New York Codes, Rules and Regulations › Title 3 - BANKING › Supervisory Policies and Procedures › Savings and Loan Associations › Supervisory Procedure 111 - Conversion of Savings and Loan Association into Savings Bank › Section 111.1 - General information

Current through Register Vol. 46, No. 28, July 10, 2024
(a) A
				  savings and loan association which seeks to convert itself into a savings bank
				  pursuant to Banking Law, section
				  411 shall comply with the instructions set
				  forth in this Supervisory Procedure SL 111.
(b) Six copies of a letter of application and
				  each document referred to in section
				  111.2,
				  including two executed copies of the documents referred to in subdivisions (a),
				  (b), (c) and (f) of section
				  111.2, shall
				  be filed with the superintendent, at the address set forth in section
				  1.1  of
				  Supervisory Policy G 1 of this Title, and shall be accompanied by payment of
				  the fees specified in section
				  1.2  of
				  Supervisory Policy G 1 of this Title; provided, however, that the organization
				  certificate required by subdivision (b) of section
				  111.2  shall
				  be filed only after receipt of the superintendent's written approval of the
				  proposed conversion. Inquiries concerning the preparation thereof should be
				  addressed to the superintendent. The letter of application shall set forth the
				  name and address of the officer to whom all communications from the Banking
				  Department should be addressed and the date or proposed date of filing of any
				  required applications or other documents with the Federal Deposit Insurance
				  Corporation.
(c) Before an
				  application for conversion is submitted, the plan of conversion shall be
				  approved by the vote, in person or by proxy, of the holders of at least 662/3
				  percent in amount of book value of all outstanding shares of the association
				  represented at a meeting held upon not less than 20 days' written notice to
				  each shareholder. Notice of the shareholders' meeting, together with any proxy
				  material, shall be served personally upon or mailed to each shareholder at his
				  last known address and shall contain a statement of the time and place of the
				  meeting, a full and clear statement of the purpose thereof and the effect of
				  the proposed conversion upon the shareholder's right to vote on matters
				  affecting the management of the resulting savings bank.
(d) Approval by the superintendent will be
				  conditioned in all cases upon the insurance by the Federal Deposit Insurance
				  Corporation of deposit accounts of the resulting bank to the extent permitted
				  by Federal law.
(e) After the
				  conversion, the powers of the resulting savings bank, including its powers to
				  receive new deposits, make new loans and undertake new borrowings will be
				  subject to the laws governing savings banks, except to the extent it has as a
				  result of the conversion succeeded to certain deposits, loans and borrowings
				  which are legal for an association but not legal for a savings bank. While the
				  resulting bank will ordinarily be required to dispose of such deposits, loans
				  and borrowings within two years after the date of the conversion, it may
				  discharge any legal obligations which it had previously undertaken, as an
				  association, in connection with such nonconforming deposits, loans and
				  borrowings. The plan of conversion must specifically describe, by type and
				  amount, such nonconforming deposits, loans and borrowings, and indicate the
				  manner in which they are to be disposed of by the resulting savings
				  bank.
(f) The superintendent
				  reserves the right to require additional information in connection with the
				  application. The applicant may, of course, submit any information in addition
				  to that required by this procedure which it deems pertinent to the
				  application.