(1) After approval by the board of directors of each constituent bank, the merger agreement shall be submitted to the banking board for approval, together with certified copies of the authorizing resolutions of the several boards of directors showing approval by a majority of the entire board and evidence of proper action by the board of directors of any constituent national bank or bank chartered by another state.
Without approval by the banking board, no asset shall be carried on the books of theresulting bank at a valuation higher than that on the books of the constituent bank at the time of the last examination by a state or national bank examiner before the effective date of the merger.
Within thirty days after receipt by the banking board of the papers specified in subsection (1) of this section, the banking board shall approve or disapprove the merger agreement. The banking board shall approve the agreement if it appears that:
The resulting state bank meets all the requirements of state law as to the formation ofa new state bank or conversion of an existing bank;
The agreement provides for adequate capital as established by the banking board inits rules;
The agreement is fair;
The merger is not contrary to the public interest.
If the banking board disapproves an agreement, it shall state its objections and givean opportunity to the constituent banks to amend the merger agreement to obviate such objection.
Where the resulting state bank is not to exercise trust powers, the banking board shallnot approve a merger until satisfied that adequate provision has been made for successors to fiduciary positions held by constituent banks.
Source: L. 2003: Entire article added with relocations, p. 1096, § 3, effective July 1. L. 2013: (1) and (3)(a) amended, (SB 13-154), ch. 282, p. 1464, § 8, effective July 1.
Editor's note: This section is similar to former § 11-4-104 as it existed prior to 2003.