Indiana § 28-5-3-3 - Law applicable

§ 28-5-3-3. Law applicable

Sec. 3. Payment of certificates as provided in section 1 of this chapter shall be subject to the provisions set forth in IC 28-5-1-12.

Formerly: Acts 1953, c.46, s.3. As amended by P.L.263-1985, SEC.158.

IC 28-6ARTICLE 6. REPEALEDRepealed by P.L.42-1993, SEC.103.

IC 28-6.1ARTICLE 6.1. SAVINGS BANKS

Ch. 1.General Provisions Ch. 2.Definitions Ch. 3.The Board of Trustees of Savings Banks Organized, Reorganized, or Operating before January 1, 1993 Ch. 4.Board Members, Officers, and Employees Ch. 5.Fidelity Coverage for Savings Banks Ch. 6.General Powers of a Savings Bank Ch. 7.Powers of a Savings Bank Subject to the Rules of the Department Ch. 8.Investment and Loan Powers of Savings Banks Ch. 9.Lending Limitations of Savings Banks Ch. 10.Savings Banks Dealing in Investment Securities Ch. 11.Real Property Holdings by Savings Banks Ch. 12.Branches of Savings Banks Ch. 13.Statement of Condition Ch. 14.Conversion of a Stock Savings Bank to a State Bank or to a Savings and Loan Association Ch. 15.Conversion of a Savings Bank to a Bank or Trust Ch. 16.Conversion of a Savings Bank to a Savings and Loan Association Ch. 17.Department Seizure of Business and Property of a Savings Bank Ch. 18.Liquidation and Dissolution of a Savings Bank Organized, Reorganized, or Operating Before January 1, 1993 Ch. 19.Disposition of Substantially All the Assets of a Savings Bank Organized Before July 1, 1993 Ch. 20.Applicability of the Federal Reserve Act

IC 28-6.1-1Chapter 1. General Provisions

28-6.1-1-1Application of article 28-6.1-1-2Applicability of corporate governance laws; references

IC 28-6.1-1-1Application of article Sec. 1. Except as provided in this article, this article applies to all savings banks.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-1-2Applicability of corporate governance laws; references Sec. 2. (a) This section applies only to a savings bank (whether in stock or mutual form of ownership) that was:

(1) formed as a result of conversion under IC 28-1-21.7, IC 28-1-21.8, or IC 28-1-21.9 after December 31, 1992;

(2) incorporated under IC 28-12; or

(3) formed as a result of conversion under IC 28-1-30.

(b) A savings bank described in subsection (a) is governed by IC 28-13 in addition to this article.

(c) A reference in this article to formation and operation by a board means formation by conversion and operation by an elected board of directors.

(d) As to a mutual savings bank, a reference in IC 28-13-5, IC 28-13-6, IC 28-1-7, IC 28-1-7.1, IC 28-1-8, or IC 28-1-9 to shareholders and shareholders' meetings means members and members' meetings.

(e) Notwithstanding subsection (d), in a proposed disposition described in IC 28-1-8-3(b), the rights and remedies for dissenting shareholders set forth in IC 28-1-7-21 do not apply.

As added by P.L.42-1993, SEC.72. Amended by P.L.122-1994, SEC.94; P.L.192-1997, SEC.13; P.L.62-1999, SEC.3; P.L.27-2012, SEC.81; P.L.13-2013, SEC.73.

IC 28-6.1-2Chapter 2. Definitions

28-6.1-2-1Application of definitions 28-6.1-2-2Board 28-6.1-2-2.4Repealed 28-6.1-2-2.5Repealed 28-6.1-2-3Department 28-6.1-2-4Member 28-6.1-2-5Mutual savings bank 28-6.1-2-6Savings bank 28-6.1-2-7Stock savings bank 28-6.1-2-8Trustee

IC 28-6.1-2-1Application of definitions Sec. 1. The definitions in this chapter apply throughout this article.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-2-2Board Sec. 2. "Board" refers to either of the following:

(1) If the savings bank was organized, reorganized, or operating under IC 28-6 (before its repeal) before January 1, 1993, the term refers to the board of trustees of the savings bank.

(2) If the savings bank is not described by subdivision (1), the term refers to the board of directors of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-2-2.4RepealedAs added by P.L.136-1994, SEC.3. Repealed by P.L.27-2012, SEC.82.

IC 28-6.1-2-2.5RepealedAs added by P.L.136-1994, SEC.4. Repealed by P.L.27-2012, SEC.83.

IC 28-6.1-2-3Department Sec. 3. "Department" refers to the department of financial institutions established by IC 28-11-1-1.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-2-4Member Sec. 4. "Member" means a deposit account holder or borrower in a mutual savings bank formed as a result of a conversion under IC 28-1-21.7 after December 31, 1992.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-2-5Mutual savings bank Sec. 5. "Mutual savings bank" means a savings bank that is:

(1) governed by members; and

(2) formed as the result of a conversion under IC 28-1-21.7 after December 31, 1992.

As added by P.L.42-1993, SEC.72. Amended by P.L.262-1995, SEC.66.

IC 28-6.1-2-6Savings bank Sec. 6. "Savings bank" means any of the following:

(1) A financial institution organized, reorganized, or operating under IC 28-6 (before its repeal) before January 1, 1993.

(2) A financial institution formed as the result of a conversion under IC 28-1-21.7, IC 28-1-21.8, or IC 28-1-21.9.

(3) A stock savings bank incorporated under IC 28-12.

As added by P.L.42-1993, SEC.72. Amended by P.L.122-1994, SEC.95.

IC 28-6.1-2-7Stock savings bank Sec. 7. "Stock savings bank" means a savings bank that is owned by the holders of capital stock and that was:

(1) formed as the result of conversion under IC 28-1-21.8 or IC 28-1-21.9 after December 31, 1992; or

(2) incorporated under IC 28-12.

As added by P.L.42-1993, SEC.72. Amended by P.L.122-1994, SEC.96.

IC 28-6.1-2-8Trustee Sec. 8. "Trustee" refers to a member of the board of a savings bank organized, reorganized, or operating under IC 28-6 (before its repeal) before January 1, 1993.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3Chapter 3. The Board of Trustees of Savings Banks Organized, Reorganized, or Operating before January 1, 1993

28-6.1-3-1Application of chapter 28-6.1-3-2"Court" 28-6.1-3-3Number of trustees 28-6.1-3-4Qualifications of trustees 28-6.1-3-5Vacancies; elections; qualifications of successors 28-6.1-3-6Vacancies; judicial appointments 28-6.1-3-7Vacancies; successors' certificates of qualification and fitness 28-6.1-3-8Presidents; officers and agents 28-6.1-3-9Bylaws, rules, and regulations 28-6.1-3-10Quorum 28-6.1-3-11Reducing number of trustees 28-6.1-3-12Increasing number of trustees 28-6.1-3-13Meetings 28-6.1-3-14Suspension of trustees

IC 28-6.1-3-1Application of chapter Sec. 1. This chapter applies only to a savings bank organized, reorganized, or operating under IC 28-6 (before its repeal) before January 1, 1993.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-2"Court" Sec. 2. As used in this chapter, "court" refers to the circuit court, superior court, or probate court of the county in which the savings bank is located.

As added by P.L.42-1993, SEC.72. Amended by P.L.84-2016, SEC.124.

IC 28-6.1-3-3Number of trustees Sec. 3. The board of trustees of the savings bank must have at least seven (7) but not more than twenty-one (21) trustees.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-4Qualifications of trustees Sec. 4. An individual must have the following qualifications to be a trustee:

(1) The individual must be a citizen of Indiana for at least five (5) years before becoming a trustee.

(2) The individual must have an equity in real estate:

(A) located in the county in which the savings bank is located; and

(B) worth at least five thousand dollars ($5,000), the value of which is determined by two (2) individuals designated by the court.

(3) The individual must in all respects be a suitable individual to be entrusted with the management of a savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-5Vacancies; elections; qualifications of successors Sec. 5. (a) A vacancy on the board of the savings bank is created if any of the following applies to a trustee:

(1) The trustee dies.

(2) The trustee resigns.

(3) The trustee is unable to discharge duties because of incapacity.

(4) The trustee moves from the county where the saving bank is located.

(5) The trustee becomes insolvent.

(6) The trustee fails for nine (9) successive months to attend the regular meetings of the board.

(b) The remaining trustees shall fill a vacancy created under subsection (a) by electing a successor by ballot.

(c) An election under subsection (b) may be held at a regular meeting of the board or at a special meeting of which the remaining trustees have been given notice.

(d) A successor is elected upon a majority vote of the remaining trustees.

(e) A successor must possess the qualifications set forth in section 4 of this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-6Vacancies; judicial appointments Sec. 6. (a) If the board fails to fill a vacancy under section 5 of this chapter for three (3) months after the vacancy is created, the court shall, subject to subsection (b), appoint an individual qualified under this chapter to fill the vacancy.

(b) The court shall fill the vacancy upon the written request of:

(1) any three (3) trustees; or

(2) at least two percent (2%) of the depositors in the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-7Vacancies; successors' certificates of qualification and fitness Sec. 7. (a) An individual elected or appointed to fill a vacancy shall obtain from the court a certificate of qualification and fitness before the individual may enter upon duties as a trustee.

(b) A certificate issued under subsection (a) shall be:

(1) recorded in the journal of the proceedings of the savings bank; and

(2) be filed with the department.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-8Presidents; officers and agents Sec. 8. (a) The trustees of the savings bank shall elect from among the trustees a president.

(b) The trustees may choose from among the trustees, or otherwise, other officers or agents the trustees consider necessary to conduct the business of the savings bank.

(c) The officers and agents hold their offices at the pleasure of the board and until their successors are chosen and qualified.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-9Bylaws, rules, and regulations Sec. 9. (a) Subject to Indiana law, the board of a savings bank may from time to time make bylaws, rules, and regulations as the board considers proper for the following purposes:

(1) Election of officers.

(2) Prescribing the powers and duties of the officers.

(3) The manner of discharging the powers and duties of the officers.

(4) Appointment of committees.

(5) Prescribing the duties of committees.

(6) Generally for transacting the business of the corporation.

(b) The board shall send a copy of bylaws, rules, and regulations and any amendments to the bylaws, rules, or regulations to the state comptroller.

As added by P.L.42-1993, SEC.72. Amended by P.L.9-2024, SEC.490.

IC 28-6.1-3-10Quorum Sec. 10. (a) A quorum of the board of a savings bank consists of at least a majority of the trustees.

(b) Except as provided in subsection (c), the president or a vice president of the board must be present for a quorum to exist. Notwithstanding subsection (c), if the number of trustees is fifteen (15) or more, a quorum must consist of at least seven (7) trustees, with the president or a vice president present.

(c) The board may provide in the bylaws that the quorum consists of more than a majority of the trustees. If the bylaws provide for a quorum of nine (9) or more trustees, the bylaws may provide that a quorum exists without the presence of the president or a vice president of the board.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-11Reducing number of trustees Sec. 11. (a) The board of a savings bank may, by resolution incorporated in the bylaws of the savings bank, reduce the number of trustees to a number not less than the minimum number required by section 3 of this chapter.

(b) If the board adopts a resolution under subsection (a), the number of trustees may be reduced by not filling vacancies on the board as vacancies occur until the number of trustees reaches the number set in the resolution.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-12Increasing number of trustees Sec. 12. (a) Subject to section 3 of this chapter, the board of a savings bank may, by resolution incorporated in the bylaws of the savings bank, increase the number of trustees.

(b) The board may adopt a resolution under subsection (a) at any time.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-13Meetings Sec. 13. (a) The board shall hold regular meetings at least every three (3) months.

(b) The board may provide in the bylaws of the savings bank for:

(1) regular meetings more frequent than required by subsection (a); and

(2) the calling of special meetings.

(c) The board shall keep minutes of the proceedings of each meeting in a record provided for that purpose.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-3-14Suspension of trustees Sec. 14. (a) The state comptroller may at any time, by an order under the seal of the state comptroller, for due cause stated in the order, suspend a trustee from the board.

(b) Upon the application of two-thirds (2/3) of the trustees of a savings bank setting forth good reasons for the action in regard to a trustee, the state comptroller shall issue the order.

(c) Upon issuing an order under this section, the state comptroller shall send a copy of the order to each of the following:

(1) The savings bank. The order shall be entered in full in the minutes of the savings bank.

(2) To the suspended trustee. Upon request of the trustee, the state comptroller shall send the original order to the trustee.

(3) To the judge of the court.

(d) The judge of the court, after giving proper notice to the trustee and an opportunity for the trustee to be heard in the trustee's defense, may vacate or confirm the order. Confirmation of an order under this subsection operates to remove the trustee from office.

As added by P.L.42-1993, SEC.72. Amended by P.L.9-2024, SEC.491.

IC 28-6.1-4Chapter 4. Board Members, Officers, and Employees

28-6.1-4-1Compensation 28-6.1-4-2Group insurance; retirement and pension plans 28-6.1-4-3Special service compensation 28-6.1-4-4Repealed 28-6.1-4-4.1Indemnification of directors; application to banks formed before January 1, 1993

IC 28-6.1-4-1Compensation Sec. 1. A savings bank may pay its officers, board members, and employees reasonable compensation for services rendered that the board of the savings bank determines.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-4-2Group insurance; retirement and pension plans Sec. 2. A savings bank may purchase group insurance and provide retirement or pension plans for its officers and employees, with or without the officers' or employees' participation in the cost of the insurance or plans.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-4-3Special service compensation Sec. 3. (a) A savings bank that has accumulated a surplus of at least five percent (5%) upon its deposits may pay board members who render special personal service (beyond the ordinary duty of attending meetings and serving upon committees other than of examination) compensation determined by the board.

(b) A board member for whom special service compensation is under consideration by the board may not vote upon the question.

(c) If, after special compensation is paid to a board member under subsection (a), the savings bank's surplus becomes impaired so as to be less than five percent (5%) of its deposits, the special compensation to the board member shall cease until the surplus is again at least five percent (5%) of deposits.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-4-4RepealedAs added by P.L.42-1993, SEC.72. Repealed by P.L.122-1994, SEC.122.

IC 28-6.1-4-4.1Indemnification of directors; application to banks formed before January 1, 1993 Sec. 4.1. (a) The provisions concerning indemnification of directors set forth in IC 28-13-13 shall apply to savings banks formed before January 1, 1993.

(b) In the application of IC 28-13-13 to a savings bank formed before January 1, 1993, references in IC 28-13-13 to "directors" and "the board of directors" shall be treated as referring to the trustees and the board of trustees of the savings bank.

As added by P.L.122-1994, SEC.97.

IC 28-6.1-5Chapter 5. Fidelity Coverage for Savings Banks

28-6.1-5-1Provision of coverage 28-6.1-5-2Approval of amount and form of coverage 28-6.1-5-3Form of coverage

IC 28-6.1-5-1Provision of coverage Sec. 1. A savings bank shall make provision for adequate fidelity coverage for all officers and employees having access to money or bonds of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-5-2Approval of amount and form of coverage Sec. 2. The amount and form of fidelity coverage must be approved by the board of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-5-3Form of coverage Sec. 3. Fidelity coverage may be provided in either of the following ways:

(1) In the form of a blanket fidelity bond issued by a corporate surety authorized to transact business in Indiana.

(2) Through establishment of a separate reserve fund within the savings bank for that purpose.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6Chapter 6. General Powers of a Savings Bank

28-6.1-6-1Discounting, negotiating, selling, and guaranteeing evidences of debt 28-6.1-6-2Buying and selling exchange, coin, and bullion 28-6.1-6-3Loaning money; engaging in tax equity finance transactions 28-6.1-6-4Borrowing money 28-6.1-6-5Receiving savings and demand deposits 28-6.1-6-6Receiving deposits of securities and personal property 28-6.1-6-7Contracting for and receiving highest rate of interest 28-6.1-6-8Accepting drafts for future payment; issuing letters of credit 28-6.1-6-9Exercising general banking powers; issuing money 28-6.1-6-10Receiving deposits of state and federal public funds 28-6.1-6-11Acting as fiscal or transfer agent of government bodies 28-6.1-6-12Transferring, registering, and countersigning certificates of stock, bonds, and other evidences of indebtedness 28-6.1-6-13Acting as agent to buy and sell transportation 28-6.1-6-14Soliciting and writing insurance; acting as insurance producer for life insurance or annuity; prohibitions; authority to purchase and hold life insurance 28-6.1-6-15Acting as attorney 28-6.1-6-16Receiving personal property for deposit 28-6.1-6-17Acting under court appointment 28-6.1-6-18Acting in probate 28-6.1-6-19Acting as guardian, trustee, or personal representative 28-6.1-6-20Taking, accepting, and executing trusts 28-6.1-6-21Acting in fiduciary capacity 28-6.1-6-22Receiving fees, commissions, gifts, and things of value 28-6.1-6-22.5Profit or commission on sales or purchases; necessity of specific authorization; surcharge 28-6.1-6-23Requesting mergers, consolidations, and joinings 28-6.1-6-24Request to exercise rights and privileges granted to national banks; appeal 28-6.1-6-25Requirement to provide property tax information in certain transactions 28-6.1-6-26Authorization for savings banks to use fiduciary funds in conflict of interest transactions; conditions; notice; required consent

IC 28-6.1-6-1Discounting, negotiating, selling, and guaranteeing evidences of debt Sec. 1. A savings bank may discount, negotiate, sell, and guarantee promissory notes, bonds, drafts, acceptances, bills of exchange, and other evidences of debt.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-2Buying and selling exchange, coin, and bullion Sec. 2. A savings bank may buy and sell exchange, coin, and bullion.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-3Loaning money; engaging in tax equity finance transactions Sec. 3. (a) A savings bank may loan money.

(b) Subject to any regulation, rule, policy, or guidance adopted by the department, pursuant to its lending authority, a savings bank may engage directly or indirectly in any tax equity finance transaction permissible for a national bank or federal savings association under 12 CFR 7.1025. The authority to engage in tax equity finance transactions under this subsection is separate from, and does not limit, any investment authorities available to a savings bank. A tax equity finance transaction is subject to the substantive legal requirements of a loan, including, without limitation, IC 28-6.1-9.

As added by P.L.42-1993, SEC.72. Amended by P.L.31-2022, SEC.3.

IC 28-6.1-6-4Borrowing money Sec. 4. A savings bank may borrow money and do the following:

(1) Issue notes, bonds, or debentures to evidence that borrowing.

(2) Mortgage, pledge, or hypothecate any of its assets to secure the repayment of that money.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-5Receiving savings and demand deposits Sec. 5. (a) A savings bank may receive savings deposits and, subject to subsection (b), demand deposits.

