Subdivision 1. Requirements. This consolidation or merger agreement and certified copy of the proceedings of the meetings of the respective boards of directors, at which the making of the agreement was authorized, must be submitted to the commissioner of commerce for approval with a fee of $2,000 payable to the commissioner of commerce. The agreement shall not be effective until so approved by the commissioner. The commissioner shall take action after the documents are submitted, and is entitled to further information from any party to the transaction as may be requested by the commissioner, or as may be obtained upon a hearing directed by the commissioner.
Subd. 2. Procedures. The procedures contained in section 47.54 must also be adhered to when a merger, consolidation, or purchase of assets and assumption of liabilities is effected pursuant to section 49.34, subdivision 2. In the event the commissioner has determined that it is necessary and in the public interest to act immediately on a merger, consolidation or purchase of assets and assumption of liabilities to prevent the probable failure of a bank, the commissioner may waive the requirements of section 47.54.
Subd. 3. Application decisions. In all applications filed under this section the commissioner in determining whether to approve or disapprove the application shall consider (a) the effects of the proposed merger transaction on competition, (b) the convenience and needs of the community to be served, and (c) the financial and managerial resources and future prospects of the existing and successor banks.
Subd. 4. Notice of proposed acquisition. The successor bank shall give reasonable notice of the acquisition to each of the depositors and creditors of an acquired bank or savings association at a time and in a form determined in the discretion of the commissioner. This notice may be coordinated to include federal regulator concerns for impact on deposit insurance of accounts and information designed to alert depositors and creditors of any changes in procedures or practices. If detached facilities are to be closed as a result of transactions authorized by this section, adequate notice shall be provided by the bank prior to closing, unless the commissioner has acted to prevent the probable failure of the bank or savings association, and then as soon as practicable after the acquisition date.
(7699-7) 1925 c 156 s 3; 1981 c 57 s 2; 1983 c 250 s 9; 1983 c 289 s 114 subd 1; 1984 c 655 art 1 s 92; 1989 c 166 s 11; 1993 c 257 s 27,28; 1997 c 157 s 32; 1999 c 151 s 24
Structure Minnesota Statutes
Chapter 49 — Liquidation, Consolidation, Merger
Section 49.013 — Insolvent Financial Institutions; Assignment Prohibited.
Section 49.02 — Assessments On Stock; Stock Unpaid Or Capital Impaired.
Section 49.04 — Involuntary Liquidation Of Financial Institutions.
Section 49.05 — Powers And Duties Of Commissioner On Liquidation.
Section 49.06 — Consolidation During Liquidation.
Section 49.07 — Reorganization During Liquidation.
Section 49.17 — Assessments Against Stockholders; Orders For.
Section 49.18 — Review Of Orders Of Commissioner.
Section 49.19 — Defenses By Stockholders.
Section 49.20 — Remedy Exclusive.
Section 49.215 — Voluntary Liquidations.
Section 49.24 — Procedure In Liquidation.
Section 49.30 — Committee To Complete Liquidation.
Section 49.31 — Committee To Furnish Bonds.
Section 49.32 — Discharge Of Commissioner As Statutory Liquidator.
Section 49.33 — Consolidation And Merger, When Authorized.
Section 49.34 — Consolidation Or Merger Of State Banks Or Trust Companies, Procedure.
Section 49.35 — Consolidation Or Merger Agreement.
Section 49.36 — Approval By Commissioner.
Section 49.37 — Stockholders To Approve; Certificate Of Consolidation Or Merger.
Section 49.38 — Corporate Existence Merged; Rights, Powers, Obligations.
Section 49.39 — Consolidation Or Merger Of Banks And Trust Companies.
Section 49.40 — Pending Actions Or Proceedings Not Affected.
Section 49.41 — Rights Of Dissenting Shareholders.
Section 49.411 — Interstate Bank Mergers Affecting Interstate Branching.
Section 49.43 — State Bank; Conversion, Merger, Consolidation; National Banking Association.
Section 49.44 — National Banking Association; Conversion, Merger, Consolidation; State Bank.