North Carolina Administrative Code

04 NCAC 16G .0514 MAILING COMMUNICATIONS FOR MEMBERS History Note: Authority G.S. 54C-33; 54C-53; Eff. February 15, 1992; Repealed Eff. November 1, 2017.

04 NCAC 16G .0515 FALSE OR MISLEADING STATEMENTS (a) Any solicitation of a proxy for the meeting to vote on the plan of conversion by the applicant, its management, or any other person shall not contain written or oral statements, including misleading statements by intentional om…

04 NCAC 16G .0516 PROHIBITION OF CERTAIN SOLICITATIONS No person soliciting a proxy from a member for the meeting to vote on the plan of conversion shall solicit: (1) any undated or post-dated proxy; (2) any proxy that provides that it shall be deemed to be dated as of any date s…

04 NCAC 16G .0605 NOTICE TO ELIGIBLE AND SUPPLEMENTAL ACCOUNT HOLDERS History Note: Authority G.S. 54B-33; Eff. October 1, 1982; Repealed Eff. January 1, 1986.

04 NCAC 16G .0712 GENERAL No offer to sell securities of an applicant pursuant to a plan of conversion may be made until the Commissioner of Banks has approved the plan of conversion and authorized the use of the proxy statement. No sale of securities may be made except by means …

04 NCAC 16G .0713 DISTRIBUTION OF OFFERING MATERIALS Any preliminary offering circular that has been filed with the Commissioner of Banks may be distributed in connection with the offering at the same time as or after the proxy statement is mailed to members. No final offering ci…

04 NCAC 16G .0714 ESTIMATED PRICE INFORMATION: PROXY STATEMENTS History Note: Authority G.S. 54C-33; 54C-53; Eff. February 15, 1992; Repealed Eff. November 1, 2017.

04 NCAC 16G .0715 PROHIBITED REPRESENTATIONS No representations shall be made in any manner that the price information has been approved by the Commissioner of Banks, that the shares of capital stock sold pursuant to the plan of conversion have been approved or disapproved by the…

04 NCAC 16G .0716 UNDERWRITING EXPENSES History Note: Authority G.S. 54C-33; 54C-53; Eff. February 15, 1992; Repealed Eff. November 1, 2017.

04 NCAC 16G .0717 PRICING MATERIALS (a) In considering the pricing information, the Commissioner of Banks shall apply the following guidelines: (1) the materials shall be prepared by persons independent of the applicant who are experienced and expert in the area of corporate appr…

04 NCAC 16G .0718 ORDER FORMS FOR PURCHASE OF CAPITAL STOCK (a) After the Commissioner of Banks has authorized the offering circular for the subscription offering, the applicant shall distribute order forms for the purchase of shares of capital stock in the offering to all eligib…

04 NCAC 16G .0719 WITHDRAWAL FROM CERTIFICATE ACCOUNTS History Note: Authority G.S. 54C-33; 54C-53; Eff. February 15, 1992; Repealed Eff. November 1, 2017.

04 NCAC 16G .0720 PERIOD FOR COMPLETION OF SALE The applicant shall complete all sales of stock within 45 days after the last day of the subscription period, unless the time period is extended as provided in Rule .0722 of this Section. History Note: Authority G.S. 54C-33; 54C-53;…

04 NCAC 16G .0721 INTEREST: SUBSCRIPTION/COMMUNITY PURCHASE ORDERS History Note: Authority G.S. 54C-33; 54C-53; Eff. February 15, 1992; Repealed Eff. April 15, 1993.

04 NCAC 16G .0722 EXTENSIONS OF TIME TO COMPLETE OFFERINGS (a) The applicant may request and the Commissioner of Banks may grant one or more extensions of time required to complete the sale of all shares of capital stock, pursuant to Rule .0720 of this Section, provided that no s…

04 NCAC 16G .0822 IMPROPERLY EXECUTED OR MATERIALLY INCOMPLETE FILINGS History Note: Authority G.S. 54C-33; 54C-53; Eff. February 15, 1992; Repealed Eff. November 1, 2017.

