Conversions from mutual to stock form.

CFR · 2024-01-01 · US · Title 12

(a) (b) (c) (1) Eligible depositors shall have higher subscription rights than employee stock ownership plans; (2) The proposed conversion shall be approved by a vote of at least a majority of the bank's depositors and, as reasonably determined by the bank's directors or trustees, other stakeholders of the bank who are entitled to vote on the conversion, unless the applicable state law requires a higher percentage, in which case the higher percentage shall be used. Voting may be in person or by proxy; and (3) Management shall not use proxies executed outside the context of the proposed conversion to satisfy the voting requirement imposed in the previous paragraph. (d) (e) (1) Each of the plans was fully disclosed in the proxy solicitation and conversion stock offering materials; (2) All such plans are approved by a majority of the bank's stockholders, or in the case of a recently formed holding company, its stockholders, prior to implementation at a duly called meeting of shareholders, either annual or special, to be held no sooner than six months after the completion of the conversion; (3) In the case of a savings bank subsidiary of a mutual holding company, all such plans are approved by a majority of stockholders other than its parent mutual holding company prior to implementation at a duly called meeting of shareholders, either annual or special, to be held no sooner than six months following the stock issuance; (4) For stock option plans, stock options are granted at no

official document · source cfr-2024 · id 12:§ 333.4