Text: HSB00585 Text: HSB00587 Text: HSB00500 - HSB00599 Text: HSB Index Bills and Amendments: General Index Bill History: General Index
PAG LIN 1 1 Section 1. Section 524.1802, Code 1999, is amended by 1 2 striking the section and inserting in lieu thereof the 1 3 following: 1 4 524.1802 LIMITATION. 1 5 1. For purposes of this section, unless the context 1 6 otherwise requires: 1 7 a. "Acquisition" means any of the following: 1 8 (1) Obtaining direct or indirect ownership or control of 1 9 more than twenty-five percent of any class of the voting 1 10 shares of a depository institution. 1 11 (2) Obtaining the power to directly or indirectly control 1 12 in any manner the election of a majority of the directors, 1 13 trustees, or other persons exercising similar functions of a 1 14 depository institution. 1 15 (3) Obtaining direct or indirect ownership or control of, 1 16 or acquisition or assumption of, the deposits of a depository 1 17 institution or the deposits of any branch, office, or other 1 18 facility of a depository institution. 1 19 b. "Affiliate" of a depository institution or holding 1 20 company includes a corporation, limited liability company, 1 21 trust, estate, association, or other similar organization 1 22 which satisfies any of the following: 1 23 (1) The depository institution or holding company directly 1 24 or indirectly owns or controls either twenty-five percent of 1 25 the voting shares or more than twenty-five percent of the 1 26 number of shares voted for the election of such entity's 1 27 directors, trustees, or other individuals exercising similar 1 28 functions, or controls in any manner the election of a 1 29 majority of its directors, trustees, or other individuals 1 30 exercising similar functions. 1 31 (2) Control is held directly or indirectly in such entity 1 32 through share ownership, or in any other manner, by the 1 33 shareholders of the depository institution or holding company 1 34 who own or control either twenty-five percent of the shares of 1 35 such depository institution or holding company or more than 2 1 twenty-five percent of the number of shares voted for the 2 2 election of directors, trustees, or other individuals 2 3 exercising similar functions of such depository institution or 2 4 holding company, or by trustees for the benefit of the 2 5 shareholders of any such depository institution or holding 2 6 company. 2 7 (3) A majority of such entity's directors, trustees, or 2 8 other individuals exercising similar functions are directors 2 9 of the depository institution or holding company. 2 10 (4) Directly or indirectly owns or controls either twenty- 2 11 five percent of the voting shares of the depository 2 12 institution or holding company or more than twenty-five 2 13 percent of the number of shares voted for the election of 2 14 directors, trustees, or other individuals exercising similar 2 15 functions of the depository institution or holding company, or 2 16 controls in any manner the election of a majority of the 2 17 directors, trustees, or other individuals exercising similar 2 18 functions of the depository institution or holding company, or 2 19 for the benefit of whose shareholders or members all or 2 20 substantially all of the outstanding voting shares of the 2 21 depository institution or holding company is held by trustees. 2 22 c. "Deposit" means deposit as defined in 12 U.S.C. } 1813. 2 23 d. "Deposit in this state" means a deposit properly shown 2 24 in a deposit report or in a statement under subsection 4, 2 25 paragraph "c", "d", "h", or "i", as a deposit at a depository 2 26 institution in this state or at a branch, office, or other 2 27 facility of the depository institution in this state, without 2 28 regard to the location of the depositor. 2 29 e. "Deposit report" means the annual report that 2 30 identifies deposits by branch, office, or other facility and 2 31 that is filed by a depository institution with the federal 2 32 deposit insurance corporation or the office of thrift 2 33 supervision. The date of a deposit report means the date as 2 34 of which deposits are stated in the deposit report. 2 35 f. "Depository institution" means a depository institution 3 1 as defined in 12 U.S.C. } 1813. 3 2 g. "Holding company" means a bank holding company as 3 3 defined in section 524.1801 and a savings and loan holding 3 4 company as defined in 12 U.S.C. } 1467a. 3 5 h. "Series of acquisitions" means both of the following: 3 6 (1) All acquisitions made at any time after the date of 3 7 the most recent available deposit report and prior to the date 3 8 of a statement under subsection 4, and all acquisitions made 3 9 during such time by any depository institution or holding 3 10 company that is acquired by the depository institution or 3 11 holding company making the statement, and all acquisitions 3 12 made during such time by any such depository institution or 3 13 holding company so acquired. 3 14 (2) All acquisitions made at any time between the dates of 3 15 the two most recent available deposit reports, that are not 3 16 shown on the most recent available deposit report, by a 3 17 depository institution or holding company making a statement 3 18 under subsection 4, and all acquisitions made during such time 3 19 by any depository institution or holding company that is 3 20 acquired by the depository institution or holding company 3 21 making the statement, and all acquisitions made during such 3 22 time by any such depository institution or holding company so 3 23 acquired. 