§ 9-B §352 — Mergers and consolidations; investor-owned institutions

Maine § 9-B §352

• Jurisdiction: Maine
• Title 9-B: FINANCIAL INSTITUTIONS
• Part 3: ORGANIZATION AND STRUCTURE OF FINANCIAL INSTITUTIONS
• Ch. 35: MERGERS, CONSOLIDATIONS AND ACQUISITIONS

Text

Any 2 or more investor-owned institutions authorized to do business in this State may merge or consolidate into one investor-owned institution organized under the laws of this State in accordance with the procedures, and subject to the conditions and limitations, set forth in this section.
1.
Adoption of plan.
The governing body of each participating institution shall adopt, by a majority vote or higher if required by its organizational documents, a plan of merger or consolidation on such terms as mutually agreed upon. The plan must include:
2.
Superintendent's approval.
2-A.
Superintendent's approval.
The superintendent shall approve the plan of merger or consolidation in accordance with section 351, subsection 3.
3.
Vote of investors.
The plan of merger or consolidation, as approved by the superintendent, must be submitted to the investors of the participating institutions for their approval at an annual meeting, or at a special meeting called for that purpose, in accordance with section 351, subsection 4 and the following provisions.
4.
Executed plan; certificate; effective date.
The executed plan certificate and effective date must be in accordance with section 351, subsection 5.
5.
Rights of dissenting investors.
The rights of investors dissenting to the merger or consolidation are those specified in Title 13‑C or Title 31, chapter 15, 19 or 21, depending upon the organizational form of the institution. To the extent that dissenters' rights are not addressed in Title 31 or these rights are less beneficial to the dissenting investors than those rights listed in the institution's organizational documents, the organizational documents govern.
6.
Federally chartered institution as participant.
If one of the parties to a merger or consolidation is a federally chartered investor-owned institution, the participants shall comply with all requirements imposed by federal law for such merger or consolidation in addition to the requirements contained in this Title and shall provide evidence of such compliance to the superintendent as a condition precedent to the issuance of a certificate in section 351, subsection 5 relating to such merger or consolidation. The rights of dissenting investors in such federally chartered institutions are governed by federal law.
7.
Merger of investor-owned institution with national bank.

Legislative History

PL 1975, c. 500, §1 (NEW). PL 1985, c. 529 (AMD). PL 1997, c. 398, §G2 (AMD). PL 1997, c. 683, §A1 (AMD). RR 2001, c. 2, §B12 (COR). RR 2001, c. 2, §B58 (AFF). PL 2005, c. 543, §D4 (AMD). PL 2005, c. 543, §D18 (AFF). PL 2009, c. 629, Pt. A, §3 (AFF). PL 2009, c. 629, Pt. B, §4 (AMD). PL 2021, c. 508, §7 (AMD).