub. (2) and s. 221.0315 (2), a bank, directly or through a subsidiary of the bank, may undertake any activity, exercise any power or offer any financially related product or service in this state that any other provider of financial products or services may undertake, exercise or provide or that the division finds to be financially related.
(2)
Division rules. The activities, powers, products and services that may be undertaken, exercised or offered by banks under sub. (1) are limited to those specified by rule of the division and, with respect to loans under s. 221.0321 (1) and investments under s. 221.0321 (2), are subject to the limitations set forth in s. 221.0321. The division may direct any bank to cease any activity, the exercise of any power or the offering of any product or service authorized by rule under this subsection. Among the factors that the division may consider in so directing a bank are the bank's capital, assets, management and liquidity ratio, and capital ratio.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0323 - Bank purchase of its own stock.

221.0323
Bank purchase of its own stock.
(1)
In general. A bank may be the holder or purchaser of not more than 10 percent of its capital stock, capital notes or debentures, except as provided in sub. (2).
(2)
Debts previously contracted. A bank may be the holder or purchaser of more than 10 percent of its capital stock, capital notes or debentures if the purchase is necessary to prevent loss upon a debt previously contracted in good faith. Stock, notes or debentures purchased under this subsection may not be held by the bank for more than 6 months if the stock, notes or debentures can be sold for the amount of the claim of the bank against the same, and they must be sold for the best price obtainable within one year, or they shall be canceled, and shall then amount to a reduction of the capital stock, capital notes or debentures. If the reduction reduces the capital stock below the minimum required by law, the bank's capital stock must be increased to the amount required by law.
(3)
Use as security. A bank may not loan any part of its capital, surplus or deposits on the capital stock, capital notes or debentures of its own bank as collateral security.
(4)
Status of treasury shares. Treasury shares are issued shares but not outstanding shares. All shares acquired by a bank after July 1, 1996, constitute treasury shares unless any of the following conditions exists:
(a)
The articles of incorporation prohibit treasury shares.
(b)
The board of directors, by resolution, cancels the acquired shares, in which event the shares are restored to the status of authorized but unissued shares.
(5)
Prohibition in articles of incorporation. If the articles of incorporation prohibit treasury shares, all of its own shares acquired by the bank shall be restored to the status of authorized but unissued shares.
(6)
Saving clause. Treasury shares existing on July 1, 1996, remain treasury shares until disposed of, canceled or restored to the status of authorized but unissued shares by action of the board of directors or shareholders.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0325 - Certified checks.

221.0325
Certified checks.
An officer, employee or agent of a bank may not certify a check, draft or order drawn upon the bank unless the person, firm or corporation drawing the check, draft or order has on deposit with the bank at the time the check, draft or order is certified an amount of money equal to the amount specified in the check, draft or order. A check, draft or order so certified by the duly authorized officer, employee or agent is a valid obligation against the bank.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0326 - Bad debts.

221.0326
Bad debts.
All debts due a bank, on which interest is past due and unpaid for a period of 12 months, shall be considered bad debts and shall be charged off to the profit and loss account at the expiration of one year from the date on which the debt became past due, unless the debts are well secured or in process of collection.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0327 - Surplus fund.

221.0327
Surplus fund.
(1)
Charges to surplus account. A loss sustained by a bank in excess of its undivided profits may be charged to its surplus account, if its surplus fund is thereafter reimbursed from its earnings. Cash dividends on capital stock may not be declared or paid by the bank in excess of 50 percent of its net earnings until its surplus fund is fully restored to the amount that was in the surplus account immediately preceding the charge of the loss.
(2)
Reimbursement of surplus and restricted dividends. If the surplus fund of a bank is in excess of 100 percent of its capital stock and if losses charged against it do not reduce the surplus account to an amount less than 100 percent of its capital stock, the bank is not subject to sub. (1) with respect to reimbursement of the surplus account and with respect to restricted dividends on capital stock.
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0328 - Dividends.