(b) If a savings bank accepts demand deposits, the savings bank shall establish and maintain the reserve balances prescribed by law applicable to banks and trust companies or by any general rules of the department, when the law, rules, and regulations apply to all banks and trust companies alike.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-6Receiving deposits of securities and personal property Sec. 6. A savings bank may receive deposits of securities or other personal property from any person or corporation, upon terms agreed upon by the parties.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-7Contracting for and receiving highest rate of interest Sec. 7. A savings bank may contract for and receive on loans and discounts the highest rate of interest allowed to be contracted for and received by individuals.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-8Accepting drafts for future payment; issuing letters of credit Sec. 8. A savings bank may accept for future payment drafts drawn upon the savings bank by its customers and may issue letters of credit with a specific expiration date authorizing the holders of the letters to draw drafts upon the savings bank or its correspondents at sight or on time.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-9Exercising general banking powers; issuing money Sec. 9. A savings bank may exercise all the powers incidental, proper, necessary, or usual in carrying on a general banking business, but it may not issue bills to circulate as money.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-10Receiving deposits of state and federal public funds Sec. 10. (a) A savings bank may receive deposits of state and federal public funds:

(1) on the same terms and conditions;

(2) with the same rights and privileges; and

(3) subject to the same duties and obligations;

as provided by law for banks of discount and deposit, trust companies, and other financial institutions.

(b) The power under subsection (a) includes the right to pledge securities or other assets for the repayment of the deposits if the pledge is permitted by applicable law or regulation.

As added by P.L.42-1993, SEC.72. Amended by P.L.35-2010, SEC.145.

IC 28-6.1-6-11Acting as fiscal or transfer agent of government bodies Sec. 11. A savings bank may act as a fiscal or transfer agent of the United States or of any state, municipality, body politic or corporate, and in that capacity receive and disburse money.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-12Transferring, registering, and countersigning certificates of stock, bonds, and other evidences of indebtedness Sec. 12. A savings bank may transfer, register, and countersign certificates of stock, bonds, or other evidence of indebtedness and authenticate and certify the bonds and certificates of indebtedness.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-13Acting as agent to buy and sell transportation Sec. 13. A savings bank may act as an agent to buy and sell domestic and foreign transportation.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-14Soliciting and writing insurance; acting as insurance producer for life insurance or annuity; prohibitions; authority to purchase and hold life insurance Sec. 14. (a) A savings bank may solicit and write insurance as an insurance producer or a broker for any insurance company authorized to do business in the state or states where the insurance producer or broker operates.

(b) A savings bank or its affiliate (as defined in IC 28-6.2-1-4) may act as an insurance producer for the sale of any life insurance policy or annuity contract issued by a life insurance company (as defined in IC 27-1-2-3) authorized to do business in the state or states where the insurance producer operates.

(c) A savings bank or its affiliate that acts as an insurance producer for the sale of a life insurance policy or an annuity contract under subsection (b):

(1) is subject to all requirements of IC 27 with respect to the insurance producer's activity in Indiana; and

(2) must comply with the disclosure requirements under IC 27-1-38.

(d) A savings bank or its affiliate may not condition:

(1) an extension of credit;

(2) a lease or sale of real or personal property;

(3) the performance of a service; or

(4) the amount charged for:

(A) extending credit;

(B) leasing or selling real or personal property; or

(C) performing services;

upon a person's purchase of a life insurance policy or an annuity contract from the savings bank or its affiliate.

(e) This section does not prohibit a savings bank or its affiliate from requiring that a person, as a condition to a transaction, obtain a life insurance policy from an insurance company acceptable to the savings bank or its affiliate.

(f) Subject to any limitations or restrictions that the department or a federal regulator may impose by regulation, rule, policy, or guidance, a savings bank may purchase and hold life insurance as follows:

(1) Life insurance purchased or held in connection with employee compensation or benefit plans approved by the savings bank's board.

(2) Life insurance purchased or held to recover the cost of providing preretirement or postretirement employee benefits approved by the savings bank's board.

(3) Life insurance on the lives of borrowers.

(4) Life insurance held as security for a loan.

(5) Life insurance that a national bank may purchase or hold under 12 U.S.C. 24 (Seventh).

As added by P.L.42-1993, SEC.72. Amended by P.L.262-1995, SEC.67; P.L.188-1997, SEC.8; P.L.63-2001, SEC.14 and P.L.134-2001, SEC.16; P.L.130-2002, SEC.7; P.L.178-2003, SEC.92; P.L.10-2006, SEC.36 and P.L.57-2006, SEC.36; P.L.27-2012, SEC.84.

IC 28-6.1-6-15Acting as attorney Sec. 15. A savings bank may act as an attorney in fact or agent of any foreign or domestic person or corporation for any lawful purpose.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-16Receiving personal property for deposit Sec. 16. (a) A savings bank may do the following:

(1) Receive upon deposit for safekeeping or in escrow, money, bonds, mortgages, jewelry, plate, stock, securities, valuable papers of any kind, and other personal property.

(2) Lease receptacles for safe deposits of personal property.

(b) The savings bank may prescribe terms and conditions not inconsistent with this section for the receiving or leasing authorized by subsection (a).

(c) A savings bank or any of the savings bank's assets are not liable for the value of any property received by the savings bank under the power conferred by this section or for damages for the loss, theft, or misappropriation of the property.

(d) A savings bank may procure and carry insurance for the benefit of the owners of property received by the savings bank under the power conferred by this section.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-17Acting under court appointment Sec. 17. A savings bank may act under court appointment as any of the following:

(1) Commissioner for the sale of real property.

(2) Guardian of the person or estate of an incapacitated person (as defined in IC 29-3-1-7.5), or in other instances where a guardian may be appointed.

(3) Trustee, receiver, conservator, or committee of the property or estate of a person or corporation in insolvency or bankruptcy proceedings.

(4) Depository of money paid into court, whether for the benefit of a person or corporation.

(5) In any other fiduciary capacity.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-18Acting in probate Sec. 18. (a) A savings bank may do any of the following:

(1) Act as the personal representative of the estate of a deceased individual.

(2) Act as the trustee under the last will and testament of a deceased individual.

(3) Act under court appointment as personal representative or trustee under a last will and testament, when the savings bank is the successor to a corporation appointed in the last will and testament.

(b) When an individual is appointed with a savings bank as receiver, guardian, commissioner, trustee, or personal representative, the individual's appointment may be under the limitation of powers and upon the terms and conditions of possession and control of the trust assets by the savings bank, or otherwise. If the individual is required to give bond or security, the bond or security shall be as:

(1) the individual and the savings bank agree; and

(2) approved by the court or judge making the appointment.

(c) When an individual who is appointed in a fiduciary capacity is required to give a bond or security for the faithful performance of duties, the savings bank may guarantee or become surety for the individual if:

(1) the savings bank takes possession and control of the assets involved; and

(2) approved by the court having jurisdiction of the fiduciary.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-19Acting as guardian, trustee, or personal representative Sec. 19. (a) A savings bank may act under court appointment as guardian, trustee, or personal representative on the application or consent of a person acting or entitled to act as such and in the place of that person.

(b) An appointment under subsection (a) may be made:

(1) upon notice required by law to the persons interested in the estate or fund; and

(2) with the consent of the principal beneficiaries or other persons interested in the estate or fund;

as the court making the appointment considers proper.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-20Taking, accepting, and executing trusts Sec. 20. A savings bank may do any of the following:

(1) Take, accept, and execute a legal trust, duties, and powers in regard to:

(A) the holding, management, sale, or disposition of property; and

(B) the rents and profits from that property;

that are granted or confided to the savings bank by any authority.

(2) Take, accept, and execute a trust and any powers that may be conferred upon the savings bank by any authority.

(3) Generally execute legal trusts of every description.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-21Acting in fiduciary capacity Sec. 21. (a) Except as otherwise provided in this article, a savings bank may act:

(1) in a fiduciary capacity permitted by this article; and

(2) as commissioner for the sale of real estate;

without bond or other security.

(b) When a savings bank is acting in a fiduciary capacity, the savings bank may administer oaths attested by the signature of the savings bank's secretary or cashier and the savings bank's seal in the same fashion as an individual acting in the same capacity may administer oaths.

(c) The court having jurisdiction of the fiduciary may require a bond or other security at any time. Upon failure of the savings bank to give a bond or security as required, the court may remove the savings bank and revoke the savings bank's appointment.

(d) A savings bank may not pledge or deposit any of its assets as a condition to the exercise of any of its powers as a fiduciary.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-22Receiving fees, commissions, gifts, and things of value Sec. 22. Except as otherwise provided by law, an officer, a trustee, an employee, an agent, or an attorney of a savings bank commits a Class A misdemeanor if the individual stipulates for, receives, or agrees to receive a fee, commission, gift, or thing of value from any person for the purpose of procuring or attempting to procure for any person:

(1) a loan from a savings bank; or

(2) the purchase or discount of any paper, note, draft, check, or bill of exchange by a savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-22.5Profit or commission on sales or purchases; necessity of specific authorization; surcharge Sec. 22.5. (a) Except for interest at the legal rate on a loan or advancement, a savings bank may not, directly or indirectly, receive a profit or commission from the sale to or purchase from an estate, a guardianship, or a trust of which the savings bank is the fiduciary unless the profit or commission is authorized by agreement with the creator of the trust or a court with jurisdiction over the estate, guardianship, or trust.

(b) A savings bank that receives a profit or commission in violation of subsection (a) shall be surcharged an amount equal to the profit or commission. In addition, a court with jurisdiction over the estate, guardianship, or trust may remove the savings bank as the fiduciary.

As added by P.L.192-2003, SEC.5.

IC 28-6.1-6-23Requesting mergers, consolidations, and joinings Sec. 23. Notwithstanding any other provision of this article, a savings bank may request under IC 28-1-7-25 or IC 28-3-2-10 that the department order its merger, consolidation, or other joining with a bank or trust company organized under IC 28-1 or with a national banking association.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-6-24Request to exercise rights and privileges granted to national banks; appeal Sec. 24. (a) As used in this section, "rights and privileges" means the power:

(1) to:

(A) create;

(B) deliver;

(C) acquire; or

(D) sell;

a product, a service, or an investment that is available to or offered by; or

(2) to engage in mergers, consolidations, reorganizations, or other activities or to exercise other powers authorized for;

national banks domiciled in Indiana.

(b) Subject to the conditions set forth in this section, a savings bank may exercise the rights and privileges that are or may be granted to national banks domiciled in Indiana.

(c) A savings bank that intends to exercise any rights and privileges that are:

(1) granted to national banks; but

(2) not authorized for a savings bank under the Indiana Code (except for this section) or any rule adopted under the Indiana Code;

shall submit a letter to the department describing in detail the requested rights and privileges granted to national banks that the savings bank intends to exercise. If available, copies of relevant federal law, regulations, and interpretive letters must be attached to the letter submitted by the company.

(d) The department shall promptly notify the requesting savings bank of the department's receipt of the letter submitted under subsection (c). Except as provided in subsection (f), the savings bank may exercise the requested rights and privileges sixty (60) days after the date on which the department receives the letter unless otherwise notified by the department.

(e) The department may deny the requested rights and privileges if the department finds that:

(1) national banks domiciled in Indiana do not possess the requested rights and privileges;

(2) the exercise of the requested rights and privileges by the savings bank would adversely affect the safety and soundness of the savings bank;

(3) the exercise of the requested rights and privileges by the savings bank would result in an unacceptable curtailment of consumer protection; or

(4) the failure of the department to approve the requested rights and privileges will not result in a competitive disadvantage to the savings bank.

(f) The sixty (60) day period referred to in subsection (d) may be extended by the department based on a determination that the savings bank's letter raised issues requiring additional information or additional time for analysis. If the sixty (60) day period is extended under this subsection, the savings bank may exercise the requested rights and privileges only if the savings bank receives prior written approval from the department. However:

(1) the department must:

(A) approve or deny the requested rights and privileges; or

(B) convene a hearing;

not later than sixty (60) days after the department receives the savings bank's letter; and

(2) if a hearing is convened, the department must approve or deny the requested rights and privileges not later than sixty (60) days after the hearing is concluded.

(g) The exercise of rights and privileges by a savings bank in compliance with and in the manner authorized by this section is not a violation of any provision of the Indiana Code or rules adopted under IC 4-22-2.

(h) If a savings bank receives approval to exercise the requested rights and privileges granted to national banks domiciled in Indiana, the department shall determine by order whether all savings banks may exercise the same rights and privileges. In making the determination required by this subsection, the department must ensure that the exercise of the rights and privileges by all savings banks will not:

(1) adversely affect their safety and soundness; or

(2) unduly constrain Indiana consumer protection provisions.

(i) If the department denies the request of a savings bank under this section to exercise any rights and privileges that are granted to national banks, the savings bank may appeal the decision of the department to the circuit court, superior court, or probate court with jurisdiction in the county in which the principal office of the savings bank is located. In an appeal under this section, the court shall determine the matter de novo.

As added by P.L.194-1997, SEC.5. Amended by P.L.213-2007, SEC.62; P.L.217-2007, SEC.60; P.L.35-2010, SEC.146; P.L.84-2016, SEC.125.

IC 28-6.1-6-25Requirement to provide property tax information in certain transactions Sec. 25. With respect to a residential real property financing or refinancing, a savings bank shall comply with IC 6-1.1-12-43.

As added by P.L.64-2004, SEC.31.

IC 28-6.1-6-26Authorization for savings banks to use fiduciary funds in conflict of interest transactions; conditions; notice; required consent Sec. 26. (a) Unless otherwise provided in an agreement or a trust, a savings bank that holds funds or property as a fiduciary may use the funds or property to purchase from the savings bank or an affiliate of the savings bank a product, service, or security, including an insurance product or security that is underwritten by the savings bank, an affiliate of the savings bank, or a syndicate or selling group that includes the savings bank or an affiliate of the savings bank, if:

(1) the purchase price and any ongoing charges and costs are fair, reasonable, and substantially equivalent to the cost of similar products and services; and

(2) the purchase complies with IC 30-4-3.5.

The compensation for the product, service, or security received by the savings bank or an affiliate of the savings bank or a syndicate or selling group that includes the savings bank, or an affiliate of the savings bank, may be in addition to the compensation that the savings bank is otherwise entitled to from the fiduciary account.

(b) A savings bank that makes a purchase or sale described in subsection (a) shall disclose, at least annually, to each person entitled to receive statements of account activity from the savings bank any purchase or sale made by the savings bank during the year. The disclosure must be in writing or an electronic format and include the following:

(1) Any capacity in which the savings bank or an affiliate of the savings bank acts for:

(A) the issuer of the securities; or

(B) the provider of the products or services;

that is the subject of the purchase or sale.

(2) A statement that the savings bank or an affiliate of the savings bank has an interest in the subject of the purchase or sale, if applicable.

(3) The rate and method by which that compensation was determined.

(4) The name, telephone number, street address, and mailing address of an officer of the savings bank who may be contacted for further information.

(5) A notice that the savings bank's ability to make transactions described in subsection (a) ends upon receipt at any time of a notice of objection by a majority of the persons entitled to receive statements of account activity.

(c) The following apply to a purchase or sale under subsection (a):

(1) Except as provided in subdivisions (2) and (3), if the fiduciary relationship is a trust or an agency, the trustee or agent shall treat the purchase or sale under subsection (a) as if it were a conflict of interest transaction under IC 30-4-3-5 and shall give any notice and obtain any consent that may be required under IC 30-4-3-5, subject to the following:

(A) IC 30-2-14-16 applies to any notice required to be given by a trustee or an agent under this subdivision, subject to the following:

(i) If the fiduciary relationship is a revocable trust with one (1) or more living grantors, the trustee must give notice only to the living grantors, who shall be considered to have all income and principal interests in the trust at the time the notice is given. If a grantor is incapacitated, the trustee shall give notice to the grantor's court appointed guardian, the principal under a durable power of attorney, or a co-trustee of the revocable trust, unless the guardian, principal, or co-trustee is the savings bank that seeks the consent. If the representative of the incapacitated grantor is the savings bank that seeks the consent to a purchase or sale under subsection (a), the trustee shall obtain consent from the court.

(ii) If the fiduciary relationship is a revocable trust and the assets of the revocable trust are distributable to one (1) or more other trusts, notice shall be given to the trustees of the other trusts. However, if the savings bank that seeks the consent to a purchase or sale under subsection (a) is the trustee of another trust to which the assets of the revocable trust are distributable, the savings bank shall give notice to those beneficiaries of the other trust who are entitled to receive statements of account activity from the savings bank.

(iii) If the fiduciary relationship is an agency, the principal must consent to the purchase or sale under subsection (a) in writing in advance of the transaction. The principal shall be considered to have all income and principal interests in the account at the time the notice of the proposed transaction is given. If the principal is incapacitated, consent must be obtained from the principal's court appointed guardian, unless the guardian of the incapacitated principal is the savings bank that seeks the consent. If the guardian of the incapacitated principal is the savings bank that seeks the consent, consent to a purchase or sale under subsection (a) must be obtained from the court supervising the principal's guardianship.

(B) If the fiduciary relationship is a trust, the following apply with respect to any consent required to be obtained under IC 30-4-3-5(a)(2):

(i) Notwithstanding the requirement under IC 30-4-3-5(a)(2)(A) that all interested persons provide written consent to the proposed action, and subject to subdivision (2), a trustee, for a proposed purchase or sale under subsection (a), need only obtain the written consent of a majority of the persons entitled to notice under IC 30-2-14-16, as modified by clause (A). However, the trustee must obtain the written consent of at least one (1) beneficiary who is receiving income under the trust at the time of the notice and at least one (1) individual who would receive a distribution of principal if the trust were terminated at the time notice is given.

(ii) Upon obtaining the written consents required under item (i), the trustee need not wait until the period to make written objections under IC 30-2-14-16 ends in order to take the proposed action.

(2) Any consent granted under subdivision (1)(B)(i) may be revoked by a writing signed by a majority of the persons entitled to notice under IC 30-2-14-16, as modified by subdivision (1)(A). However, the revocation must be signed by:

(A) at least one (1) beneficiary who is receiving income under the trust at the time the revocation is signed; and

(B) at least one (1) individual who would receive a distribution of principal if the trust were terminated at the time the revocation is signed.

(3) The notice and consent otherwise required under subdivision (1) are not required if the purchase or sale under subsection (a) is specifically authorized:

(A) in the document creating the fiduciary relationship; or

(B) under IC 30-4-3-7.

As added by P.L.202-2007, SEC.2; P.L.226-2007, SEC.6. Amended by P.L.3-2008, SEC.222.

