N.Y. Comp. Codes R. & Regs. tit. 3 § 110.3

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

Section 110.3 - Exhibits

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

(a) Plan of merger, setting forth the terms and conditions of the merger, executed by each party to the merger and otherwise complying with the requirements of Banking Law, section 601.

(b) Copies of resolutions adopted by the board of directors of each association and by the board of trustees of each savings bank which is a party to the merger, certified in each case by the president or secretary of the association or bank as to compliance with the requirements of Banking Law, section 601 (3).

(c) Copy of resolution adopted by the board of trustees of each savings bank which is a party to the merger and which operates a life insurance department pursuant to article VI-A of the Banking Law, approving the discontinuance of such department, certified by the president or vice-president and the treasurer or assistant treasurer of the bank as to compliance with the requirements of Banking Law § 277.

(d) A statement as of the preceding December 31 of the assets and liabilities of each party to the merger and, on a pro forma basis, of the surviving savings and loan association.

(e) Copies of the income and expense reports of each party to the merger (as reported to the supervisory authorities) for each of the three preceding calendar years and, on a pro forma basis, of the surviving savings and loan association for the preceding calendar year.

(f) A statement showing a 12-months' projection for the surviving savings and loan association of (1) the asset structure, (2) the indicated yield for each asset category and for total assets, (3) earnings, (4) book net worth, (5) ratio of book net worth to total assets and (6) liquidity. Describe any anticipated material changes in the business of the surviving savings and loan association which will affect projected net worth.

(g) Maps, including (l) the primary and secondary service areas of each party to the merger, (2) the location of the respective offices of each of the parties and (3) the location, except in the case of a service area wholly within New York City, of every commercial bank, savings bank and savings and loan association office located in or near such primary and secondary service areas. A key to office numbers, scale of miles and compass points should be provided.

(h) Copy of the proposed by-laws for the surviving association.

(i) Copies of any agreements, in addition to the plan of merger, relating to the merger.

N.Y. Comp. Codes R. & Regs. Tit. 3 § 110.3