221.0328
Dividends.
(1)
When permitted. Except as provided in sub. (2), the board of directors of a bank may declare and pay a dividend from its undivided profits in an amount they consider expedient. The board of directors shall provide for the payment of all expenses, losses, required reserves, taxes, and interest accrued or due from the bank before the declaration of dividends from undivided profits. If dividends declared and paid in either of the 2 immediately preceding years exceeded net income for either of those 2 years respectively, the bank may not declare or pay any dividend in the current year that exceeds year-to-date net income except with the written consent of the division.
(2)
Liability of shareholders. A bank's dividends may not in any way impair or diminish the capital of the bank other than by reducing undivided profits. If a dividend is paid that does not comply with this section, every shareholder receiving the dividend is liable to restore the full amount of the dividend unless the capital is subsequently made good.
(3)
Liability of directors. If the board of directors of a bank pays dividends when the bank is insolvent or in danger of insolvency, or not having reason to believe that there were sufficient undivided profits to pay the dividends, the members of the board of directors are jointly and severally liable to the creditors of the bank at the time of declaring dividends in an amount equal to twice the amount of the dividends.
(4)
Reduction of capital. Subject to the approval of the division, and subject to ss. 221.0211 (4) and 221.0323 (1) and (2), a bank may, by a vote of shareholders owning, in the aggregate, at least two-thirds of its capital stock, reduce its capital. Notwithstanding sub. (2) and subject to ss. 221.0216 (5) and 221.0327, as part of its capital reduction plan approved by the division in accordance with this subsection, and with the affirmative vote of shareholders owning at least two-thirds of the shares of each class of its stock outstanding, a bank may distribute cash or other assets to its shareholders.
History:  1995 a. 336; 2017 a. 340.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0329 - Savings promotion prize programs.

221.0329
Savings promotion prize programs.
(1)
In this section:
(a)
“Nonqualifying account" means a savings, time, or money market account that is not a qualifying account.
(b)
“Qualifying account" means a savings, time, or money market account through which a bank's depositors may obtain chances to win prizes in a savings promotion.
(c)
“Savings promotion" means a contest or promotion to encourage savings deposits that is sponsored by one or more banks, or by a banking trade association or its subsidiary in conjunction with one or more banks, and in which bank depositors are offered a chance to win designated prizes.
(2)
A bank may sponsor, or participate in, a savings promotion if all of the following requirements are satisfied:
(a)
Bank depositors are not required to pay any fee or otherwise provide any consideration in order to enter the savings promotion.
(b)
All fees charged by a bank in connection with a qualifying account are comparable with all fees charged in connection with comparable nonqualifying accounts offered by the bank.
(c)
Each entry in the savings promotion has an equal chance of winning.
(d)
Participants in the savings promotion are not required to be present at a prize drawing in order to win.
(3)
For purposes of sub. (2) (a), a depositor's deposit of at least a specified amount of money for at least a specified time in a qualifying account, which is required in order to enter the savings promotion, is not consideration if the interest rate associated with the qualifying account is not reduced, as compared to comparable nonqualifying accounts offered by the bank, to account for the possibility of winning a prize.
History:  2017 a. 72.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0402 - Use of “bank".

221.0402
Use of “bank".
(1)
Use of “bank". Except as provided in sub. (2), a person who is engaged in business in this state, who is not subject to supervision and examination by the division, and who is not required to make reports to the division under this chapter, may not use the term “bank", in any form upon any office sign at the place where the business is transacted. Except as provided in sub. (2), the person may not use or circulate letterheads, billheads, blank notes, blank receipts, certificates, circulars, or any written or printed or partly written and partly printed paper, containing an artificial or corporate name, or other words, that indicates that the person's business is the business of a bank.
(2)
Exceptions.
(a)
A check sold by a bank chartered under the laws of another state or a foreign country or a national bank authorized to do business in another state may use any form of “bank", if the bank is licensed under ch. 217.
(b)
Mortgage bankers licensed under s. 224.72 may use the designation “mortgage banker".
(c)
A savings bank organized under ch. 214 may use the designation “savings bank".
(3)
Enforcement. Violations of this section may be enforced by the division under s. 220.02 (2).
History:  1995 a. 336; 1997 a. 35; 2009 a. 2.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0403 - Bank names.

