S.F. _____ H.F. _____ DIVISION I 1 MUTUAL OWNERSHIP FOR STATE-CHARTERED BANKS AND STATE HOLDING 2 COMPANIES TO FACILITATE CONVERSIONS BY FEDERALLY CHARTERED 3 SAVINGS ASSOCIATIONS 4 Section 1. Section 524.103, subsections 27 and 28, Code 5 2011, are amended to read as follows: 6 27. “Member” means a person with a membership interest 7 in a state bank organized as a limited liability company or 8 incorporated as a mutual corporation under this chapter . 9 28. “Membership interest” means a member’s share of the 10 profits and losses, the right to receive distributions of 11 assets, and any right to vote or participate in management of a 12 state bank organized as a limited liability company under this 13 chapter or of a state bank incorporated as a mutual corporation 14 under this chapter . 15 Sec. 2. Section 524.103, Code 2011, is amended by adding the 16 following new subsections: 17 NEW SUBSECTION . 27A. “Member vote” means one vote 18 for each one hundred dollars, or fraction thereof, of the 19 withdrawal value of a member’s account with respect to a mutual 20 corporation. 21 NEW SUBSECTION . 29A. “Mutual bank holding company” means a 22 bank holding company that is a mutual corporation or that owns 23 or controls a mutual corporation. 24 NEW SUBSECTION . 29B. “Mutual corporation” means a 25 corporation that is incorporated on a mutual ownership basis 26 under this chapter or converted to become subject to this 27 chapter and is not authorized to issue capital stock. 28 Sec. 3. Section 524.103, subsections 35, 36, and 39, Code 29 2011, are amended to read as follows: 30 35. “Shareholder” means one who is a holder of record of 31 shares in a state bank. If a state bank is organized as a 32 limited liability company under this chapter , “shareholder” 33 means any a member of the limited liability company. If a 34 state bank is incorporated as a mutual corporation under 35 -1- LSB 5258DP (12) 84 rn/nh 1/ 65

S.F. _____ H.F. _____ this chapter, “shareholder” means a member of the mutual 1 corporation. 2 36. “Shares” means the units into which the proprietary 3 interests in a state bank incorporated as a stock corporation 4 are divided, including any membership interests of a state bank 5 organized as a limited liability company under this chapter . 6 39. “State bank” means any bank incorporated pursuant to 7 the provisions of this chapter after January 1, 1970, and any 8 “state bank” or “savings bank” incorporated pursuant to the laws 9 of this state and doing business as such on January 1, 1970, 10 or a bank organized as a limited liability company or a mutual 11 corporation under this chapter . 12 Sec. 4. Section 524.103, Code 2011, is amended by adding the 13 following new subsection: 14 NEW SUBSECTION . 39A. “Stock corporation” means a 15 corporation which is authorized to issue capital stock. 16 Sec. 5. Section 524.302, subsection 1, paragraph d, Code 17 2011, is amended to read as follows: 18 d. (1) The If the state bank will be a stock corporation, 19 the aggregate number of common and preferred shares which the 20 state bank shall have authority to issue and the par value of 21 such shares. If such shares are to be divided into classes 22 or series, the number of shares of each class or series and 23 a statement of the par value of the shares of each class or 24 series. 25 (2) If the state bank will be a mutual corporation, that the 26 corporation will be a mutual corporation. 27 Sec. 6. NEW SECTION . 524.316 State banks as mutual 28 corporations. 29 The superintendent may adopt rules to ensure that a state 30 bank incorporated as a mutual corporation is operating in a 31 safe and sound manner and is subject to the superintendent’s 32 authority in the same manner as a state bank incorporated as a 33 stock corporation. 34 Sec. 7. Section 524.405, Code 2011, is amended to read as 35 -2- LSB 5258DP (12) 84 rn/nh 2/ 65

S.F. _____ H.F. _____ follows: 1 524.405 Increase or decrease of capital structure. 2 1. A state bank incorporated as a stock corporation may 3 increase its capital structure or effect an allocation of 4 amounts within its capital structure, by the use of any of the 5 following methods: 6 a. Sale of authorized but unissued shares. 7 b. Transfer of surplus or undivided profits to capital for 8 authorized but unissued shares. 9 c. Transfer of undivided profits to surplus. 10 d. Authorization and issuance of common shares, preferred 11 shares, or capital notes or debentures. 12 2. The superintendent, whenever it appears necessary to do 13 so in the interest of the safety of the deposits of a state 14 bank incorporated as a stock corporation , may require that the 15 capital structure of the state bank be increased by either of 16 the methods provided for in subsection 1 , paragraphs “a” and 17 “d” . 18 3. Capital or surplus shall not be decreased except with the 19 approval of the superintendent. 20 4. A state bank incorporated as a mutual corporation 21 may raise capital by accepting payments on savings and 22 demand accounts and by any other means authorized by the 23 superintendent. Whenever it appears necessary to do so in 24 the interest of the safety of the deposits of a state bank 25 incorporated as a mutual corporation, the superintendent 26 may require that the capital structure of the state bank be 27 increased by any means authorized by the superintendent. 28 Sec. 8. Section 524.521, subsections 1 and 2, Code 2011, are 29 amended to read as follows: 30 1. The articles of incorporation of a stock corporation 31 must prescribe the classes of shares and the number of shares 32 of each class that the state bank is authorized to issue. If 33 more than one class of shares is authorized, the articles of 34 incorporation must prescribe a distinguishing designation for 35 -3- LSB 5258DP (12) 84 rn/nh 3/ 65

S.F. _____ H.F. _____ each class. Prior to the issuance of shares of a class, the 1 preferences, limitations, and relative rights of that class 2 must be described in the articles of incorporation. All shares 3 of a class must have preferences, limitations, and relative 4 rights identical with those of other shares of the same class 5 except to the extent otherwise permitted by section 524.523 . 6 2. The articles of incorporation of a stock corporation must 7 authorize both of the following: 8 a. One or more classes of shares that together have 9 unlimited voting rights. 10 b. One or more classes of shares, which may be the same 11 class or classes as those with voting rights, that together 12 are entitled to receive the net assets of the state bank upon 13 dissolution. 14 Sec. 9. Section 524.523, subsection 1, Code 2011, is amended 15 to read as follows: 16 1. The shares of a state bank incorporated as a stock 17 corporation shall be represented by certificates signed by 18 such officers, employees, or agents as are authorized by the 19 articles of incorporation or bylaws to sign. If no contrary 20 provisions are made in the articles of incorporation or bylaws, 21 the certificates shall be signed by the president or a vice 22 president and the cashier or an assistant cashier of the state 23 bank. 24 Sec. 10. Section 524.526, subsection 1, unnumbered 25 paragraph 1, Code 2011, is amended to read as follows: 26 A state bank incorporated as a stock corporation may do any 27 of the following: 28 Sec. 11. Section 524.527, Code 2011, is amended to read as 29 follows: 30 524.527 Liability of shareholders. 31 1. A purchaser of the shares of a state bank incorporated as 32 a stock corporation is not liable to the bank, its creditors, 33 or depositors with respect to the shares except to pay the 34 consideration for which the shares were authorized to be issued 35 -4- LSB 5258DP (12) 84 rn/nh 4/ 65

S.F. _____ H.F. _____ under section 524.521 , or the consideration specified in the 1 subscription agreement authorized under section 524.525 . 2 2. Unless otherwise provided in the articles of 3 incorporation, a shareholder of a state bank is not personally 4 liable for the acts or debts of the state bank , its creditors, 5 or depositors . 6 3. A member of a state bank incorporated as a mutual 7 corporation is not personally liable for the acts or debts of 8 the state bank, its creditors, or depositors. 9 Sec. 12. NEW SECTION . 524.538A Voting by member of mutual 10 corporation. 11 All holders of savings, demand, or other authorized 12 accounts of a bank incorporated as or converted to be a 13 mutual corporation are members of the state bank. In the 14 consideration of all questions requiring action by the members 15 of the state bank, each holder of an account shall be permitted 16 to cast one vote for each one hundred dollars, or fraction 17 thereof, of the withdrawal value of the member’s account. No 18 member, however, shall cast more than one thousand member 19 votes. All accounts shall be nonassessable. 20 Sec. 13. Section 524.545, Code 2011, is amended to read as 21 follows: 22 524.545 Options for shares. 23 A state bank incorporated as a stock corporation may 24 authorize the granting of options to officers and employees to 25 purchase unissued shares of the state bank in accordance with a 26 plan approved by the superintendent. 27 Sec. 14. NEW SECTION . 524.1421 Mutual to stock conversions. 28 1. A mutual corporation, a mutual holding company, a 29 federal mutual association, or a federal mutual holding 30 company, subject to the provisions of this chapter, may convert 31 into a stock corporation that is either a state bank or a 32 state bank mutual bank holding company upon approval of the 33 superintendent. 34 2. A mutual corporation, a mutual holding company, a federal 35 -5- LSB 5258DP (12) 84 rn/nh 5/ 65

S.F. _____ H.F. _____ mutual association, or a federal mutual holding company shall 1 make an application to the superintendent for approval of 2 the conversion in a manner prescribed by the superintendent 3 and shall deliver to the superintendent, when available, the 4 following: 5 a. Articles of conversion. 6 b. A business plan addressing factors prescribed by the 7 superintendent. 8 c. Proof of publication of the notice required by section 9 524.1422. 10 d. The applicable fee payable to the secretary of state, 11 under section 490.122, for the filing and recording of the 12 articles of conversion. 13 3. The superintendent may adopt rules governing mutual to 14 stock conversions. 15 Sec. 15. NEW SECTION . 524.1422 Notice of mutual to stock 16 conversion. 17 Within thirty days after an application for conversion has 18 been accepted for processing, the mutual corporation, mutual 19 holding company, federal mutual association, or federal mutual 20 holding company shall publish a notice of the delivery of the 21 articles of conversion to the superintendent in a newspaper of 22 general circulation published in the municipal corporation or 23 unincorporated area in which the mutual corporation, mutual 24 holding company, federal mutual association, or federal mutual 25 holding company has its principal place of business, or if 26 there is none, a newspaper of general circulation published 27 in the county, or in a county adjoining the county, in which 28 the mutual corporation, mutual holding company, federal 29 mutual association, or federal mutual holding company has its 30 principal place of business. The notice shall set forth the 31 information required by the superintendent. 32 Sec. 16. Section 524.1504, subsection 1, paragraphs e and f, 33 Code 2011, are amended to read as follows: 34 e. The For a stock corporation, the number of shares 35 -6- LSB 5258DP (12) 84 rn/nh 6/ 65

S.F. _____ H.F. _____ entitled to vote on the amendment, and if the shares of any 1 class are entitled to vote thereon as a class, the number of 2 shares of each class. For a mutual corporation, the number of 3 member votes entitled to be cast. 4 f. The number of shares or member votes voted for and 5 against such amendment, respectively, and if the shares of any 6 class are entitled to vote thereon as a class, the number of 7 shares of each such class voted for and against such amendment. 8 Sec. 17. NEW SECTION . 524.1809 Mutual bank holding 9 companies. 10 1. A state bank may be owned, directly or indirectly, by a 11 mutual bank holding company. 12 2. A mutual holding company authorized pursuant to 12 U.S.C. 13 § 1467a and regulations promulgated thereunder may convert to a 14 mutual bank holding company authorized under this chapter. 15 3. A mutual corporation may reorganize as a mutual holding 16 company in the manner provided in 12 U.S.C. § 1467a(o). The 17 resulting mutual holding company shall be a mutual bank holding 18 company authorized under this chapter. 19 4. A mutual bank holding company authorized under this 20 chapter shall also be subject to chapter 490, the Iowa business 21 corporations Act. If a provision of chapter 490 conflicts with 22 the provisions of this chapter or a rule of the superintendent 23 adopted pursuant to this chapter, the provisions of this 24 chapter or rule of the superintendent shall control. 25 5. The superintendent may adopt rules pursuant to 26 chapter 17A pertaining to mutual bank holding companies and 27 reorganizations into mutual bank holding companies under this 28 chapter. 29 Sec. 18. EFFECTIVE UPON ENACTMENT. This division of this 30 Act, being deemed of immediate importance, takes effect upon 31 enactment. 32 DIVISION II 33 MISCELLANEOUS PROVISIONS 34 Sec. 19. Section 524.226, unnumbered paragraph 4, Code 35 -7- LSB 5258DP (12) 84 rn/nh 7/ 65

S.F. _____ H.F. _____ 2011, is amended to read as follows: 1 The superintendent, during the period of the 2 superintendent’s management of the property and business of the 3 state bank, and prior to such time as the superintendent may 4 apply to the district court for appointment as receiver, may 5 require reimbursement by the state bank to the extent of the 6 expenses incurred by the superintendent in connection with such 7 management. 8 Sec. 20. Section 524.802, subsection 9, Code 2011, is 9 amended to read as follows: 10 9. Acquire and hold shares of stock in the appropriate 11 federal home loan bank and to exercise all powers conferred on 12 member banks of the federal home loan bank system that are not 13 inconsistent with this chapter . A purchase of federal home 14 loan bank shares which causes the state bank’s holdings to 15 exceed fifteen percent of aggregate capital requires the prior 16 approval of the superintendent. In addition, a state bank 17 may own federal home loan bank shares in an amount exceeding 18 fifteen percent of the state bank’s aggregate capital, but not 19 exceeding twenty-five percent of the state bank’s aggregate 20 capital, if the ownership of shares exceeding fifteen percent 21 is needed to support the state bank’s participation in the 22 federal home loan bank’s acquired member assets program as 23 provided for in 12 C.F.R. pt. 955. 24 Sec. 21. Section 524.1103, Code 2011, is amended to read as 25 follows: 26 524.1103 Exceptions. 27 1. The provisions of section 524.1102 shall not apply to any 28 affiliate: 29 1. a. Engaged solely in holding or operating real 30 estate used wholly or substantially by the state bank in its 31 operations or acquired for its future use. 32 2. b. Engaged solely in conducting a safe-deposit business 33 or the business of an agricultural credit corporation eligible 34 to discount loans with a farm credit bank. 35 -8- LSB 5258DP (12) 84 rn/nh 8/ 65

