Beginning on June 1, 1997, the responsible agency may approve a merger transaction under section 1828(c) of this title between insured banks with different home States, without regard to whether such transaction is prohibited under the law of any State.
Notwithstanding paragraph (1), a merger transaction may not be approved pursuant to paragraph (1) if the transaction involves a bank the home State of which has enacted a law after September 29, 1994, and before June 1, 1997, that-
A law enacted by a State pursuant to subparagraph (A) shall have no effect on merger transactions that were approved before the effective date of such law.
A merger transaction may be approved pursuant to paragraph (1) before June 1, 1997, if the home State of each bank involved in the transaction has in effect, as of the date of the approval of such transaction, a law that-
A host State may impose conditions on a branch within such State of a bank resulting from an interstate merger transaction if-
An interstate merger transaction may involve the acquisition of a branch of an insured bank without the acquisition of the bank only if the law of the State in which the branch is located permits out-of-State banks to acquire a branch of a bank in such State without acquiring the bank.
In the case of an interstate merger transaction which involves the acquisition of a branch of an insured bank without the acquisition of the bank, the branch shall be treated, for purposes of this section, as an insured bank the home State of which is the State in which the branch is located.
The responsible agency may not approve an application pursuant to paragraph (1) that would have the effect of permitting an out-of-State bank or out-of-State bank holding company to acquire a bank in a host State that has not been in existence for the minimum period of time, if any, specified in the statutory law of the host State.
Notwithstanding subparagraph (A), the responsible agency may approve a merger transaction pursuant to paragraph (1) involving the acquisition of a bank that has been in existence at least 5 years without regard to any longer minimum period of time specified in a statutory law of the host State.
For purposes of this subsection, a bank that has been chartered solely for the purpose of, and does not open for business prior to, acquiring control of, or acquiring all or substantially all of the assets of, an existing bank or branch shall be deemed to have been in existence for the same period of time as the bank or branch to be acquired.
Any bank which files an application for an interstate merger transaction shall-
The responsible agency may not approve an application for an interstate merger transaction if the applicant materially fails to comply with subparagraph (A).
The responsible agency may not approve an application for an interstate merger transaction if the resulting bank (including all insured depository institutions which are affiliates of the resulting bank), upon consummation of the transaction, would control more than 10 percent of the total amount of deposits of insured depository institutions in the United States.
The responsible agency may not approve an application for an interstate merger transaction if-
No provision of this subsection shall be construed as affecting the authority of any State to limit, by statute, regulation, or order, the percentage of the total amount of deposits of insured depository institutions in the State which may be held or controlled by any bank or bank holding company (including all insured depository institutions which are affiliates of the bank or bank holding company) to the extent the application of such limitation does not discriminate against out-of-State banks, out-of-State bank holding companies, or subsidiaries of such banks or holding companies.
The responsible agency may approve an application for an interstate merger transaction pursuant to subsection (a) without regard to the applicability of subparagraph (B) with respect to any State if-
This paragraph shall not apply with respect to any interstate merger transaction involving only affiliated banks.
In determining whether to approve an application for an interstate merger transaction in which the resulting bank would have a branch or bank affiliate immediately following the transaction in any State in which the bank submitting the application (as the acquiring bank) had no branch or bank affiliate immediately before the transaction, the responsible agency shall-
The responsible agency may approve an application for an interstate merger transaction pursuant to subsection (a) only if-
The charters of all banks involved in an interstate merger transaction, other than the charter of the resulting bank, shall be surrendered, upon request, to the Federal banking agency or State bank supervisor which issued the charter.
No provision of this section shall be construed as affecting the authority of any State or political subdivision of any State to adopt, apply, or administer any tax or method of taxation to any bank, bank holding company, or foreign bank, or any affiliate of any bank, bank holding company, or foreign bank, to the extent such tax or tax method is otherwise permissible by or under the Constitution of the United States or other Federal law.
