(A) A mutual state savings bank may convert from mutual to the stock form of organization as provided in this section.
(B) A mutual state savings bank may apply to the board for permission to convert to a stock state savings bank and for certification of appropriate amendments to the state savings bank's articles of incorporation. Upon receipt of an application to convert from mutual to stock form, the board shall examine all facts connected with the requested conversion. The state savings bank applying for permission to convert must pay a fee established by the board.
(C) The state savings bank must submit a plan of conversion as a part of the application to the board. The board may approve it with or without amendment, if it is reasonably anticipated that:
(1) after conversion, the state savings bank is in sound financial condition and is soundly managed;
(2) the conversion does not impair the capital of the state savings bank nor adversely affect the state savings bank's operations;
(3) the conversion is fair and equitable to the members of the state savings bank and no person whether member, employee, or otherwise, receives any inequitable gain or advantage by reason of the conversion;
(4) the state savings bank services provided to the public by the state savings bank are not adversely affected by the conversion;
(5) the substance of the plan has been approved by a vote of two-thirds of the board of directors of the state savings bank;
(6) all shares of stock issued in connection with the conversion are offered for sale first to the members of the state savings bank;
(7) all stock is offered for sale to members of the state savings bank and others in prescribed amounts and otherwise under a formula and procedure that is fair and equitable and is fairly disclosed to all interested persons; and
(8) the plan provides a statement as to whether stockholders have preemptive rights to acquire additional or treasury shares of the state savings bank.
If the board approves the plan, the plan must be submitted to the members as provided in subsection (D). If the board refuses to approve the plan, the board shall state the objections in writing and give the converting state savings bank an opportunity to amend the plan to obviate the objections.
(D) After lawful notice to the members of the state savings bank and full and fair disclosure, the substance of the plan must be approved by a majority of the total votes cast by members of the state savings bank present in person or by proxy, or such greater voting requirement as required by federal law. The results of the vote as certified by an appropriate officer of the state savings bank must be filed with the board. The board shall then either approve or disapprove the requested conversion. After approval of the conversion, the board shall supervise and monitor the conversion process and shall ensure that the conversion is conducted lawfully and under the state savings bank's approved plan of conversion.
HISTORY: 1997 Act No. 90, Section 1, eff June 10, 1997.
Structure South Carolina Code of Laws
Title 34 - Banking, Financial Institutions and Money
Chapter 30 - A State Savings Bank Charter In South Carolina
Section 34-30-10. Short title.
Section 34-30-20. Application of chapter.
Section 34-30-30. Definitions.
Section 34-30-50. Application of Business Corporation Act.
Section 34-30-60. Prior charters; legal name, requirements; prohibited acts; injunctions.
Section 34-30-70. Organization and establishment; application, fee; contents of application.
Section 34-30-90. Board examination of application.
Section 34-30-180. Change of office location; information, evaluation.
Section 34-30-190. Discontinuance of branch office operation.
Section 34-30-200. Loan production office, opening or closing.
Section 34-30-310. Conversion to federal charter; procedure.
Section 34-30-340. Merger or consolidation of state savings banks; procedure.
Section 34-30-350. Merger of state savings banks and federal depository institutions.
Section 34-30-370. Voluntary dissolution of state savings banks.
Section 34-30-400. Limitations on mergers.
Section 34-30-510. Powers and duties of board.
Section 34-30-550. Supervision and examination fees.
Section 34-30-600. Defamation; false information and advertising; fine or imprisonment.
Section 34-30-1000. Membership of mutual state savings banks.
Section 34-30-1020. Bylaws and amendments; certification; effective date; amendment.
Section 34-30-1040. Conflict of interest.
Section 34-30-1060. Annual meetings; notice.
Section 34-30-1070. Special meetings; notice.
Section 34-30-1090. Blanket indemnity bond; bonding of agents; settlement; cancellation.
Section 34-30-1210. Permitted loans.
Section 34-30-1240. Condition of loan on specific contracts prohibited.
Section 34-30-1250. Loan expenses; late payment charge; levy of payments.
Section 34-30-1260. Repayment plan; written agreement required.
Section 34-30-1270. Stringency of rules or regulations.
Section 34-30-1280. Limitations on rules or regulations.
Section 34-30-1290. Loans or investments violating this chapter.
Section 34-30-1310. Investments in real property; limitations.
Section 34-30-1320. Investments in obligations issued and guaranteed by federal government.
Section 34-30-1330. Investments in obligations issued and guaranteed by State.
Section 34-30-1340. Investments in stock or bonds of Federal Home Loan Banks.
Section 34-30-1360. Investments in stock of federal government sponsored enterprises.
Section 34-30-1390. Investments in stock of business or industrial development corporations.
Section 34-30-1400. Investments in stock of urban renewal investment corporations.
Section 34-30-1410. Limitations on loans and investments in commercial loans.
Section 34-30-1640. Authority of attorneys-in-fact; notice of revocation of authority; liability.
Section 34-30-1650. Pledge or hypothecation of savings account in joint tenancy.
Section 34-30-1660. Adverse claims to accounts.
Section 34-30-1700. Checks refused for payment, insufficient funds; processing fees.
Section 34-30-1730. Authorization of board and officers to borrow money.