S.F. _____ H.F. _____ 3. c. Engaged solely in holding obligations of the United 1 States, the farm credit banks, the federal home loan banks, 2 or obligations fully guaranteed by the United States as to 3 principal and interest. 4 4. d. Where the affiliate relationship has arisen as 5 a result of shares acquired in satisfaction of a bona fide 6 debt contracted prior to the date of the creation of such 7 relationship provided that such shares shall be sold at public 8 or private sale within one year from the date of the creation 9 of the relationship, unless the time is extended by the 10 superintendent. 11 5. e. Where the affiliate relationship exists by reason 12 of the ownership or control of any voting shares thereof by 13 a state bank as executor, administrator, trustee, receiver, 14 agent, depository, or in any other fiduciary capacity, except 15 where such shares are held for the benefit of all or a majority 16 of the shareholders of such state bank. 17 6. f. Which is a bank. 18 7. g. Which is an operations subsidiary or other subsidiary 19 in which the state bank owns or controls eighty percent or more 20 of the voting shares. However, an operations subsidiary shall 21 not conduct any activity at any location where the state bank 22 itself would not be permitted to conduct that activity without 23 the prior approval of the superintendent. 24 2. a. The superintendent may, in the superintendent’s 25 discretion, by regulation or order, exempt transactions or 26 relationships from the requirements of section 524.1102 if 27 the superintendent finds such exemptions to be in the public 28 interest and consistent with the purposes of section 524.1102. 29 b. A state bank may request an exemption from the 30 requirements of section 524.1102 by submitting a written 31 request to the superintendent including all of the following: 32 (1) A detailed description of the transaction or 33 relationship for which the state bank seeks an exemption. 34 (2) A statement of the reasons for exemption of the 35 -9- LSB 5258DP (12) 84 rn/nh 9/ 65

S.F. _____ H.F. _____ transaction or relationship. 1 (3) An explanation of how the exemption would be in the 2 public interest and consistent with the purposes of section 3 524.1102. 4 Sec. 22. Section 524.1305, subsection 9, Code 2011, is 5 amended to read as follows: 6 9. If at any time during the course of dissolution 7 proceedings the superintendent finds that the assets of the 8 state bank will not be sufficient to discharge its obligations, 9 the superintendent shall apply to the district court for 10 appointment as receiver tender to the federal deposit insurance 11 corporation the receivership in the manner required by section 12 524.1310 , and the dissolution shall thereafter be treated as an 13 involuntary dissolution in accordance with the terms of that 14 section and sections 524.1311 and 524.1312 . 15 Sec. 23. Section 524.1310, Code 2011, is amended to read as 16 follows: 17 524.1310 Involuntary dissolution after commencement of 18 business —— superintendent as receiver. 19 1. a. In a situation in which the superintendent has 20 required, in accordance with section 524.226 , that the state 21 bank cease to carry on its business, the superintendent shall 22 apply to the district court for the county in which the state 23 bank is located for appointment as receiver for the state 24 bank. The district court shall appoint the superintendent as 25 receiver unless the superintendent has tendered the appointment 26 to the federal deposit insurance corporation as provided for 27 in section 524.1313 , in which case the district court shall 28 appoint tender to the federal deposit insurance corporation 29 as receiver the receivership for the state bank . The affairs 30 of the state bank shall thereafter be under the direction of 31 the district court, and the assets of the state bank shall be 32 distributed in accordance with section 524.1312 governed by 33 this section, section 524.1311, and the provisions of federal 34 law, and shall be subject to federal court jurisdiction, and 35 -10- LSB 5258DP (12) 84 rn/nh 10/ 65

S.F. _____ H.F. _____ the assets of the state bank shall be distributed in accordance 1 with section 524.1312. If there is a conflict between the 2 provisions of state and federal law, federal law shall govern . 3 b. All amounts due creditors and shareholders described 4 in section 490.1440 shall be deposited with the treasurer of 5 state in accordance with that section. Such amounts shall be 6 retained by the treasurer of state and subject to claim in 7 the manner provided for in section 490.1440 . Amounts due to 8 depositors who are unknown, or who are under a disability and 9 there is no person legally competent to receive the amount, or 10 who cannot be found after the exercise of reasonable diligence, 11 shall be transmitted to the treasurer of state in the manner 12 required by section 524.1305, subsection 6 . Such property 13 shall be treated as abandoned, retained by the treasurer of 14 state, and is subject to claim, in the manner provided for in 15 sections 556.14 to 556.21 . The attorney general, or assistants 16 appointed by the court, shall represent the superintendent in 17 all proceedings connected with the receivership. 18 2. Under the receivership, the rights of depositors and 19 other creditors of the insured state bank shall be determined 20 in accordance with the laws of this state. 21 3. The federal deposit insurance corporation as receiver 22 shall possess all the powers, rights, and privileges provided 23 under section 524.1311, except insofar as that section may be 24 in conflict with the laws of the United States. 25 4. If the federal deposit insurance corporation pays or 26 makes available for payment the insured deposit liabilities 27 of an insured state bank, the federal deposit insurance 28 corporation shall be subrogated by operation of law to all 29 rights against such insured state bank of the owners of 30 such deposits in the same manner and to the same extent as 31 subrogation of the federal deposit insurance corporation 32 is provided for in applicable federal law in the case of a 33 national bank. 34 Sec. 24. Section 524.1311, Code 2011, is amended to read as 35 -11- LSB 5258DP (12) 84 rn/nh 11/ 65

S.F. _____ H.F. _____ follows: 1 524.1311 Involuntary dissolution after commencement of 2 business —— receivership procedure. 3 1. In all situations in which the superintendent has 4 been named the receiver as provided in section 524.1310 the 5 superintendent shall make Under the receivership, a diligent 6 effort shall be made to collect and realize on the assets of 7 the state bank , and to make distribution of the proceeds from 8 time to time to those entitled thereto. The superintendent 9 federal deposit insurance corporation may execute assignments, 10 releases , and satisfactions to effectuate sales and transfers 11 as receiver or after the receivership has terminated. Upon 12 the order of the court in which the receivership is pending, 13 the superintendent The federal deposit insurance corporation 14 may sell or compound all bad or doubtful debts, and , on a like 15 order, may sell all the real and personal property of such 16 state bank , on such terms as the court shall direct . 17 2. All expenses of the receivership and dissolution shall 18 be fixed by the superintendent, subject to the approval of 19 the district court, and shall be paid out of the assets of 20 the state bank. After the involuntary dissolution of a state 21 bank, the superintendent shall file notice of the dissolution 22 with the secretary of state and the county recorder of the 23 county in which the state bank is located. No fee shall be 24 charged by the secretary of state or the county recorder for 25 the filing or recording. The corporate existence of the state 26 bank shall cease upon filing of the notice of dissolution with 27 the secretary of state. 28 3. At the termination of the receivership, the 29 superintendent shall file a final report containing the details 30 of the superintendent’s actions therein, together with such 31 additional facts as the court may require. 32 4. Upon the submission and approval of the final report, the 33 court shall enter a decree dissolving the state bank whereupon 34 the corporate existence of the state bank shall cease. It 35 -12- LSB 5258DP (12) 84 rn/nh 12/ 65

S.F. _____ H.F. _____ shall be the duty of the clerk of such court to cause certified 1 copies of the decree to be filed with and recorded by the 2 secretary of state and the county recorder of the county in 3 which is located the state bank. No fee shall be charged by the 4 secretary of state or said county recorder for the filing or 5 recording thereof. 6 Sec. 25. Section 535B.10, subsection 6, Code 2011, is 7 amended by adding the following new paragraph: 8 NEW PARAGRAPH . h. The administrator may furnish 9 information relating to supervision of closing agent licensees 10 whose activities relate to the issuance of title guaranty 11 certificates issued by the title guaranty division of the 12 Iowa finance authority to the title guaranty division. The 13 title guaranty division may use this information to satisfy 14 its reinsurance requirements and may provide the information 15 to its reinsurer to the extent necessary to satisfy reinsurer 16 requirements provided the reinsurer agrees to maintain the 17 confidentiality of the information. The title guaranty 18 division shall maintain the confidentiality of the information 19 provided pursuant to this paragraph in all other respects. 20 Sec. 26. Section 602.8102, subsection 72, Code 2011, is 21 amended by striking the subsection. 22 Sec. 27. REPEAL. Section 524.1313, Code 2011, is repealed. 23 Sec. 28. EFFECTIVE UPON ENACTMENT. The following 24 provisions of this division of this Act, being deemed of 25 immediate importance, take effect upon enactment: 26 1. The section of this Act amending section 524.226, 27 unnumbered paragraph 4. 28 2. The section of this Act amending section 524.1305, 29 subsection 9. 30 3. The section of this Act amending section 524.1310. 31 4. The section of this Act amending section 524.1311. 32 5. The section of this Act repealing section 524.1313. 33 6. The section of this Act striking section 602.8102, 34 subsection 72. 35 -13- LSB 5258DP (12) 84 rn/nh 13/ 65

S.F. _____ H.F. _____ DIVISION III 1 SAVINGS AND LOAN ASSOCIATIONS 2 Sec. 29. Section 7C.9, Code 2011, is amended to read as 3 follows: 4 7C.9 Nonbusiness days. 5 If the expiration date of either the one-hundred-twenty-day 6 period or the thirty-day extension period described in 7 subsection 1 or 2 of section 7C.7 is a Saturday, Sunday, or any 8 day on which the offices of the state , or banking institutions , 9 or savings and loan associations in the state are authorized 10 or required to close, the expiration date is extended to the 11 first day thereafter which is not a Saturday, Sunday, or other 12 previously described day. 13 Sec. 30. Section 12.61, subsection 1, paragraph a, Code 14 2011, is amended to read as follows: 15 a. “Financial institution” means a state bank as defined in 16 section 524.103, subsection 39 , a federally chartered state 17 bank having its principal office within this state, a federally 18 chartered credit union having its principal office within this 19 state, a federally chartered savings and loan association 20 having its principal office within the state, a credit union 21 organized under chapter 533 , an association incorporated or 22 authorized to do business under chapter 534 , or a trust company 23 organized or incorporated under the laws of this state. 24 Sec. 31. Section 12.71, subsection 5, Code 2011, is amended 25 to read as follows: 26 5. The bonds are securities in which public officers and 27 bodies of this state; political subdivisions of this state; 28 insurance companies and associations and other persons carrying 29 on an insurance business; banks, trust companies, savings 30 associations, savings and loan associations, and investment 31 companies; administrators, guardians, executors, trustees, 32 and other fiduciaries; and other persons authorized to invest 33 in bonds or other obligations of the state, may properly and 34 legally invest funds, including capital, in their control or 35 -14- LSB 5258DP (12) 84 rn/nh 14/ 65

S.F. _____ H.F. _____ belonging to them. 1 Sec. 32. Section 12.81, subsection 5, Code 2011, is amended 2 to read as follows: 3 5. The bonds are securities in which public officers and 4 bodies of this state; political subdivisions of this state; 5 insurance companies and associations and other persons carrying 6 on an insurance business; banks, trust companies, savings 7 associations, savings and loan associations, and investment 8 companies; administrators, guardians, executors, trustees, 9 and other fiduciaries; and other persons authorized to invest 10 in bonds or other obligations of the state, may properly and 11 legally invest funds, including capital, in their control or 12 belonging to them. 13 Sec. 33. Section 12.87, subsection 5, Code Supplement 2011, 14 is amended to read as follows: 15 5. The bonds are securities in which public officers and 16 bodies of this state; political subdivisions of this state; 17 insurance companies and associations and other persons carrying 18 on an insurance business; banks, trust companies, savings 19 associations, savings and loan associations, and investment 20 companies; administrators, guardians, executors, trustees, 21 and other fiduciaries; and other persons authorized to invest 22 in bonds or other obligations of the state, may properly and 23 legally invest funds, including capital, in their control or 24 belonging to them. 25 Sec. 34. Section 12.91, subsection 6, Code 2011, is amended 26 to read as follows: 27 6. The bonds are securities in which public officers and 28 bodies of this state; political subdivisions of this state; 29 insurance companies and associations and other persons carrying 30 on an insurance business; banks, trust companies, savings 31 associations, savings and loan associations, and investment 32 companies; administrators, guardians, executors, trustees, 33 and other fiduciaries; and other persons authorized to invest 34 in bonds or other obligations of the state may properly and 35 -15- LSB 5258DP (12) 84 rn/nh 15/ 65

S.F. _____ H.F. _____ legally invest funds, including capital, in their control or 1 belonging to them. 2 Sec. 35. Section 12A.4, subsection 4, Code 2011, is amended 3 to read as follows: 4 4. Bonds issued under this chapter are investment 5 securities and negotiable instruments within the meaning of 6 and for purposes of the uniform commercial code, chapter 7 554 . Bonds are securities in which public officers and 8 bodies of this state; political subdivisions of this state; 9 insurance companies and associations and other persons carrying 10 on an insurance business; banks, trust companies, savings 11 associations, savings and loan associations, and investment 12 companies; administrators, guardians, executors, trustees, and 13 other fiduciaries; and other persons authorized to invest in 14 bonds of the state, may properly and legally invest funds, 15 including capital, in their control or belonging to them. 16 Sec. 36. Section 12C.1, subsection 2, Code Supplement 2011, 17 is amended to read as follows: 18 2. As used in this chapter unless the context otherwise 19 requires: 20 a. “Bank” means a corporation or limited liability company 21 engaged in the business of banking and organized under the laws 22 of this state, another state, or the United States. “Bank” also 23 means a savings and loan, savings association, or savings bank 24 organized under the laws of this state, another state , or the 25 United States. 26 b. “Credit union” means a cooperative, nonprofit association 27 incorporated under chapter 533 or the federal Credit Union Act, 28 12 U.S.C. § 1751 et seq., and that is insured by the national 29 credit union administration and includes an office of a credit 30 union. 31 c. “Depository” means a bank , a savings and loan, or a 32 credit union in which public funds are deposited under this 33 chapter . 34 d. “Financial institution” means a bank or a credit union. 35 -16- LSB 5258DP (12) 84 rn/nh 16/ 65