04 NCAC 16G .0823 ADDITIONAL FILING REQUIREMENTS An applicant whose plan of conversion has been approved by the Commissioner of Banks shall fulfill the following requirements: (1) After the meeting of members called to consider the plan of conversion, the applicant shall file wit…

SUBCHAPTER 16H - SUPERVISORY ACTIONS 04 NCAC 16H .0101 DEFINITIONS As used in this Subchapter, the words and phrases defined by G.S. 54C-4 and the following definitions apply: (1) "Savings institution" shall mean all savings institutions converting, merging, or consolidating purs…

04 NCAC 16H .0102 GROUNDS History Note: Filed as a Temporary Amendment Eff. October 2, 1991 for a period of 180 days to expire on March 31, 1992; Statutory Authority G.S. 54B-44; 54C-45; Eff. December 1, 1981; Amended Eff. November 1, 1985; October 1, 1982; Repealed Eff. February…

04 NCAC 16H .0103 NOTICE TO SAVINGS INSTITUTION The Commissioner of Banks shall give written notice to the Board of Directors of a savings institution when a finding is made pursuant to G.S. 54B-44 or G.S. 54C-45. The notice shall set forth the basis for the finding and shall aut…

04 NCAC 16H .0104 ADOPTION OF PLAN The board of directors shall adopt a plan of conversion, merger, consolidation, combination merger and conversion, or any other action as authorized or required by the Commissioner of Banks. A plan of conversion, merger, consolidation, combinati…

04 NCAC 16H .0105 APPROVAL BY COMMISSIONER OF BANKS The savings institution shall submit to the Commissioner of Banks for review an executed copy of the savings institution's proposed articles of incorporation, articles of merger or consolidation, or evidence of other action. Upo…

04 NCAC 16H .0108 WAIVER The Commissioner of Banks may waive or alter any requirements set forth in this Subchapter to promote the best interests of the public or the savings institution by assuring the safe and sound operation of the savings institution or when the application o…

SECTION .0700 - GENERAL 04 NCAC 16I .0701 GENERAL History Note: Authority G.S. 54B-55; 54B-261; 54B-262; Eff. July 1, 1983; Amended Eff. November 1, 1985; Repealed Eff. July 1, 1990.

04 NCAC 16I .0702 DEFINITIONS AND OTHER TERMS As used in this Subchapter, the words and phrases defined by G.S. 54C-4 and the following definitions apply: (1) "Acquisition" shall mean a transaction in which a person or holding company acquires control of a stock savings instituti…

04 NCAC 16I .0703 STANDARDS FOR APPROVAL OF ACQUISITION: DUTIES AND CONDUCT A savings institution may be controlled by a person or a holding company. In evaluating an application for control, the Commissioner of Banks shall consider: (1) whether the person or holding company is q…

04 NCAC 16I .0704 INVESTMENT ACTIVITIES OF HOLDING COMPANIES History Note: Filed as a Temporary Amendment Eff. October 2, 1991 for a period of 180 days to expire on March 31, 1992; Authority G.S. 54B-55; 54B-261; 54B-262; 54C-53; 54C-195; 54C-196; Eff. July 1, 1990; Amended Eff. …

SECTION .0800 - ACQUISITIONS 04 NCAC 16I .0801 PRIOR WRITTEN APPROVAL REQUIRED A person or holding company shall not acquire control of any savings institution without having filed with the Commissioner of Banks an application and without the written approval of the Commissioner …

04 NCAC 16I .0802 APPLICATION FEES: FILINGS An application may be obtained from the Office of the Commissioner of Banks at its mailing address specified in 04 NCAC 03A .0101. Applications shall be accompanied by an application fee in the amount prescribed by the fee schedule spec…

04 NCAC 16I .0803 CONFIDENTIAL INFORMATION An applicant that submits information may request that the information be confidential regarding the answer to any item or a part of an exhibit included in any application for filing pursuant to this Subchapter, by separately binding and…

SECTION .0900 - REORGANIZING STOCK ASSOCIATION INTO HOLDING COMPANY 04 NCAC 16I .0901 REQUIRED APPLICATION A stock savings institution may be controlled by a holding company by means of a plan of reorganization. An applicant shall file one executed copy of an application with the…