IC 28-6.1-7Chapter 7. Powers of a Savings Bank Subject to the Rules of the Department

28-6.1-7-1Application of rules 28-6.1-7-2Making FHA loans, advances of credit, and purchases of obligations 28-6.1-7-3Making FHA loans secured by mortgages 28-6.1-7-4Purchasing, investing in, and disposing of FHA and national mortgage association bonds, notes, and debentures 28-6.1-7-5Extending credit to state agencies 28-6.1-7-6Purchasing, taking, holding, and disposing of incorporated joint stock land bank notes and mortgages 28-6.1-7-7Owning and leasing property 28-6.1-7-8Purchasing and constructing buildings to be leased to public authorities 28-6.1-7-9Purchasing, holding, and conveying real property to be used as branch savings bank and rental property; resolution 28-6.1-7-10Repealed 28-6.1-7-11Equity investments in community development corporations and community based economic development; limits; exceptions to limits; exposure to liability 28-6.1-7-12Purchasing, holding, and conveying real estate necessary for transaction of business 28-6.1-7-13Paying interest and expenses

IC 28-6.1-7-1Application of rules Sec. 1. (a) The powers of a savings bank set forth in this chapter are subject to the rules of the department.

(b) A rule adopted under this chapter may apply to one (1) or more savings banks or to one (1) or more localities in Indiana as the department determines.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-2Making FHA loans, advances of credit, and purchases of obligations Sec. 2. (a) A savings bank may make loans and advances of credit and purchases of obligations representing loans and advances of credit that are eligible for insurance by the federal housing administrator and to obtain such insurance.

(b) An Indiana law:

(1) prescribing the nature, amount, or form of security;

(2) requiring security upon which loans or advances of credit may be made;

(3) prescribing or limiting interest rates upon loans or advances of credit; or

(4) prescribing or limiting the period for which loans or advances of credit may be made;

does not apply to loans, advances of credit, or purchases made under this section.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-3Making FHA loans secured by mortgages Sec. 3. (a) A savings bank may make loans secured by mortgages on real property or leasehold, as the federal housing administrator insures or makes a commitment to insure, and to obtain such insurance.

(b) An Indiana law:

(1) prescribing the nature, amount, or form of security;

(2) requiring security upon which loans or advances of credit may be made;

(3) prescribing or limiting interest rates upon loans or advances of credit; or

(4) prescribing or limiting the period for which loans or advances of credit may be made;

does not apply to loans made under this section.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-4Purchasing, investing in, and disposing of FHA and national mortgage association bonds, notes, and debentures Sec. 4. (a) A savings bank may purchase, invest in, and dispose of any of the following:

(1) Notes or bonds secured by mortgage or trust deed insured by the federal housing administrator.

(2) Debentures issued by the federal housing administrator.

(3) Bonds or other securities issued by national mortgage associations.

(b) An Indiana law:

(1) prescribing the nature, amount, or form of security;

(2) requiring security upon which loans or advances of credit may be made;

(3) prescribing or limiting interest rates upon loans or advances of credit; or

(4) prescribing or limiting the period for which loans or advances of credit may be made;

does not apply to purchases, investments, or dispositions made under this section.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-5Extending credit to state agencies Sec. 5. (a) A savings bank may extend credit to any state agency, with the approval of the department, notwithstanding any other provisions or limitations of IC 28-1.

(b) An Indiana law:

(1) prescribing the nature, amount, or form of security;

(2) requiring security upon which loans or advances of credit may be made;

(3) prescribing or limiting interest rates upon loans or advances of credit; or

(4) prescribing or limiting the period for which loans or advances of credit may be made;

does not apply to loans or advances of credit made under this section.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-6Purchasing, taking, holding, and disposing of incorporated joint stock land bank notes and mortgages Sec. 6. (a) A savings bank may purchase, take, hold, and dispose of notes and mortgages securing the notes, made to any incorporated joint stock land bank if not less than ninety-nine percent (99%) of the stock of the joint stock land bank is owned by the savings bank at the time the notes or mortgages are acquired by the savings bank.

(b) Upon dissolution of the joint stock land bank, or at any stage in the process of the dissolution, a savings bank then owning not less than ninety-nine percent (99%) of the stock of the joint stock land bank may take, hold, and dispose of notes, mortgages, or other assets of the joint stock land bank of any nature, including real estate, wherever located, that the joint stock land bank assigns, transfers, conveys, or otherwise makes over to the savings bank by way of final or partial distribution of the joint stock land bank's assets to the joint stock land bank's stockholders upon the dissolution or in connection with the process of the dissolution.

(c) An Indiana law:

(1) prescribing the nature, amount, location, or form of security;

(2) requiring security upon which loans or advances of credit may be made;

(3) prescribing or limiting interest rates upon loans or advances of credit;

(4) prescribing or limiting the period for which loans or advances of credit may be made;

(5) prescribing any ratio between the amount of a loan and the appraised value of the security for the loan; or

(6) requiring periodic reductions of the principal of a loan;

does not apply to loans, notes, mortgages, real estate, or other assets subject to this section.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-7Owning and leasing property Sec. 7. Subject to any restrictions the department may impose, a savings bank may:

(1) become the owner or lessor of personal or real property upon the request of and for the use of a customer; and

(2) incur additional obligations incident to becoming an owner or a lessor of the property.

As added by P.L.42-1993, SEC.72. Amended by P.L.11-1998, SEC.11.

IC 28-6.1-7-8Purchasing and constructing buildings to be leased to public authorities Sec. 8. (a) A savings bank may purchase or construct buildings and hold legal title to a building to be leased to a municipal corporation or other public authority, for public purposes, having resources sufficient to make payment of all rentals as the payments become due.

(b) A lease agreement shall provide that upon expiration, the lessee will become the owner of the building.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-9Purchasing, holding, and conveying real property to be used as branch savings bank and rental property; resolution Sec. 9. (a) Subject to the prior written approval of the department, a savings bank may purchase, hold, and convey real property that is:

(1) improved or to be improved by a single, freestanding building; and

(2) to be used, in part, as a branch of the savings bank and, in part, as rental property for one (1) lessee.

(b) If real estate described in subsection (a) is held by a savings bank for at least one (1) year without being used as described in subsection (a), the board of directors of the savings bank shall state, by resolution, definite plans for the use of the real estate. A resolution adopted under this subsection shall be made available for inspection by the department.

(c) Unless a written extension of time is given by the department under this subsection, the savings bank shall open the branch not later than three (3) years after the acquisition date of the real estate. The department may grant an extension of time for the savings bank to open the branch if:

(1) the board of directors of the savings bank, by resolution:

(A) reaffirms annually that the savings bank expects to use the real estate as described in subsection (a) in the future; and

(B) explains the reason why the real estate has not yet been used as described in subsection (a); and

(2) the director determines that:

(A) the continued holding of the real estate by the savings bank does not endanger the safety and soundness of the savings bank; and

(B) the savings bank is holding the real estate to use the real estate in the future for one (1) of the purposes set forth in subsection (a).

(d) If the savings bank:

(1) does not open a branch on the real estate within the period specified in subsection (c); or

(2) removes its branch from the real estate;

the savings bank shall divest itself of all interest in the real estate not more than ten (10) years after the acquisition date of the real estate, if a branch was not opened, or ten (10) years after the removal date of the branch office.

(e) Except with the written approval of the department, the sum invested in real property and buildings used for the convenient transaction of the savings bank's business as provided in this section may not exceed fifty percent (50%) of the surplus and retained earnings of the savings bank.

As added by P.L.42-1993, SEC.72. Amended by P.L.213-2007, SEC.63; P.L.217-2007, SEC.61.

IC 28-6.1-7-10RepealedAs added by P.L.42-1993, SEC.72. Repealed by P.L.215-1999, SEC.16.

IC 28-6.1-7-11Equity investments in community development corporations and community based economic development; limits; exceptions to limits; exposure to liability Sec. 11. (a) As used in this section, "community based economic development" refers to activities that seek to address economic causes of poverty within specific geographic areas, revitalizing the economic and social base of low income communities through activities that include:

(1) affordable housing development;

(2) small business and micro-enterprise support;

(3) commercial, industrial, and retail revitalization, retention, and expansion;

(4) capacity development and technical assistance support for community development corporations;

(5) employment and training efforts;

(6) human resource development; and

(7) social service enterprises.

(b) As used in this section, "community development corporation" means a private, nonprofit corporation:

(1) whose board of directors is comprised primarily of community representatives and business, civic, and community leaders; and

(2) whose principal purpose includes the provision of:

(A) housing;

(B) community based economic development projects; and

(C) social services;

that primarily benefit low income individuals and communities.

(c) As used in this section, "capital and surplus" has the meaning set forth in IC 28-1-1-3(10).

(d) Subject to the limitations of this section, other laws, and any regulation, rule, policy, or guidance adopted by the department concerning investments in community based economic development, a savings bank may invest directly or indirectly in equity investments in a corporation, a limited partnership, a limited liability company, or another entity organized as:

(1) a community development corporation;

(2) an entity formed primarily to support community based economic development;

(3) an entity qualifying for the new markets tax credits under 26 U.S.C. 45D; or

(4) an entity approved by the director as being formed for a predominantly civic, community, or public purpose and that:

(A) primarily benefits low and moderate income individuals;

(B) primarily benefits low and moderate income areas;

(C) primarily benefits areas targeted for redevelopment by a government entity; or

(D) is a qualified investment under 12 CFR 25.23 for purposes of the Community Reinvestment Act of 1977 (12 U.S.C. 2901 et seq.).

(e) Except as provided in subsection (f), the aggregate of all equity investments by a savings bank under subsection (d) may not exceed:

(1) five percent (5%) of the capital and surplus of the savings bank without the prior written approval of the director; and

(2) fifteen percent (15%) of the capital and surplus of the savings bank under any circumstances.

(f) In determining whether to permit the aggregate of all equity investments by a savings bank under subsection (d) to exceed five percent (5%) of the capital and surplus of the savings bank under subsection (e)(1), the director shall consider whether:

(1) the aggregate of all equity investments under subsection (d) will pose a significant risk to the affected deposit insurance fund; and

(2) the savings bank is adequately capitalized.

(g) A savings bank shall not make any investment under this section if the investment would expose the savings bank to unlimited liability.

As added by P.L.42-1993, SEC.72. Amended by P.L.136-1994, SEC.5; P.L.2-1995, SEC.114; P.L.27-2012, SEC.85.

IC 28-6.1-7-12Purchasing, holding, and conveying real estate necessary for transaction of business Sec. 12. (a) A savings bank may purchase, hold, and convey real estate that is necessary for the convenient transaction of the business of the savings bank.

(b) For the purposes of this section, real estate purchased or held for the convenient transaction of the business of a savings bank includes the following:

(1) Real estate on which the principal office or a branch office of the savings bank is located.

(2) Real estate that is the location of facilities supporting the operations of the savings bank, such as parking facilities, data processing centers, loan production offices, automated teller machines, night depositories, facilities necessary for the operations of a savings bank, or other facilities that are approved by the director.

(3) Real estate that the board of the savings bank expects, in good faith, to use as a savings bank office or facility in the future.

(c) If real estate referred to in subsection (b)(3) is held by a savings bank for one (1) year without being used as a savings bank office or facility, the board of trustees of the savings bank shall state, by resolution, definite plans for the use of the real estate. A resolution adopted under this subsection shall be made available for inspection by the department.

(d) Real estate referred to in subsection (b)(3) may not be held by a savings bank for more than three (3) years without being used as a savings bank office or facility unless both of the following apply:

(1) The board of the savings bank, by resolution:

(A) reaffirms annually that the savings bank expects to use the real estate as a savings bank office or facility in the future; and

(B) explains the reason why the real estate has not yet been used as a savings bank office or facility.

(2) The director determines that both of the following apply:

(A) The continued holding of the real estate by the savings bank does not endanger the safety and soundness of the savings bank.

(B) The savings bank is holding the real estate to use in the future for one (1) of the purposes set forth in subsection (b)(1) and (b)(2).

(e) Real estate referred to in subsection (b)(3) may not be held by a savings bank for more than ten (10) years without being used as a savings bank office or facility unless the department consents in writing to the continued holding of the real estate by the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-7-13Paying interest and expenses Sec. 13. A savings bank may not pay:

(1) interest contracted for with a depositor; or

(2) other expenses incurred in operating the business of the savings bank;

except from current earnings or undivided profits without the approval of the department.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8Chapter 8. Investment and Loan Powers of Savings Banks

28-6.1-8-1Application of article 28-6.1-8-2Making, arranging, purchasing, and selling real estate loans and extensions of credit 28-6.1-8-3Making FHA loans, advances of credit, and purchases of obligations 28-6.1-8-4Lending deposited money 28-6.1-8-5Investing in real estate 28-6.1-8-6Investing in dealings in exchange 28-6.1-8-7Becoming Federal Reserve System member and exercising conferred powers 28-6.1-8-8Exercising powers relating to federal home loan banks and corporations 28-6.1-8-9Investing in and selling shares of open-end investment companies 28-6.1-8-10Depositing funds; permissible institutions and accounts

IC 28-6.1-8-1Application of article Sec. 1. A savings bank may invest the money in the savings bank only as provided in this article.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-2Making, arranging, purchasing, and selling real estate loans and extensions of credit Sec. 2. A savings bank may make, arrange, purchase, or sell loans or extensions of credit secured by liens on interests in real estate as provided in IC 28-1-13-7.1.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-3Making FHA loans, advances of credit, and purchases of obligations Sec. 3. (a) Subject to rules of the department, a savings bank may do the following:

(1) Make loans and advances of credit and purchases of obligations representing loans and advances of credit eligible for insurance by the federal housing administrator, and to obtain such insurance.

(2) Make loans secured by mortgages on real property or leasehold, as the federal housing administrator insures or makes a commitment to insure, and to obtain such insurance.

(3) To purchase, invest in, and dispose of notes or bonds secured by mortgage or trust deed insured by the federal housing administrator or debentures issued by the federal housing administrator, or bonds or other securities issued by national mortgage associations.

(b) An Indiana law:

(1) prescribing the nature, amount, or form of security;

(2) requiring security upon which loans or advances of credit may be made;

(3) prescribing or limiting interest rates upon loans, advances, or credit; or

(4) prescribing or limiting the period for which loans, advances, or credit may be made;

does not apply to loans, advances of credit, or purchases made under subsection (a).

(c) A rule adopted by the department under this section may apply to one (1) or more savings banks and to one (1) or more localities in Indiana as the department determines.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-4Lending deposited money Sec. 4. (a) A savings bank may do the following:

(1) Lend the money deposited in the savings bank upon:

(A) individual credit;

(B) the security of comakers or personal endorsement;

(C) the mortgage or pledge of personal property, either tangible or intangible; or

(D) the pledge of choses in action.

(2) Discount, purchase, or otherwise acquire retail installment sales contracts, notes, bills of exchange, or acceptance or other choses in action.

(b) The savings bank may contract for and receive on loans and discounts described in this subsection the highest rate of interest allowed by Indiana law to be contracted for and received by individuals.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-5Investing in real estate Sec. 5. A savings bank may invest in real estate subject to IC 28-6.1-7-12.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-6Investing in dealings in exchange Sec. 6. (a) Subject to subsection (b), a savings bank may invest in dealing in exchange by purchasing and selling sight or time drafts and acceptances payable out of Indiana.

(b) A draft or an acceptance may not:

(1) exceed ten thousand dollars ($10,000); or

(2) have to exceed one hundred twenty (120) days to run from the time of its purchase.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-7Becoming Federal Reserve System member and exercising conferred powers Sec. 7. A savings bank may do any of the following to become a member of the Federal Reserve System and exercise all powers, not in conflict with Indiana law, conferred on a member of the Federal Reserve Act:

(1) Purchase and hold, for the purpose of becoming a member of the Federal Reserve System, so much of the capital stock of a federal reserve bank to qualify the savings bank for membership under the Federal Reserve Act (12 U.S.C. 221 et seq.).

(2) Do any of the following regarding federal deposit insurance:

(A) Make a deposit with the Federal Deposit Insurance Corporation to qualify the savings bank for membership in any fund for insurance of deposits provided by 12 U.S.C. 1811 through 1833e.

(B) Purchase and hold the amount of the capital stock of the Federal Deposit Insurance Corporation that will qualify the savings bank for membership in a fund described in clause (A).

(C) Exercise all powers, not in conflict with Indiana law, conferred upon members of a fund described in clause (A) or stockholders of the Federal Deposit Insurance Corporation.

(D) Anything necessary or appropriate to acquire and maintain insurance of the savings bank's deposits in accordance with federal law.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-8Exercising powers relating to federal home loan banks and corporations Sec. 8. Subject to any limitations imposed by the department through policy, a savings bank may do any of the following:

(1) Invest the money deposited in the savings bank in the shares of the capital stock, bonds, debentures, notes, or other obligations of a federal home loan bank of the United States.

(2) Become a member of the federal home loan bank of this or an adjoining district.

(3) Borrow money from:

(A) a bank described in subdivision (2);

(B) the Federal Deposit Insurance Corporation; or

(C) any other corporation.

(4) Transfer, assign to, and pledge with a bank described in subdivision (2), the Federal Deposit Insurance Corporation, or other corporation, any of the bonds, notes, contracts, mortgages, securities, or other property of the savings bank held or acquired, as security for the payment of loans entered into under subdivision (3).

(5) Exercise all rights, powers, and privileges conferred upon, and to do all things and perform all acts required of, members or shareholders of a federal home loan bank by the Federal Home Loan Bank Act (12 U.S.C. 1421 through 1449).

As added by P.L.42-1993, SEC.72. Amended by P.L.258-2003, SEC.8.

IC 28-6.1-8-9Investing in and selling shares of open-end investment companies Sec. 9. A savings bank may invest the money deposited in the savings bank in and sell shares of open-end investment companies, the portfolios of which consist solely of securities eligible for purchase and sale by national banking associations, on terms and conditions prescribed by federal law or regulation for national banking associations.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-8-10Depositing funds; permissible institutions and accounts Sec. 10. A savings bank may deposit its funds in:

(1) a federally chartered savings association; or

(2) a savings association or other entity organized and operated according to federal law or the laws of a state or the District of Columbia;

the accounts of which are insured by the Federal Deposit Insurance Corporation.

As added by P.L.42-1993, SEC.72. Amended by P.L.79-1998, SEC.72; P.L.89-2011, SEC.45.

