N.Y. Comp. Codes R. & Regs. tit. 3 § 111.2

Current through Register Vol. 46, No. 53, December 31, 2024

Section 111.2 - Documents required

The following documents shall be filed as part of the application:

(a) Plan of conversion, signed by the president of the association and attested by its secretary, setting forth the terms and conditions of the conversion and the manner in which it is to be accomplished, including the names of the principal executive and administrative officers and trustees of the proposed savings bank.

(b) Organization certificate, as required by Banking Law, section 230, executed by a majority of the directors of the association and by all of the persons who are to be the initial trustees of the proposed savings bank.

(c) Minutes of the meeting of shareholders of the association authorizing the conversion, including the notice to shareholders, proxy material and plan of conversion in the form submitted to shareholders, certified by the presiding officer and by the secretary of the meeting and otherwise in accordance with Banking Law, section 411. T he presiding officer and the secretary of the meeting shall certify that

(1) the notice of the meeting and proxy material were served personally or mailed to each shareholder at his last known address at least 20 days prior to the shareholders' meeting and

(2) the plan of conversion in the form attached was the plan submitted to the shareholders at such meeting, and was approved by the vote, in person or by proxy, of the holders of at least 662/3 percent in amount of book value of all outstanding shares of the association represented at the meeting held for that purpose in accordance with Banking Law, section 411. S uch certificate shall also indicate the actual vote of the shareholders for and against the plan of conversion.

(d) Proposed by-laws of the resulting savings bank, as required by Banking Law, section 251.

(e) A statement setting forth the reasons why the board of directors believe the conversion would be in the best interests of the savings and loan association and the public.

N.Y. Comp. Codes R. & Regs. Tit. 3 § 111.2