S.F. _____ H.F. _____ e. “Public funds” and “public deposits” mean any of the 1 following: 2 (1) The moneys of the state or a political subdivision 3 or instrumentality of the state including a county, 4 school corporation, special district, drainage district, 5 unincorporated town or township, municipality, or municipal 6 corporation or any agency, board, or commission of the state 7 or a political subdivision. Moneys of the state include 8 moneys which are transmitted to a depositary for purposes of 9 completing an electronic financial transaction pursuant to 10 section 159.35 . 11 (2) The moneys of any court or public body noted in 12 subsection 1 . 13 (3) The moneys of a legal or administrative entity created 14 pursuant to chapter 28E . 15 (4) The moneys of an electric power agency as defined in 16 section 28F.2 or 390.9 . 17 (5) Federal and state grant moneys of a quasi-public 18 state entity that are placed in a depository pursuant to this 19 chapter . 20 (6) Moneys placed in a depository for the purpose of 21 completing an electronic financial transaction pursuant to 22 section 8A.222 or 331.427 . 23 f. “Public officer” means the person authorized by and 24 acting for a public body to deposit public funds of the public 25 body. 26 g. “Savings and loan” means a corporation authorized to 27 operate under chapter 534 or the federal Home Owner’s Loan Act 28 of 1933, 12 U.S.C. § 1461 et seq., and includes a savings and 29 loan association, a savings bank, or any branch of a savings 30 and loan association or savings bank. 31 h. g. “Superintendent” means the superintendent of 32 banking of this state when the depository is a bank, and 33 the superintendent of credit unions of this state when the 34 depository is a credit union. 35 -17- LSB 5258DP (12) 84 rn/nh 17/ 65

S.F. _____ H.F. _____ i. h. “Uninsured public funds” means any amount of 1 public funds of a public funds depositor on deposit in an 2 account at a financial institution that exceeds the amount of 3 public funds in that account that are insured by the federal 4 deposit insurance corporation or the national credit union 5 administration. 6 Sec. 37. Section 12C.13, Code 2011, is amended to read as 7 follows: 8 12C.13 Deposit not membership. 9 Notwithstanding chapter 534 524 , the deposit of public 10 funds in a credit union as defined in section 533.102 or an 11 association defined in section 534.102 a mutual corporation 12 as defined in section 524.103 does not constitute being 13 a shareholder, stockholder, or owner of a corporation in 14 violation of Article VIII of the Constitution of the State of 15 Iowa or any other provision of law. 16 Sec. 38. Section 12C.20, subsections 1 and 4, Code 2011, are 17 amended to read as follows: 18 1. On or before the tenth day of February, May, August, 19 and November of each year, each savings and loan and each 20 out-of-state bank that has one or more branches in the state 21 shall calculate and certify to the superintendent of banking in 22 the form prescribed by the superintendent the amount of public 23 funds on deposit at the savings and loan and at each such 24 branch of the out-of-state bank as of the end of the previous 25 calendar quarter. 26 4. On or before the twentieth day of February, May, August, 27 and November of each year, the superintendent shall notify the 28 treasurer of state of the amount of collateral required to be 29 pledged as of the end of the previous calendar quarter based 30 upon the certification provided to the superintendent under 31 subsection 1 or 2 and a review by the superintendent of the 32 quarterly call report filed by each bank that is not a savings 33 and loan or an out-of-state bank. 34 Sec. 39. Section 12E.11, subsection 8, Code 2011, is amended 35 -18- LSB 5258DP (12) 84 rn/nh 18/ 65

S.F. _____ H.F. _____ to read as follows: 1 8. The bonds issued under this chapter are securities in 2 which insurance companies and associations and other persons 3 engaged in the business of insurance; banks, trust companies, 4 savings associations, savings and loan associations, and 5 investment companies; administrators, guardians, executors, 6 trustees, and other fiduciaries; and other persons authorized 7 to invest in bonds or other obligations of the state may 8 properly and legally invest funds, including capital, in their 9 control or belonging to them. 10 Sec. 40. Section 16.1, subsection 1, paragraph y, Code 11 Supplement 2011, is amended to read as follows: 12 y. “Mortgage lender” means any bank, trust company, mortgage 13 company, national banking association, federal savings and loan 14 association, life insurance company, any governmental agency, 15 or any other financial institution authorized to make mortgage 16 loans in this state and includes a financial institution as 17 defined in section 496B.2, subsection 4 , which lends moneys for 18 industrial or business purposes. 19 Sec. 41. Section 16.30, Code 2011, is amended to read as 20 follows: 21 16.30 Bonds and notes as legal investments. 22 Bonds and notes of the authority are securities in which 23 public officers, state departments and agencies, political 24 subdivisions, insurance companies, and other persons carrying 25 on an insurance business, banks, trust companies, savings and 26 loan associations, investment companies and other persons 27 carrying on a banking business, administrators, executors, 28 guardians, conservators, trustees and other fiduciaries, 29 and other persons authorized to invest in bonds or other 30 obligations of this state, may properly and legally invest 31 funds including capital in their control or belonging to them. 32 The bonds and notes are also securities which may be deposited 33 with and may be received by public officers, state departments 34 and agencies, and political subdivisions, for any purpose for 35 -19- LSB 5258DP (12) 84 rn/nh 19/ 65

S.F. _____ H.F. _____ which the deposit of bonds or other obligations of this state 1 is authorized. 2 Sec. 42. Section 16.177, subsection 5, Code 2011, is amended 3 to read as follows: 4 5. The bonds are securities in which public officers and 5 bodies of this state, political subdivisions of this state, 6 insurance companies and associations and other persons carrying 7 on an insurance business, banks, trust companies, savings 8 associations, savings and loan associations, and investment 9 companies, administrators, guardians, executors, trustees, 10 and other fiduciaries, and other persons authorized to invest 11 in bonds or other obligations of the state, may properly and 12 legally invest funds, including capital, in their control or 13 belonging to them. 14 Sec. 43. Section 28J.18, Code 2011, is amended to read as 15 follows: 16 28J.18 Revenue bonds are lawful investments. 17 Port authority revenue bonds issued pursuant to this 18 chapter are lawful investments of banks, credit unions, trust 19 companies, savings and loan associations, deposit guaranty 20 associations, insurance companies, trustees, fiduciaries, 21 trustees or other officers having charge of the bond retirement 22 funds or sinking funds of port authorities and governmental 23 agencies, and taxing districts of this state, the pension 24 and annuity retirement system, the Iowa public employees’ 25 retirement system, the police and fire retirement systems under 26 chapters 410 and 411 , a revolving fund of a governmental agency 27 of this state, and are acceptable as security for the deposit 28 of public funds under chapter 12C . 29 Sec. 44. Section 68A.503, subsections 1 through 4, Code 30 2011, are amended to read as follows: 31 1. Except as provided in subsections 3, 4, 5, and 6 , an 32 insurance company, savings and loan association, bank, credit 33 union, or corporation shall not make a monetary or in-kind 34 contribution to a candidate or committee except for a ballot 35 -20- LSB 5258DP (12) 84 rn/nh 20/ 65

S.F. _____ H.F. _____ issue committee. 1 2. Except as provided in subsection 3 , a candidate or 2 committee, except for a ballot issue committee, shall not 3 receive a monetary or in-kind contribution from an insurance 4 company, savings and loan association, bank, credit union, or 5 corporation. 6 3. An insurance company, savings and loan association, 7 bank, credit union, or corporation may use money, property, 8 labor, or any other thing of value of the entity for the 9 purposes of soliciting its stockholders, administrative 10 officers, professional employees, and members for contributions 11 to a political committee sponsored by that entity and for 12 financing the administration of a political committee sponsored 13 by that entity. The entity’s employees to whom the foregoing 14 authority does not extend may voluntarily contribute to 15 such a political committee but shall not be solicited for 16 contributions. A candidate or committee may solicit, request, 17 and receive money, property, labor, and any other thing of 18 value from a political committee sponsored by an insurance 19 company, savings and loan association, bank, credit union, or 20 corporation as permitted by this subsection . 21 4. The prohibitions in subsections 1 and 2 shall not apply 22 to an insurance company, savings and loan association, bank, 23 credit union, or corporation engaged in any of the following 24 activities: 25 a. Using its funds to encourage registration of voters and 26 participation in the political process or to publicize public 27 issues. 28 b. Using its funds to expressly advocate the passage or 29 defeat of ballot issues. 30 c. Using its funds for independent expenditures as provided 31 in section 68A.404 . 32 d. Using its funds to place campaign signs as permitted 33 under section 68A.406 . 34 Sec. 45. Section 175.2, subsection 1, paragraphs l and o, 35 -21- LSB 5258DP (12) 84 rn/nh 21/ 65

S.F. _____ H.F. _____ Code 2011, are amended to read as follows: 1 l. “Lending institution” means a bank, trust company, 2 mortgage company, national banking association, savings 3 and loan association, life insurance company, any state or 4 federal governmental agency or instrumentality, including 5 without limitation the federal land bank or any of its local 6 associations, or any other financial institution or entity 7 authorized to make farm operating loans in this state. 8 o. “Mortgage lender” means a bank, trust company, 9 mortgage company, national banking association, savings 10 and loan association, life insurance company, any state or 11 federal governmental agency or instrumentality, including 12 without limitation the federal land bank or any of its local 13 associations, or any other financial institution or entity 14 authorized to make mortgage loans or secured loans in this 15 state. 16 Sec. 46. Section 175.21, Code 2011, is amended to read as 17 follows: 18 175.21 Bonds and notes as legal investments. 19 Bonds and notes are securities in which public officers, 20 state departments and agencies, political subdivisions, 21 insurance companies and other persons carrying on an 22 insurance business, banks, trust companies, savings and loan 23 associations, investment companies and other persons carrying 24 on a banking business, administrators, executors, guardians, 25 conservators, trustees and other fiduciaries and other persons 26 authorized to invest in bonds or other obligations of this 27 state may properly and legally invest funds including capital 28 in their control or belonging to them. The bonds and notes 29 are also securities which may be deposited with and may be 30 received by public officers, state departments and agencies and 31 political subdivisions for any purpose for which the deposit of 32 bonds or other obligations of this state is authorized. 33 Sec. 47. Section 179.1, subsection 8, Code 2011, is amended 34 to read as follows: 35 -22- LSB 5258DP (12) 84 rn/nh 22/ 65

S.F. _____ H.F. _____ 8. “Qualified financial institution” means a bank , or credit 1 union , or savings and loan as defined in section 12C.1 . 2 Sec. 48. Section 181.1, subsection 7, Code 2011, is amended 3 to read as follows: 4 7. “Qualified financial institution” means a bank , or credit 5 union , or savings and loan as defined in section 12C.1 . 6 Sec. 49. Section 183A.1, subsection 9, Code 2011, is amended 7 to read as follows: 8 9. “Qualified financial institution” means a bank , or credit 9 union , or savings and loan as defined in section 12C.1 . 10 Sec. 50. Section 184.1, subsection 10, Code 2011, is amended 11 to read as follows: 12 10. “Qualified financial institution” means a bank , or 13 credit union , or savings and loan as defined in section 12C.1 . 14 Sec. 51. Section 184A.1, subsection 8, Code 2011, is amended 15 to read as follows: 16 8. “Qualified financial institution” means a bank , or credit 17 union , or savings and loan as defined in section 12C.1 . 18 Sec. 52. Section 185.1, subsection 13, Code 2011, is amended 19 to read as follows: 20 13. “Qualified financial institution” means a bank , or 21 credit union , or savings and loan as defined in section 12C.1 . 22 Sec. 53. Section 185C.1, subsection 13, Code 2011, is 23 amended to read as follows: 24 13. “Qualified financial institution” means a bank , or 25 credit union , or savings and loan as defined in section 12C.1 . 26 Sec. 54. Section 202C.1, subsection 4, Code 2011, is amended 27 to read as follows: 28 4. “Financial institution” means a bank or savings and 29 loan association authorized by this state or by the laws of 30 the United States, which is a member of the federal deposit 31 insurance corporation, the federal savings and loan insurance 32 corporation, or the national bank for cooperatives established 33 in the Agricultural Credit Act, Pub. L. No. 100-233. 34 Sec. 55. Section 203.1, subsection 7, paragraph a, Code 35 -23- LSB 5258DP (12) 84 rn/nh 23/ 65

S.F. _____ H.F. _____ 2011, is amended to read as follows: 1 a. A bank or savings and loan association authorized by 2 the laws of this state, any other state , or the United States, 3 which is a member of the federal deposit insurance corporation. 4 Sec. 56. Section 206.2, subsection 12, Code 2011, is amended 5 to read as follows: 6 12. “Financial institution” means a bank or savings and 7 loan association authorized by this state or by the laws of 8 the United States, which is a member of the federal deposit 9 insurance corporation or the federal savings and loan insurance 10 corporation. 11 Sec. 57. Section 216.10, subsection 1, paragraph b, Code 12 2011, is amended to read as follows: 13 b. Person authorized or licensed to do business in this 14 state pursuant to chapter 524 , 533 , 534 , 536 , or 536A to refuse 15 to loan or extend credit or to impose terms or conditions 16 more onerous than those regularly extended to persons of 17 similar economic backgrounds because of age, color, creed, 18 national origin, race, religion, marital status, sex, sexual 19 orientation, gender identity, physical disability, or familial 20 status. 21 Sec. 58. Section 234.37, Code 2011, is amended to read as 22 follows: 23 234.37 Department may establish accounts for certain 24 children. 25 The department of human services is authorized to establish 26 an account in the name of any child committed to the director 27 of human services or the director’s designee, or whose legal 28 custody has been transferred to the department, or who is 29 voluntarily placed in foster care pursuant to section 234.35. 30 Any money which the child receives from the United States 31 government or any private source shall be placed in the child’s 32 account, unless a guardian of the child’s property has been 33 appointed and demands the money, in which case it shall be 34 paid to the guardian. The account shall be maintained by the 35 -24- LSB 5258DP (12) 84 rn/nh 24/ 65