IC 28-6.1-9Chapter 9. Lending Limitations of Savings Banks

28-6.1-9-1"Capital and surplus" and "unimpaired capital and surplus" defined 28-6.1-9-2Loans and extensions of credit 28-6.1-9-3Person 28-6.1-9-4Repealed 28-6.1-9-5Limits on total loans and extensions of credit to one borrower; loans and extensions not fully secured; loans and extensions fully secured; derivative transactions 28-6.1-9-6Exceptions to lending limitations 28-6.1-9-7Loan limitations for commercial paper carrying full recourse endorsements or unconditional guarantees 28-6.1-9-8Special limits for obligations secured by livestock or dairy cattle 28-6.1-9-9Extensions of credit to officers, directors, trustees, and principal shareholders 28-6.1-9-10Loans or discounts on security and purchase or holding of bank's own capital stock 28-6.1-9-11Conformity with lending limitations; sanctions 28-6.1-9-12Exception to limitations for Student Loan Marketing Association loans and extensions of credit 28-6.1-9-13Repealed 28-6.1-9-14Application of federal regulations 28-6.1-9-15Receiving fees, commissions, gifts, or things of value; violation

IC 28-6.1-9-1"Capital and surplus" and "unimpaired capital and surplus" defined Sec. 1. As used in this chapter, "capital and surplus" and "unimpaired capital and surplus" have the meaning set forth in 12 CFR 32.2.

As added by P.L.42-1993, SEC.72. Amended by P.L.176-1996, SEC.19; P.L.213-2007, SEC.64; P.L.217-2007, SEC.62.

IC 28-6.1-9-2Loans and extensions of credit Sec. 2. As used in this chapter, "loans and extensions of credit" includes all direct or indirect advances of funds to a person made on the basis of an obligation of that person to repay the funds or repayable from specific property pledged by or on behalf of the person. To the extent specified by the department, the term includes a liability of a savings bank to advance funds to or on behalf of a person under a contractual commitment.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-3Person Sec. 3. As used in this chapter, "person" includes an individual, an association, a business trust, a corporation, an estate, a joint venture, a sole proprietorship, a partnership, a trust, a government, or an agency, an instrumentality, or a political subdivision of a government, or any similar entity.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-4RepealedAs added by P.L.42-1993, SEC.72. Repealed by P.L.176-1996, SEC.35.

IC 28-6.1-9-5Limits on total loans and extensions of credit to one borrower; loans and extensions not fully secured; loans and extensions fully secured; derivative transactions Sec. 5. (a) The total loans and extensions of credit by a savings bank to a person outstanding at one (1) time and not fully secured, as determined in a manner consistent with subsection (b), by collateral having a market value at least equal to the amount of the loan or extension of credit may not exceed fifteen percent (15%) of the unimpaired capital and unimpaired surplus of the savings bank.

(b) The total loans and extensions of credit by a savings bank to a person outstanding at one (1) time and fully secured by readily marketable collateral having a market value, as determined by reliable and continuously available price quotations, at least equal to the amount of the funds outstanding may not exceed ten percent (10%) of the unimpaired capital and unimpaired surplus of the savings bank. The limitation in this subsection is separate from and in addition to the limitation contained in subsection (a).

(c) The total loans and extensions of credit by a savings bank includes any credit exposure to a person arising from a derivative transaction (as defined in 12 U.S.C. 84(b)(3)) between the savings bank and the person.

As added by P.L.42-1993, SEC.72. Amended by P.L.27-2012, SEC.86.

IC 28-6.1-9-6Exceptions to lending limitations Sec. 6. The limitations contained in section 5 of this chapter are subject to the following exceptions:

(1) Loans or extensions of credit arising from the discount of commercial or business paper evidencing an obligation to the person negotiating the loan or extension of credit with recourse are not subject to any limitation based on capital and surplus.

(2) The purchase of bankers' acceptances of the kind described in 12 U.S.C. 372 and issued by other banks are not subject to any limitation based on capital and surplus.

(3) Loans and extensions of credit secured by bills of lading, warehouse receipts, or similar documents transferring or securing title to readily marketable staples are subject to a limitation of thirty-five percent (35%) of capital and surplus in addition to the general limitations if the market value of the staples securing each additional loan or extension of credit at all times equals or exceeds one hundred fifteen percent (115%) of the outstanding amount of the loan or extension of credit. The staples shall be fully covered by insurance whenever it is customary to insure them.

(4) Loans or extensions of credit secured by bonds, notes, certificates of indebtedness, or treasury bills of the United States or by other similar obligations fully guaranteed as to principal and interest by the United States are not subject to any limitation based on capital and surplus.

(5) Loans or extensions of credit to or secured by unconditional takeout commitment or guarantees of an agency, a board, a bureau, a commission, a department, or other establishment of the United States or corporation wholly owned directly or indirectly by the United States are not subject to any limitation based on capital and surplus.

(6) Loans or extensions of credit secured by a segregated deposit account in the lending bank are not subject to any limitation based on capital and surplus.

(7) Loans or extensions of credit to a financial institution or to a receiver, conservator, superintendent of banks, or other agent in charge of the business and property of the financial institution, when the loans or extensions of credit are approved by the director, are not subject to any limitation based on capital and surplus.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-7Loan limitations for commercial paper carrying full recourse endorsements or unconditional guarantees Sec. 7. (a) Loans and extensions of credit arising from the discount of negotiable or nonnegotiable installment consumer paper that carries a full recourse endorsement or an unconditional guarantee by the person transferring the paper is subject to a maximum limitation equal to twenty-five percent (25%) of the capital and surplus, notwithstanding the collateral requirements in section 5(b) of this chapter.

(b) If the savings bank's files or the knowledge of the savings bank's officers of the financial condition of each maker of the consumer paper is reasonably adequate, and an officer of the savings bank designated for that purpose by the board of the savings bank certifies in writing that the savings bank is relying primarily upon the responsibility of each maker for payment of the loans or extensions of credit and not upon any full or partial recourse endorsement or guarantee by the transferor, the limitations of this section as to the loans or extensions of credit of each maker are the only applicable loan limitations.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-8Special limits for obligations secured by livestock or dairy cattle Sec. 8. (a) Loans and extensions of credit secured by shipping documents or instruments transferring or securing title covering livestock or giving a lien on livestock when the market value of the livestock securing the obligation is not at any time less than one hundred fifteen percent (115%) of the face amount of the note covered are subject to a maximum limitation equal to twenty-five percent (25%) of the capital and surplus, notwithstanding the collateral requirements of section 5(b) of this chapter.

(b) Loans and extensions of credit that arise from the discount by dealers in dairy cattle of paper given in payment for dairy cattle, which paper carries a full recourse endorsement or unconditional guarantee of the seller and that are secured by the cattle being sold, are subject to a limitation of twenty-five percent (25%) of the capital and surplus, notwithstanding the collateral requirements of section 5(b) of this chapter.

As added by P.L.42-1993, SEC.72. Amended by P.L.141-2005, SEC.10.

IC 28-6.1-9-9Extensions of credit to officers, directors, trustees, and principal shareholders Sec. 9. A savings bank may extend credit to an officer, a director, a trustee, or a principal shareholder in accordance with the restrictions and provisions of Regulation O of the Board of Governors of the Federal Reserve System (12 CFR 215).

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-10Loans or discounts on security and purchase or holding of bank's own capital stock Sec. 10. (a) A stock savings bank may not:

(1) make a loan or discount on the security of the shares of its own capital stock; or

(2) be the purchaser or holder of shares of its own capital stock;

unless the security or purchase is necessary to prevent loss under a debt previously contracted in good faith.

(b) Stock that may be purchased or acquired under subsection (a) shall be sold or disposed of within six (6) months from the time of its purchase at public or private sale, unless otherwise ordered by the department.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-11Conformity with lending limitations; sanctions Sec. 11. (a) Except as otherwise provided in this article, a savings bank that holds obligations of indebtedness in violation of the limitations prescribed in this article shall take action to conform the amount of the obligations to the limitations prescribed by this article.

(b) If a savings bank fails to comply with the limitations of this article or an order of the department in relation to the limitations of this article, the department may find that the savings bank is conducting its business in an unauthorized or unsafe manner and proceed under IC 28-1-3.1-2.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-12Exception to limitations for Student Loan Marketing Association loans and extensions of credit Sec. 12. Loans or extensions of credit to the Student Loan Marketing Association are not subject to any limitation based on capital and surplus.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-13RepealedAs added by P.L.42-1993, SEC.72. Repealed by P.L.27-2012, SEC.87.

IC 28-6.1-9-14Application of federal regulations Sec. 14. The department may apply the provisions of 12 CFR 32 in the application and administration of this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-9-15Receiving fees, commissions, gifts, or things of value; violation Sec. 15. Except as otherwise provided, an officer, a director, an owner, a partner, an employee, or an attorney of a savings bank who stipulates for, receives, or agrees to receive, a fee, commission, gift, or thing of value, from any person, for the purpose of procuring or attempting to procure for a person a loan from or the purchase or discount of a paper, note, draft, check, or bill of exchange by the savings bank commits a Class A misdemeanor.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10Chapter 10. Savings Banks Dealing in Investment Securities

28-6.1-10-1Application of limitations 28-6.1-10-2Total equity capital 28-6.1-10-3Dealing requirements 28-6.1-10-4Dealings for bank's own account 28-6.1-10-5Underwriting or guaranteeing issues of securities 28-6.1-10-6Purchase and sale of investment securities for bank's own account under department rules; limitation on investment securities 28-6.1-10-7Purchase and sale of government chartered small business investment company stock 28-6.1-10-8Purchase and sale of collateralized mortgage obligations 28-6.1-10-8.5Purchase of speculative securities or securities not rated by a generally recognized security rating service 28-6.1-10-9Purchase and sale of nonsubsidiary corporation stock 28-6.1-10-10Purchase and holding of banker's bank stock 28-6.1-10-11Investments in casualty insurance companies 28-6.1-10-12Establishment and acquisition of subsidiaries 28-6.1-10-13Establishment of trading accounts 28-6.1-10-14Definition of investment securities 28-6.1-10-15Purchase records

IC 28-6.1-10-1Application of limitations Sec. 1. The limitations imposed by this chapter do not apply to the following:

(1) Direct or indirect obligations of the United States.

(2) Direct obligations of a United States territory or insular possession.

(3) Direct obligations of the state or a municipal corporation or taxing district in Indiana.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-2Total equity capital Sec. 2. As used in this section, "total equity capital" means unimpaired capital stock, unimpaired surplus, unimpaired retained earnings, subordinated debt that has been approved by state or federal regulatory agencies, and one hundred percent (100%) of loan reserves.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-3Dealing requirements Sec. 3. Except as otherwise provided in this article, a savings bank may deal in investment securities only by purchasing and selling securities without recourse, solely upon the order and for the account of customers.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-4Dealings for bank's own account Sec. 4. Except as otherwise provided in this article, a savings bank may not deal in investment securities for its own account.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-5Underwriting or guaranteeing issues of securities Sec. 5. A savings bank may not underwrite or guarantee all or a part of an issue of securities other than obligations issued or guaranteed by or on behalf of the state, a political subdivision of the state, or an agency or instrumentality of the state or of a political subdivision.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-6Purchase and sale of investment securities for bank's own account under department rules; limitation on investment securities Sec. 6. (a) Subject to subsection (b), a savings bank may purchase for its own account and sell investment securities under limitations and restrictions the department prescribes by regulation, rule, policy, or guidance.

(b) The total amount of the investment securities of any one (1) obligor or maker, purchased or held by any savings bank for its own account may not at any time exceed ten percent (10%) of the amount of the total equity capital of the savings bank.

As added by P.L.42-1993, SEC.72. Amended by P.L.27-2012, SEC.88.

IC 28-6.1-10-7Purchase and sale of government chartered small business investment company stock Sec. 7. A savings bank may purchase for its own account and sell shares of stock in federal or state chartered small business investment companies that have received a permit or license to operate under the federal Small Business Investment Act, subject to the limitations and restrictions the department prescribes by rule.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-8Purchase and sale of collateralized mortgage obligations Sec. 8. (a) Subject to subsection (b), a savings bank may purchase for its own account and sell obligations, commonly known as collateralized mortgage obligations, that are eligible for purchase and sale by national banking associations.

(b) A savings bank may purchase for its own account and sell the obligations only to the extent that a national banking association can purchase and sell those obligations.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-8.5Purchase of speculative securities or securities not rated by a generally recognized security rating service Sec. 8.5. (a) A savings bank may not purchase for its own account any bond, note, or other evidence of indebtedness that is commonly designated as a security that is speculative in character or that has speculative characteristics. For the purposes of this subsection, a security is speculative or has speculative characteristics if at the time of purchase the security:

(1) is rated below the first four (4) rating classes by a generally recognized security rating service;

(2) is in default; or

(3) is otherwise considered speculative by the director.

(b) A savings bank may purchase for its own account a security that is not rated by a generally recognized security rating service if:

(1) the savings bank at the time of purchase obtains financial information that is adequate to document the investment quality of the security; and

(2) the security is not otherwise considered speculative by the director.

As added by P.L.176-1996, SEC.20. Amended by P.L.89-2011, SEC.46.

IC 28-6.1-10-9Purchase and sale of nonsubsidiary corporation stock Sec. 9. (a) Except as otherwise provided by law, a savings bank may not purchase shares of stock of a corporation that is not a subsidiary of that savings bank unless the purchase is considered expedient to prevent loss from a debt previously contracted in good faith.

(b) A savings bank shall sell shares of stock:

(1) acquired under subsection (a); and

(2) that the savings bank would not otherwise have been permitted to buy;

not more than six (6) months after the date of acquisition unless the director grants an extension of time for the sale.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-10Purchase and holding of banker's bank stock Sec. 10. (a) As used in this section, "bank" has the meaning set forth in IC 28-2-14-2.

(b) As used in this section, "banker's bank" means a bank that satisfies both of the following:

(1) The stock of the bank is owned exclusively by:

(A) other banks; or

(B) a bank holding company, the stock of which is owned exclusively by other banks.

(2) The bank is engaged exclusively in providing services to other banks and to their officers, directors, and employees.

(c) Notwithstanding any other provision of this article, a savings bank may purchase for its own account shares of stock of a banker's bank insured by the Federal Deposit Insurance Corporation or a holding company that owns or controls a banker's bank insured by the Federal Deposit Insurance Corporation.

(d) A savings bank's holdings of the stock of an insured banker's bank or of a holding company that owns or controls an insured banker's bank may not exceed ten percent (10%) of the capital and surplus of the savings bank.

(e) A savings bank may not purchase the stock of an insured banker's bank or of a holding company that owns or controls an insured banker's bank if, after the purchase, the savings bank would own more than five percent (5%) of any class of voting securities of the banker's bank or holding company.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-11Investments in casualty insurance companies Sec. 11. (a) Notwithstanding any other provision of this article, a savings bank may invest in a casualty insurance company organized solely for the purpose of insuring banks, trust companies, and bank holding companies and their officers and directors from and against liabilities, including those covered by bankers' blanket bonds and director and officer liability insurance and other public liability insurance.

(b) An investment under this section must take the form of:

(1) the purchase for the savings bank's own account of shares of stock of the casualty insurance company or shares of stock of an association of banks organized for the purpose of funding the casualty insurance company; or

(2) loans to such an association of banks.

(c) The total investment of a savings bank under this subsection may not exceed five percent (5%) of the capital and surplus of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-12Establishment and acquisition of subsidiaries Sec. 12. A savings bank may establish or acquire a subsidiary that engages in either of the following:

(1) The sale, distribution, or underwriting of securities issued by investment companies (as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. 80a-3)).

(2) The underwriting or distribution of securities backed by or representing an interest in mortgages.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-13Establishment of trading accounts Sec. 13. A savings bank may establish a trading account for the purchase and resale of securities that are otherwise eligible for purchase or resale by the savings bank. The trading account must comply with the requirements established by policy or rule of the department.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-14Definition of investment securities Sec. 14. The department may define an investment security by department policy or by rule.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-10-15Purchase records Sec. 15. A savings bank that purchases a security for its own account shall maintain sufficient records of the security to allow the security to be properly identified by the department for examination purposes.

As added by P.L.176-1996, SEC.21.

IC 28-6.1-11Chapter 11. Real Property Holdings by Savings Banks

28-6.1-11-1Application of chapter 28-6.1-11-2Purchase, holding, and conveyance of real property 28-6.1-11-3Limitation on investments; investments in holding corporations

IC 28-6.1-11-1Application of chapter Sec. 1. A savings bank may purchase and sell real property only as provided in this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-11-2Purchase, holding, and conveyance of real property Sec. 2. (a) A savings bank may purchase, hold, and convey real property as follows:

(1) As necessary for the convenient transaction of the savings bank's business as provided in IC 28-6.1-7-12.

(2) Real property mortgaged to the savings bank in good faith for money loaned, or upon which the savings bank purchased a mortgage.

(3) Real property purchased:

(A) at sales upon judgments, decrees, or mortgages obtained upon claims in favor of the savings bank; or

(B) to prevent loss upon claims held by the savings bank.

(4) Real property conveyed to the savings bank:

(A) in satisfaction of:

(i) debts constructed in the course of the bank's dealings; or

(ii) debts, notes, or mortgages purchased by or assigned to the savings bank; or

(B) in exchange for real property conveyed to the savings bank.

(b) Real property described in subsection (a)(2) and (a)(3) of this chapter shall be sold not more than ten (10) years after the real property has become vested in the savings bank if the sale will bring the amount due on account of the real property. If the real property cannot be sold for a sufficient sum for that purpose, the department may give further time the department considers necessary to sell the real property.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-11-3Limitation on investments; investments in holding corporations Sec. 3. (a) Except with the approval of the department, the sum invested in real property used for the convenient transaction of business may not exceed fifty percent (50%) of the unimpaired capital stock, surplus, and retained earnings of the savings bank.

(b) The investment may be made in the stock of a corporation organized to own and hold the real property occupied and used wholly or in part by the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-12Chapter 12. Branches of Savings Banks

28-6.1-12-1Application of definitions 28-6.1-12-2Bank 28-6.1-12-3Branches de novo and branches by acquisition; approval of department required; application; approval or disapproval by department; location; savings banks organized or operating before January 1, 1993; exemption from approval requirements 28-6.1-12-4Establishment of branches by acquisition 28-6.1-12-5Automated teller machines 28-6.1-12-6Failure to comply with chapter 28-6.1-12-7Actions against savings banks 28-6.1-12-8Rules

IC 28-6.1-12-1Application of definitions Sec. 1. Except as otherwise provided in this chapter, the definitions in IC 28-2-13 apply throughout this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-12-2Bank Sec. 2. (a) As used in this chapter, "bank" means a financial institution that is either of the following:

(1) A bank that:

(A) has been organized or reorganized under the laws of the United States, any state of the United States, or the District of Columbia; and

(B) is an "insured bank" (as defined in Section 3(h) of the Federal Deposit Insurance Act (12 U.S.C. 1813(h)) eligible to make application to become an insured depository institution under Section 5 of the Federal Deposit Insurance Act (12 U.S.C. 1815).

