Subdivision 1. Procedure. Any capital stock savings association organized and existing under and by virtue of the laws of this state may amend its articles of incorporation so as to convert itself into a savings bank, by complying with the following requirements and procedure:
A meeting of the shareholders shall be held upon not less than 15 days' written notice to each shareholder, served either personally or by mail prepaid, directed to the shareholder's last known post office address according to the records of the association, stating the time, place and purpose of such meeting.
At such meeting, the shareholders may by two-thirds vote (according to the book value of said shares) of those present in person or by proxy pass a resolution declaring their intention to convert such association into a savings bank and setting forth the names of the proposed first board of directors. A copy of the minutes of such meeting verified by the affidavit of the chair and the secretary of the meeting, shall be filed in the office of the Department of Commerce within ten days after the meeting. Such copy, when so filed, shall be evidence of the holding of such meeting and of the action taken.
Subd. 2. Application. An application for a certificate authorizing a savings bank to transact business, in the form required by sections 46.041 and 46.046, shall be submitted to, considered and acted upon by the Department of Commerce in the same manner and by the same standards as applications are submitted, considered and acted upon under sections 46.041, 46.044, 46.046, and 50.01. The fees required by section 46.041 shall be paid and the amendments proposed to the articles of incorporation and bylaws shall be included as part of the application.
Subd. 3. Amendment of articles. If the Department of Commerce grants the application, the certificate of authorization (charter) shall be issued as provided by section 46.041, and the articles of incorporation may then be amended so as to convert the savings association into a savings bank by following the procedure prescribed for amending articles of incorporation of savings associations: Provided, that the proposed amended articles shall contain the names of, and be signed by, the proposed first board of directors.
Subd. 4. [Repealed, 1995 c 171 s 70]
Subd. 5. Recording. Upon receipt of the fees required for filing and recording amended articles of incorporation of savings associations, the commissioner of commerce shall record the amended articles of incorporation and certify that fact thereon, whereupon the conversion of such savings association into a savings bank shall become final and complete and thereafter the signers of said amended articles and their successors shall be a corporation, and have the powers and be subject to the duties and obligations prescribed by the laws of this state applicable to savings banks.
Subd. 6. [Repealed, 1995 c 171 s 70]
Subd. 7. Conformance to applicable laws. The resulting savings bank shall as soon as practicable and within such time not extending beyond three years from the date the conversion becomes final and complete and by such methods as the commissioner of commerce shall direct, cause its organization, its securities and investments, the character of its business, and the methods of transacting the same to conform to the laws applicable to savings banks.
1949 c 337 s 4; 1983 c 289 s 114 subd 1; 1984 c 655 art 1 s 92; 1985 c 248 s 16,17,70; 1986 c 444; 1995 c 171 s 19-22; 2022 c 93 art 2 s 11
Structure Minnesota Statutes
Chapter 47 — Financial Corporations
Section 47.015 — Closing On Certain Days.
Section 47.0151 — Emergency Suspension Of Business, Definitions.
Section 47.0152 — Emergency Closings; Power Of Commissioner.
Section 47.0153 — Closings; Powers Of Officers.
Section 47.0154 — Notice To Commissioner.
Section 47.0155 — Effect Of Closing.
Section 47.0156 — Closing Effecting A Permanent Cessation Of Business.
Section 47.016 — Disposition Of Credit Insurance Income.
Section 47.02 — "bank" And "savings Bank."
Section 47.03 — Use Of Certain Words Permitted.
Section 47.07 — Companies Subject To Provisions.
Section 47.08 — Articles Of Incorporation Filed With Commissioner.
Section 47.09 — Advertisements.
Section 47.096 — Time Deposits; Notice Of Automatic Renewal.
Section 47.10 — Real Estate; Acquisition, Holding.
Section 47.101 — Place Of Business; Relocation, Disposal.
Section 47.11 — Selection Of Name.
Section 47.12 — Financial Corporations.
Section 47.13 — Application Of Business Corporation Act.
Section 47.14 — Certificate; How Accompanied.
Section 47.16 — Certification By Commissioner.
Section 47.171 — Certificates Of Incorporation, Amendment; Exceptions.
Section 47.172 — Restated Certificates Of Incorporation.
Section 47.18 — "corporation"; "agency."
Section 47.19 — Corporation May Be Member Or Stockholder Of Federal Agency.
Section 47.20 — Lending Authority Of Financial Institutions.
Section 47.201 — Graduated Payment Mortgages And Cooperative Apartment Loans.
Section 47.203 — Federal Preemption Override.
Section 47.204 — Temporary Removal Of Mortgage Usury Limits.
Section 47.205 — Assignment Of Mortgage; Duties; Penalties.
Section 47.206 — Interest Rate Or Discount Point Agreements.
Section 47.207 — Cancellation Of Private Mortgage Insurance.
Section 47.208 — Delivery Of Satisfaction Of Mortgage.
Section 47.209 — Manufactured Home Financing; Property Tax Collection Requirement.
Section 47.21 — Inapplicable Laws; Authorized Investments.
Section 47.23 — Use Of Certain Words Permitted.
Section 47.24 — Failure To Report; Forfeitures.
Section 47.25 — Notice Of Meetings.
Section 47.28 — Savings Banks May Convert Into Savings Associations.
Section 47.30 — Savings Association May Convert Into Savings Bank.
Section 47.325 — Appeal And Judicial Review.
Section 47.41 — Negotiable Instruments, Facsimile Signatures, Disbursement Of Public Funds.
Section 47.42 — Facsimile Signatures, Officer Not Liable.
Section 47.51 — Detached Banking Facilities; Definitions.
Section 47.52 — Authorization.
Section 47.521 — Closed Bank Location; Authorization.
Section 47.53 — Functions Of A Facility.
Section 47.54 — Notices And Approval Procedures.
Section 47.55 — Existing Banking Facilities Or Branches Of Savings Associations.
Section 47.56 — Transfer Of Location.
Section 47.561 — Identification Of Detached Facility.
Section 47.57 — Violation; Penalties.
Section 47.58 — Reverse Mortgage Loans.
Section 47.59 — Financial Institution Credit Extension Maximum Rates.
Section 47.60 — Consumer Small Loans.
Section 47.601 — Consumer Short-term Loans.
Section 47.602 — Motor Vehicle Title Loans.
Section 47.605 — Loan Solicitation; Unrequested Checks Regulated.
Section 47.61 — Electronic Funds Transfer Facilities; Definitions.
Section 47.62 — Authorization.
Section 47.63 — Functions Of An Electronic Financial Terminal.
Section 47.64 — Operation Of An Electronic Financial Terminal.
Section 47.65 — Transmission Facility.
Section 47.68 — Electronic Financial Terminal Security.
Section 47.69 — Consumer Privacy.
Section 47.72 — Cease And Desist Order; Injunction; Penalties.
Section 47.74 — Federal Institutions; Application.
Section 47.75 — Limited Trusteeship.
Section 47.76 — Required Savings Account.
Section 47.77 — Transfer Of Accounts Prohibited; Notice On Closing.