S.F. _____ H.F. _____ department as trustee for the child in an interest-bearing 1 account at a reputable bank or savings and loan association, 2 except that if the child is residing at an institution 3 administered by the department a limited amount of the child’s 4 funds may be maintained in a separate account, which need not 5 be interest bearing, in the child’s name at the institution. 6 Any money held in an account in the child’s name or in trust 7 for the child under this section may be used, at the discretion 8 of the department and subject to restrictions lawfully imposed 9 by the United States government or other source from which 10 the child receives the funds, for the purchase of personal 11 incidentals, desires and comforts of the child. All of the 12 money held for a child by the department under this section 13 and not used in the child’s behalf as authorized by law shall 14 be promptly paid to the child or the child’s parent or legal 15 guardian upon termination of the commitment of the child to 16 the director or the director’s designee, or upon transfer or 17 cessation of legal custody of the child by the department. 18 Sec. 59. Section 235B.19, subsection 3, paragraph d, 19 subparagraph (2), Code Supplement 2011, is amended to read as 20 follows: 21 (2) Withdrawing funds from any bank, savings and loan 22 association, credit union, or other financial institution, or 23 from an account containing securities in which the dependent 24 adult has an interest. 25 Sec. 60. Section 235B.19, subsection 8, paragraph f, Code 26 Supplement 2011, is amended to read as follows: 27 f. Withdrawing funds from any bank, savings and loan 28 association, credit union, or other financial institution, 29 or from a stock account in which the dependent adult has an 30 interest. 31 Sec. 61. Section 252I.1, subsection 1, Code 2011, is amended 32 to read as follows: 33 1. “Account” means “account” as defined in section 524.103 , 34 “share account or shares” as defined in section 534.102 , 35 -25- LSB 5258DP (12) 84 rn/nh 25/ 65

S.F. _____ H.F. _____ the savings or deposits of a member received or being held 1 by a credit union, or certificates of deposit. “Account” 2 also includes deposits held by an agent, a broker-dealer, 3 or an issuer as defined in section 502.102 and money-market 4 mutual fund accounts and “account” as defined in 42 U.S.C. 5 § 666(a)(17). However, “account” does not include amounts held 6 by a financial institution as collateral for loans extended by 7 the financial institution. 8 Sec. 62. Section 252I.1, subsection 7, Code 2011, is amended 9 by striking the subsection. 10 Sec. 63. Section 257C.8, subsection 7, Code 2011, is amended 11 to read as follows: 12 7. The bonds of the authority are securities in which public 13 officers and bodies of this state; political subdivisions of 14 this state; insurance companies and associations and other 15 persons carrying on an insurance business; banks, trust 16 companies, savings associations, savings and loan associations, 17 and investment companies; administrators, guardians, executors, 18 trustees, and other fiduciaries; and other persons authorized 19 to invest in bonds or other obligations of the state, may 20 properly and legally invest funds, including capital, in their 21 control or belonging to them. 22 Sec. 64. Section 260C.64, Code 2011, is amended to read as 23 follows: 24 260C.64 Who may invest. 25 All banks, trust companies, building and loan associations, 26 savings and loan associations, investment companies, and other 27 persons carrying on an investment business, all insurance 28 companies, insurance associations, and other persons carrying 29 on an insurance business, and all executors, administrators, 30 guardians, trustees, and other fiduciaries may legally invest 31 any sinking funds, moneys or other funds belonging to them or 32 within their control in any bonds or notes issued pursuant to 33 this division . However, this section shall not be construed as 34 relieving any persons from any duty of exercising reasonable 35 -26- LSB 5258DP (12) 84 rn/nh 26/ 65

S.F. _____ H.F. _____ care in selecting securities for purchase or investment. 1 Sec. 65. Section 261.71, subsection 2, Code 2011, is amended 2 to read as follows: 3 2. The contract for the loan repayment shall stipulate 4 the time period the chiropractor shall practice in an 5 underserved area in this state. In addition, the contract 6 shall stipulate that the chiropractor repay any funds paid on 7 the chiropractor’s loan by the commission if the chiropractor 8 fails to practice in an underserved area in this state for the 9 required period of time. Forgivable loans made to eligible 10 students shall not become due, for repayment purposes, until 11 one year after the student has graduated. A loan that has 12 not been forgiven may be sold to a bank, savings and loan 13 association, credit union, or nonprofit agency eligible to 14 participate in the guaranteed student loan program under the 15 federal Higher Education Act of 1965, 20 U.S.C. § 1071 et seq., 16 by the commission when the loan becomes due for repayment. 17 Sec. 66. Section 261A.19, Code 2011, is amended to read as 18 follows: 19 261A.19 Investment of funds of authority. 20 Except as otherwise provided in section 261A.18, subsection 21 3 , the authority may invest funds in direct obligations 22 of the United States of America; obligations for which the 23 timely payment of principal and interest is fully guaranteed 24 by the United States of America; obligations of the federal 25 intermediate credit banks, federal banks for cooperatives, 26 federal land banks, federal home loan banks, federal national 27 mortgage association, government national mortgage association 28 and the student loan marketing association; certificates of 29 deposit or time deposits constituting direct obligations of a 30 bank as defined by chapter 524 ; and in withdrawable capital 31 accounts or deposits of state or federal chartered savings and 32 loan associations which are insured by the federal savings 33 and loan deposit insurance corporation. However, investments 34 may be made only in certificates of deposit or time deposits 35 -27- LSB 5258DP (12) 84 rn/nh 27/ 65

S.F. _____ H.F. _____ in banks which are insured by the federal deposit insurance 1 corporation if then in existence. Securities authorized in 2 this section may be purchased at the offering or market price 3 at the time of the purchase. The securities purchased shall 4 mature or be redeemable on dates prior to the time when, in the 5 judgment of the authority, the funds invested will be required 6 for expenditure. The judgment of the authority as to the time 7 when funds will be required for expenditure or be redeemable is 8 final. 9 Sec. 67. Section 261A.20, Code 2011, is amended to read as 10 follows: 11 261A.20 Obligations as legal investments. 12 Banks, bankers, trust companies, savings banks and 13 institutions, building and loan associations, federally 14 chartered savings and loan associations, investment companies, 15 and other persons carrying on a banking or investment business, 16 insurance companies and insurance associations, and executors, 17 administrators, guardians, trustees, and other fiduciaries 18 may legally invest sinking funds, moneys, or other funds 19 belonging to them or within their control in obligations of the 20 authority. 21 Sec. 68. Section 262.63, Code 2011, is amended to read as 22 follows: 23 262.63 Who may invest. 24 All banks, trust companies, building and loan associations, 25 savings and loan associations, investment companies , and other 26 persons carrying on an investment business, all insurance 27 companies, insurance associations , and other persons carrying 28 on an insurance business , and all executors, administrators, 29 guardians, trustees , and other fiduciaries may legally invest 30 any sinking funds, moneys , or other funds belonging to them or 31 within their control in any bonds or notes issued pursuant to 32 this division ; provided, however, that nothing contained in 33 this section may be construed as relieving any persons from any 34 duty of exercising reasonable care in selecting securities for 35 -28- LSB 5258DP (12) 84 rn/nh 28/ 65

S.F. _____ H.F. _____ purchase or investment. 1 Sec. 69. Section 262A.11, Code 2011, is amended to read as 2 follows: 3 262A.11 Bonds as security for investments. 4 All banks, trust companies, bankers, savings banks and 5 institutions, building and loan associations, savings and 6 loan associations, investment companies , and other persons 7 carrying on a banking or investment business, all insurance 8 companies, insurance associations, and other persons carrying 9 on an insurance business , and all executors, administrators, 10 guardians, trustees, and other fiduciaries may legally invest 11 any sinking funds, moneys, or other funds belonging to them 12 or within their control in any bonds issued pursuant to this 13 chapter ; provided, however, that nothing contained in this 14 section may be construed as relieving any persons from any 15 duty of exercising reasonable care in selecting securities for 16 purchase or investment. 17 Sec. 70. Section 263A.9, Code 2011, is amended to read as 18 follows: 19 263A.9 Investment in bonds or notes by financial 20 institutions. 21 All banks, trust companies, bankers, savings banks and 22 institutions, building and loan associations, savings and 23 loan associations, investment companies, and other persons 24 carrying on a banking or investment business, all insurance 25 companies, insurance associations, and other persons carrying 26 on an insurance business , and all executors, administrators, 27 guardians, trustees, and other fiduciaries may legally invest 28 any sinking funds, moneys, or other funds belonging to them 29 or within their control in any bonds or notes issued pursuant 30 to this chapter ; provided, however, that nothing contained in 31 this section may be construed as relieving any persons from any 32 duty of exercising reasonable care in selecting securities for 33 purchase or investment. 34 Sec. 71. Section 322.7A, subsection 6, paragraph e, Code 35 -29- LSB 5258DP (12) 84 rn/nh 29/ 65

S.F. _____ H.F. _____ 2011, is amended to read as follows: 1 e. Banks, credit unions, and savings and loan associations. 2 Sec. 72. Section 331.301, subsection 10, paragraph g, Code 3 Supplement 2011, is amended to read as follows: 4 g. A lease or lease-purchase contract to which a county is 5 a party or in which a county has a participatory interest is 6 an obligation of a political subdivision of this state for the 7 purposes of chapters 502 and 636 , and is a lawful investment 8 for banks, trust companies, building and loan associations, 9 savings and loan associations, investment companies, insurance 10 companies, insurance associations, executors, guardians, 11 trustees, and any other fiduciaries responsible for the 12 investment of funds. 13 Sec. 73. Section 331.402, subsection 3, paragraph f, Code 14 Supplement 2011, is amended to read as follows: 15 f. A loan agreement to which a county is a party or in which 16 a county has a participatory interest is an obligation of a 17 political subdivision of this state for the purpose of chapters 18 502 and 636 , and is a lawful investment for banks, trust 19 companies, savings and loan associations, investment companies, 20 insurance companies, insurance associations, executors, 21 guardians, trustees, and any other fiduciaries responsible for 22 the investment of funds. 23 Sec. 74. Section 331.602, subsection 27, Code 2011, is 24 amended by striking the subsection. 25 Sec. 75. Section 364.4, subsection 4, paragraph g, Code 26 Supplement 2011, is amended to read as follows: 27 g. A lease or lease-purchase contract to which a city is 28 a party or in which a city has a participatory interest is an 29 obligation of a political subdivision of this state for the 30 purposes of chapters 502 and 636 , and is a lawful investment 31 for banks, trust companies, building and loan associations, 32 savings and loan associations, investment companies, insurance 33 companies, insurance associations, executors, guardians, 34 trustees, and any other fiduciaries responsible for the 35 -30- LSB 5258DP (12) 84 rn/nh 30/ 65

S.F. _____ H.F. _____ investment of funds. 1 Sec. 76. Section 384.24A, subsection 6, Code 2011, is 2 amended to read as follows: 3 6. A loan agreement to which a city is a party or in 4 which the city has a participatory interest is an obligation 5 of a political subdivision of this state for the purposes of 6 chapters 502 and 636 , and is a lawful investment for banks, 7 trust companies, building and loan associations, savings and 8 loan associations, investment companies, insurance companies, 9 insurance associations, executors, guardians, trustees, and any 10 other fiduciaries responsible for the investment of funds. 11 Sec. 77. Section 390.20, subsection 1, Code 2011, is amended 12 to read as follows: 13 1. A bank, trust company, savings association, building and 14 loan association, savings and loan association, or investment 15 company. 16 Sec. 78. Section 403.10, Code 2011, is amended to read as 17 follows: 18 403.10 Bonds as legal investment. 19 All banks, trust companies, building and loan associations, 20 savings and loan associations, investment companies , and other 21 persons carrying on an investment business; all insurance 22 companies, insurance associations, and other persons carrying 23 on an insurance business; and all executors, administrators, 24 curators, trustees, and other fiduciaries, may legally invest 25 any sinking funds, moneys, or other funds belonging to them or 26 within their control in any bonds or other obligations issued 27 by a municipality pursuant to this chapter , or those issued 28 by any urban renewal agency vested with urban renewal project 29 powers under section 403.14 . Such bonds and other obligations 30 shall be authorized security for all public deposits. It is 31 the purpose of this section to authorize any persons, political 32 subdivisions and officers, public or private, to use any funds 33 owned or controlled by them for the purchase of any such bonds 34 or other obligations. Nothing contained in this section with 35 -31- LSB 5258DP (12) 84 rn/nh 31/ 65

S.F. _____ H.F. _____ regard to legal investments shall be construed as relieving any 1 person of any duty of exercising reasonable care in selecting 2 securities. 3 Sec. 79. Section 421.17A, subsection 1, paragraph a, Code 4 2011, is amended to read as follows: 5 a. “Account” means “account” as defined in section 524.103 , 6 “share account or shares” as defined in section 534.102 , or 7 the savings or deposits of a member received or being held by 8 a credit union or a savings association , or certificates of 9 deposit. “Account” also includes deposits held by an agent, 10 a broker-dealer, or an issuer as defined in section 502.102 . 11 However, “account” does not include amounts held by a financial 12 institution as collateral for loans extended by the financial 13 institution. 14 Sec. 80. Section 421.17A, subsection 1, paragraph e, Code 15 2011, is amended to read as follows: 16 e. “Financial institution” includes a bank, credit union, 17 or savings and loan association. “Financial institution” also 18 includes an institution which holds deposits for an agent, 19 broker-dealer, or an issuer as defined in section 502.102 . 20 Sec. 81. Section 421.17A, subsection 1, paragraph g, Code 21 2011, is amended by striking the paragraph. 22 Sec. 82. Section 422.34, subsection 1, Code 2011, is amended 23 to read as follows: 24 1. All state, national, private, cooperative, and savings 25 banks, credit unions, title insurance and trust companies, 26 federally chartered savings and loan associations, production 27 credit associations, insurance companies or insurance 28 associations, reciprocal or inter-insurance exchanges, and 29 fraternal beneficiary associations. 30 Sec. 83. Section 422.61, subsection 1, Code 2011, is amended 31 to read as follows: 32 1. “Financial institution” means a state bank as defined in 33 section 524.103, subsection 39 , a state bank chartered under 34 the laws of any other state, a national banking association, 35 -32- LSB 5258DP (12) 84 rn/nh 32/ 65

