(a) To convert under this chapter an exchange must adopt a conversion plan consistent with this chapter by the affirmative vote of at least two-thirds of the members of its board of directors or, if the exchange does not have a board of directors, by approval of the attorney in fact. The proposed articles of incorporation of the resulting company and the mutual holding company must be exhibits to the conversion plan.
(b) For a conversion plan to take effect:
(1) the commissioner must approve the conversion plan; and
(2) the eligible members must approve the conversion plan and adopt the articles of incorporation of the resulting company and the mutual holding company.