In the case of a branch of an out-of-State bank which results from an interstate merger transaction, a proportionate amount of the value of the shares of the out-of-State bank may be subject to any bank shares tax levied or imposed by the host State, or any political subdivision of such host State that imposes such tax based upon a method adopted by the host State, which may include allocation and apportionment.
No provision of this section shall be construed as affecting-
No provision of this section shall be construed as limiting in any way the right of a State to-
A host State may impose any notification or reporting requirement on a branch of an out-of-State bank if the requirement-
A resulting bank may, subject to the approval of the appropriate Federal banking agency, retain and operate, as a main office or a branch, any office that any bank involved in an interstate merger transaction was operating as a main office or a branch immediately before the merger transaction.
Following the consummation of any interstate merger transaction, the resulting bank may establish, acquire, or operate additional branches at any location where any bank involved in the transaction could have established, acquired, or operated a branch under applicable Federal or State law if such bank had not been a party to the merger transaction.
If, as a condition for the acquisition of a bank by an out-of-State bank holding company before September 29, 1994-
the State may enforce such conditions and commitments with respect to such bank holding company or any affiliated successor company which controls a bank or branch in such State as a result of an interstate merger transaction to the same extent as the State could enforce such conditions or commitments against the bank holding company before the consummation of the merger transaction.
If an application under subsection (a)(1) for approval of a merger transaction which involves 1 or more banks in default or in danger of default or with respect to which the Corporation provides assistance under section 1823(c) of this title, the responsible agency may approve such application without regard to subsection (b), or paragraph (2), (4), or (5) of subsection (a).
In the case of any State that has a constitutional provision that sets a maximum lawful annual percentage rate of interest on any contract at not more than 5 percent above the discount rate for 90-day commercial paper in effect at the Federal reserve bank for the Federal reserve district in which such State is located, except as provided in paragraph (2), upon the establishment in such State of a branch of any out-of-State insured depository institution in such State under this section, the maximum interest rate or amount of interest, discount points, finance charges, or other similar charges that may be charged, taken, received, or reserved (or in the case of a governmental entity located in such State, paid) from time to time in any loan or discount made or upon any note, bill of exchange, financing transaction, or other evidence of debt by-
No provision of this subsection shall be construed as superseding or affecting-
This subsection shall be construed to apply to any loan or discount made, or note, bill of exchange, financing transaction, or other evidence of debt, originated by an insured depository institution, a governmental entity located in such State, or a person that is not a depository institution described in subparagraph (A) doing business in such State.
For purposes of this section, the following definitions shall apply:
The term "adequately capitalized" has the same meaning as in section 1831o of this title.
The term "antitrust laws"-
The term "branch" means any domestic branch.
The term "home State"-
The term "host State" means, with respect to a bank, a State, other than the home State of the bank, in which the bank maintains, or seeks to establish and maintain, a branch.
The term "interstate merger transaction" means any merger transaction approved pursuant to subsection (a)(1).
The term "merger transaction" has the meaning determined under section 1828(c)(3) of this title.
The term "out-of-State bank" means, with respect to any State, a bank whose home State is another State.
The term "out-of-State bank holding company" means, with respect to any State, a bank holding company whose home State is another State.
The term "responsible agency" means the agency determined in accordance with section 1828(c)(2) of this title with respect to a merger transaction.
The term "resulting bank" means a bank that has resulted from an interstate merger transaction under this section.
12 U.S.C. § 1831u
EDITORIAL NOTES
REFERENCES IN TEXTThe American Recovery and Reinvestment Act of 2009, referred to in subsec. (f)(1)(B)(i)(IV), is Pub. L. 111-5, 123 Stat. 115. For complete classification of this Act to the Code, see Short Title of 2009 Amendment note set out under section 1 of Title 26, Internal Revenue Code, and Tables.