(2) Notwithstanding subsection (b), a savings bank formed as a result of conversion.

(b) The term does not include any of the following:

(1) An institution that has been or is chartered or regulated as a federal savings association or federal savings bank under Section 5 of the Home Owners Loan Act (12 U.S.C. 1464).

(2) Institutions of the "Farm Credit System" as described in 12 U.S.C. 2001 through 2260, which include the Farm Credit Banks, the Federal Land Bank Associations, the Production Credit Associations, the Banks for Cooperatives, and any other institution that may become a part of the Farm Credit System, as chartered by and subject to the supervision of the Farm Credit Administration.

(3) Another institution that has been organized or reorganized as a savings association, a credit union, or an industrial loan and investment company.

As added by P.L.42-1993, SEC.72. Amended by P.L.79-1998, SEC.73; P.L.27-2012, SEC.89.

IC 28-6.1-12-3Branches de novo and branches by acquisition; approval of department required; application; approval or disapproval by department; location; savings banks organized or operating before January 1, 1993; exemption from approval requirements Sec. 3. (a) Subject to this section, a savings bank is entitled to establish one (1) or more branches de novo and one (1) or more branches by acquisition in any location or locations within Indiana.

(b) A branch de novo may not be established under this section without the written approval of the department. A savings bank desiring to establish one (1) or more branches de novo under this section must file a written application to do so in the form, and containing the information, required by the director.

(c) The department may approve or disapprove the application. Before the department approves the application, the department shall determine to its satisfaction that the applicant savings bank will have adequate capital, sound management, and adequate future earnings prospects after the establishment of the branch. The investigation of the department relative to any application as required by this section shall be conducted without a public hearing.

(d) The location of a branch established under this section may be changed at any time to a location within Indiana when the change of location is authorized by the board of the savings bank and approved by the department.

(e) Except as provided in IC 28-6.1-6-23, a savings bank organized, reorganized, or operating under IC 28-6 (before its repeal) before January 1, 1993, may not establish a branch by acquisition.

(f) A savings bank created as a result of a conversion under IC 28-1-30 may retain all branches in existence on the date of conversion.

(g) The department may establish criteria to exempt a savings bank from the approval requirements described in this section.

As added by P.L.42-1993, SEC.72. Amended by P.L.122-1994, SEC.98; P.L.192-1997, SEC.14; P.L.62-1999, SEC.4; P.L.69-2018, SEC.52.

IC 28-6.1-12-4Establishment of branches by acquisition Sec. 4. A branch by acquisition under this chapter involving one (1) or more savings banks formed after December 31, 1992, may be established under section 3 of this chapter by complying with IC 28-1-7 or IC 28-1-8 as if the savings bank (were a bank as defined in IC 28-1-1-3).

As added by P.L.42-1993, SEC.72.

IC 28-6.1-12-5Automated teller machines Sec. 5. (a) A savings bank is entitled to open or establish an automated teller machine in any location within Indiana or as permitted by the laws of the state in which the automated teller machine is to be located.

(b) An automated teller machine may be owned or operated individually by a savings bank or jointly on a cost sharing or fee basis.

As added by P.L.42-1993, SEC.72. Amended by P.L.192-1997, SEC.15.

IC 28-6.1-12-6Failure to comply with chapter Sec. 6. A person who fails to comply with this chapter commits a Class A infraction.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-12-7Actions against savings banks Sec. 7. (a) A person, company, bank, or bank holding company that may be or has been injured by reason of any conduct that constitutes or will constitute a violation of this chapter by a savings bank may sue the savings bank to enjoin the conduct or for damages, together with the costs of suit, including reasonable attorney's fees.

(b) The department may sue to enjoin any conduct that constitutes or will constitute a violation of this chapter, or to require divestiture of any bank acquired or branch established in violation of this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-12-8Rules Sec. 8. The department may adopt rules under IC 4-22-2 to implement this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-13Chapter 13. Statement of Condition

28-6.1-13-1Number of statements required 28-6.1-13-2Designation of forms, notice, and dates 28-6.1-13-3Contents of statements 28-6.1-13-4Publication of statements 28-6.1-13-5Provision of examination copies and information to federal entities 28-6.1-13-6Civil penalties

IC 28-6.1-13-1Number of statements required Sec. 1. The department may require every savings bank to prepare and submit to the department as many statements of condition as necessary in any year. The department may not require a savings bank to publish more than two (2) statements of condition under this chapter in any year.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-13-2Designation of forms, notice, and dates Sec. 2. The statements of condition shall be verified and shall be prepared and submitted according to the forms and under the notice and on the dates as the department designates.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-13-3Contents of statements Sec. 3. (a) The following items shall be shown in the statement of condition in detail and under appropriate headings, as of a day specified by the department in the department's notice:

(1) The resources and liabilities of the savings bank, and except as provided in subdivision (2), excluding from the resources and liabilities all property held in trust.

(2) The uninvested funds held in any fiduciary capacity. These uninvested funds shall be called "first lien trust funds".

(3) Other information required by rules of the department.

(b) The items enumerated in subsection (a)(2) shall be segregated from the statement of resources and liabilities of the savings bank under an appropriate title that will clearly designate the character and amount of the items.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-13-4Publication of statements Sec. 4. (a) A savings bank shall, when required by the department, publish the savings bank's statement of condition in the form in which the statement of condition is required by the department as prescribed in this chapter.

(b) The statement of condition shall be published in a newspaper printed and published in the city or town in which the savings bank has its principal office, if a newspaper is printed in that city or town. If a newspaper is not printed in that city or town, the savings bank shall publish the statement of condition in a newspaper printed and published in the city or town nearest to the city or town of the savings bank's principal office.

(c) A statement of condition shall be published at the expense of the savings bank making the statement, and proof of publication shall be furnished the department in the form the department requires.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-13-5Provision of examination copies and information to federal entities Sec. 5. (a) This section applies only to a statement of condition of a savings bank that is or may become a member of the federal reserve bank system, or whose deposits are or may become insured by the Federal Deposit Insurance Corporation.

(b) The department may provide copies of an examination of a savings bank to any of the following:

(1) The federal reserve board.

(2) The federal reserve bank of which the savings bank is or may become a member.

(3) The Federal Deposit Insurance Corporation.

(4) An agency of the federal government similar to those described in subdivisions (1) through (3).

(5) Duly appointed examiners of an entity described in subdivisions (1) through (4).

(c) The department may disclose to examiners of an entity described in subsection (b)(1) through (b)(4) any information in reference to the condition of the affairs of a savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-13-6Civil penalties Sec. 6. (a) A savings bank that does any of the following is subject to a civil penalty of one hundred dollars ($100) for each day that elapses after the date fixed by the department for compliance with the terms of the department's notice concerning statements of condition:

(1) Fails to prepare and submit a statement of condition required by the department.

(2) Violates an order of the department with respect to a statement of condition.

(b) The penalty prescribed by this section may be recovered under IC 28-11-4.

(c) A penalty recovered under this section shall be paid into the state general fund.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-14Chapter 14. Conversion of a Stock Savings Bank to a State Bank or to a Savings and Loan Association

28-6.1-14-1Application of chapter 28-6.1-14-2Conversion; approval of department 28-6.1-14-3Conversion procedure 28-6.1-14-4Articles of conversion 28-6.1-14-5Rights and obligations upon conversion

IC 28-6.1-14-1Application of chapter Sec. 1. This chapter applies only to a stock savings bank formed as the result of a conversion under IC 28-1-21.8 or IC 28-1-21.9.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-14-2Conversion; approval of department Sec. 2. A stock savings bank may convert into a state bank or a savings association with the approval of the department.

As added by P.L.42-1993, SEC.72. Amended by P.L.79-1998, SEC.74.

IC 28-6.1-14-3Conversion procedure Sec. 3. The department shall prescribe the procedure for conversion under this chapter. The procedure must include the following:

(1) The board of the savings bank must propose a resolution of conversion.

(2) The resolution of conversion must be adopted by the affirmative vote of at least a majority of the shareholders of the savings bank.

(3) The savings bank must provide all relevant information relating to the conversion requested by the department.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-14-4Articles of conversion Sec. 4. (a) To effect the conversion, the converting savings bank must file articles of conversion showing the department's approval of the conversion with the following:

(1) The secretary of state.

(2) The county recorder of the county in which the principal office of the savings bank is located.

(b) The articles of conversion:

(1) must set forth the elements required by IC 28-12-2-1; and

(2) constitute the articles of incorporation of the new state bank or savings and loan association.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-14-5Rights and obligations upon conversion Sec. 5. Upon conversion, the new state bank or new savings association:

(1) has all the rights, privileges, immunities, and powers of a bank organized under IC 28-1 or a savings association organized under IC 28-4 (before its repeal) or under IC 28-15;

(2) is subject to all the duties, restrictions, penalties, and liabilities of a bank organized under IC 28-1 or a savings association organized under IC 28-4 (before its repeal) or under IC 28-15; and

(3) is governed by IC 28-13.

As added by P.L.42-1993, SEC.72. Amended by P.L.79-1998, SEC.75.

IC 28-6.1-15Chapter 15. Conversion of a Savings Bank to a Bank or Trust

28-6.1-15-1Application of chapter 28-6.1-15-2Effective date of conversion 28-6.1-15-3Conversion permitted 28-6.1-15-4Resolutions of conversion 28-6.1-15-5Terms and conditions of conversions; rights of depositors 28-6.1-15-6Approval or disapproval of resolutions of conversion by department 28-6.1-15-7Notice to depositors; objections; judicial review 28-6.1-15-8Approval of articles of incorporation by secretary of state 28-6.1-15-9Prerequisites to doing business 28-6.1-15-10Effect of conversions 28-6.1-15-11Continued service of boards 28-6.1-15-12Conformation to limitations 28-6.1-15-13Powers and duties of department

IC 28-6.1-15-1Application of chapter Sec. 1. This chapter applies only to a savings bank organized, reorganized, or operating under IC 28-6 (before its repeal) before January 1, 1993.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-2Effective date of conversion Sec. 2. As used in this chapter, "effective date of conversion" refers to the date that the savings bank has complied with section 9 of this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-3Conversion permitted Sec. 3. A savings bank may convert into a state bank or trust company under this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-4Resolutions of conversion Sec. 4. (a) A conversion of a savings bank under this chapter must be proposed by the board of the savings bank by a resolution of conversion adopted by the affirmative vote of at least two-thirds (2/3) of the then qualified and acting trustees.

(b) The resolution of conversion must include the following information:

(1) The proposed articles of incorporation of the bank or trust company. The proposed articles of incorporation shall:

(A) insofar as applicable, conform with the provisions of IC 28-12-2; and

(B) set forth the following:

(i) The plan of conversion.

(ii) The manner in which the shares of the capital stock of the proposed bank or trust company will be subscribed for. The provisions of IC 28-12-11, IC 28-13-1, IC 28-13-2, and IC 28-13-3 are applicable with respect to the capital requirements and the par value and incidents of shares of capital stock of the proposed bank or trust company.

(2) The proposed capital stock and surplus.

(3) The proposed bylaws.

(4) Other information required by the department.

(c) The savings bank must submit to the department three (3) copies of the resolution of conversion, including the proposed articles of incorporation, certified by the president and attested by the secretary of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-5Terms and conditions of conversions; rights of depositors Sec. 5. The terms and conditions of conversion and the rights of the depositors under the conversion are as follows:

(1) A depositor may subscribe to the capital stock of the bank or trust company:

(A) in an amount equal to part or all of the depositor's pro rata interest in the surplus of the savings bank;

(B) in an additional amount equal to part or all of the depositor's savings deposits in the savings bank; and

(C) in other additional amounts desired by the depositor.

(2) If the aggregate subscriptions received from depositors under subdivision (1) exceed the proposed capital of the bank or trust company:

(A) the proposed capital may be increased to the extent required to eliminate the oversubscription by amending the resolution of conversion and the proposed articles of incorporation of the bank or trust company; or

(B) the subscriptions of the depositors may be ratably reduced to the extent required to eliminate the oversubscription.

(3) If the aggregate subscriptions do not amount to a full subscription to the capital stock of the bank or trust company, the trustees may open the subscription list to the general public in order to eliminate the undersubscription.

(4) Upon conversion, all savings deposits in the savings bank, except those allocated to subscriptions by depositors under subdivision (1)(C):

(A) become savings deposits in the bank or trust company; and

(B) are subject to the withdrawal restrictions applicable to savings deposits in banks or trust companies organized under IC 28-1.

(5) The rights of depositors with respect to their pro rata interests in the surplus of the savings bank are as follows:

(A) Upon conversion, the amount of the depositors' pro rata interests in the surplus of the savings bank that have not been allocated to subscriptions by the depositors under subdivision (1)(A) shall, at the election of those depositors, be paid to the depositors in cash or credited to their savings deposits in the bank or trust company. The pro rata interests of depositors who fail to make an election with respect to the distribution of the interests before the effective date of conversion shall be credited to the savings deposits of the depositors in the bank or trust company.

(B) The value of each depositor's pro rata interest in the surplus of the savings bank shall be computed by multiplying the amount in the surplus, as of the date of the resolution of conversion, by a percentage determined by dividing the total amount of savings deposits on the date of the resolution of conversion into the amount of each depositor's savings deposits on that date. Each interest shall be increased or decreased by applying the same percentage multiple to the amount of any increase or decrease in the surplus occurring within the period of time between the date of the resolution of conversion and the effective date of conversion. For purposes of this section, each depositor of the savings bank shall be considered a depositor as of the date of the resolution of conversion. Depositors of the savings bank who withdrew all of their deposits before the date of the resolution of conversion have no right or claim to any of the savings bank's surplus.

(C) Subscriptions, payments in cash, or savings deposit credits made under this section constitute satisfaction in full of each depositor's pro rata interest in the surplus of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-6Approval or disapproval of resolutions of conversion by department Sec. 6. (a) The department shall approve or disapprove the resolution of conversion after first making examinations or investigations the department considers necessary to determine if the proposed conversion is fair and in the best interests of the depositors of the savings bank.

(b) IC 28-1-2-23 and IC 28-11-5 do not apply to a determination under subsection (a).

(c) If the department approves the resolution of conversion, the approval shall be evidenced in the manner prescribed in IC 28-12-5. The approval shall be indicated on the resolution.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-7Notice to depositors; objections; judicial review Sec. 7. (a) After the department has given approval to the resolution of conversion and has returned the resolution of conversion to the savings bank, the savings bank shall give notice of the proposed conversion, by mail, to each depositor of record as of the date of the resolution of conversion. Notice to a depositor shall be sent to the address of the depositor as shown by the records of the savings bank. Notice shall also be given by at least ten (10) consecutive days of publication in a newspaper of general circulation published in the county in which the savings bank is located.

(b) After notice has been given under this section, a copy of the resolution of conversion shall be submitted to the circuit court, superior court, or probate court with jurisdiction in the county in which the savings bank is located.

(c) A depositor of the savings bank aggrieved by the proposed conversion may, not more than twenty (20) days after submission of the resolution of conversion with the court file in the court a verified statement of objection to the proposed conversion. The matter shall be docketed upon the books of the court, and entitled "In the Matter of the Conversion of ___________ Savings Bank to __________" (inserting the names of the savings bank and the successor bank or trust company). The nature of an objection to the conversion is limited to the unfairness of the proposed conversion relative to the rights and interests of the objecting depositor. Without filing pleadings, the savings bank shall be considered to deny the objections.

(d) After the twenty (20) day period for filing objections has expired, the court shall proceed as soon as possible to hear the evidence and determine the fairness of the proposed conversion relative to the individual rights and interests of all objecting depositors. The objecting depositors have the burden of proof.

(e) If the court finds that the proposed conversion is fair with respect to the rights and interests of the objecting depositors, the court shall enter an order:

(1) approving the conversion, subject only to the approval by the secretary of state of the articles of incorporation of the proposed bank or trust company; and

(2) assessing the costs of the proceeding against the objectors.

(f) If the court finds that the proposed conversion is not fair with respect to the rights and interests of the objecting depositors, the court shall enter an order:

(1) enjoining the conversion; and

(2) assessing the costs of the proceeding against the savings bank.

As added by P.L.42-1993, SEC.72. Amended by P.L.84-2016, SEC.126.

IC 28-6.1-15-8Approval of articles of incorporation by secretary of state Sec. 8. (a) If the conversion is approved under section 7 of this chapter and if the capital stock of the bank or trust company has been fully subscribed, the trustees of the savings bank shall submit three (3) copies of the articles of incorporation of the bank or trust company with the department's approval indicated on the articles to the secretary of state.

(b) If the secretary of state finds that the articles of incorporation conform to law, the secretary of state shall, after all fees have been paid as required by law:

(1) indicate approval on the articles;

(2) keep one (1) copy of the articles for filing; and

(3) send the trustees a certificate of incorporation and two (2) copies of the articles of incorporation bearing the indicated approval of the secretary of state.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-9Prerequisites to doing business Sec. 9. (a) Except as is incidental to its conversion or to obtaining payment for shares of its capital stock, the bank or trust company may not exercise any new power, right, or authority conferred by its conversion, transact any business, or incur any indebtedness, until both of the following occur:

(1) One (1) of the copies of the articles of incorporation with the indicated approval of the secretary of state has been filed with the county recorder of the county in which the principal office of the bank or trust company is located.

(2) The amount of the capital stock of the bank or trust company has been fully paid in.

(b) If the bank or trust company violates this section, its officers and directors are severally liable for any debts or liabilities of the bank or trust company arising from the violation.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-10Effect of conversions Sec. 10. (a) On the effective date of conversion, the existence of the savings bank ceases and the existence of the bank or trust company begins.

(b) On the effective date of conversion, the following apply:

(1) All subscriptions to shares of the capital stock of the bank or trust company previously received are considered accepted by the bank or trust company, and the subscribers for those shares, or their assigns, are considered to be shareholders of the bank or trust company.

(2) All property, all debts due on whatever account, all choses in action, and every other interest of or belonging to the converted savings bank are considered transferred to and vested in the bank or trust company without further act or deed.

(3) The bank or trust company shall be responsible and liable for the liabilities and obligations of the converted savings bank. An existing claim, an action, or a proceeding pending by or against the converted savings bank may be prosecuted to judgment as if conversion had not taken place or the bank or trust company may be substituted in the savings bank's place.

