021-13 Wyo. Code R. § 13-3

Current through April 27, 2019

Section 13-3 - Application to Acquire a Wyoming Branch Bank

(a) The buyer and the seller shall jointly submit an acquisition application to the Commissioner. The acquisition application shall include:

(i) The name of the seller;

(ii) The name and address of the Wyoming branch bank to be sold;

(iii) The name of the buyer;

(iv) The address where the Wyoming branch bank will be maintained and operated; and

(v) Such additional information regarding the assets being sold and the liabilities being assumed as the Commissioner may require to determine that the purchase and assumption transaction will not adversely affect the public interest or the capital structure, financial stability or safety and soundness of the buyer.

(b) The acquisition application shall be accompanied by:

(i) A resolution of the boards of directors of the applicants, duly adopted and certified, evidencing approval by the respective boards of the proposed purchase and assumption transaction, including the transfer of the Wyoming branch license;

(ii) A resolution of the board of directors of the buyer, duly adopted and certified, ensuring that the customers and clients of the Wyoming branch bank to be sold will be held harmless from any cost or expense resulting from acquisition of the Wyoming branch bank, including obtaining new checks, document transfers or substitutions, and fees for changing accounts;

(iii) A copy of the proposed amended articles of incorporation if required by W.S. 13-4-102, together with satisfactory evidence that all amendments have been approved by the applicable board of directors and, if required, stockholders;

(iv) A copy of the application to the FRB or FDIC for approval of the proposed purchase and assumption transaction;

(v) A certified copy of the proposed purchase and assumption agreement; and

(vi) The fee required under Section 4.

(c) The corporate secretaries of the buyer and seller shall certify that the resolutions and copies required under subsection (b) are true, correct and complete copies of the original documents and, in the case of resolutions, that the same were adopted at duly called and convened meetings of the boards of directors and/or stockholders in accordance with the bylaws of the applicable depository institution.

(d) The Commissioner shall review the acquisition application to determine whether the applicants have submitted all of the required information. If the applicants have not provided all of the required information, the Commissioner shall notify the applicants in writing and request the information needed to complete the application. If any information is needed to complete the application, the applicants shall deliver the same to the Commissioner within ten (10) days after the date of his notice of such deficiencies. If the applicants do not furnish the information requested within such period, the application shall be deemed withdrawn as of 5:00 p.m., Cheyenne, Wyoming local time, on the last day of such 10-day period.

(e) When the applicants have provided all of the required information, the Commissioner shall notify the applicants in writing that the application has been accepted for filing. The date of such notice shall be deemed for all purposes to be the date on which the Commissioner accepted the application for filing.

021-13 Wyo. Code R. § 13-3