AMENDMENTS2010-Subsec. (b)(4)(B). Pub. L. 111-203 substituted "will be well capitalized and well managed" for "will continue to be adequately capitalized and adequately managed".2009-Subsec. (f)(1). Pub. L. 111-83, §563(a)(1), inserted "(or in the case of a governmental entity located in such State, paid)" after "received, or reserved" in introductory provisions. Pub. L. 111-32 substituted "evidence of debt by-" for "evidence of debt by", inserted subpar. (A) designation, redesignated former subpars. (A) and (B) as cls. (i) and (ii), respectively, realigned margins, and added subpar. (B).Subsec. (f)(1)(B). Pub. L. 111-83, §563(a)(2)(A), substituted "governmental entity located in such State or any person that is not a depository institution described in subparagraph (A) doing business in such State" for "nondepository institution operating in such State" in introductory provisions.Subsec. (f)(1)(B)(i)(III)(aa). Pub. L. 111-83, §563(a)(2)(C)(i)(I), inserted "and" at end.Subsec. (f)(1)(B)(i)(III)(bb). Pub. L. 111-83, §563(a)(2)(C)(i)(II), struck out ", to facilitate the uniform accessibility of provisions of the American Recovery and Reinvestment Act of 2009" after "section 42 of such title".Subsec. (f)(1)(B)(i)(III)(cc). Pub. L. 111-83, §563(a)(2)(C)(i)(III), struck out item (cc), which read as follows: "the issuance of bonds and obligations issued under that Act, to facilitate economic development, higher education, and improvements to infrastructure, and the issuance of bonds and obligations issued under any provision of law to further the same; and".Subsec. (f)(1)(B)(i)(IV). Pub. L. 111-83, §563(a)(2)(C)(ii), added subcl. (IV).Subsec. (f)(1)(B)(ii), (iii). Pub. L. 111-83, §563(a)(2)(B), (D), added cl. (ii) and redesignated former cl. (ii) as (iii).Subsec. (f)(2). Pub. L. 111-83, §563(b), designated existing provisions as subpar. (A), inserted heading, redesignated former subpars. (A) and (B) as cls. (i) and (ii), respectively, of subpar. (A), realigned margins, and added subpar. (B).1999-Subsecs. (f), (g). Pub. L. 106-102 added subsec. (f) and redesignated former subsec. (f) as (g).
STATUTORY NOTES AND RELATED SUBSIDIARIES
EFFECTIVE DATE OF 2010 AMENDMENT Pub. L. 111-203, title VI, §607(c), July 21, 2010, 124 Stat. 1608, provided that: "The amendments made by this section [amending this section and section 1842 of this title] shall take effect on the transfer date."[For definition of "transfer date" as used in section 607(c) of Pub. L. 111-203 set out above, see section 5301 of this title.]
EFFECTIVE DATE OF 2009 AMENDMENT Pub. L. 111-83, title V, §563(c), Oct. 28, 2009, 123 Stat. 2184, provided that: "The amendments made by this section [amending this section] shall apply with respect to contracts consummated during the period beginning on the date of enactment of this Act [Oct. 28, 2009] and ending on December 31, 2010." Pub. L. 111-32, title V, §504(b), June 24, 2009, 123 Stat. 1880, provided that: "The amendments made by subsection (a) [amending this section] shall apply with respect to contracts consummated during the period beginning on the date of enactment of this Act [June 24, 2009] and ending on December 31, 2010."
- Federal banking agency
- The term "Federal banking agency" means the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, or the Federal Deposit Insurance Corporation.1 So in original. Probably should be followed by "and".2 See References in Text note below.
- Federal savings association
- The term "Federal savings association" means any Federal savings association or Federal savings bank which is chartered under section 1464 of this title.
- State bank
- The term "State bank" means any bank, banking association, trust company, savings bank, industrial bank (or similar depository institution which the Board of Directors finds to be operating substantially in the same manner as an industrial bank), or other banking institution which-(A) is engaged in the business of receiving deposits, other than trust funds (as defined in this section); and(B) is incorporated under the laws of any State or which is operating under the Code of Law for the District of Columbia,including any cooperative bank or other unincorporated bank the deposits of which were insured by the Corporation on the day before August 9, 1989.
- State
- The term "State" means any State of the United States, the District of Columbia, any territory of the United States, Puerto Rico, Guam, American Samoa, the Trust Territory of the Pacific Islands, the Virgin Islands, and the Northern Mariana Islands.
