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Electronic Code of Federal Regulations

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e-CFR Data is current as of August 28, 2014

Title 12Chapter IPart 192


TITLE 12—Banks and Banking

CHAPTER I—COMPTROLLER OF THE CURRENCY, DEPARTMENT OF THE TREASURY

PART 192—CONVERSIONS FROM MUTUAL TO STOCK FORM

rule
§192.5
What does this part do?
§192.10
May I form a holding company as part of my conversion.
§192.15
May I form a charitable organization as part of my conversion?
§192.20
May I acquire another insured stock depository institution as part of my conversion?
§192.25
What definitions apply to this part?.

Subpart A—STANDARD CONVERSIONS

Prior to Conversion

§192.100
What must I do before a conversion?
§192.105
What information must I include in my business plan?
§192.110
Who must review my business plan?
§192.115
How will the appropriate Federal banking agency review my business plan?
§192.120
May I discuss my plans to convert with others?

Plan of Conversion

§192.125
Must my board of directors adopt a plan of conversion?
§192.130
What must I include in my plan of conversion?
§192.135
How do I notify my members that my board of directors approved a plan of conversion?
§192.140
May I amend my plan of conversion?

Filing Requirements

§192.150
What must I include in my application for conversion?
§192.155
How do I file my application for conversion?
§192.160
May I keep portions of my application for conversion confidential?
§192.165
How do I amend my application for conversion?

Notice of Filing of Application and Comment Process

§192.180
How do I notify the public that I filed an application for conversion?
§192.185
How may a person comment on my application for conversion?

Agency Review of the Application for Conversion

§192.200
What actions may the appropriate Federal banking agency take on my application?
§192.205
May a court review the appropriate Federal banking agency's final action on my conversion?

Vote by Members

§192.225
Must I submit the plan of conversion to my members for approval?
§192.230
Who is eligible to vote?
§192.235
How must I notify my members of the meeting?
§192.240
What must I submit after the members' meeting?

Proxy Solicitation

§192.250
Who must comply with these proxy solicitation provisions?
§192.255
What must the form of proxy include?
§192.260
May I use previously executed proxies?
§192.265
How may I use proxies executed under this part?
§192.270
What must I include in my proxy statement?
§192.275
How do I file revised proxy materials?
§192.280
Must I mail a member's proxy solicitation material?
§192.285
What solicitations. are prohibited?
§192.290
What will the appropriate Federal banking agency do if a solicitation violates these prohibitions?
§192.295
Will the appropriate Federal banking agency require me to re-solicit proxies?

Offering Circular

§192.300
What must happen before the appropriate Federal banking agency declares my offering circular effective?
§192.305
When may I distribute the offering circular?
§192.310
When must I file a post-effective amendment to the offering circular?

Offers and Sales of Stock

§192.320
Who has priority to purchase my conversion shares?
§192.325
When may I offer to sell my conversion shares?
§192.330
How do I price my conversion shares?
§192.335
How do I sell my conversion shares?
§192.340
What sales practices are prohibited?
§192.345
How may a subscriber pay for my conversion shares?
§192.350
Must I pay interest on payments for conversion shares?
§192.355
What subscription rights must I give to each eligible account holder and each supplemental eligible account holder?
§192.360
Are my officers, directors, and their associates eligible account holders?
§192.365
May other voting members purchase conversion shares in the conversion?
§192.370
Does the appropriate Federal banking agency limit the aggregate purchases by officers, directors, and their associates?
§192.375
How do I allocate my conversion shares if my shares are oversubscribed?
§192.380
May my employee stock ownership plan purchase conversion shares?
§192.385
May I impose any purchase limitations?
§192.390
Must I provide a purchase preference to persons in my local community?
§192.395
What other conditions apply when I offer conversion shares in a community offering, a public offering, or both?

Completion of the Offering

§192.400
When must I complete the sale of my stock?
§192.405
How do I extend the offering period?

Completion of the Conversion

§192.420
When must I complete my conversion?
§192.425
Who may terminate the conversion?
§192.430
What happens to my old charter?
§192.435
What happens to my corporate existence after conversion?
§192.440
What voting rights must I provide to stockholders after the conversion?
§192.445
What must I provide my savings account holders?

Liquidation Account

§192.450
What is a liquidation account?
§192.455
What is the initial balance of the liquidation account?
§192.460
How do I determine the initial balances of liquidation sub-accounts?
§192.465
Do account holders retain any voting rights based on their liquidation sub-accounts?
§192.470
Must I adjust liquidation sub-accounts?
§192.475
What is a liquidation?
§192.480
Does the liquidation account affect my net worth?
§192.485
What provision must I include in my new Federal charter?

Post-Conversion

§192.500
What management stock benefit plans may I implement?
§192.505
May my directors, officers, and their associates freely trade shares?
§192.510
May I repurchase shares after conversion?
§192.515
What information must I provide to the appropriate Federal banking agency before I repurchase my shares?
§192.520
May I declare or pay dividends after I convert?
§192.525
Who may acquire my shares after I convert?
§192.530
What other requirements apply after I convert?

Contributions to Charitable Organizations

§192.550
May I donate conversion shares or conversion proceeds to a charitable organization?
§192.555
How do my members approve a charitable contribution?
§192.560
How much may I contribute to a charitable organization?
§192.565
What must the charitable organization include in its organizational documents?
§192.570
How do I address conflicts of interest involving my directors?
§192.575
What other requirements apply to charitable organizations?
rule

Subpart B—VOLUNTARY SUPERVISORY CONVERSIONS

§192.600
What does this subpart do?
§192.605
How may I conduct a voluntary supervisory conversion?
§192.610
Do my members have rights in a voluntary supervisory conversion?

Eligibility

§192.625
When is a savings association eligible for a voluntary supervisory conversion?
§192.630
When is a state-chartered savings bank eligible for a voluntary supervisory conversion.

Plan of Supervisory Conversion

§192.650
What must I include in my plan of voluntary supervisory conversion?

Voluntary Supervisory Conversion Application

§192.660
What must I include in my voluntary supervisory conversion application?

Appropriate Federal Banking Agency Review of the Voluntary Supervisory Conversion Application

§192.670
Will the appropriate Federal banking agency approve my voluntary supervisory conversion application?
§192.675
What conditions will the appropriate Federal banking agency impose on an approval?

Offers and Sales of Stock

§192.680
How do I sell my shares?

Post-Conversion

§192.690
Who may not acquire additional shares after the voluntary supervisory conversion?


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