S.F. _____ H.F. _____ a trust company, a federally chartered savings and loan 1 association, an out-of-state state chartered savings bank, a 2 financial institution chartered by the federal home loan bank 3 board, a non-Iowa chartered savings and loan association, an 4 association incorporated or authorized to do business under 5 chapter 534 , or a production credit association. 6 Sec. 84. Section 423.2, subsection 6, paragraph b, Code 7 Supplement 2011, is amended to read as follows: 8 b. For the purposes of this subsection , “financial 9 institutions” means all national banks, federally chartered 10 savings and loan associations, federally chartered savings 11 banks, federally chartered credit unions, banks organized under 12 chapter 524 , savings and loan associations and savings banks 13 organized under chapter 534 , credit unions organized under 14 chapter 533 , and all banks, savings banks, credit unions, and 15 savings and loan associations chartered or otherwise created 16 under the laws of any state and doing business in Iowa. 17 Sec. 85. Section 445.5, subsection 2, paragraph a, 18 subparagraph (4), Code Supplement 2011, is amended to read as 19 follows: 20 (4) Financial institution organized or chartered or holding 21 an authorization certificate pursuant to chapter 524 , or 533 , 22 or 534 . 23 Sec. 86. Section 455G.6, subsection 11, Code 2011, is 24 amended to read as follows: 25 11. The bonds are securities in which public officers and 26 bodies of this state; political subdivisions of this state; 27 insurance companies and associations and other persons carrying 28 on an insurance business; banks, trust companies, savings 29 associations, savings and loan associations, and investment 30 companies; administrators, guardians, executors, trustees, 31 and other fiduciaries; and other persons authorized to invest 32 in bonds or other obligations of the state, may properly and 33 legally invest funds, including capital, in their control or 34 belonging to them. 35 -33- LSB 5258DP (12) 84 rn/nh 33/ 65

S.F. _____ H.F. _____ Sec. 87. Section 463C.12, subsection 5, Code 2011, is 1 amended to read as follows: 2 5. The bonds are securities in which public officers and 3 bodies of this state, political subdivisions of this state, 4 insurance companies and associations and other persons carrying 5 on an insurance business, banks, trust companies, savings 6 associations, savings and loan associations, and investment 7 companies, administrators, guardians, executors, trustees, 8 and other fiduciaries, and other persons authorized to invest 9 in bonds or other obligations of the state, may properly and 10 legally invest funds, including capital, in their control or 11 belonging to them. 12 Sec. 88. Section 483A.55, Code 2011, is amended to read as 13 follows: 14 483A.55 Bonds as legal investments. 15 Bonds are securities in which all public officers and bodies 16 of the state and all municipalities and political subdivisions 17 of this state, all insurance companies and associations 18 and other persons carrying on an insurance business, all 19 banks, bankers, trust companies, savings banks, and savings 20 associations, including savings and loan associations, building 21 loan associations, investment companies, and other persons 22 carrying on a banking business, all administrators, guardians, 23 executors, trustees, and other fiduciaries and all other 24 persons who are now or may be authorized to invest in bonds or 25 other obligations of this state may properly and legally invest 26 funds including capital in their control or belonging to them. 27 The bonds are also securities which may be deposited with and 28 may be received by all public officers and bodies of the state 29 and all municipalities and legal subdivisions of this state for 30 any purpose for which the deposit of bonds or other obligations 31 of the state is now or may be authorized. 32 Sec. 89. Section 490.1701, subsection 2, Code 2011, is 33 amended to read as follows: 34 2. Unless otherwise provided, this chapter does not apply to 35 -34- LSB 5258DP (12) 84 rn/nh 34/ 65

S.F. _____ H.F. _____ an entity subject to chapter 174 , 497 , 498 , 499 , 499A , 524 , or 1 533 , or 534 or a corporation organized on the mutual plan under 2 chapter 491 , or a telephone company organized as a corporation 3 under chapter 491 qualifying pursuant to an internal revenue 4 service letter ruling under Internal Revenue Code § 501(c)(12) 5 as a nonprofit corporation entitled to distribute profits in a 6 manner similar to a chapter 499 corporation, unless such entity 7 voluntarily elects to adopt the provisions of this chapter and 8 complies with the procedure prescribed by subsection 3 of this 9 section . 10 A corporation organized under chapter 496C may voluntarily 11 elect to adopt the provisions of this chapter by complying with 12 the provisions prescribed by subsection 3 . 13 Sec. 90. Section 491.10, Code 2011, is amended to read as 14 follows: 15 491.10 Interpretative clause. 16 Nothing in sections 491.5 to 491.9 shall be construed as 17 repealing or modifying any statute now in force in respect to 18 the approval of articles of incorporation relating to insurance 19 companies , building and loan associations or investment 20 companies. 21 Sec. 91. Section 491.50, unnumbered paragraph 2, Code 2011, 22 is amended to read as follows: 23 The provisions of sections 491.46 and 491.47 and this 24 section shall not apply to building and loan associations, 25 savings and loan associations, deposit, loan , and investment 26 records of banks , and trust companies, or insurance companies 27 organized under the laws of the state of Iowa, and to whom the 28 provisions of this chapter would otherwise be applicable. 29 Sec. 92. Section 491.58, Code 2011, is amended to read as 30 follows: 31 491.58 Liability of stockholders. 32 Neither anything in this chapter contained, nor any 33 provisions in the articles of corporation, shall exempt the 34 stockholders from individual liability to the amount of the 35 -35- LSB 5258DP (12) 84 rn/nh 35/ 65

S.F. _____ H.F. _____ unpaid installments on the stock owned by them, or transferred 1 by them for the purpose of defrauding creditors; and execution 2 against the company may, to that extent, be levied upon 3 the private property of any such individual. The foregoing 4 provisions shall not apply to building and loan associations, 5 and savings and loan associations. 6 Sec. 93. Section 492.5, Code 2011, is amended to read as 7 follows: 8 492.5 Par value required. 9 No corporation organized under the laws of this state , 10 except building and loan associations, shall issue any 11 certificate of a share of capital stock, or any substitute 12 therefor, until the corporation has received the par value 13 thereof. 14 Sec. 94. Section 492.9, Code 2011, is amended to read as 15 follows: 16 492.9 Certificate of issuance of stock. 17 It shall be the duty of every corporation , except 18 corporations qualified under chapter 534 , to file a certificate 19 under oath with the secretary of state, within thirty days 20 after the issuance of any capital stock, stating the date of 21 issue, the amount issued, the sum received therefor, if payment 22 be made in money, or the property or thing taken, if such be 23 the method of payment. If the corporation fails to file said 24 certificate of issuance of stock within the thirty-day period 25 herein provided, it may thereafter file the same upon first 26 paying to the secretary of state a penalty of ten dollars when 27 the said certificate is offered for filing. Provided further 28 that the penalty herein provided for is first paid and provided 29 the said report contains the specific information required 30 by this section as to the issuance of any capital stock not 31 previously reported, then the first annual report filed by 32 such corporation following such failure to comply with the 33 provisions of this section , shall be received by the secretary 34 of state as a compliance with this section . 35 -36- LSB 5258DP (12) 84 rn/nh 36/ 65

S.F. _____ H.F. _____ Sec. 95. Section 493.1, Code 2011, is amended to read as 1 follows: 2 493.1 Authorization. 3 Any corporation, heretofore or hereafter organized for 4 pecuniary profit under the laws of this state, except state 5 banks, trust companies, building and loan associations 6 and insurance companies, may create one or more classes of 7 stock without any nominal or par value, with such rights, 8 preferences, privileges, voting powers, limitations, 9 restrictions and qualifications thereon not inconsistent with 10 law as shall be expressed in its articles of incorporation, 11 or any amendment thereto. Stock without par value which is 12 preferred as to dividends, or as to its distributive share 13 of the assets of the corporation upon dissolution, may be 14 made subject to redemption at such times and prices as may be 15 determined in such articles of incorporation, or any amendment 16 thereto. In the case of stock without par value which is 17 preferred as to its distributive share of the assets of the 18 corporation upon dissolution, the amount of such preference 19 shall be stated in the articles of incorporation, or any 20 amendment thereto. 21 Sec. 96. Section 496B.2, subsection 4, Code Supplement 22 2011, is amended to read as follows: 23 4. “Financial institution” means any bank, trust company, 24 savings and loan association, insurance company or related 25 corporation, partnership, foundation or other institution 26 licensed to do business in the state of Iowa and engaged 27 primarily in lending or investing funds. 28 Sec. 97. Section 496B.9, subsection 3, paragraph b, 29 subparagraph (2), Code 2011, is amended by striking the 30 subparagraph. 31 Sec. 98. Section 501A.601, subsection 1, paragraph b, Code 32 2011, is amended to read as follows: 33 b. This section does not give a cooperative the power 34 or authority to exercise the powers of a credit union under 35 -37- LSB 5258DP (12) 84 rn/nh 37/ 65

S.F. _____ H.F. _____ chapter 533 , or a bank under chapter 524 , or a savings and loan 1 association under chapter 534 . 2 Sec. 99. Section 515C.9, Code 2011, is amended to read as 3 follows: 4 515C.9 Restrictions on advertising. 5 No bank, savings and loan association, insurance company , or 6 other lending institution, any of whose authorized real estate 7 securities are insured by mortgage guaranty insurance companies 8 may state in any brochure, pamphlet, report , or any form of 9 advertising that the real estate loans of the bank, savings 10 and loan association, insurance company , or other lending 11 institution are “insured loans” unless the brochure, pamphlet, 12 report , or advertising also clearly states that the loans 13 are insured by private insurers and the names of the private 14 insurers are given and shall not make any such statement at all 15 unless such insurance is by an insurer authorized to write this 16 coverage in this state. 17 Sec. 100. Section 516E.10, subsection 1, paragraph h, Code 18 2011, is amended to read as follows: 19 h. A bank, savings and loan association, credit union, 20 insurance company, or other lending institution shall not 21 require the purchase of a service contract as a condition of 22 a loan. 23 Sec. 101. Section 523A.102, subsection 11, unnumbered 24 paragraph 1, Code 2011, is amended to read as follows: 25 “Financial institution” means a state or federally insured 26 bank, savings and loan association, credit union, trust 27 department thereof, or a trust company authorized to do 28 business within this state and which has been granted trust 29 powers under the laws of this state or the United States, which 30 holds funds under a trust agreement. “Financial institution” 31 does not include: 32 Sec. 102. Section 523C.17, Code 2011, is amended to read as 33 follows: 34 523C.17 Lending institutions, service companies, and 35 -38- LSB 5258DP (12) 84 rn/nh 38/ 65

S.F. _____ H.F. _____ insurance companies. 1 A bank, savings and loan association, insurance company, or 2 other lending institution shall not require the purchase of 3 a residential service contract as a condition of a loan. A 4 service company or an insurer, either directly or indirectly, 5 as a part of any real property transaction in which a 6 residential service contract will be issued, purchased, or 7 acquired, shall not require that a residential service contract 8 be issued, purchased, or acquired in conjunction with or as a 9 condition precedent to the issuance, purchase, or acquisition, 10 by any person, of a policy of insurance. A lending institution 11 shall not sell a residential service contract to a borrower 12 unless the borrower signs an affidavit acknowledging that 13 the purchase is not required. Violation of this section is 14 punishable as provided in section 523C.13 . 15 Sec. 103. Section 523I.102, subsection 12, Code 2011, is 16 amended to read as follows: 17 12. “Financial institution” means a state or federally 18 insured bank, savings and loan association, credit union, trust 19 department thereof, or a trust company that is authorized to do 20 business within this state, that has been granted trust powers 21 under the laws of this state or the United States, and that 22 holds funds under a trust agreement. “Financial institution” 23 does not include a cemetery or any person employed by or 24 directly involved with a cemetery. 25 Sec. 104. Section 524.103, subsection 38, Code 2011, is 26 amended by striking the subsection. 27 Sec. 105. Section 524.107, subsection 2, Code 2011, is 28 amended to read as follows: 29 2. A person doing business in this state shall not use 30 the words “bank” or “trust” or use any derivative, plural, 31 or compound of the words “bank”, “banking”, “bankers”, or 32 “trust” in any manner which would tend to create the impression 33 that the person is authorized to engage in the business of 34 banking or to act in a fiduciary capacity, except a state 35 -39- LSB 5258DP (12) 84 rn/nh 39/ 65

S.F. _____ H.F. _____ bank authorized to do so by this chapter , a national bank to 1 the extent permitted by the laws of the United States, a bank 2 holding company as defined in section 524.1801 , a savings 3 and loan holding company as defined in 12 U.S.C. § 1467a, a 4 state association pursuant to section 534.507 , or a federal 5 association to the extent permitted by the laws of the United 6 States, or, insofar as the word “trust” is concerned, an 7 individual permissibly serving as a fiduciary in this state, 8 pursuant to section 633.63 , or, insofar as the words “trust” 9 and “bank” are concerned, a nonresident corporate fiduciary 10 permissibly serving as a fiduciary in this state pursuant to 11 section 633.64 . 12 Sec. 106. Section 524.211, subsection 1, Code Supplement 13 2011, is amended to read as follows: 14 1. The superintendent, general counsel, examiners, and 15 other employees assigned to the bank bureau of the banking 16 division are prohibited from obtaining a loan of money or 17 property from a state-chartered bank, a state savings and 18 loan association, or any person or entity affiliated with a 19 state-chartered bank , or a state savings and loan association, 20 unless they do not personally participate in the examination, 21 oversight, or official review concerning the regulation of the 22 bank or savings and loan association . 23 Sec. 107. Section 524.216, subsection 2, paragraph b, Code 24 2011, is amended to read as follows: 25 b. A summary of the assets, liabilities, and capital 26 structure of all state banks and state savings and loan 27 associations as of June 30 of the year for which the report is 28 made. 29 Sec. 108. Section 524.821, subsection 1, Code 2011, is 30 amended to read as follows: 31 1. A state bank may engage in any transaction incidental to 32 the conduct of the business of banking and otherwise permitted 33 by applicable law, by means of either the direct transmission 34 of electronic impulses to or from customers and banks or 35 -40- LSB 5258DP (12) 84 rn/nh 40/ 65

S.F. _____ H.F. _____ the recording of electronic impulses or other indicia of a 1 transaction for delayed transmission to a bank. Subject to the 2 provisions of chapter 527 , a state bank may utilize, establish 3 or operate, alone or with one or more other banks, savings 4 and loan associations incorporated under the provisions of 5 chapter 534 or federal law, credit unions incorporated under 6 the provisions of chapter 533 or federal law, corporations 7 licensed under chapter 536A , or third parties, the satellite 8 terminals permitted under chapter 527 , by means of which 9 customers and banks may transmit and receive electronic 10 impulses constituting transactions pursuant to this section . 11 However, such utilization, establishment, or operation shall be 12 lawful only when in compliance with chapter 527 . Nothing in 13 this section shall be construed as authority for any person to 14 engage in transactions not otherwise permitted by applicable 15 law, nor shall anything in this section be deemed to repeal, 16 replace or in any other way affect any applicable law or rule 17 regarding the maintenance of or access to financial information 18 maintained by any bank. 19 Sec. 109. Section 524.1401, subsections 1 and 3, Code 2011, 20 are amended to read as follows: 21 1. Upon compliance with the requirements of this chapter , 22 one or more state banks, one or more national banks, one or 23 more state associations, one or more federal associations, one 24 or more corporations, or any combination of these entities, 25 with the approval of the superintendent, may merge into a state 26 bank. 27 3. Upon compliance with the requirements of this chapter 28 and chapter 534 , one or more state banks may merge with one or 29 more state associations or federal associations. The authority 30 of a state bank to merge into a state or federal association 31 is subject to the conditions the laws of the United States 32 authorize at the time of the transaction. 33 Sec. 110. Section 524.1409, Code 2011, is amended to read 34 as follows: 35 -41- LSB 5258DP (12) 84 rn/nh 41/ 65