(4) The new bank or trust company has all the rights, privileges, immunities, and powers and, except as provided in this chapter, is subject to all the duties, restrictions, penalties, and liabilities of a bank or trust company organized under IC 28-1.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-11Continued service of boards Sec. 11. The board of the savings bank shall serve as the board of directors of the bank or trust company until the first annual meeting of the shareholders.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-12Conformation to limitations Sec. 12. (a) Subject to subsection (b), a bank or trust company formed under this chapter shall, within three (3) years from its date of conversion, conform to the limitations prescribed by IC 28-1-13.

(b) The department may extend the time for the new bank or trust company to conform to the limitations prescribed by IC 28-1-13 if the interest of the depositors will be protected and served by an extension.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-15-13Powers and duties of department Sec. 13. This chapter does not limit the powers or duties of the department under IC 28-1.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-16Chapter 16. Conversion of a Savings Bank to a Savings and Loan Association

28-6.1-16-1Application of chapter 28-6.1-16-2Department approval of conversion to savings association 28-6.1-16-3Conversion procedure 28-6.1-16-4Rights and obligations upon conversion

IC 28-6.1-16-1Application of chapter Sec. 1. This chapter applies only to the following:

(1) A savings bank organized, reorganized, or operating under IC 28-6 (before its repeal) before July 1, 1993.

(2) A mutual savings bank.

(3) A stock savings bank.

As added by P.L.42-1993, SEC.72. Amended by P.L.122-1994, SEC.99.

IC 28-6.1-16-2Department approval of conversion to savings association Sec. 2. (a) With the approval of the department, a savings bank may convert into a savings association.

(b) Nothing in this title prohibits a savings bank organized under the laws of Indiana from converting to a savings association or a savings bank organized or reorganized under the laws of the United States. Conversion to a savings association or a savings bank organized under the laws of the United States does not require the approval of the department.

As added by P.L.42-1993, SEC.72. Amended by P.L.122-1994, SEC.100; P.L.262-1995, SEC.68; P.L.79-1998, SEC.76.

IC 28-6.1-16-3Conversion procedure Sec. 3. The department shall prescribe the procedure for conversion under this chapter. The procedure must include the following conditions:

(1) The conversion must be proposed by the board of the savings bank in a resolution of conversion.

(2) The resolution of conversion must be adopted by an affirmative vote of at least two-thirds (2/3) of the board members.

(3) The savings bank must provide all relevant information requested by the department in connection with the conversion.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-16-4Rights and obligations upon conversion Sec. 4. Upon conversion, the new savings association has all the rights, privileges, immunities, and powers and, except as provided in this chapter, is subject to all the duties, restrictions, penalties, and liabilities of a savings association organized under IC 28-4 (before its repeal) or under IC 28-15.

As added by P.L.42-1993, SEC.72. Amended by P.L.79-1998, SEC.77.

IC 28-6.1-17Chapter 17. Department Seizure of Business and Property of a Savings Bank

28-6.1-17-1Grounds for seizure of business and property 28-6.1-17-2Law governing procedure and parties

IC 28-6.1-17-1Grounds for seizure of business and property Sec. 1. The department may take possession of the business and property of a savings bank if any of the following occur:

(1) The savings bank fails for thirty (30) days to pay any of its depositors as required by law.

(2) The department determines that the board or officers of the savings bank are mismanaging the savings bank's affairs.

(3) Any of the conditions described in IC 28-1-3.1-2 apply to the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-17-2Law governing procedure and parties Sec. 2. IC 28-1-3.1 governs the following:

(1) The authority and the procedures under which the department administers the liquidation of a savings bank under this chapter.

(2) The respective rights, powers, privileges, duties, and liabilities of the department, the savings bank, and all interested parties.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18Chapter 18. Liquidation and Dissolution of a Savings Bank Organized, Reorganized, or Operating Before January 1, 1993

28-6.1-18-1Application of chapter 28-6.1-18-2Dissolutions; determinations of boards 28-6.1-18-3Resolutions of dissolution 28-6.1-18-4Liquidation orders; employment of necessary personnel 28-6.1-18-5Civil actions; filing 28-6.1-18-6Jurisdiction of courts 28-6.1-18-7Taking charge of business and assets by department; notice of departmental actions 28-6.1-18-8Petitions opposing liquidation and dissolution 28-6.1-18-9Dismissal of liquidation and dissolution actions 28-6.1-18-10Approval of liquidation and dissolution proceedings 28-6.1-18-11Finality of judicial decisions 28-6.1-18-12Powers and restrictions of department 28-6.1-18-13Completion of liquidation 28-6.1-18-14Statements of dissolution 28-6.1-18-15Termination of savings bank's existence

IC 28-6.1-18-1Application of chapter Sec. 1. This chapter applies only to a savings bank organized, reorganized, or operating under IC 28-6 (before its repeal) before January 1, 1993.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-2Dissolutions; determinations of boards Sec. 2. A savings bank may dissolve itself under this chapter if the board of the savings bank determines it is in the best interest of the depositors and other creditors of the savings bank to dissolve the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-3Resolutions of dissolution Sec. 3. (a) To dissolve a savings bank, the board must adopt a resolution of dissolution at a regular meeting or a special meeting of the board called for that purpose.

(b) A resolution of dissolution must receive the affirmative vote of at least two-thirds (2/3) of the qualified and acting trustees. The resolution must state that the board of the savings bank considers it is in the best interests of the depositors and other creditors of the savings bank that the savings bank liquidate its affairs and dissolve.

(c) If a resolution is adopted under subsection (b), a statement shall be prepared and verified by the affidavit of the president and secretary of the savings bank setting forth the following:

(1) A copy of the following:

(A) The notice of the meeting of the board at which the resolution was adopted.

(B) The resolution.

(2) The number of the then qualified and acting trustees, including the name and address of each of the trustees.

(3) The number of trustees voting for and the number voting against the resolution.

(d) The statement must be filed with the department.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-4Liquidation orders; employment of necessary personnel Sec. 4. (a) If the department receives a statement under section 3 of this chapter, the department shall examine the business and affairs of the savings bank and may make additional investigation of the future prospects of the savings bank the department considers necessary.

(b) If the department finds from the examination that:

(1) the savings bank is solvent, or that the savings bank has sufficient assets with which to pay all of its depositors and all of its other liabilities; and

(2) it will be in the best interests of the depositors and other creditors of the savings bank that the savings bank's affairs be liquidated and that the savings bank be dissolved;

the department may enter a written order directing the liquidation and dissolution of the savings bank.

(c) As soon as practical after an order is issued under subsection (b), the department shall, by a separate order, appoint a special representative of the department to act during the course of the liquidation.

(d) During the course of the liquidation, the department may employ, fix the compensation of, remove, and discharge special representatives, assistants, accountants, agents, and attorneys as the department considers necessary.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-5Civil actions; filing Sec. 5. (a) Not later than five (5) days after entry of the order directing the liquidation of the savings bank, the department shall file a copy of the order with the circuit court clerk of the county in which the savings bank is located.

(b) Upon the filing of an order under subsection (a), the clerk shall:

(1) note the filing upon the records of the court; and

(2) enter the cause as a civil action upon the docket of the court under the name and style of "In the Matter of the Liquidation of _______________" (inserting the name of the savings bank).

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-6Jurisdiction of courts Sec. 6. After the filing of the action under section 5 of this chapter, the court has jurisdiction to hear and determine all issues and matters relating to the liquidation of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-7Taking charge of business and assets by department; notice of departmental actions Sec. 7. The department shall do the following:

(1) Immediately take charge of the business and assets of the savings bank.

(2) Give notice of:

(A) the department's orders directing the liquidation and dissolution of the savings bank; and

(B) the appointment of the department's special representative;

by posting copies of the orders in a conspicuous place in the lobby of the savings bank and by one (1) publication of the notice in a newspaper of general circulation, printed in the English language and published in the county where the savings bank is located. The department shall also file a copy of its order appointing a special representative in the court in which the order was filed under section 5 of this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-8Petitions opposing liquidation and dissolution Sec. 8. (a) A depositor or other creditor of the savings bank who is aggrieved by the proceedings to liquidate and dissolve the savings bank may oppose the liquidation and dissolution by a petition filed in the court in which the liquidation action was filed under section 5 of this chapter. The petition must state the petitioner's objections to the liquidation.

(b) A petition filed under subsection (a) must be filed within ten (10) days after the publication of the order under section 7 of this chapter.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-9Dismissal of liquidation and dissolution actions Sec. 9. (a) If after hearing the matter, the court determines that it will not be in the best interest of the depositors and other creditors of the savings bank that the savings bank liquidate its affairs and dissolve, the court shall enter an order:

(1) directing the department to return the business and property of the savings bank to the board; and

(2) dismissing the action.

(b) If an order is issued under subsection (a):

(1) the savings bank shall continue to operate as though the proceedings had never begun; and

(2) all costs of the proceedings to the date of the entry of the order shall be paid by the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-10Approval of liquidation and dissolution proceedings Sec. 10. If after hearing the matter, the court determines that it will be in the best interests of the depositors and other creditors of the savings bank to liquidate its affairs and dissolve, the liquidation may proceed.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-11Finality of judicial decisions Sec. 11. The decision of the court under section 9 or 10 of this chapter is final.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-12Powers and restrictions of department Sec. 12. (a) During the ten (10) day period after the publication required by section 7 of this chapter, the department may make orders regarding the deposits of the savings bank that the department considers in the best interests of all the depositors and creditors of the savings bank.

(b) Except as provided in this chapter, the department, insofar as is applicable and practical, has the same powers and is subject to the same restrictions as if the savings bank were insolvent.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-13Completion of liquidation Sec. 13. (a) When the costs and expenses of the liquidation have been fully paid and all the remaining debts and liabilities of the savings bank, including deposits and accrued interest or dividends, if any, have been paid in full, the remaining assets, if any, shall be paid to or distributed among the persons the court finds to be the owners of the assets.

(b) After the events described in subsection (a) have occurred, the liquidation is considered completed.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-14Statements of dissolution Sec. 14. (a) Upon completion of the liquidation, the department shall prepare and file a statement of dissolution in the office of the recorder of the county in which the savings bank was located.

(b) The statement of dissolution shall contain the following:

(1) The name of the savings bank.

(2) The location of the savings bank.

(3) The date of the meeting of the board adopting the resolution of dissolution.

(4) A copy of the notice of the meeting of the board.

(5) A copy of the minutes of the meeting of the board containing the full text of the resolution of dissolution.

(6) The manner of the adoption of the resolution of dissolution and the vote by which the resolution was adopted.

(7) A copy of the notices published under this chapter.

(8) The names and addresses of the trustees and officers of the savings bank at the time of the adoption of the resolution.

(9) A copy of the order of the department directing the liquidation and dissolution of the savings bank.

(10) A brief summary setting forth, as of the date of the taking possession of the savings bank by the department of the following:

(A) The aggregate amount of general claims finally allowed against the savings bank.

(B) The aggregate amount of claims allowed as preferred, and the aggregate amount of all other claims against the savings bank.

(C) A statement of the aggregate payments made on each of the groups of claims and a reference to the following:

(i) The court records where the orders authorizing the payments are recorded.

(ii) The current reports where a report of the payments ordered is made.

(11) A brief summary setting forth the following:

(A) The disposition of the surplus assets (if any) remaining after payment of all costs and expenses of administration and liquidation.

(B) The payment of all liabilities, including deposits and accrued dividends or interest (if any).

(12) A copy of the final order of the court in the matter of the liquidation of the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-18-15Termination of savings bank's existence Sec. 15. When the statement required by section 14 of this chapter is recorded, the savings bank ceases to exist.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19Chapter 19. Disposition of Substantially All the Assets of a Savings Bank Organized Before July 1, 1993

28-6.1-19-1Application of chapter 28-6.1-19-2Disposition 28-6.1-19-3Disposition of property and assets 28-6.1-19-4Resolutions of disposition 28-6.1-19-5Departmental approval 28-6.1-19-6Judicial approval 28-6.1-19-7Copies of dissolution resolutions 28-6.1-19-8Court approval prerequisite to dissolution 28-6.1-19-9Notice of dispositions 28-6.1-19-10Statements of objections 28-6.1-19-11Hearings on objections 28-6.1-19-12Orders directing dispositions 28-6.1-19-13Orders enjoining dispositions 28-6.1-19-14Finality of judicial decisions

IC 28-6.1-19-1Application of chapter Sec. 1. This chapter applies only to a savings bank organized, reorganized, or operating under IC 28-6 (before its repeal) before July 1, 1993.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-2Disposition Sec. 2. As used in this chapter, "disposition" includes a sale, a lease, an exchange, or other disposition.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-3Disposition of property and assets Sec. 3. A savings bank may, at any time if otherwise lawful, dispose of all or substantially all of its property and assets, including good will, upon terms and conditions and for consideration the savings bank considers beneficial.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-4Resolutions of disposition Sec. 4. (a) A disposition under this chapter must be approved by the board of the savings bank by the adoption of a resolution by the affirmative vote of at least two-thirds (2/3) of the then qualified and acting trustees.

(b) The resolution may be adopted at a regular meeting or a special meeting of the board called for that purpose.

(c) The resolution must contain the following:

(1) A description of the property to be disposed of.

(2) The terms and conditions of and the consideration for the proposed disposition.

(3) A statement to the effect that in the opinion of the board, the disposition will be in the best interests of the depositors and other creditors of the savings bank.

(d) Three (3) copies of the resolution, certified by the president and the secretary of the savings bank, must be filed with the department.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-5Departmental approval Sec. 5. (a) Upon receiving a notice under section 4 of this chapter, the department shall conduct investigations it considers necessary.

(b) If the department is satisfied that the proposed disposition is fair and will be in the best interests of the depositors and other creditors of the savings bank, the department shall:

(1) indicate its approval on all copies of the resolution; and

(2) return two (2) of the copies to the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-6Judicial approval Sec. 6. (a) If the department approves the disposition under section 5 of this chapter, the two (2) copies of the resolution returned to the savings bank shall be submitted to the circuit court with jurisdiction in the county in which the savings bank is located.

(b) If, upon good cause shown by affidavit, the court is satisfied that the terms of the disposition are fair and in the best interests of the depositors and other creditors of the savings bank, the court shall:

(1) approve the disposition upon the terms and conditions set forth in the resolution; and

(2) indicate the approval on both copies of the resolution submitted to the court.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-7Copies of dissolution resolutions Sec. 7. If the court approves the disposition under section 6 of this chapter, one (1) copy of the resolution shall be filed in the office of the circuit court clerk and the other copy shall be retained by the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-8Court approval prerequisite to dissolution Sec. 8. The disposition may not take place until the court approves it.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-9Notice of dispositions Sec. 9. If the court approves the disposition, the savings bank shall give notice of the disposition not more than five (5) days after the approval as follows:

(1) By publishing notice of the disposition one (1) time in a newspaper of general circulation printed in the English language and published in the county in which the savings bank is located.

(2) By posting copies of the notice in three (3) separate public places in the county.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-10Statements of objections Sec. 10. (a) A person interested in the disposition (including a depositor or a creditor of the savings bank) aggrieved by the proposed disposition may file in the court a verified statement of objections to the proposed disposition.

(b) The statement must be filed not more than fifteen (15) days after the approval of the resolution by the court.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-11Hearings on objections Sec. 11. (a) If a statement is filed under section 10 of this chapter, the matter shall be docketed upon the books of the court, entitled "In the Matter of the Proposed Sale of Assets of _____________" (inserting the name of the savings bank).

(b) The savings bank is considered to have denied all the allegations in the statement without filing any pleadings.

(c) After notice of the objections to the savings bank as required by the court, the court shall hear the evidence and determine the matter as soon as possible.

(d) The burden of proof is on the objector.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-12Orders directing dispositions Sec. 12. If the court finds that the disposition, as proposed in the resolution, is fair and will be in the best interests of the depositors and other creditors of the savings bank, the court shall enter an order directing the disposition, as set forth in the resolution, be carried out and assessing the costs of the proceeding against the objector.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-13Orders enjoining dispositions Sec. 13. If the court finds that the disposition proposed by the resolution is not fair or will not be in the best interests of the depositors or other creditors of the savings bank, the court shall enter an order enjoining the proposed disposition and assessing the costs of the proceeding against the savings bank.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-19-14Finality of judicial decisions Sec. 14. A decision of the court under section 12 or 13 of this chapter is final.

As added by P.L.42-1993, SEC.72.

IC 28-6.1-20Chapter 20. Applicability of the Federal Reserve Act

28-6.1-20-1Applicability 28-6.1-20-2Violations

IC 28-6.1-20-1Applicability Sec. 1. For purposes of this article, a savings bank that is not a member of the Federal Reserve System is subject to Sections 23A and 23B of the Federal Reserve Act (12 U.S.C. 371c or 371c-1) to the same extent and in the same manner as if the savings bank were a member of the Federal Reserve System.

As added by P.L.258-2003, SEC.9.

IC 28-6.1-20-2Violations Sec. 2. A violation of Section 23A or 23B of the Federal Reserve Act (12 U.S.C. 371c or 371c-1) by a savings bank or a subsidiary constitutes a violation of this chapter.

As added by P.L.258-2003, SEC.9.

IC 28-6.2ARTICLE 6.2. MUTUAL SAVINGS BANK HOLDING COMPANIES

Ch. 1.Definitions Ch. 2.Reorganizing as a Mutual Savings Bank Holding Company Ch. 3.Issuance of Stock Ch. 4.Articles of Reorganization Ch. 5.Powers of a Mutual Holding Company Ch. 6.Reporting and Regulation of Mutual Holding Companies Ch. 7.Mutual Holding Company Conversion and Liquidation

IC 28-6.2-1Chapter 1. Definitions

28-6.2-1-1Application of chapter 28-6.2-1-2"Acquiree savings bank" defined 28-6.2-1-3"Acting in concert" defined 28-6.2-1-4"Affiliate" defined 28-6.2-1-5"Associate" defined 28-6.2-1-6"Company" defined 28-6.2-1-7"Control" defined 28-6.2-1-8"Default" defined 28-6.2-1-9"Director" defined 28-6.2-1-10"FDIC" defined 28-6.2-1-10.1"Federal mutual holding company" defined 28-6.2-1-11"Member" defined 28-6.2-1-12"Mutual holding company" 28-6.2-1-13"Mutual savings bank" defined 28-6.2-1-14"Parent" defined 28-6.2-1-15"Person" defined 28-6.2-1-16"Reorganization plan" defined 28-6.2-1-17"Reorganizing savings bank" defined 28-6.2-1-18"Resulting savings bank" defined 28-6.2-1-19"Savings association" defined 28-6.2-1-20"Stock" defined 28-6.2-1-21"Stock benefit plan" defined 28-6.2-1-22"Stock issuance plan" defined 28-6.2-1-23"Stock savings bank" defined 28-6.2-1-24"Subsidiary" defined 28-6.2-1-25"Voting parties" defined

IC 28-6.2-1-1Application of chapter Sec. 1. The definitions set forth in this chapter apply throughout this article.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-2"Acquiree savings bank" defined Sec. 2. "Acquiree savings bank" means any savings bank other than a resulting savings bank that:

(1) is acquired by a mutual holding company as part of, and concurrently with, a mutual holding company reorganization; and

(2) is in the mutual form immediately before the acquisition.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-3"Acting in concert" defined Sec. 3. (a) "Acting in concert" means:

(1) knowing participation in a joint activity or interdependent conscious parallel action towards a common goal, whether or not under an express agreement; or

(2) a combination of pooling of voting or other interests in the securities of an issuer for a common purpose pursuant to any contract, understanding, relationship, agreement, or other arrangement, whether written or otherwise.

