Arizona Laws 6-463. Conversion from federal to state association
A. Any federal association may become an association operating under this chapter, pursuant to the laws and regulations of the United States and in accordance with the following procedure:
Terms Used In Arizona Laws 6-463
- Action: includes any matter or proceeding in a court, civil or criminal. See Arizona Laws 1-215
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Association: means every association to which this chapter applies as defined in the section concerning scope of chapter. See Arizona Laws 6-401
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Deputy director: means the deputy director of the financial institutions division of the department. See Arizona Laws 6-101
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Month: means a calendar month unless otherwise expressed. See Arizona Laws 1-215
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
- United States: includes the District of Columbia and the territories. See Arizona Laws 1-215
1. The board of directors shall by a majority vote of all the directors adopt by resolution a plan of conversion which shall set forth among other terms:
(a) A financial statement of the association as of the last business day of the month preceding the adoption of the plan.
(b) The disposition of the withdrawable value of all accounts, general and other reserves and surplus.
(c) The disposition of any obligation or liabilities.
(d) The disposition of the assets of the association.
2. Such plan and resolution shall be submitted to the deputy director at least fifteen days prior to the members’ meeting at which action of the members is to be taken. If the deputy director, after appropriate examination, finds that the association complies sufficiently with the requirements of this chapter to entitle it to become an association operating under this chapter, the deputy director shall approve the plan of conversion. The deputy director may prescribe terms and conditions, to be fulfilled either prior to or after the conversion, to cause the association to conform with the requirements of this chapter.
3. After receipt of the deputy director’s approval, the plan of conversion may be submitted at an annual or special meeting of the members. The plan will be adopted on receiving, in the affirmative, fifty-one percent or more of the total number of votes that all members of the association are entitled to cast. Thereupon, such action shall be taken by the members to adopt articles of incorporation, to elect directors, to adopt bylaws, and to elect officers, as is prescribed for a new association in article 2 of this chapter. A report of proceedings at such meeting, certified by the president or a vice president and attested by the secretary, shall be filed promptly with the deputy director.
4. If the deputy director finds that such proceedings have been in accordance with this section, the deputy director shall issue a certificate authorizing the filing of the articles of incorporation with the corporation commission and the taking of the other steps required by title 10, to complete the formation of a corporation. On the issuance of a certificate of incorporation by the corporation commission, the deputy director shall issue a certificate of conversion.
5. The expenses of any examination made by or at the direction of the deputy director in connection with the conversion shall be paid by the converting association as a fee for special examination as authorized by section 6-125.
B. The conversion shall be effective on the compliance with the laws and regulations of the United States and the provisions of this section.