S.F. _____ H.F. _____ 524.1409 Conversion of national bank or federal savings 1 association or state savings and loan association into state 2 bank. 3 A national bank , or federal savings association , or state 4 savings and loan association , subject to the provisions of this 5 chapter , may convert into a state bank upon authorization by 6 and compliance with the laws of the United States, adoption 7 of a plan of conversion by the affirmative vote of at least 8 a majority of its directors and the holders of two-thirds of 9 each class of its shares at a meeting held upon not less than 10 ten days’ notice to all shareholders, and upon approval of the 11 superintendent. 12 Sec. 111. Section 524.1410, unnumbered paragraph 1, Code 13 2011, is amended to read as follows: 14 A national bank , or federal savings association , or state 15 savings and loan association shall make an application to the 16 superintendent for approval of the conversion in a manner 17 prescribed by the superintendent and shall deliver to the 18 superintendent, when available: 19 Sec. 112. Section 524.1411, unnumbered paragraph 1, Code 20 2011, is amended to read as follows: 21 The articles of conversion shall be signed by two duly 22 authorized officers of the national bank , or federal savings 23 association , or state savings and loan association and shall 24 contain all of the following: 25 Sec. 113. Section 524.1411, subsection 1, Code 2011, is 26 amended to read as follows: 27 1. The name of the national bank , or federal savings 28 association , or state savings and loan association and the name 29 of the resulting state bank. 30 Sec. 114. Section 524.1412, unnumbered paragraph 1, Code 31 2011, is amended to read as follows: 32 Within thirty days after the application for conversion has 33 been accepted for processing, the national bank , or federal 34 savings association , or state savings and loan association 35 -42- LSB 5258DP (12) 84 rn/nh 42/ 65

S.F. _____ H.F. _____ shall publish a notice of the delivery of the articles of 1 conversion to the superintendent in a newspaper of general 2 circulation published in the municipal corporation or 3 unincorporated area in which the national bank , or federal 4 savings association , or state savings and loan association 5 has its principal place of business, or if there is none, a 6 newspaper of general circulation published in the county, 7 or in a county adjoining the county, in which the national 8 bank , or federal savings association , or state savings and 9 loan association has its principal place of business. Proof 10 of publication of the notice shall be delivered to the 11 superintendent within fourteen days. The notice shall set 12 forth all of the following: 13 Sec. 115. Section 524.1412, subsection 1, Code 2011, is 14 amended to read as follows: 15 1. The name of the national bank , or federal savings 16 association , or state savings and loan association and the name 17 of the resulting state bank. 18 Sec. 116. Section 524.1415, Code 2011, is amended to read 19 as follows: 20 524.1415 Effect of filing of articles of conversion with 21 secretary of state. 22 1. The conversion is effective upon the filing of the 23 articles of conversion with the secretary of state, or at any 24 later date and time as specified in the articles of conversion. 25 The acknowledgment of filing is conclusive evidence of the 26 performance of all conditions required by this chapter for 27 conversion of a national bank , or federal savings association , 28 or state savings and loan association into a state bank, except 29 as against the state. 30 2. When a conversion becomes effective, the existence of the 31 national bank , or federal savings association , or state savings 32 and loan association shall continue in the resulting state bank 33 which shall have all the property, rights, powers, and duties 34 of the national bank , or federal savings association , or state 35 -43- LSB 5258DP (12) 84 rn/nh 43/ 65

S.F. _____ H.F. _____ savings and loan association , except that the resulting state 1 bank shall have only the authority to engage in such business 2 and exercise such powers as it would have, and shall be subject 3 to the same prohibitions and limitations to which it would be 4 subject, upon original incorporation under this chapter . The 5 articles of incorporation of the resulting state bank shall be 6 the provisions stated in the articles of conversion. 7 3. A liability of the national bank , or federal savings 8 association , or state savings and loan association , or of the 9 national bank’s , or federal savings association’s , or state 10 savings and loan association’s shareholders, directors, or 11 officers, is not affected by the conversion. A lien on any 12 property of the national bank , or federal savings association , 13 or state savings and loan association is not impaired by the 14 conversion. A claim existing or action pending by or against 15 the national bank , or federal savings association , or state 16 savings and loan association may be prosecuted to judgment as 17 if the conversion had not taken place, or the resulting state 18 bank may be substituted in its place. 19 4. The title to all real estate and other property owned by 20 the converting national bank , or federal savings association , 21 or state savings and loan association is vested in the 22 resulting state bank without reversion or impairment. 23 Sec. 117. Section 524.1416, Code 2011, is amended to read 24 as follows: 25 524.1416 Authority for conversion of state bank into national 26 bank or federal savings association or state savings and loan 27 association . 28 1. A state bank may convert into a national bank , or federal 29 savings association , or state savings and loan association upon 30 authorization by and compliance with the laws of the United 31 States, and adoption of a plan of conversion by the affirmative 32 vote of at least a majority of its directors and the holders 33 of two-thirds of each class of its shares at a meeting held 34 upon not less than ten days’ notice to all shareholders. The 35 -44- LSB 5258DP (12) 84 rn/nh 44/ 65

S.F. _____ H.F. _____ authority of a state bank to convert into a national bank or 1 federal savings association shall be subject to the condition 2 that at the time of the transaction, the laws of the United 3 States shall authorize a national bank or federal savings 4 association located in this state, without approval by the 5 comptroller of the currency of the United States or director 6 of the office of thrift supervision, as applicable, to convert 7 into a state bank under limitations and conditions no more 8 restrictive than those contained in this section and section 9 524.1417 with respect to conversion of a state bank into a 10 national bank or federal savings association. 11 2. A state bank which converts into a national bank or 12 federal savings association shall notify the superintendent of 13 the proposed conversion, provide such evidence of the adoption 14 of the plan as the superintendent may request, notify the 15 superintendent of any abandonment or disapproval of the plan, 16 and file with the superintendent and with the secretary of 17 state a certificate of the approval of the conversion by the 18 comptroller of the currency of the United States or director 19 of the office of thrift supervision, as applicable, and the 20 date upon which such conversion is to become effective. A 21 state bank that converts into a national bank or federal 22 savings association shall comply with the provisions of section 23 524.310, subsection 1 . 24 3. A state bank that converts into a state savings and 25 loan association shall file with the secretary of state 26 a certificate of the approval of the conversion by the 27 superintendent and the date upon which such conversion is to 28 be effective. 29 Sec. 118. Section 524.1417, Code 2011, is amended to read 30 as follows: 31 524.1417 Appraisal rights of shareholder of converting state 32 or national bank or federal or state savings association. 33 1. A shareholder of a state bank that converts into a 34 national bank , or federal savings association , or a state 35 -45- LSB 5258DP (12) 84 rn/nh 45/ 65

S.F. _____ H.F. _____ savings and loan association who objects to the plan of 1 conversion is entitled to appraisal rights as provided in 2 chapter 490, division XIII . 3 2. If a shareholder of a national bank or federal savings 4 association that converts into a state bank objects to the plan 5 of conversion and complies with the requirements of applicable 6 laws of the United States, the resulting state bank is liable 7 for the value of the shareholder’s shares as determined in 8 accordance with such laws of the United States. 9 3. If a shareholder of a state savings and loan association 10 that converts to a state bank objects to the plan of conversion 11 and complies with the requirements of applicable laws of this 12 state, the resulting bank is liable for the value of the 13 shareholder’s shares as determined in accordance with such laws 14 of this state. 15 Sec. 119. Section 524.1418, Code 2011, is amended to read 16 as follows: 17 524.1418 Succession to fiduciary accounts and appointments —— 18 application for appointment of new fiduciary. 19 The provisions of section 524.1009 apply to a resulting 20 state or national bank , or federal savings association , or 21 state savings and loan association after a conversion with the 22 same effect as though the state or national bank , or federal 23 savings association , or state savings and loan association were 24 a party to a plan of merger, and the conversion were a merger, 25 within the provisions of that section. 26 Sec. 120. Section 524.1805, subsection 5, Code 2011, is 27 amended to read as follows: 28 5. For purposes of subsection 1 , a bank that resulted from 29 the conversion of a state savings and loan association or 30 federal savings association, as defined in 12 U.S.C. § 1813, 31 is deemed to have been in continuous existence and operation 32 as a bank for the combined periods of continuous existence and 33 operation of the bank and the association from which it was 34 converted. 35 -46- LSB 5258DP (12) 84 rn/nh 46/ 65

S.F. _____ H.F. _____ Sec. 121. Section 527.2, subsections 2 and 9, Code 2011, are 1 amended to read as follows: 2 2. “Administrator” means and includes the superintendent of 3 banking , the superintendent of savings and loan associations, 4 and the superintendent of credit unions within the department 5 of commerce and the supervisor of industrial loan companies 6 within the office of the superintendent of banking. However, 7 the powers of administration and enforcement of this chapter 8 shall be exercised only as provided in sections 527.3 , 527.5, 9 subsection 7 , sections 527.11 , 527.12 , and any other pertinent 10 provision of this chapter . 11 9. “Financial institution” means and includes any bank 12 incorporated under the provisions of any state or federal 13 law, any savings and loan association incorporated under the 14 provisions of any state or federal law, any credit union 15 organized under the provisions of any state or federal law, 16 any corporation licensed as an industrial loan company under 17 chapter 536A , and any affiliate of a bank, savings and loan 18 association, credit union, or industrial loan company. 19 Sec. 122. Section 527.3, subsection 1, Code 2011, is amended 20 to read as follows: 21 1. For purposes of this chapter the superintendent of 22 banking only has the power to issue rules applicable to, to 23 accept and approve or disapprove applications or informational 24 statements from, to conduct hearings and revoke any 25 approvals relating to, and to exercise all other supervisory 26 authority created by this chapter with respect to banks; the 27 superintendent of savings and loan associations only shall have 28 and exercise such powers and authority with respect to savings 29 and loan associations; the superintendent of credit unions only 30 has such powers and authority with respect to credit unions; 31 and the superintendent of banking or the superintendent’s 32 designee only has such powers and authority with respect to 33 industrial loan companies. 34 Sec. 123. Section 527.5, subsection 11, paragraph d, Code 35 -47- LSB 5258DP (12) 84 rn/nh 47/ 65

S.F. _____ H.F. _____ 2011, is amended to read as follows: 1 d. For purposes of this subsection , a national card 2 association must be a membership corporation or organization, 3 wherever incorporated and maintaining a principal place of 4 business, which is engaged in the business of administering for 5 the benefit of the association’s members a program involving 6 electronic funds transfer transaction cards or access devices 7 depicting a service mark, logo, or trademark associated with 8 the national card association and which may be utilized to 9 perform transactions at point-of-sale terminals. A national 10 card association must have a membership solely comprised of 11 insured depository financial institutions, organizations 12 directly or indirectly owned or controlled solely by insured 13 depository financial institutions, entities wholly owned 14 by one or more insured depository financial institutions, 15 holding companies having at least two-thirds of their assets 16 consisting of the voting stock of insured depository financial 17 institutions, organizations wholly owned by one or more 18 holding companies having at least two-thirds of their assets 19 consisting of the voting stock of insured depository financial 20 institutions and which are solely engaged in activities related 21 to the programs sponsored by the national card association, or 22 such other entities or organizations which are authorized by 23 the national card association’s bylaws to participate in the 24 electronic funds transfer transaction card or access device 25 programs or other services and programs sponsored by the 26 national card association. For purposes of this subsection , 27 a national card association shall not include a financial 28 institution, bank holding company as defined in section 29 524.1801 , or in the federal Bank Holding Company Act of 1956, 30 12 U.S.C. § 1842(d), as amended to July 1, 1994, association 31 holding company as defined in section 534.102 , or a supervised 32 organization as defined in section 534.102 , or any other 33 financial institution holding company organized under federal 34 or state law, or a subsidiary or affiliate corporation owned or 35 -48- LSB 5258DP (12) 84 rn/nh 48/ 65

S.F. _____ H.F. _____ controlled by a financial institution or financial institution 1 holding company, which has authorized a customer or member 2 to engage in satellite terminal transactions. For purposes 3 of this subsection , a national card association shall also 4 not include a membership corporation or organization which 5 is conducting business as a regional or nationwide network 6 of shared electronic funds transfer terminals which do not 7 constitute point-of-sale terminals, and is engaged in satellite 8 terminal transaction services utilizing a common service mark, 9 logo, or trademark to identify such terminal services. 10 Sec. 124. Section 527.9, subsection 5, Code 2011, is amended 11 to read as follows: 12 5. a. Effective July 1, 1987, a person owning or operating 13 a central routing unit authorized under this section shall 14 include public representation on any board setting policy for 15 the central routing unit. Four or five public members shall be 16 appointed to the board in the following manner: 17 (1) Two Three members shall be appointed by the 18 superintendent of banking. 19 (2) One member shall be appointed by the superintendent of 20 credit unions. 21 (3) One member shall be appointed by the superintendent of 22 savings and loan associations. 23 (4) (3) If an industrial loan company is connected to the 24 central routing unit, one member shall be appointed by the 25 superintendent of banking. 26 b. The superintendent of banking , and superintendent 27 of credit unions , and superintendent of savings and loan 28 associations shall form a committee to set, in conjunction 29 with the entity owning or operating the central routing unit, 30 the term of office, the rate of compensation, and the rate of 31 reimbursement for each public member. However, the public 32 members shall be entitled to reasonable compensation and 33 reimbursement from the board. 34 c. Each public member is entitled to all the rights of 35 -49- LSB 5258DP (12) 84 rn/nh 49/ 65

