Missouri Laws 369.074 – Conversion to state association, procedure, effect of
Terms Used In Missouri Laws 369.074
- Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
- Association: a savings and loan association or a savings association subject to the provisions of this chapter. See Missouri Laws 369.014
- Branch: a place of business other than the home office at which is transacted authorized business of the association. See Missouri Laws 369.014
- Capital: the capital stock and any other capital contributions in a capital stock association. See Missouri Laws 369.014
- Director of the division of finance: the chief officer of the division of finance. See Missouri Laws 369.014
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- Office: any place at which business of the association is conducted on a regular and continuing basis. See Missouri Laws 369.014
- Person: any individual, corporation, entity, voting trust, business trust, partnership, association, syndicate, or organized group of persons whether incorporated or not. See Missouri Laws 369.014
- Property: includes real and personal property. See Missouri Laws 1.020
- State: when applied to any of the United States, includes the District of Columbia and the territories, and the words "United States" includes such district and territories. See Missouri Laws 1.020
At a meeting of the members of a mutual association or of the stockholders of a capital stock association, any federal association may convert itself into an association under sections 369.010 to 369.369 upon a vote of the majority of the votes of the members or of the stockholders cast in person or by proxy at such meeting. Copies of the minutes of the proceedings of the meeting of the members, verified by the affidavit of the secretary of the federal association, shall be filed in the office of the director of the division of finance and mailed to the Office of Thrift Supervision or any successor thereto within ten days after the meeting and shall be presumptive evidence of the holding and action of the meeting. At the meeting the members or stockholders also shall elect the persons to serve as directors of the association after conversion takes place. The persons so designated as directors shall execute the articles of incorporation in form as required by sections 369.010 to 369.369, together with the proposed bylaws, and deliver them to the director of the division of finance. If the director of the division of finance finds the articles of incorporation in proper form, the director shall endorse thereon the statement, “This association is a conversion from a federal association.”, and forward the articles of incorporation to the secretary of state who, thereupon, shall issue a certificate of incorporation. The director of the division of finance, by regulation, may provide for the procedure to be followed in carrying out the conversion of a federal association into an association under sections 369.010 to 369.369. All the provisions regarding property and other rights contained in section 369.069 shall apply in reverse manner to the conversion of a federal association into an association subject to sections 369.010 to 369.369. The association may continue to operate all branch offices and agencies. Neither the rights of creditors nor any liens upon the property of the federal association shall be impaired by the conversion.