- affiliate
- The term "affiliate" means any person that controls, is controlled by, or is under common control with another person.
- appropriate Federal banking agency
- The term "appropriate Federal banking agency" means-(1) the Office of the Comptroller of the Currency, in the case of-(A) any national banking association;(B) any Federal branch or agency of a foreign bank; and(C) any Federal savings association;(2) the Federal Deposit Insurance Corporation, in the case of-(A) any State nonmember insured bank;(B) any foreign bank having an insured branch; and(C) any State savings association; 1(3) the Board of Governors of the Federal Reserve System, in the case of-(A) any State member bank;(B) any branch or agency of a foreign bank with respect to any provision of the Federal Reserve Act [ 12 U.S.C. 221 et seq.] which is made applicable under the International Banking Act of 1978 [ 12 U.S.C. 3101 et seq.];(C) any foreign bank which does not operate an insured branch;(D) any agency or commercial lending company other than a Federal agency;(E) supervisory or regulatory proceedings arising from the authority given to the Board of Governors under section 7(c)(1) of the International Banking Act of 1978 [ 12 U.S.C. 3105(c)(1) ], including such proceedings under the Financial Institutions Supervisory Act of 1966;(F) any bank holding company and any subsidiary (other than a depository institution) of a bank holding company; and(G) any savings and loan holding company and any subsidiary (other than a depository institution) of a savings and loan holding company.Under the rule set forth in this subsection, more than one agency may be an appropriate Federal banking agency with respect to any given institution.
- consumer
- The term "consumer" means an individual or an agent, trustee, or representative acting on behalf of an individual.
- default
- The term "default" means, with respect to an insured depository institution, any adjudication or other official determination by any court of competent jurisdiction, the appropriate Federal banking agency, or other public authority pursuant to which a conservator, receiver, or other legal custodian is appointed for an insured depository institution or, in the case of a foreign bank having an insured branch, for such branch.
- depository institution
- The term "depository institution" means any bank or savings association.
- domestic branch
- The term "domestic branch" includes any branch bank, branch office, branch agency, additional office, or any branch place of business located in any State of the United States or in any Territory of the United States, Puerto Rico, Guam, American Samoa, the Trust Territory of the Pacific Islands, or the Virgin Islands at which deposits are received or checks paid or money lent. The term "domestic branch" does not include an automated teller machine or a remote service unit. The term "foreign branch" means any office or place of business located outside the United States, its territories, Puerto Rico, Guam, American Samoa, the Trust Territory of the Pacific Islands, or the Virgin Islands, at which banking operations are conducted.
- in danger of default
- The term "in danger of default" means an insured depository institution with respect to which (or in the case of a foreign bank having an insured branch, with respect to such insured branch) the appropriate Federal banking agency or State chartering authority has advised the Corporation (or, if the appropriate Federal banking agency is the Corporation, the Corporation has determined) that-(A) in the opinion of such agency or authority-(i) the depository institution or insured branch is not likely to be able to meet the demands of the institution's or branch's depositors or pay the institution's or branch's obligations in the normal course of business; and(ii) there is no reasonable prospect that the depository institution or insured branch will be able to meet such demands or pay such obligations without Federal assistance; or(B) in the opinion of such agency or authority-(i) the depository institution or insured branch has incurred or is likely to incur losses that will deplete all or substantially all of its capital; and(ii) there is no reasonable prospect that the capital of the depository institution or insured branch will be replenished without Federal assistance.
- insured bank
- The term "insured bank" means any bank (including a foreign bank having an insured branch) the deposits of which are insured in accordance with the provisions of this chapter; and the term "noninsured bank" means any bank the deposits of which are not so insured.
- insured depository institution
- The term "insured depository institution" means any bank or savings association the deposits of which are insured by the Corporation pursuant to this chapter.
- person
- The term "person" means an individual, partnership, company, corporation, association (incorporated or unincorporated), trust, estate, cooperative organization, or other entity.