S.F. _____ H.F. _____ participation and voting as any other member of the board. 1 The public members are to represent the interest of consumers 2 and the business and agricultural communities in establishing 3 policies for the central routing unit. 4 d. It is the intention of the general assembly that the 5 ratio of public members to the overall membership of the 6 board shall not be less than one public member for each seven 7 members of the board. If the number of members on the board 8 is increased, then the number of members appointed pursuant to 9 paragraph “a” shall be increased to maintain the minimum ratio. 10 In this event, a committee composed of the superintendent of 11 banking , and the superintendent of credit unions , and the 12 superintendent of savings and loan associations shall appoint 13 additional public members in order to maintain the minimum 14 ratio. 15 e. An individual shall not be appointed as a public member 16 pursuant to this subsection if the individual is a director of 17 a financial institution or is directly employed by a financial 18 institution doing business in this state. 19 Sec. 125. Section 528.2, subsection 1, Code 2011, is amended 20 to read as follows: 21 1. “Administrator” means the superintendent of banking , 22 the superintendent of savings and loan associations, and the 23 superintendent of credit unions within the department of 24 commerce. 25 Sec. 126. Section 533.301, subsection 4, Code Supplement 26 2011, is amended to read as follows: 27 4. Make deposits in state and national banks, state and 28 federal savings banks or savings and loan associations, and 29 state and federal credit unions, the accounts of which are 30 insured by the federal deposit insurance corporation or the 31 national credit union share insurance fund. 32 Sec. 127. Section 533.301, subsection 5, paragraph a, Code 33 Supplement 2011, is amended to read as follows: 34 a. Time deposits in state and national banks, state and 35 -50- LSB 5258DP (12) 84 rn/nh 50/ 65

S.F. _____ H.F. _____ federal savings banks or savings and loan associations, and 1 state and federal credit unions, the deposits of which are 2 insured by the federal deposit insurance corporation or the 3 national credit union share insurance fund. 4 Sec. 128. Section 533.301, subsection 18, paragraph a, Code 5 Supplement 2011, is amended to read as follows: 6 a. Subject to the provisions of chapter 527 , a state credit 7 union may utilize, establish, or operate, alone or with one 8 or more other credit unions, banks incorporated under chapter 9 524 or federal law, savings and loan associations incorporated 10 under chapter 534 or federal law, corporations licensed 11 under chapter 536A , or third parties, the satellite terminals 12 permitted under chapter 527 , by means of which the state credit 13 union may transmit to or receive from any member electronic 14 impulses constituting transactions pursuant to this subsection . 15 However, such utilization, establishment, or operation shall be 16 lawful only when in compliance with chapter 527 . 17 Sec. 129. Section 533.305, subsection 4, paragraph c, Code 18 2011, is amended by striking the paragraph. 19 Sec. 130. Section 533.313, subsection 1, paragraph c, Code 20 2011, is amended to read as follows: 21 c. The term does not include a draft issued by a state 22 credit union for the transfer of funds between the issuing 23 credit union and another credit union, a bank, a savings and 24 loan association chartered under federal law , or another 25 depository financial institution. 26 Sec. 131. Section 533A.2, subsection 2, paragraph b, Code 27 2011, is amended to read as follows: 28 b. Banks, federally chartered savings and loan associations, 29 credit unions, mortgage bankers and mortgage brokers licensed 30 or registered under chapter 535B , insurance companies and 31 similar fiduciaries, regulated loan companies licensed under 32 chapter 536 , and industrial loan companies licensed under 33 chapter 536A , authorized and admitted to transact business in 34 this state and performing credit and financial adjusting in the 35 -51- LSB 5258DP (12) 84 rn/nh 51/ 65

S.F. _____ H.F. _____ regular course of their principal business, or while performing 1 an escrow function. 2 Sec. 132. Section 535.2, subsection 2, paragraph b, 3 subparagraph (6), Code Supplement 2011, is amended to read as 4 follows: 5 (6) With respect to any transaction referred to in paragraph 6 “a” of this subsection , this subsection supersedes any 7 interest-rate or finance-charge limitations contained in the 8 Code, including but not limited to this chapter and chapters 9 321 , 322 , 524 , 533 , 534 , 536A , and 537 . 10 Sec. 133. Section 535.8, subsection 2, paragraph b, 11 subparagraph (3), Code 2011, is amended to read as follows: 12 (3) A lender shall not charge the borrower any costs other 13 than expressly permitted by this paragraph “b” . However, 14 additional costs incurred in connection with a loan under this 15 paragraph “b” , if bona fide and reasonable, may be collected by 16 a state-chartered financial institution licensed under chapter 17 524 , or 533 , or 534 , to the extent permitted under applicable 18 federal law as determined by the office of the comptroller of 19 the currency of the United States department of treasury, the 20 national credit union administration, or the office of thrift 21 supervision of the United States department of treasury. Such 22 costs shall apply only to the same type of state-chartered 23 entity as the federally chartered entity affected and shall 24 apply to and may be collected by an insurer organized under 25 chapter 508 or 515 , or otherwise authorized to conduct the 26 business of insurance in this state. 27 Sec. 134. Section 535A.2, subsection 2, paragraph b, Code 28 2011, is amended by striking the paragraph. 29 Sec. 135. Section 535B.11, subsection 3, paragraph b, Code 30 2011, is amended to read as follows: 31 b. Compliance with sections 524.905 , 533.315 , 534.206 , and 32 536A.20 shall constitute compliance with this subsection . 33 Sec. 136. Section 535C.2, subsection 4, paragraph i, Code 34 2011, is amended by striking the paragraph. 35 -52- LSB 5258DP (12) 84 rn/nh 52/ 65

S.F. _____ H.F. _____ Sec. 137. Section 536A.24, Code 2011, is amended to read as 1 follows: 2 536A.24 Electronic transactions. 3 A licensee may engage in any transaction otherwise permitted 4 by this chapter and applicable law, by means of either the 5 direct transmission of electronic impulses or other indicia 6 of a transaction for delayed transmission to the licensee. 7 Subject to the provisions of chapter 527 , a licensee may 8 utilize, establish or operate, alone or with one or more 9 other licensees, banks incorporated under the provisions of 10 chapter 524 or federal law, credit unions incorporated under 11 the provisions of chapter 533 or federal law, savings and loan 12 associations incorporated under the provisions of chapter 534 13 or federal law, or third parties, the satellite terminals 14 permitted under chapter 527 , by means of which the licensee may 15 transmit to or receive from any customer electronic impulses 16 constituting transactions pursuant to this section . However, 17 such utilization, establishment or operation is lawful only 18 when in compliance with chapter 527 . Nothing in this section 19 authorizes a licensee or other person to engage in transactions 20 not otherwise permitted by applicable law, nor does anything 21 in this section repeal, replace or in any other way affect any 22 applicable law or rule regarding the maintenance of or access 23 to financial information maintained by a licensee. 24 Sec. 138. Section 536C.2, subsection 1, Code 2011, is 25 amended to read as follows: 26 1. “Administrator” means the superintendent of banking , 27 the superintendent of savings and loan associations or the 28 superintendent’s successor, or the superintendent of credit 29 unions. However, the powers of administration and enforcement 30 of this chapter are to be exercised pursuant to section 31 536C.14 . 32 Sec. 139. Section 536C.3, Code 2011, is amended to read as 33 follows: 34 536C.3 Exemptions. 35 -53- LSB 5258DP (12) 84 rn/nh 53/ 65

S.F. _____ H.F. _____ This chapter does not apply to a bank chartered under 1 chapter 524 or a bank chartered under federal law which has its 2 principal place of business located in this state, a savings 3 and loan association chartered under chapter 534 or a savings 4 and loan association chartered under federal law which has its 5 principal place of business located in this state, a credit 6 union chartered under chapter 533 or a credit union chartered 7 under federal law which has its principal place of business 8 located in this state, regulated loan companies licensed under 9 chapter 536 , or industrial loan companies licensed under 10 chapter 536A . 11 Sec. 140. Section 536C.14, subsection 3, Code 2011, is 12 amended by striking the subsection. 13 Sec. 141. Section 537.1108, subsection 2, Code 2011, is 14 amended to read as follows: 15 2. This chapter does not displace limitations on powers of 16 credit unions, savings and loan associations, or other thrift 17 institutions whether organized for the profit of shareholders 18 or as mutual organizations. 19 Sec. 142. Section 537.1301, subsection 3, Code 2011, is 20 amended to read as follows: 21 3. “Affiliate” as used in reference to a state bank means 22 the same as defined in section 524.1101 . “Affiliate” as used 23 in reference to a national banking association means the 24 same as defined in section 524.1101 , except that the term 25 “national banking association” shall be substituted for the 26 term “state bank”. “Affiliate” as used in reference to a 27 federally chartered or out-of-state chartered savings and 28 loan association shall mean the same as defined in 12 C.F.R. 29 § 561.4. 30 Sec. 143. Section 537.1301, subsection 44, Code 2011, is 31 amended to read as follows: 32 44. “Supervised financial organization” means a person, 33 other than an insurance company or other organization 34 primarily engaged in an insurance business, which is organized, 35 -54- LSB 5258DP (12) 84 rn/nh 54/ 65

S.F. _____ H.F. _____ chartered, or holding an authorization certificate pursuant to 1 chapter 524 , or 533 , or 534 , or pursuant to the laws of any 2 other state or of the United States which authorizes the person 3 to make loans and to receive deposits, including a savings, 4 share, certificate or deposit account, and which is subject to 5 supervision by an official or agency of this state, such other 6 state, or of the United States. 7 Sec. 144. Section 537.2301, subsection 1, Code 2011, is 8 amended to read as follows: 9 1. As used in this part, “licensing authority” means the 10 agency designated in chapter 524 , 533 , 534, 536, or 536A to 11 issue licenses or otherwise authorize the conduct of business 12 pursuant to the respective chapter or this chapter , and 13 “licensee” includes any person subject to regulation by a 14 licensing authority. “License” includes the authorization, of 15 whatever form, to engage in the conduct regulated under those 16 chapters. 17 Sec. 145. Section 537.2305, subsection 1, Code 2011, is 18 amended to read as follows: 19 1. For the purpose of discovering violations of this chapter 20 or securing information lawfully required, the licensing 21 authority shall examine periodically at intervals the licensing 22 authority deems appropriate, but not less frequently than is 23 required for other examinations of the licensee by section 24 524.217 , 533.113 , 534.401 , 536.10 , or 536A.15 , whichever is 25 applicable, the loans, business, and records of every licensee, 26 except a licensee which has no office physically located in 27 this state and engages in no face-to-face solicitation in this 28 state. In addition, the licensing authority may at any time 29 investigate the loans, business, and records of any lender. 30 For these purposes the licensing authority shall be given free 31 and reasonable access to the offices, places of business, and 32 records of the lender. 33 Sec. 146. Section 537.2501, subsection 1, paragraph j, Code 34 2011, is amended to read as follows: 35 -55- LSB 5258DP (12) 84 rn/nh 55/ 65

S.F. _____ H.F. _____ j. For a consumer loan where the amount financed does not 1 exceed three thousand dollars and the term of the loan does 2 not exceed twelve months, a bank, savings bank, savings and 3 loan association, or credit union incorporated pursuant to 4 state or federal law , or a federally chartered or out-of-state 5 chartered savings bank or savings and loan association may 6 charge an additional application fee not to exceed the lesser 7 of ten percent of the amount financed or thirty dollars. If 8 the loan is not approved, the application fee shall not exceed 9 the lesser of ten percent of the amount applied for by the 10 applicant or thirty dollars. The fee permitted pursuant to 11 this paragraph shall not be charged in connection with a loan 12 used for the purchase of a motor vehicle, or for a loan where 13 the borrower’s dwelling is used as security. 14 Sec. 147. Section 537.6105, subsection 1, Code 2011, is 15 amended to read as follows: 16 1. With respect to supervised financial organizations 17 subject to regulation under chapters chapter 524 , or 533 and 18 534 , and persons licensed under chapters 536 and 536A , the 19 powers of examination and investigation as provided in sections 20 537.2305 and 537.6106 , and administrative enforcement as 21 provided in sections 537.2303 and 537.6108 , shall be exercised 22 by the official or agency to whose supervision the person is 23 subject. All other powers of the administrator under this 24 chapter may be exercised by the administrator with respect 25 to such persons. In all actions or other court proceedings 26 brought to enforce this chapter , the attorney general or the 27 attorney general’s designee shall participate. 28 Sec. 148. Section 537.6201, Code 2011, is amended to read 29 as follows: 30 537.6201 Applicability. 31 This part applies to all of the following: 32 1. Creditors engaged in consumer credit transactions 33 and acts, practices or conduct involving consumer credit 34 transactions to which this chapter applies pursuant to section 35 -56- LSB 5258DP (12) 84 rn/nh 56/ 65

S.F. _____ H.F. _____ 537.1201 , but not to those licensed, certificated, or otherwise 1 authorized to engage in business by chapter 524 , 533 , 534 , 536 2 or 536A . 3 2. Debt collectors, as defined in section 537.7102, 4 subsection 5 , to whose acts, practices, or conduct this 5 chapter applies pursuant to section 537.1201 if the total 6 debt collected by a debt collector in the preceding calendar 7 year exceeds twenty-five thousand dollars, or if not, if the 8 total debt collected during the current calendar year exceeds 9 twenty-five thousand dollars, but this part does not apply to 10 those licensed, certified, or otherwise authorized to engage in 11 business under chapter 524 , 533 , 534 , 536 , or 536A . 12 Sec. 149. Section 537.7103, subsection 4, paragraph b, 13 subparagraph (2), Code 2011, is amended to read as follows: 14 (2) Communications issued directly by a state bank as 15 defined in section 524.103 or its affiliate, a state bank 16 chartered under the laws of any other state or its affiliate, a 17 national banking association or its affiliate, a trust company, 18 a federally chartered savings and loan association or savings 19 bank or its affiliate, an out-of-state chartered savings and 20 loan association or savings bank or its affiliate, a financial 21 institution chartered by the federal home loan bank board, an 22 association incorporated or authorized to do business under 23 chapter 534 , a state or federally chartered credit union, a 24 credit union service organization, or a company or association 25 organized or authorized to do business under chapter 515 , 518 , 26 518A , or 520 , or an officer, employee, or agent of such company 27 or association, provided the communication does not deceptively 28 conceal its origin or its purpose. 29 Sec. 150. Section 543B.46, subsections 1, 2, and 3, Code 30 2011, are amended to read as follows: 31 1. Each real estate broker shall maintain a common trust 32 account in a bank, a savings and loan association, savings 33 bank, or credit union for the deposit of all down payments, 34 earnest money deposits, or other trust funds received by the 35 -57- LSB 5258DP (12) 84 rn/nh 57/ 65

