Section DFI-SB 22.03 - Approval of mutual holding company reorganization(1) GENERAL. Prior to reorganizing into a mutual holding company, a reorganizing savings bank shall do all the following:(a) Obtain approval of a reorganization plan by a majority of the board of directors of the reorganizing savings bank and the board of directors of any acquiree savings bank.(b) File the reorganization plan with the division within 5 business days after the approval of the board of directors.(c) Obtain approval of a reorganization plan by an affirmative vote of a majority of the voting members of the reorganizing savings bank and any acquiree savings bank, at a meeting of members held under its bylaws.(d) Obtain the approval of the reorganization plan by the division and, if applicable, the FDIC or FRB.(2) ACTIONS BY DIVISION. A proposed reorganization shall be approved or disapproved by the division within 45 days of its filing and, if approved, shall be subject to the following conditions: (a) The reorganization shall be consummated within one year of the approval.(b) The capitalization of the mutual holding company shall not cause the resulting savings bank to fail to meet its capital maintenance requirement under ss. 214.40 and 214.43, Stats.(c) Any other conditions which the division prescribes in the interests of a sound financial system.(3) CERTIFICATE OF REORGANIZATION. If the division determines that the reorganizing savings bank has complied with all requirements of law and has implemented the reorganization plan as approved, the division shall issue a certificate of reorganization evidencing that the mutual savings bank has been reorganized into a mutual holding company and prescribing the effective date of the reorganization. The certificate shall be recorded in the office of the register of deeds in the county in which the home office of the reorganizing savings bank was located and in the county in which the registered office of the mutual holding company is located.Wis. Admin. Code Department of Financial Institutions DFI-SB 22.03
CR Register, February, 1994, No. 458, eff. 3-1-94.Amended by, CR 23-039: am. (1) (d) Register February 2024 No. 819, eff. 4/1/2024This section interprets or implements s. 214.095, Stats.