(1)If the commissioner
finds that an association doing business in this state is violating its articles of
incorporation or bylaws or the laws of this state provided for the association's
government, or is conducting its business in an unsafe or unauthorized manner, the
commissioner may order the association to discontinue the violations or unsafe or
unauthorized practices.
(2)If an association refuses or neglects to comply with an order of the
commissioner within the time specified in the order, or if it appears to the
commissioner that an association is in an unsafe condition or is conducting its
business in an unsafe manner that renders its further proceedings hazardous to the
public or to any of the association's members, or if the commissioner finds that the
association's
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(1) If the commissioner
finds that an association doing business in this state is violating its articles of
incorporation or bylaws or the laws of this state provided for the association's
government, or is conducting its business in an unsafe or unauthorized manner, the
commissioner may order the association to discontinue the violations or unsafe or
unauthorized practices.
(2) If an association refuses or neglects to comply with an order of the
commissioner within the time specified in the order, or if it appears to the
commissioner that an association is in an unsafe condition or is conducting its
business in an unsafe manner that renders its further proceedings hazardous to the
public or to any of the association's members, or if the commissioner finds that the
association's assets are impaired to such an extent that it threatens loss to the
withdrawable shares, or if an association refuses to submit its books, papers, and
accounts to the inspection of the commissioner or any of the commissioner's
examiners, deputies, or assistants, or if any officer refuses to be examined under
oath concerning the affairs of the officer's association, then the commissioner may
revoke the certificate of authority of the association, which revocation serves as an
injunction against the association issuing any new shares or stock, making any new
loans, transferring any shares or stock, or making any change in its managerial or
directorial personnel during the time the revocation is in effect.
(3) The commissioner may, with the written approval of the board, take
possession of the property, business, and assets of such an association and retain
such possession until such association, with the consent of the commissioner,
resumes business or until its affairs are liquidated. Such association, with the
consent of the commissioner, may resume business upon such conditions as may be
prescribed by the commissioner, but such savings and loan association shall pay all
the expenses of the commissioner and the commissioner's deputy and employees in
so taking possession of its property and assets.
(4) (a) In addition to all other powers to take possession of any association,
the commissioner may appoint himself or herself or a third party as conservator of
any association and immediately take possession and control of the business and
assets of the association if the commissioner determines that:
(I) Such action is necessary to conserve the assets of the association or to
protect the interests of its shareholders from acts or omissions of the existing
management;
(II) The association, by a resolution of its board of directors, consents to such
action;
(III) There is a willful violation of a cease-and-desist order that results in the
association being operated in an unsafe or unsound manner; or
(IV) The association is significantly undercapitalized and has no reasonable
prospect of becoming adequately capitalized.
(b) The commissioner may appoint a conservator and take immediate
possession of the association without prior notice or a hearing; except that, within
ten days after the conservator is appointed, the association may file an appeal with
the board requesting the board to rescind the commissioner's appointment of a
conservator. Upon receipt of a timely appeal, the board shall set a date for hearing
and determine whether the commissioner's appointment should be rescinded;
except that such appeal shall not act as a stay of the commissioner's action. If the
board finds the commissioner's action was unauthorized, the board shall restore
control of the association to its board of directors. If no appeal is filed within ten
days after the commissioner's appointment of a conservator, all action taken by the
commissioner shall be final.
(c) In extraordinary circumstances, upon order of the board, any hearing
conducted pursuant to this subsection (4) shall be exempt from any provision of law
requiring that proceedings of the board be conducted publicly. Such extraordinary
circumstances occur only when specific concern arises about prompt withdrawal of
moneys from the association.
(d) The conservator shall have all the powers of the shareholders, directors,
and officers of the association and shall be authorized to operate the association in
its own name or to conserve its assets as directed by the commissioner. The
conservator shall conduct the business of the association and make regular reports
to the commissioner until such time as the commissioner has determined that the
purposes of conservatorship have been accomplished and the association should be
returned to the control of its board of directors. All costs incident to the
conservatorship shall be paid out of the assets of the association. If the
commissioner determines that the purposes of the conservatorship will not be
accomplished, the commissioner may proceed with the involuntary liquidation of
the association in the manner described in subsections (2) and (3) of this section.
(e) If a conservator is appointed, and the conservator is other than the
federal deposit insurance corporation or an employee of the division of financial
services, the conservator and any assistants shall provide a bond, payable to the
association and executed by a surety company authorized to do business in this
state, which surety company meets with the approval of the financial services
board, for the faithful discharge of its duties in connection with the conservatorship
and the accounting for all money coming into its possession. The cost of the bond
shall be paid from the assets of the association. Suit may be maintained on the bond
by any person injured by a breach of the conditions of the bond. This requirement is
met if the financial services board determines that the association's fidelity bond
covers the conservator and any assistants.