S.F. _____ H.F. _____ broker or the broker’s salespersons on behalf of the broker’s 1 principal, except that a broker acting as a salesperson shall 2 deposit these funds in the common trust account of the broker 3 for whom the broker acts as salesperson. The account shall 4 be an interest-bearing account. The interest on the account 5 shall be transferred quarterly to the treasurer of state and 6 transferred to the Iowa finance authority for deposit in the 7 housing trust fund established in section 16.181 unless there 8 is a written agreement between the buyer and seller to the 9 contrary. The broker shall not benefit from interest received 10 on funds of others in the broker’s possession. 11 2. Each broker shall notify the real estate commission of 12 the name of each bank or savings and loan association in which 13 a trust account is maintained and also the name of the account 14 on forms provided therefor. 15 3. Each broker shall authorize the real estate commission to 16 examine each trust account and shall obtain the certification 17 of the bank or savings and loan association attesting to each 18 trust account and consenting to the examination and audit 19 of each account by a duly authorized representative of the 20 commission. The certification and consent shall be furnished 21 on forms prescribed by the commission. This subsection does 22 not apply to an individual farm account maintained in the 23 name of the owner or owners for the purpose of conducting 24 ongoing farm business whether it is conducted by the farm owner 25 or by an agent or farm manager when the account is part of 26 a farm management agreement between the owner and agent or 27 manager. This subsection also does not apply to an individual 28 property management account maintained in the name of the 29 owner or owners for the purpose of conducting ongoing property 30 management whether it is conducted by the property owner or 31 by an agent or manager when the account is part of a property 32 management agreement between the owner and agent or manager. 33 Sec. 151. Section 546.3, subsection 1, Code 2011, is amended 34 to read as follows: 35 -58- LSB 5258DP (12) 84 rn/nh 58/ 65

S.F. _____ H.F. _____ 1. The banking division shall regulate and supervise banks 1 under chapter 524 , debt management licensees under chapter 2 533A , money services under chapter 533C , delayed deposit 3 services under chapter 533D , savings and loan associations 4 under chapter 534 , mortgage bankers and brokers under 5 chapter 535B , regulated loan companies under chapter 536 , and 6 industrial loan companies under chapter 536A , and shall perform 7 other duties assigned to the division by law. The division 8 is headed by the superintendent of banking who is appointed 9 pursuant to section 524.201 . The state banking council 10 shall render advice within the division when requested by the 11 superintendent. 12 Sec. 152. Section 551A.4, subsection 1, paragraph a, Code 13 2011, is amended to read as follows: 14 a. The offer or sale of a business opportunity if the 15 purchaser is a bank, federally chartered savings and loan 16 association, trust company, insurance company, credit union, 17 or investment company as defined by the federal Investment 18 Company Act of 1940, a pension or profit-sharing trust, or 19 other financial institution or institutional buyer, or a 20 broker-dealer registered pursuant to chapter 502 , whether the 21 purchaser is acting for itself or in a fiduciary capacity. 22 Sec. 153. Section 556.1, subsections 1 and 4, Code 2011, are 23 amended to read as follows: 24 1. “Banking organization” means any bank, trust company, 25 savings bank, savings association, industrial bank, land bank, 26 safe deposit company, or a private banker engaged in business 27 in this state. 28 4. “Financial organization” means any savings and loan 29 association, building and loan association, federally chartered 30 savings and loan association, credit union, cooperative bank or 31 investment company, engaged in business in this state. 32 Sec. 154. Section 636.23, subsections 10 and 14, Code 2011, 33 are amended to read as follows: 34 10. Building and loan Savings associations. Shares 35 -59- LSB 5258DP (12) 84 rn/nh 59/ 65

S.F. _____ H.F. _____ of building and loan associations and savings and loan 1 associations, incorporated under the laws of Iowa and in shares 2 of federal savings and loan associations organized under the 3 laws of the United States of America. 4 14. Limitation as to court-approved investments. This 5 section does not prohibit investment of such funds in a savings 6 account or time certificate of deposit of a bank or savings 7 and loan association located within the city or its county of 8 this state and when first approved by the court. However, a 9 city that is the trustee of a cemetery as provided in section 10 523I.508 may invest perpetual care funds in a savings account 11 or certificates of deposit at a bank or savings and loan 12 association located in this state without court approval. 13 Sec. 155. Section 636.45, subsection 1, unnumbered 14 paragraph 1, Code Supplement 2011, is amended to read as 15 follows: 16 Insurance companies, savings and loan associations, 17 trustees, guardians, executors, administrators, and other 18 fiduciaries, the state and its political subdivisions, and 19 institutions and agencies thereof, and all other persons, 20 associations, and corporations: 21 Sec. 156. Section 636.45, subsection 2, Code Supplement 22 2011, is amended to read as follows: 23 2. It shall be lawful for insurance companies, savings 24 and loan associations, trustees, guardians, executors, 25 administrators, and other fiduciaries, the state and its 26 political subdivisions, and institutions and agencies thereof, 27 and all other persons, associations, and corporations, subject 28 to the laws of this state, to originate real estate loans 29 which are guaranteed or insured by the secretary of the United 30 States department of veterans affairs under the provisions of 31 38 U.S.C. § 3701 et seq., and originate loans secured by real 32 property or leasehold, as the federal housing administrator 33 insures or makes a commitment to insure pursuant to Tit. II of 34 the National Housing Act (1934), and may obtain such insurance 35 -60- LSB 5258DP (12) 84 rn/nh 60/ 65

S.F. _____ H.F. _____ and may invest their funds, and the moneys in their custody or 1 possession, eligible for investment, in bonds and notes secured 2 by mortgage or trust deed insured by the federal housing 3 administrator, and in the debentures issued by the federal 4 housing administrator pursuant to Tit. II of the National 5 Housing Act (1934), and in securities issued by national 6 mortgage associations or similar credit institutions now or 7 hereafter organized under Tit. III of the National Housing 8 Act (1934), and in real estate loans which are guaranteed or 9 insured by the secretary of the United States department of 10 veterans affairs under the provisions of 38 U.S.C. § 3701 et 11 seq. 12 Sec. 157. REPEAL. Chapter 534, Code and Code Supplement 13 2011, is repealed. 14 EXPLANATION 15 This bill relates to matters under the purview of the banking 16 division of the department of commerce. 17 MUTUAL OWNERSHIP FOR STATE BANKS. Division I of the bill 18 authorizes mutual ownership for state chartered banks and state 19 holding companies. The division defines a “mutual corporation” 20 as a corporation that is incorporated on a mutual ownership 21 basis pursuant to Code chapter 524 as amended by the division, 22 or converted to become subject to the Code chapter, and which 23 does not have authority to issue capital stock. The division 24 defines a “mutual holding company” as a bank holding company 25 that is a mutual corporation or that owns or controls a mutual 26 corporation. The division authorizes the superintendent of 27 banking to adopt rules to ensure that a state bank incorporated 28 as a mutual corporation is operating in a safe and sound manner 29 and is subject to the superintendent’s authority in the same 30 manner as a state bank incorporated as a stock corporation, 31 and makes several modifications to existing provisions in Code 32 chapter 524 to differentiate between stock corporations and 33 mutual corporations. 34 The division provides that a mutual corporation, a mutual 35 -61- LSB 5258DP (12) 84 rn/nh 61/ 65

S.F. _____ H.F. _____ holding company, a federal mutual association, or a federal 1 mutual holding company may convert into a stock corporation 2 that is either a state bank or a state bank mutual bank holding 3 company upon approval of the superintendent. An application 4 for approval of the conversion shall include submission of 5 articles of conversion, a business plan addressing factors 6 prescribed by the superintendent, proof of publication of a 7 notice of conversion, and applicable filing and recording fees. 8 The division provides that a state bank may be owned, 9 directly or indirectly, by a mutual bank holding company. 10 The division authorizes a mutual holding company authorized 11 pursuant to specified federal regulations to convert to a 12 mutual bank holding company. The division also authorizes a 13 mutual corporation to reorganize as a mutual holding company as 14 prescribed in specified federal regulations, which would then 15 be regarded as a mutual bank holding company subject to Code 16 chapter 524. The division states that a mutual bank holding 17 company shall also be subject to Code chapter 490, the Iowa 18 business corporations Act, and provides that if a provision 19 of the Iowa business corporations Act conflicts with the 20 provisions of Code chapter 524 or a rule of the superintendent, 21 the provisions of Code chapter 524 or rule shall control. 22 The division authorizes the superintendent to adopt rules 23 pursuant to Code chapter 17A pertaining to mutual bank holding 24 companies and reorganizations into mutual bank holding 25 companies. 26 Division I takes effect upon enactment. 27 MISCELLANEOUS PROVISIONS. Division II of the bill 28 provides exemptions from provisions governing loans and other 29 transactions between a state bank and affiliates of the bank 30 contained in Code section 524.1102. The division authorizes 31 a state bank to own federal home loan bank shares in an amount 32 exceeding 15 percent of the state bank’s aggregate capital, 33 but not exceeding 25 percent of the state bank’s aggregate 34 capital, if the ownership of shares exceeding 15 percent 35 -62- LSB 5258DP (12) 84 rn/nh 62/ 65

S.F. _____ H.F. _____ is needed to support the state bank’s participation in the 1 federal home loan bank’s acquired member assets program as 2 provided for in 12 C.F.R. pt. 955. The division states that 3 the superintendent may, in the superintendent’s discretion, by 4 regulation or order, exempt transactions or relationships from 5 the requirements of that Code section if the superintendent 6 finds such exemptions to be in the public interest and 7 consistent with the purposes of the Code section. The division 8 provides that a state bank may request an exemption from the 9 requirements of Code section 524.1102 by submitting a written 10 request to the superintendent including a detailed description 11 of the transaction or relationship for which the state bank 12 seeks the exemption, a statement of the reasons for exemption 13 of the transaction or relationship, and an explanation of how 14 the exemption would be in the public interest and consistent 15 with the purposes of the Code section. 16 The division also modifies provisions relating to the 17 involuntary dissolution of a state bank. The division 18 eliminates the option of the superintendent applying to 19 the district court for the county in which the state bank 20 is located for appointment as receiver for the state bank, 21 providing instead that the superintendent shall tender the 22 receivership to the federal deposit insurance corporation. The 23 division states that thereafter the affairs of the state bank 24 shall be governed by specified sections of Code chapter 524, 25 and by the provisions of federal law, and shall be subject 26 to federal court jurisdiction. The division specifies that 27 federal law shall govern in the event of a conflict between 28 state and federal law provisions. 29 The division provides that under the receivership, the 30 rights of depositors and other creditors of the insured state 31 bank shall be determined in accordance with Iowa law, and that 32 the federal deposit insurance corporation as receiver shall 33 possess all the powers, rights, and privileges provided under 34 Code section 524.1311, except insofar as that Code section 35 -63- LSB 5258DP (12) 84 rn/nh 63/ 65

S.F. _____ H.F. _____ may be in conflict with the laws of the United States. The 1 division also provides that if the federal deposit insurance 2 corporation pays or makes available for payment the insured 3 deposit liabilities of an insured state bank, the federal 4 deposit insurance corporation shall be subrogated by operation 5 of law to all rights against such insured state bank of 6 the owners of such deposits in the same manner and to the 7 same extent as subrogation of the federal deposit insurance 8 corporation is provided for in applicable federal law in the 9 case of a national bank. These provisions are currently 10 contained in Code section 524.1313, which applied if the 11 superintendent had optionally designated the federal deposit 12 insurance corporation as receiver, rather than as mandated by 13 the division. Accordingly, that Code section is repealed. 14 The division makes conforming changes relating to the 15 federal deposit insurance corporation being appointed as 16 receiver in Code section 524.1311 relating to receivership 17 procedures. The division deletes a provision that all expenses 18 of the receivership and dissolution shall be fixed by the 19 superintendent, subject to the approval of the district court, 20 and shall be paid out of the assets of the state bank. The 21 division provides that after the involuntary dissolution, the 22 superintendent shall file notice of the dissolution with the 23 secretary of state and the county recorder of the county in 24 which the state bank is located, that no fee shall be charged 25 by the secretary of state or the county recorder for the filing 26 or recording, and that the corporate existence of the state 27 bank shall cease upon filing of the notice of dissolution 28 with the secretary of state. The division deletes provisions 29 contained in Code section 524.1311 which had related to filing 30 of a final report by the superintendent and filing of a decree 31 of dissolution by the district court. 32 The division additionally provides, with respect to 33 examinations of the books, accounts, records, and files 34 of a mortgage banker licensee, that the superintendent of 35 -64- LSB 5258DP (12) 84 rn/nh 64/ 65

S.F. _____ H.F. _____ banking acting as the administrator under Code chapter 535B 1 may furnish information relating to supervision of closing 2 agent licensees whose activities relate to the issuance of 3 title guaranty certificates issued by the title guaranty 4 division of the Iowa finance authority to the title guaranty 5 division. The bill states that the title guaranty division may 6 use this information to satisfy its reinsurance requirements 7 and may provide the information to its reinsurer to the 8 extent necessary to satisfy reinsurer requirements provided 9 the reinsurer agrees to maintain the confidentiality of the 10 information. The bill directs the title guaranty division to 11 maintain the confidentiality of all other information provided 12 in the course of the examination. 13 The provisions of division II regarding involuntary 14 dissolution take effect upon enactment. 15 SAVINGS AND LOAN ASSOCIATIONS. Division III of the bill 16 repeals Code chapter 534, relating to state savings and loan 17 associations. The division makes conforming changes consistent 18 with the repeal of the Code chapter. The bill additionally 19 deletes references to building and loan associations and, where 20 appropriate, to savings banks. 21 Additionally, the division replaces references in Code 22 section 12C.13 relating to deposits of public funds not 23 constituting being a shareholder, stockholder, or owner of 24 a corporation in violation of specified provisions of law 25 with references to Code chapter 524 and a mutual corporation 26 as defined in the bill. Further, the bill modifies the 27 representation of public members on boards establishing policy 28 for a central routing unit under Code section 527.9. 29 -65- LSB 5258DP (12) 84 rn/nh 65/ 65