(b) A person or company that acts in concert with another person or company is acting in concert with any person or company who is also acting in concert with that other party, except that:

(1) an employee stock benefit plan is not acting in concert with its trustee or a person who serves in a similar capacity solely for the purpose of determining whether stock held by the trustee and stock held by the plan will be aggregated; and

(2) no officer or director of a savings bank or savings bank affiliate is acting in concert with any other officer or director of the savings bank or affiliate by reason of the service of the officer or director in those capacities.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-4"Affiliate" defined Sec. 4. "Affiliate" means a person that, directly or indirectly, through one (1) or more intermediaries:

(1) controls;

(2) is controlled by; or

(3) is under common control with;

another person.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-5"Associate" defined Sec. 5. "Associate", when indicating a relationship between persons, means:

(1) any corporation or organization, other than the applicant or a majority-owned subsidiary of the applicant, of which the person:

(A) is an officer or a partner; or

(B) is directly or indirectly the beneficial owner of ten percent (10%) or more of any class of equity securities;

(2) any trust or other estate:

(A) in which the person has a substantial beneficial interest; or

(B) for which the person serves as trustee or in a similar fiduciary capacity;

however, the term does not apply to any employee stock benefit plan in which the person has a substantial beneficial interest or serves as a trustee or in a similar fiduciary capacity; and

(3) any relative or spouse of the natural person, or any relative of the spouse, who:

(A) has the same home as the person; or

(B) is a director or an officer of the applicant or of any of the applicant's parent organizations or subsidiaries.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-6"Company" defined Sec. 6. (a) "Company" means:

(1) any corporation, partnership, business trust, joint venture, association, or similar organization; or

(2) any other trust, unless by its terms it must terminate:

(A) within twenty-five (25) years; or

(B) not later than twenty-one (21) years and ten (10) months after the death of any individual living on the effective date of the trust.

(b) As used in subsection (a)(1), "similar organization" means a combination of parties with the potential for or practical likelihood of a continuing rather than temporary existence, in which the parties have knowingly and voluntarily associated for a common purpose in identifiable and binding relationships that govern the parties with respect to either:

(1) the transferability and voting rights concerning any stock or other indicia of participation in another entity; or

(2) the achievement of a common or shared objective, such as to collectively manage or control another entity.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-7"Control" defined Sec. 7. (a) "Control" of a savings bank means:

(1) controlling, owning, or having the power to vote, directly or indirectly, or acting through one (1) or more persons, twenty-five percent (25%) or more of any class of voting securities of the savings bank; or

(2) in any manner controlling the election of a majority of the directors of the savings bank.

(b) "Control" of a savings bank also exists if the department determines, after notice and opportunity for hearing, that a person directly or indirectly exercises a controlling influence over the management or policies of the savings bank.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-8"Default" defined Sec. 8. As used in this chapter, "default" means any adjudication or other official determination of a court or other public authority under which a conservator, receiver, or other legal custodian is appointed for a mutual holding company or savings bank subsidiary of a mutual holding company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-9"Director" defined Sec. 9. As used in this chapter, "director" refers to the director of the department of financial institutions.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-10"FDIC" defined Sec. 10. As used in this chapter, "FDIC" refers to the federal deposit insurance corporation.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-10.1"Federal mutual holding company" defined Sec. 10.1. "Federal mutual holding company" means a mutual savings bank holding company that:

(1) is organized or reorganized under the laws of the United States;

(2) is regulated by the Office of Thrift Supervision or its successor; and

(3) has control over a savings bank.

As added by P.L.90-2008, SEC.38.

IC 28-6.2-1-11"Member" defined Sec. 11. As used in this chapter, "member" means any depositor or borrower of a savings bank subsidiary of a mutual holding company that is entitled, under a statute or the articles of incorporation or bylaws of the mutual holding company, to vote on matters affecting the mutual holding company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-12"Mutual holding company" Sec. 12. As used in this chapter, "mutual holding company" means a mutual savings bank holding company that:

(1) is:

(A) organized under IC 28-6.2-2 or converted under IC 28-6.2-7-6; or

(B) organized under the laws of any other state or the United States; and

(2) has control over:

(A) any savings bank; or

(B) any company that is or becomes a mutual holding company under this article.

As added by P.L.122-1994, SEC.101. Amended by P.L.27-2012, SEC.90.

IC 28-6.2-1-13"Mutual savings bank" defined Sec. 13. "Mutual savings bank" means a financial institution:

(1) defined in IC 28-6.1-2-5; or

(2) organized, reorganized, or operating before January 1, 1993, under IC 28-6 (before its repeal).

As added by P.L.122-1994, SEC.101. Amended by P.L.11-1998, SEC.12.

IC 28-6.2-1-14"Parent" defined Sec. 14. "Parent", when describing the relationship between two (2) companies, means the company that controls the other company, either directly or indirectly, through one (1) or more subsidiaries.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-15"Person" defined Sec. 15. "Person" means an individual or company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-16"Reorganization plan" defined Sec. 16. "Reorganization plan" means a plan to reorganize into the mutual holding company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-17"Reorganizing savings bank" defined Sec. 17. "Reorganizing savings bank" means a mutual savings bank that proposes to reorganize into a mutual holding company under this chapter.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-18"Resulting savings bank" defined Sec. 18. "Resulting savings bank" means a stock savings bank that is organized as a subsidiary of a reorganizing savings bank to receive a substantial part of the assets and liabilities, including all deposit accounts, of the reorganizing savings bank upon consummation of the reorganization.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-19"Savings association" defined Sec. 19. (a) As used in this chapter, "savings association" means a savings association (as defined in 12 U.S.C. 1813(3)(b)(1)) the deposits of which are insured by the FDIC.

(b) The term includes:

(1) a federal savings association;

(2) a federal savings bank; and

(3) a savings association organized and operating under the laws of the state in which it is organized.

As added by P.L.122-1994, SEC.101. Amended by P.L.79-1998, SEC.78.

IC 28-6.2-1-20"Stock" defined Sec. 20. (a) "Stock" means the units into which the proprietary interests of a savings bank are divided.

(b) The term includes:

(1) common or preferred stock;

(2) any other type of equity security;

(3) warrants or options to acquire common or preferred stock; and

(4) other securities that are convertible into common or preferred stock.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-21"Stock benefit plan" defined Sec. 21. "Stock benefit plan" means any defined benefit plan or defined contribution plan. The term includes:

(1) an employee stock ownership plan;

(2) a stock bonus plan;

(3) a profit-sharing plan; or

(4) any other plan of a mutual holding company or any of its subsidiaries or affiliates;

whether or not the plan, with its related trust, meets the qualifying requirements under section 401 of the Internal Revenue Code.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-22"Stock issuance plan" defined Sec. 22. "Stock issuance plan" means a plan submitted under IC 28-6.2-3 providing for the issuance of stock by a savings bank subsidiary of a mutual holding company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-23"Stock savings bank" defined Sec. 23. "Stock savings bank" has the meaning set forth in IC 28-6.1-2-7.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-24"Subsidiary" defined Sec. 24. "Subsidiary" means a company controlled either directly or indirectly by another company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-1-25"Voting parties" defined Sec. 25. As used in this chapter, "voting parties" means the:

(1) depositors; and

(2) borrowers;

of a mutual savings bank.

As added by P.L.11-1998, SEC.13.

IC 28-6.2-2Chapter 2. Reorganizing as a Mutual Savings Bank Holding Company

28-6.2-2-1Procedures for reorganization 28-6.2-2-1.5Reorganization as federal mutual holding company; approval of department and primary federal regulator; required transactions 28-6.2-2-2Prerequisites to reorganization 28-6.2-2-2.5Voting rights of voting parties 28-6.2-2-3Approval or disapproval of reorganization plan; conditional approval 28-6.2-2-4Grounds for disapproving reorganization plan application 28-6.2-2-5Requirements for approval of reorganization plan application 28-6.2-2-6Articles of reorganization; filing 28-6.2-2-7Membership rights 28-6.2-2-8Reorganization plan requirements 28-6.2-2-9Transfer of assets, rights, obligations, and liabilities 28-6.2-2-10Identical deposit accounts 28-6.2-2-11Amendment or termination of reorganization plan

IC 28-6.2-2-1Procedures for reorganization Sec. 1. A mutual savings bank may, upon application to and approval by the department, reorganize as a mutual holding company by:

(1) organizing one (1) or more subsidiary stock savings banks, the ownership of which shall be evidenced by shares of stock to be owned by the reorganizing parent savings bank and transferring a substantial portion of its assets and all of the insured deposits and part or all of its other liabilities to one (1) or more subsidiary savings banks; or

(2) organizing a first tier subsidiary stock savings bank and causing that subsidiary to organize a second tier subsidiary stock savings bank and transferring, by merger of the reorganizing savings bank with the second tier subsidiary, a substantial portion of its assets, all of its insured deposits and part or all of its other liabilities to the resulting savings bank at which time the first tier subsidiary stock savings bank becomes a mutual holding company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-1.5Reorganization as federal mutual holding company; approval of department and primary federal regulator; required transactions Sec. 1.5. (a) As used in this section, "primary federal regulator" means the federal agency primarily responsible for the regulation of mutual holding companies (as defined in IC 28-6.2-1-12).

(b) A mutual savings bank may, upon application to and with the approval by the department and the primary federal regulator, reorganize as a federal mutual holding company by undertaking a transaction or series of transactions substantially similar to those set forth in section 1 of this chapter.

As added by P.L.90-2008, SEC.39. Amended by P.L.27-2012, SEC.91.

IC 28-6.2-2-2Prerequisites to reorganization Sec. 2. Before reorganizing into a mutual holding company, a reorganizing savings bank shall do the following:

(1) Obtain approval of a reorganization plan by a majority of the board of directors of the reorganizing savings bank.

(2) File the reorganization plan with the department.

(3) Obtain approval of a reorganization plan by an affirmative vote of a majority of the voting members of the reorganizing savings bank and any acquiree savings bank, at a regular or special meeting of the members.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-2.5Voting rights of voting parties Sec. 2.5. The voting parties of a reorganizing mutual savings bank have the voting rights set forth in IC 28-13-6-2 with respect to a reorganization of a mutual savings bank under this chapter.

As added by P.L.11-1998, SEC.14.

IC 28-6.2-2-3Approval or disapproval of reorganization plan; conditional approval Sec. 3. (a) Upon receipt of an application for a mutual holding company reorganization under this article, the department may:

(1) accept the application for processing;

(2) request additional information to complete the application; or

(3) return the application if it is substantially incomplete.

(b) A proposed reorganization plan must be approved or disapproved by the department within ninety (90) days of its acceptance by the department and, if approved, may be subject to any conditions the department determines necessary.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-4Grounds for disapproving reorganization plan application Sec. 4. The department may disapprove an application for a mutual holding company reorganization plan if any of the following applies:

(1) The reorganization would result in unsafe or unsound practices, or an unsafe or unsound financial institution.

(2) The applicant has not demonstrated that the reorganization plan is fair to the members of the reorganizing savings bank.

(3) The reorganization plan does not protect the interests of the deposit account holders of the reorganizing savings bank.

(4) The financial or managerial resources of the reorganizing savings bank or any acquiree savings bank warrant disapproval.

(5) The mutual holding company or any savings bank subsidiary would have inadequate capital.

(6) A stock issuance proposed in connection with the mutual holding company reorganization plan fails to meet the standards established by the department.

(7) The reorganizing savings bank or any acquiree savings bank fails to furnish:

(A) information required in the reorganization plan; or

(B) any other information requested by the director regarding the proposed reorganization plan.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-5Requirements for approval of reorganization plan application Sec. 5. (a) The department may not approve an application for a mutual holding company reorganization unless the department finds, after an appropriate investigation or examination, that the following requirements have been satisfied:

(1) That the reorganizing savings bank and any acquiree savings bank will operate in a safe, sound, and prudent manner.

(2) That the proposed reorganization will not result in a reorganizing savings bank or any acquiree savings bank that has inadequate capital, unsatisfactory management, or poor earnings prospects.

(3) That the management or other principals of the mutual holding company are qualified by character and financial responsibility to control and operate in a legal and proper manner the mutual holding company that would result from the execution of the reorganization plan.

(4) That the interests of the depositors and creditors and of the public in general will not be jeopardized by the proposed reorganization of the savings bank into a mutual holding company.

(b) The department may conduct a public hearing to determine if the requirements of this section have been satisfied.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-6Articles of reorganization; filing Sec. 6. After a mutual holding company reorganization plan is approved by the department, the person applying for a mutual holding company reorganization must file articles of reorganization under IC 28-6.2-4, to effect the reorganization.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-7Membership rights Sec. 7. A mutual holding company that acquires a stock savings bank other than a resulting savings bank or an acquiree savings bank shall not confer any membership rights upon the depositors or borrowers of that savings bank, unless the savings bank is merged into a mutual savings bank from which the mutual holding company draws members, in which case the depositors of the stock savings bank shall receive the same membership rights as other depositors of the savings bank into which the stock savings bank is merged.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-8Reorganization plan requirements Sec. 8. Each reorganization plan must:

(1) contain a description of all significant terms of the proposed reorganization; and

(2) include as an attachment and incorporate the following:

(A) Any proposed stock issuance plan.

(B) An opinion of counsel or a ruling from the federal Internal Revenue Service and the department of state revenue as to the federal and state tax treatment of the proposed reorganization.

(C) A copy of the proposed articles of reorganization and bylaws of the resulting savings bank.

(D) A description of the method of reorganization under this chapter.

(E) A statement that, upon consummation of the reorganization, certain assets and liabilities, including all deposit accounts of the reorganizing savings bank, shall be transferred to the resulting savings bank, which shall immediately become a savings bank subsidiary of the mutual holding company.

(F) A copy of any stock issuance plan that is proposed as part of the reorganization plan.

(G) A summary of the expenses to be incurred in connection with the reorganization.

As added by P.L.122-1994, SEC.101. Amended by P.L.23-2026, SEC.265.

IC 28-6.2-2-9Transfer of assets, rights, obligations, and liabilities Sec. 9. All assets, rights, obligations, and liabilities of a reorganizing savings bank that are not expressly retained by the mutual holding company shall be transferred to the resulting savings bank.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-10Identical deposit accounts Sec. 10. Each person who holds a deposit account in a reorganizing savings bank or any acquiree savings bank immediately before the reorganization shall receive, upon consummation of the reorganization, without payment, an identical deposit account in the resulting savings bank or the acquiree savings bank.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-2-11Amendment or termination of reorganization plan Sec. 11. A reorganization plan adopted by the boards of directors of the reorganizing savings bank and any acquiree savings bank may be:

(1) amended by those boards as a result of any regulator's comments:

(A) before any solicitation of proxies from the members to vote on the reorganization plan; and

(B) at any later time with the consent of the director; or

(2) terminated by either board:

(A) at any time before the meeting at which the members vote on the reorganization plan; or

(B) at any later time;

with the consent of the department.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3Chapter 3. Issuance of Stock

28-6.2-3-1Written approval before issuance; criteria for approval 28-6.2-3-2Proposed price of stock 28-6.2-3-3Representations regarding price of stock 28-6.2-3-4Stock issuance plan requirements 28-6.2-3-5Purchase of stock through loaned funds 28-6.2-3-6Amendment or termination of stock issuance plan 28-6.2-3-7Noncompleted stock issuance plan; termination; extensions 28-6.2-3-8Stock issuance plan; discretionary provisions

IC 28-6.2-3-1Written approval before issuance; criteria for approval Sec. 1. (a) A savings bank subsidiary of a mutual holding company, including a resulting or an acquiree savings bank, may not, directly or indirectly, issue stock to persons other than its mutual holding company parent without the prior written approval of the department.

(b) The department shall approve a proposed stock issuance plan upon determining that all of the following criteria are met:

(1) The plan:

(A) would provide the savings bank, its mutual holding company, and any other savings bank subsidiaries of the mutual holding company with sufficient capital; and

(B) would not be detrimental to the savings bank, its mutual holding company, members of the mutual holding company, or the interest of depositors of the savings bank.

(2) The proposed price or price range, the classification, and any terms or conditions of the stock to be issued are reasonable.

(3) The plan is approved by the members of the mutual holding company or, if the plan is part of a reorganization plan, by members of the reorganizing savings bank, at a meeting of the members of the mutual holding company or the reorganizing savings bank.

(c) In determining whether the criteria set forth in subsection (b) are met, the department may consider the following factors:

(1) The size, capital position, and quality of management of the savings bank.

(2) The business objective of the savings bank.

(3) The dollar amount and number of shares to be issued under the plan.

(4) The market conditions that may affect the plan.

(5) The existence of a trading market in, or methods of later resale or repurchase of, the stock to be issued under the plan.

(6) Any benefits provided to the savings bank through employee or director incentives.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3-2Proposed price of stock Sec. 2. Each application for approval of a proposed stock issuance plan must state and explain the proposed sales price or the price range if an exact price cannot be determined. The application must do the following:

(1) Support the reasonableness of the proposed price or price range by independent persons who are experienced in corporate valuations.

(2) Indicate the basis for determination of the income to be derived from the proceeds of the stock sale, demonstrate the appropriateness of the earnings multiple used, and include all assumptions regarding future earnings growth, if the proposed price or price range is based upon a capitalization of the projected income of the savings bank after the issuance of the stock. If the proposed price or price range is based upon a comparison of the stock of the savings bank with the issued and outstanding stock of other stock savings banks or similar institutions, those institutions must be reasonably comparable to the savings bank in terms of size, asset composition, market area, competitive conditions, profit history, expected future earnings, and other stated relevant factors.

(3) State the amount of the discount and explain how that discount was determined, if the proposed price or price range includes any discount due to the minority status of the stock to be offered.