3 24 2. A depository institution or holding company shall not 3 25 directly or indirectly acquire a depository institution or the 3 26 deposits of a depository institution if any of the following 3 27 apply: 3 28 a. The acquirer is a depository institution and, upon the 3 29 acquisition, the total deposits in this state directly or 3 30 indirectly controlled by the depository institution would 3 31 exceed fifteen percent of the total deposits in this state, as 3 32 determined under this section. 3 33 b. The acquirer is a holding company and, upon the 3 34 acquisition, the total deposits in this state directly or 3 35 indirectly controlled by the holding company would exceed 4 1 fifteen percent of the total deposits in this state, as 4 2 determined under this section. 4 3 c. The acquirer is a depository institution or a holding 4 4 company which is directly or indirectly owned or controlled by 4 5 a holding company and, upon the acquisition, the total 4 6 deposits in this state directly or indirectly controlled by 4 7 the holding company which owns or controls the acquiring 4 8 depository institution or holding company would exceed fifteen 4 9 percent of the total deposits in this state, as determined 4 10 under this section. 4 11 3. On or after January 1, 2000, a depository institution 4 12 shall not directly or indirectly cause or permit the transfer, 4 13 assignment, or other disposition of deposits, or the 4 14 conversion of deposits to nondeposit investments or other 4 15 nondeposit products, whether by written agreement or 4 16 otherwise, for the purpose of achieving compliance with the 4 17 deposit limitation set forth in subsection 2. The following 4 18 transfers or conversions by a depository institution shall not 4 19 be deemed to be made for the purpose of achieving such 4 20 compliance: 4 21 a. A transfer or conversion in the ordinary course of 4 22 business, such as compliance with a contract to transfer funds 4 23 from deposit accounts into repurchase agreements, mutual 4 24 funds, or other investments. 4 25 b. A transfer or conversion of deposits held in the name 4 26 of an affiliate as a depositor of the depository institution. 4 27 c. A transfer of deposits, which are not subject to 4 28 reacquisition, in an acquisition by an entity that is not an 4 29 affiliate of the depository institution. 4 30 4. If the superintendent determines that an acquisition 4 31 may involve a question of compliance with the deposit 4 32 limitation set forth in subsection 2, the superintendent shall 4 33 require that each depository institution and holding company 4 34 involved in the acquisition submit to the superintendent a 4 35 statement certified by its president, chief executive officer, 5 1 or chief financial officer, which states that a transfer, 5 2 assignment, or other disposition of deposits prohibited by 5 3 subsection 3 has not been made. The statement, in sufficient 5 4 detail to permit the superintendent to make the determinations 5 5 required under subsections 5 and 6, shall also set forth the 5 6 following: 5 7 a. The total amount of deposits in this state directly or 5 8 indirectly held or controlled by the depository institution 5 9 making the statement, or the deposits in this state directly 5 10 or indirectly held or controlled by all depository 5 11 institutions that are directly or indirectly owned or 5 12 controlled by the holding company, on the date of the most 5 13 recent available deposit reports of the depository 5 14 institutions. 5 15 b. If all of the deposits of a depository institution 5 16 making a deposit report were directly or indirectly acquired 5 17 since the date of the most recent available deposit report in 5 18 an acquisition or as a result of a series of acquisitions, the 5 19 statement shall set forth the amount of the deposits in this 5 20 state acquired from each such other depository institution 5 21 measured as of the date of the most recent available deposit 5 22 report of each such depository institution made prior to the 5 23 acquisition. 5 24 c. If less than all of the deposits of a depository 5 25 institution were directly or indirectly acquired since the 5 26 date of the most recent available deposit report in an 5 27 acquisition or as a result of a series of acquisitions, the 5 28 statement shall set forth the total amount of deposits in this 5 29 state directly or indirectly acquired in such acquisitions. 5 30 d. The total amount of deposits in this state directly or 5 31 indirectly owned or controlled by the depository institution 5 32 or holding company making the statement that have been 5 33 directly or indirectly transferred or assigned in a 5 34 transaction since the date of the most recent available 5 35 deposit report to an entity that is not an affiliate of the 6 1 depository institution or holding company making the 6 2 statement, and that are not subject to reacquisition. 6 3 e. The total amount of deposits in this state set forth in 6 4 paragraph "a" plus the deposits described in paragraphs "b" 6 5 and "c", and less the deposits described in paragraph "d". 6 6 f. The total amount of deposits in this state directly or 6 7 indirectly held or controlled by the depository institution 6 8 making the statement, or in the case of a statement by a 6 9 holding company, the total amount of deposits in this state 6 10 directly or indirectly held or controlled by all depository 6 11 institutions that are directly or indirectly owned or 6 12 controlled by the holding company, on the date of the earlier 6 13 of the two most recent available deposit reports of the 6 14 depository institutions. 6 15 g. If all of the deposits of any other depository 6 16 institution making a deposit report were acquired between the 6 17 dates of the two most recent available deposit reports in an 6 18 acquisition or as a result of a series of acquisitions, the 6 19 statement shall set forth the amount of the deposits in this 6 20 state acquired from each such other depository institution 6 21 measured as of the date of the earlier of the two most recent 6 22 available deposit reports of each such depository institution 6 23 made prior to the acquisition. 