221.0403
Bank names.
(1)
In general. Except as provided in subs. (2) and (3), the name of a bank must be approved by the division and must be distinguishable upon the records of the division from all of the following names:
(a)
The name of another state bank organized under this chapter.
(b)
The name of a national bank or foreign bank authorized to transact business in this state.
(2)
Exceptions. A bank may apply to the division for the authority to use a name that is not distinguishable upon the records of the division from one or more of the names described in sub. (1). The division may authorize the use of the name if any of the following occurs:
(a)
The other bank consents to the use in writing and submits an undertaking, in a form satisfactory to the division, to change its name to a name that is distinguishable upon the records of the division from the name of the applicant.
(b)
The applicant delivers to the division a certified copy of the final judgment of a court of competent jurisdiction establishing the applicant's right to use the name applied for in this state.
(3)
Use of same name. A bank may use the name that is used in this state by another bank organized under this chapter or authorized to transact business in this state if the bank proposing to use the name has done any of the following:
(a)
Merged with the other bank.
(b)
Been formed by reorganization of the other bank.
(c)
Acquired all or substantially all of the assets, including the name, of the other bank.
(4)
Use of “savings". A bank name may not contain the word “savings".
History:  1995 a. 336.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0404 - Deceptive or misleading use of bank name, logo, or symbol.

221.0404
Deceptive or misleading use of bank name, logo, or symbol.
(1)
Use of bank name, logo, or symbol for marketing purposes. Except as provided in sub. (3), no person may use the name, logo, or symbol, or any combination thereof, of a bank, or any name, logo, or symbol, or any combination thereof, that is deceptively similar to the name, logo, or symbol of a bank, in any marketing material provided to or solicitation of another person in a manner such that a reasonable person may believe that the marketing material or solicitation originated from or is endorsed by the bank or that the bank is responsible for the marketing material or solicitation.
(2)
Enforcement and penalties. The division shall direct any person the division finds to have violated sub. (1) to cease and desist from violating sub. (1). If a person violates sub. (1) after receiving such direction, the division may impose a forfeiture of up to $1,000 for each violation. Each instance in which marketing material is provided to another person or solicitation of another person takes place in violation of sub. (1) constitutes a separate violation. This subsection does not affect the availability of any remedies otherwise available to a bank.
(3)
Exceptions. Subsection (1) does not apply to a person who uses the name, logo, or symbol of a bank in any of the following circumstances:
(a)
With the consent of the bank.
(b)
If the person is the bank, an affiliate of the bank, or an agent of the bank.
History:  2003 a. 262.
2023 Wisconsin Statutes & Annotations › Chapter 221 - State banks. › 221.0501 - Quorum and voting requirements for voting groups.

221.0501
Quorum and voting requirements for voting groups.
(1)
Quorum requirement. Shares entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of those shares exists with respect to that matter. Unless the articles of incorporation, the bylaws or this chapter provide otherwise, a majority of the votes entitled to be cast on the matter by the voting group constitutes a quorum of that voting group for action on that matter.
(2)
Method of determining quorum. If a share is represented for any purpose at a meeting, other than for the purpose of objecting to holding the meeting or transacting business at the meeting, the share is considered present for purposes of determining whether a quorum exists for the remainder of the meeting and for any adjournment of that meeting, unless a new record date is or must be set for that adjourned meeting.
(3)
Simple majority voting. If a quorum exists, action on a matter by a voting group is approved if the votes cast within the voting group favoring the action exceed the votes cast opposing the action, unless the articles of incorporation, the bylaws or this chapter require a greater number of affirmative votes.
History:  1995 a. 336.