(4) State any additional information about the pricing that the department may request.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3-3Representations regarding price of stock Sec. 3. No representations may be made in any manner in connection with the offer or sale of any stock issued under this chapter that:

(1) the price, price range, or any other pricing information related to a stock issuance has been approved by the department;

(2) the stock has been approved by the department; or

(3) the department has endorsed the accuracy or adequacy of any securities offering or sales documents disseminated in connection with the stock.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3-4Stock issuance plan requirements Sec. 4. A stock issuance plan must do the following:

(1) Describe all significant terms of the proposed stock issuance and include:

(A) any proposed stock order form; and

(B) any agreement or other document defining or limiting the rights of stockholders.

(2) Provide that the aggregate outstanding voting common stock owned or controlled by persons other than the mutual holding company at the close of the issuance must be less than fifty percent (50%) of the total number of shares of outstanding voting common stock. This provision may be omitted if the issuance will be conducted by a savings bank that was in the stock form when acquired by its mutual holding company parent if the savings bank is not a resulting savings bank or an acquiree savings bank. Any stock that has no present or contingent voting rights may be issued by a savings bank subsidiary of a mutual holding company to persons other than the savings bank's mutual holding company, consistent with applicable law.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3-5Purchase of stock through loaned funds Sec. 5. A savings bank shall not offer or sell any stock to any person or corporation whose purchase would be financed by funds loaned to the person or corporation by the savings bank or any of its affiliates, unless that borrowing is approved by the department.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3-6Amendment or termination of stock issuance plan Sec. 6. If proposed as part of a reorganization plan, a stock issuance plan may be amended or terminated in the same manner as the reorganization plan under IC 28-6.2-2-11.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3-7Noncompleted stock issuance plan; termination; extensions Sec. 7. A stock issuance plan will be terminated if not completed within the time specified in the plan unless an extension is:

(1) requested in writing for good cause shown; and

(2) approved in writing by the department.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-3-8Stock issuance plan; discretionary provisions Sec. 8. A stock issuance plan may provide the following:

(1) The offering may be commenced concurrently with or after the mailing of any proxy statements to the members of the reorganizing savings bank and any acquiree savings bank if the stock issuance is part of a reorganization plan. The offering may be concluded before the required membership votes if the offer and sale of the stock is conditioned upon the approval of the reorganization plan and issuance plan by the members of the reorganizing savings bank and any acquiree savings bank.

(2) Any stock not sold in the offering may be sold in any other manner provided in the stock issuance plan that is approved by the department in writing.

(3) Instead of shares of stock, the savings bank may issue and sell units of securities consisting of stock and long-term warrants or other equity securities, in which event any reference to stock in this chapter applies to units of equity securities unless the context otherwise specifies or requires.

(4) Purchases of stock by persons or entities acting in concert, or by associates, may not exceed a limit established under the terms of the stock issuance plan.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-4Chapter 4. Articles of Reorganization

28-6.2-4-1Required form and elements 28-6.2-4-2Filing 28-6.2-4-3Required provisions 28-6.2-4-4Effective date

IC 28-6.2-4-1Required form and elements Sec. 1. (a) The articles of reorganization of a mutual holding company must:

(1) be in a form approved by the director; and

(2) contain the elements set forth in IC 28-12-2-1.

(b) The director may establish and require a specific form for the articles of reorganization of a mutual holding company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-4-2Filing Sec. 2. The articles of reorganization of a mutual holding company and any amendments to them must be filed with and approved by the department in the manner established in IC 28-12-5.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-4-3Required provisions Sec. 3. The articles of reorganization of a mutual holding company must provide the following:

(1) On the effective date of reorganization or acquisition:

(A) the owners of deposit accounts and borrowers in the resulting or acquiree savings bank become members of the mutual holding company; and

(B) the membership rights of the owners and borrowers in the mutual savings bank end and their membership rights in the mutual holding company begin.

(2) A person becomes a member of a mutual holding company by:

(A) owning a deposit account in a mutual savings bank that is a subsidiary of the mutual holding company; or

(B) borrowing from a mutual savings bank that is a subsidiary of the mutual holding company.

(3) A member of a mutual holding company has one (1) vote for each one hundred dollars ($100) or additional fraction of one hundred dollars ($100) of the combined withdrawal value of the member's deposit accounts in a subsidiary mutual savings bank of the mutual holding company. Each borrowing member is entitled to cast one (1) vote as a borrower.

(4) Members of a mutual holding company may vote in person or by proxy at any meeting. A proxy must be in writing and signed by the member or the member's authorized representative. Unless specified in the proxy, a proxy filed with the secretary shall continue in force until revoked by a written notice to the secretary or superseded by another proxy. Except as a proxy, a person may not cast more than fifty (50) votes at any meeting of the members unless a greater number of votes is authorized by the articles of reorganization.

(5) A quorum of members at a regular or special meeting shall be comprised of any number of eligible members voting in person or by proxy.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-4-4Effective date Sec. 4. The effective date of the articles of reorganization and amendments to the articles of reorganization must be the date of recording in the office of the secretary of state, unless a delayed effective date is specified in the articles of reorganization.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-5Chapter 5. Powers of a Mutual Holding Company

28-6.2-5-1Investment and acquisition powers; other powers 28-6.2-5-2Pledging stock 28-6.2-5-3Pledging stock; notification; certification of transfer of proceeds 28-6.2-5-4Notice of nonpayment 28-6.2-5-5Repurchase of stock; written approval 28-6.2-5-6Acquisition of additional shares of stock 28-6.2-5-7Permissive transfer of stock, assets, or liabilities 28-6.2-5-8Waiver of right to receive dividend; authorization

IC 28-6.2-5-1Investment and acquisition powers; other powers Sec. 1. A mutual holding company may do the following:

(1) Invest in or acquire control of:

(A) a bank, savings bank, or savings association; or

(B) the holding company of a bank, savings bank, or savings association.

(2) Acquire a mutual savings bank or mutual savings association by merger with an interim or existing subsidiary savings bank of the mutual holding company from which the mutual holding company has members.

(3) Acquire control of another mutual holding company by:

(A) merging with or into it; or

(B) merging it with or into a subsidiary interim holding company;

with the consent of the department and subject to conditions the department may prescribe, upon an affirmative vote of at least two-thirds (2/3) of the board of each entity.

(4) Acquire control of a savings bank holding company or savings association holding company in the stock form with the written approval of the department. An acquired holding company may be held as a subsidiary or merged into the mutual holding company.

(5) Invest in or acquire control of any corporation that is engaged exclusively in activities approved by the department.

(6) Invest in securities in which a savings bank may invest in under IC 28-6.1.

(7) Engage in activities in which a savings bank may engage in under IC 28-6.1.

(8) Furnish or perform management services for a subsidiary.

(9) Hold, manage, or liquidate assets owned or acquired from a subsidiary.

(10) Hold or manage property that the mutual holding company or a subsidiary uses.

(11) Engage in any activity that the federal reserve board permits a bank holding company to engage in under 12 CFR 225, subpart C, unless limited or prohibited by the department.

(12) Convert itself and any savings bank subsidiary into a mutual savings bank under a plan that:

(A) is approved by the department;

(B) provides that the converting mutual holding company ceases to engage in activities in which the converted savings bank may not engage; and

(C) provides that stock in a subsidiary savings bank that is not held by the converting mutual holding company is redeemed.

As added by P.L.122-1994, SEC.101. Amended by P.L.79-1998, SEC.79.

IC 28-6.2-5-2Pledging stock Sec. 2. (a) A mutual holding company, to collateralize an obligation of its own or of any of its subsidiaries or affiliates, may pledge any stock that comprises a minority interest in any subsidiary or any stock that the mutual holding company holds in the following:

(1) A subsidiary savings bank, if the proceeds or other benefit of the obligation collateralized are received by the savings bank whose stock is pledged.

(2) A subsidiary savings bank that was in the stock form when acquired.

(3) Any nondepository subsidiary.

(b) A pledge of stock that is not described in subsection (a) may not be made without the prior written approval of the director.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-5-3Pledging stock; notification; certification of transfer of proceeds Sec. 3. Within ten (10) days after any pledge of stock, a mutual holding company shall:

(1) notify the director in writing regarding the terms of the transaction, including the amount of principal and interest, the repayment terms, the maturity date, the nature and amount of collateral, and the terms governing seizure of the collateral; and

(2) include in the notice a certification that the proceeds of the loan have been transferred to the subsidiary savings bank whose stock has been pledged under section 2(a) of this chapter.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-5-4Notice of nonpayment Sec. 4. A mutual holding company that fails to make any payment on a loan secured by the pledge of stock by the date on which the payment is due shall, on the first day after the payment is due and not made, provide written notice of nonpayment to the director.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-5-5Repurchase of stock; written approval Sec. 5. A subsidiary savings bank of a mutual holding company that has any stockholders other than the savings bank's mutual holding company may not repurchase any share of stock within three (3) years of the stock's date of issuance without the prior written approval of the director unless the repurchase:

(1) is part of a general repurchase made on a pro rata basis under an offer approved in writing by the director and made to all stockholders of the savings bank, except that the savings bank's mutual holding company may be excluded from the repurchase with the department's approval; and

(2) is accomplished in the open market by a stock benefit plan of the savings bank in an amount reasonable and appropriate to fund the plan.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-5-6Acquisition of additional shares of stock Sec. 6. A mutual holding company may, at any time, and without prior approval of the department, acquire additional shares of the stock of a subsidiary savings bank.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-5-7Permissive transfer of stock, assets, or liabilities Sec. 7. With the written approval of the department, a mutual holding company may do the following:

(1) Directly or indirectly transfer any interest in stock that it holds in any subsidiary savings bank.

(2) Cause or permit the transfer of all or a substantial portion of the assets or liabilities of any subsidiary savings bank.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-5-8Waiver of right to receive dividend; authorization Sec. 8. Unless authorized by the director, a mutual holding company may not waive its right to receive any dividend declared by a subsidiary.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-6Chapter 6. Reporting and Regulation of Mutual Holding Companies

28-6.2-6-1Annual reports 28-6.2-6-2Examination of mutual holding company; examination reports 28-6.2-6-3Applicability of provisions of IC 28-11 and IC 28-13

IC 28-6.2-6-1Annual reports Sec. 1. Each mutual holding company shall furnish, in the manner and in the form prescribed by the director, an annual report for:

(1) the fiscal year in which it becomes a mutual holding company; and

(2) each fiscal year during which it remains a mutual holding company.

Additional information and reports shall be furnished as the director may require.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-6-2Examination of mutual holding company; examination reports Sec. 2. The department may examine any mutual holding company and each of its subsidiaries. The department may rely on examination reports made by the primary federal or state supervisor of a subsidiary financial institution of a mutual holding company.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-6-3Applicability of provisions of IC 28-11 and IC 28-13 Sec. 3. The provisions of IC 28-11 and IC 28-13 apply to a mutual holding company as if the mutual holding company were a mutual savings bank.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-7Chapter 7. Mutual Holding Company Conversion and Liquidation

28-6.2-7-1Conversion to stock form 28-6.2-7-2Liquidation of mutual holding company; filing federal bankruptcy court petition 28-6.2-7-3Applicability of IC 28-11-3 28-6.2-7-4Solicitations of proxies 28-6.2-7-5Use of proxies 28-6.2-7-6Plan of conversion 28-6.2-7-7Adoption of rules to implement chapter

IC 28-6.2-7-1Conversion to stock form Sec. 1. A mutual holding company may convert from mutual to stock form in accordance with a plan of conversion approved by the department under procedures substantially the same as for the conversion of a mutual savings bank contained in IC 28-1-21.9.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-7-2Liquidation of mutual holding company; filing federal bankruptcy court petition Sec. 2. (a) The department may file a petition with the federal bankruptcy court requesting the liquidation of a mutual holding company under 12 U.S.C. 1467(a)(o)(9) and Title 11, United States Code, upon:

(1) the default of the resulting savings bank, any acquiree savings bank, or any subsidiary savings bank of the mutual holding company that was in the mutual form when acquired;

(2) the default of the mutual holding company; or

(3) foreclosure on any pledge by the mutual holding company of subsidiary savings bank stock.

(b) Except as provided in subsection (a), the net proceeds of any liquidation of a mutual holding company shall be transferred to the members of the mutual holding company under the articles of reorganization of the mutual holding company.

(c) If:

(1) the FDIC incurs a loss from a default of any savings bank subsidiary of a mutual holding company; and

(2) that mutual holding company is liquidated under subsection (a);

the FDIC shall succeed to the membership interests of the depositors of the savings bank, to the extent of the FDIC's loss.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-7-3Applicability of IC 28-11-3 Sec. 3. IC 28-11-3 applies to a mutual holding company in the same manner it applies to a savings bank.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-7-4Solicitations of proxies Sec. 4. Solicitations of proxies by any person in connection with any membership vote required under this chapter must be accompanied by proxy materials in a form appropriate to, and containing the information relevant to, the action that members are being asked to approve.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-7-5Use of proxies Sec. 5. Whenever a mutual savings bank or mutual holding company is required by this chapter to obtain membership approval for a transaction, the savings bank or mutual holding company may use any existing proxy conferring general authority to vote on any and all matters at any meeting of members if the member granting the proxy:

(1) has been furnished a proxy statement regarding the proposed transaction; and

(2) does not revoke the proxy before the vote at the meeting at which the transaction will be considered.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-7-6Plan of conversion Sec. 6. A mutual holding company organized under the laws of the United States may convert to a mutual holding company organized under this article in accordance with a plan of conversion approved by the department that is substantially the same as a plan of a mutual bank conversion authorized in IC 28-1-21.7.

As added by P.L.122-1994, SEC.101.

IC 28-6.2-7-7Adoption of rules to implement chapter Sec. 7. The department may adopt rules under IC 4-22-2 or adopt policies necessary to implement this chapter.

As added by P.L.122-1994, SEC.101.

IC 28-7ARTICLE 7. SPECIALIZED FINANCIAL INSTITUTIONS

Ch. 1.Credit Unions Ch. 2.Repealed Ch. 2.1.Repealed Ch. 2.5.Conservatorship of Credit Unions Ch. 3.Repealed Ch. 4.Repealed Ch. 5.Pawnbrokers Ch. 6.Repealed

IC 28-7-1Chapter 1. Credit Unions

28-7-1-0.1Application of certain amendments to chapter 28-7-1-0.5Definitions 28-7-1-1Persons authorized to organize; application; articles of incorporation 28-7-1-2Repealed 28-7-1-3Bylaws; requirement to commence business; form 28-7-1-4Bylaws; contents 28-7-1-5Repealed 28-7-1-6Repealed 28-7-1-7Amendment of articles 28-7-1-8Unauthorized use of name "credit union"; violations 28-7-1-9Powers; investments; maintenance of files; authority to purchase and hold life insurance 28-7-1-9.1Sale of life insurance policy or annuity contract; prohibitions 28-7-1-9.2Request to exercise rights and privileges granted to federal credit unions; appeal 28-7-1-10Membership; identification; qualified groups; membership cards 28-7-1-10.1Illegal members; purging of accounts; loans not affected 28-7-1-10.5Repealed 28-7-1-10.6Issuing shares in a revocable or irrevocable trust; conditions 28-7-1-11Quarterly call report of credit union's condition; civil penalty for failure to report; information in report 28-7-1-12Examinations of credit unions and affiliates; recognition of CPA audit; examination of vendors 28-7-1-13Repealed 28-7-1-14Fiscal year; membership meetings; voting rights 28-7-1-15Selection of board of directors, supervisory committee, and credit committee; oath; term length; replacement of chief executive officer; qualification criteria 28-7-1-16Board of directors; board officers; credit union officers; board meetings; executive committee; directors' duties; loan officers; delegation of duties; suspension or removal of officer; action by written consent 28-7-1-16.5Conflicts of interest; disqualification; directors; committee members 28-7-1-17Loans to members; application; terms and conditions; loans secured by real estate; participation loans; indemnifying or second mortgage on real estate 28-7-1-17.1Repealed 28-7-1-17.2Extensions of credit to officers, directors, or supervisory committee members; applicability of federal regulation; delinquencies by directors or committee members; waiver 28-7-1-17.3Quarterly report of outstanding indebtedness of officers, directors, and committee members; retention; contents 28-7-1-17.5Signature limits 28-7-1-18Duties and powers of supervisory committee; audits; meeting minutes 28-7-1-19Capital; lien on shares; transfer of shares; use of secondary capital; safety and soundness; regulations regarding prompt corrective action and risk based net worth 28-7-1-19.1Classification as adequately capitalized or lower; net worth requirements; exception 28-7-1-19.2Classification as undercapitalized or lower; mandatory supervisory requirements and restrictions; discretionary supervisory actions 28-7-1-19.3Classification as significantly undercapitalized or lower; mandatory supervisory requirements and restrictions; discretionary supervisory actions; conservatorship or liquidation 28-7-1-19.4Classification as critically undercapitalized; mandatory supervisory requirements and restrictions; discretionary supervisory actions 28-7-1-20Repealed 28-7-1-20.1Issuance of shares; joint tenancy; deposits, investments, and withdrawals by minors 28-7-1-21Repealed 28-7-1-22Authority to borrow; limits; authority to receive public deposits and pledge securities 28-7-1-23Loans to members; purposes; repayment plans; direct deposit 28-7-1-24Regular reserve requirements; undivided profits account; financial statements; allowance for credit losses 28-7-1-24.1Repealed 28-7-1-25Dividends 28-7-1-26Repealed 28-7-1-26.3Termination of membership; termination or suspension of services to member; withdrawal from membership; notice 28-7-1-26.5Refusal to make payment from account 28-7-1-27Repealed 28-7-1-27.1Dissolution 28-7-1-28Change of place of business 28-7-1-29Conversion from federal to state charter; conversion from state to federal charter; procedures and requirements 28-7-1-30Repealed 28-7-1-31Fidelity coverage for directors, officers, and employees with access to money or bonds; blanket fidelity bond or separate reserve fund required 28-7-1-31.3Credit union officials; discharge of duties; indemnification 28-7-1-31.5Insurance; examinations 28-7-1-32Repealed 28-7-1-33Merger of credit unions; submission of resolutions and joint agreement to department; approval or disapproval; shareholder vote; articles of merger 28-7-1-33.1Merger of credit unions; surviving credit union organized under federal or other state law; department approval not required 28-7-1-34Out-of-state credit unions; branch offices in Indiana; approval of department or exemption from approval; field of membership; application; denial, suspension, or revocation of application; compliance; examinations; agreements between department and other supervisory agencies 28-7-1-35Effect of amendments by Acts 1974, P.L.130 28-7-1-36ATM ownership 28-7-1-37Withdrawal of deposits 28-7-1-38Requirement to provide property tax information in certain transactions 28-7-1-39Limits on loans to members; exceptions; prohibition against accepting compensation for procuring loan; exception for bona fide employment or compensation agreements; deadline for compliance