6 24 h. If less than all of the deposits of any depository 6 25 institution were directly or indirectly acquired between the 6 26 dates of the two most recent available deposit reports in an 6 27 acquisition or as a result of a series of acquisitions, the 6 28 statement shall set forth the total amount of deposits in this 6 29 state directly or indirectly acquired in such acquisitions. 6 30 i. The total amount of deposits in this state directly or 6 31 indirectly owned or controlled by the depository institution 6 32 or holding company making the statement that have been 6 33 directly or indirectly transferred or assigned in a 6 34 transaction between the dates of the two most recent available 6 35 deposit reports to an entity that is not an affiliate of the 7 1 depository institution or holding company making the 7 2 statement, and that are not subject to reacquisition. 7 3 j. The total amount of deposits in this state set forth in 7 4 paragraph "f" plus the deposits described in paragraphs "g" 7 5 and "h", and less the deposits described in paragraph "i". 7 6 5. The superintendent may conduct such review as the 7 7 superintendent considers necessary to verify the statements 7 8 submitted under subsection 4, paragraphs "a", "b", "c", and 7 9 "d". The superintendent shall calculate the following 7 10 fraction: 7 11 a. The numerator is the sum of the deposits in this state 7 12 directly or indirectly owned or controlled by the depository 7 13 institutions involved in the acquisition and the deposits in 7 14 this state directly or indirectly owned or controlled by all 7 15 other depository institutions directly or indirectly owned or 7 16 controlled by a holding company involved in the acquisition, 7 17 as stated in subsection 4, paragraph "e". 7 18 b. The denominator is the deposits in this state of all 7 19 depository institutions as stated in the most recent available 7 20 deposit reports. 7 21 6. The superintendent may conduct such review as the 7 22 superintendent considers necessary to verify the statements 7 23 submitted under subsection 4, paragraphs "f", "g", "h", and 7 24 "i". The superintendent shall calculate the following 7 25 fraction: 7 26 a. The numerator is the sum of the average of the deposits 7 27 in this state directly or indirectly owned or controlled by 7 28 the depository institutions involved in the acquisition and 7 29 the deposits in this state directly or indirectly owned or 7 30 controlled by all other depository institutions directly or 7 31 indirectly owned or controlled by a holding company involved 7 32 in the acquisition, as stated in subsection 4, paragraphs "e" 7 33 and "j". 7 34 b. The denominator is the average of the deposits in this 7 35 state of all depository institutions as stated in the two most 8 1 recent available deposit reports. 8 2 7. If the quotient determined by the calculation in either 8 3 subsection 5 or 6 exceeds fifteen percent, the proposed 8 4 acquisition does not comply with the limitation of subsection 8 5 2. 8 6 EXPLANATION 8 7 This bill amends Code section 524.1802, which establishes a 8 8 limitation on deposits in Iowa which may be held by a 8 9 depository institution (a bank or savings association) or a 8 10 bank or savings and loan holding company, together with all of 8 11 its affiliates, by establishing the manner for the 8 12 superintendent of banking to determine compliance with the 8 13 limitation in the event of a proposed acquisition of a 8 14 depository institution or the deposits of any branch, office, 8 15 or other facility of a depository institution. The bill 8 16 increases the limitation on deposits in Iowa which may be held 8 17 by a depository institution or holding company, together with 8 18 all of its affiliates, from 10 percent to 15 percent of the 8 19 total deposits in Iowa. 8 20 The bill provides that if the superintendent determines 8 21 that an acquisition may involve a question of compliance with 8 22 the deposit limitation, each depository institution and 8 23 holding company involved in the acquisition must submit to the 8 24 superintendent a statement, certified by its president, chief 8 25 executive officer, or chief financial officer, that no 8 26 transfer, assignment, or other disposition of deposits has 8 27 been made for the purpose of achieving compliance with the 8 28 deposit limitation. Certain transfers of deposits are not 8 29 deemed to be made for the purpose of achieving compliance with 8 30 the deposit limitation. 8 31 The bill provides that the statement must also include 8 32 deposit information sufficient to permit the superintendent to 8 33 determine compliance with the deposit limitation, including 8 34 all of the deposits in Iowa held by the acquiring entity, 8 35 together with all of the deposits in Iowa held by all of its 9 1 affiliates, as stated in the two most recent available annual 9 2 deposit reports filed with each institution's regulator, and 9 3 all of the deposits directly or indirectly acquired by the 9 4 acquiring entity, together with all of the deposits directly 9 5 or indirectly acquired by all of its affiliates, in an 9 6 acquisition or series of acquisitions occurring after the date 9 7 of the most recent report or occurring between the dates of 9 8 the two most recent reports. 9 9 The bill takes effect upon enactment and is retroactively 9 10 applicable to January 1, 2000. 9 11 LSB 6463HC 78 9 12 mj/cls/14
Text: HSB00585 Text: HSB00587 Text: HSB00500 - HSB00599 Text: HSB Index Bills and Amendments: General Index Bill History: General Index
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