04 NCAC 16I .0902 ACQUISITION PROCEDURE (a) Upon determining that an application is executed and is not incomplete, the Commissioner of Banks shall process the application. The application shall include a Plan of Reorganization. If the Plan of Reorganization is not approved, the …

SECTION .1000 - ACQUISITIONS OF STOCK ASSOCIATIONS 04 NCAC 16I .1001 REQUIRED APPLICATION A person seeking to acquire control of any stock savings institution shall file with the Commissioner of Banks one executed copy of an application. History Note: Authority G.S. 54B-55; 54B-2…

04 NCAC 16I .1002 FOREIGN APPLICANTS If the applicant is a corporation for profit or having capital stock, but not created under any general or special act of the State of North Carolina, then that corporation shall procure a Certificate of Authority from the Secretary of State u…

04 NCAC 16I .1003 ACQUISITION PROCEDURE (a) Upon determining that an application is executed and complete, the Commissioner of Banks shall process the application. If the application is not approved, the Commissioner of Banks shall notify the applicant and state the reasons for i…

SECTION .1100 - REGISTRATION: SUPERVISION: REPORTS: FILINGS: BOOKS AND RECORDS 04 NCAC 16I .1101 REGISTRATION History Note: Filed as a Temporary Amendment Eff. October 2, 1991 for a period of 180 days to expire on March 31, 1992; Authority G.S. 54B-55: 54B-261; 54B-262; 54C-53; 5…

04 NCAC 16I .1102 SUPERVISION (a) Officers, directors, and employees of holding companies have the same duties and responsibilities, express or implied, as officers, directors, and employees of savings institutions. (b) Each holding company shall be subject to examination by the …

04 NCAC 16I .1103 ANNUAL REPORTS Each registrant shall file an annual report with the Commissioner of Banks. History Note: Authority G.S. 54B-55; 54B-261; 54B-262; 54C-53; 54C-195; 54C-196; Eff. July 1, 1983; Amended Eff. November 1, 2017; Pursuant to G.S. 150B-21.3A, rule is nec…

04 NCAC 16I .1104 FILING AND APPROVAL: AMENDMENTS TO ARTICLES AND BYLAWS (a) Prior to any filing with the Secretary of State of the State of North Carolina, a holding company shall file with the Commissioner of Banks copies of any proposed amendment to its articles of incorporati…

04 NCAC 16I .1105 REPORTS Each registrant shall file simultaneously with the Commissioner of Banks copies of any filings, documents, statements, or reports required to be filed with the federal regulatory authority. History Note: Authority G.S. 54B-55; 54B-261; 54B-262; 54C-53; 5…

04 NCAC 16I .1106 BOOKS AND RECORDS History Note: Filed as a Temporary Amendment Eff. October 2, 1991 for a period of 180 days to expire on March 31, 1992; Authority G.S. 54B-55; 54B-261; 54B-262; 54C-53; 54C-195; 54C-196; Eff. July 1, 1983; Amended Eff. February 15, 1992; July 1…

SECTION .1300 - HOLDING COMPANY ACQUISITIONS 04 NCAC 16I .1301 REQUIRED APPLICATION A person seeking to acquire control of any holding company shall file with the Commissioner of Banks one executed copy of an application. History Note: Authority G.S. 54B-55; 54B-262; 54C-53; 54C-…

04 NCAC 16I .1302 ACQUISITION PROCEDURE (a) Upon determining that an application is executed and complete, the Commissioner of Banks shall process the application. If the application is not approved, the Commissioner of Banks shall notify the applicant and state the reasons for i…

SUBCHAPTER 16K - TRUST POWERS 04 NCAC 16K .0101 DEFINITIONS For purposes of this Section: (1) "Account" shall mean the trust, estate, or other fiduciary relationship that has been established with a savings institution. (2) "Custodian Under the Uniform Transfers to Minors Act" sh…

04 NCAC 16K .0102 Applications (a) A savings institution desiring to exercise fiduciary powers shall submit to the Commissioner of Banks a letter indicating which trust services it wishes to offer, together with the information required under Paragraph (b) of this Rule. (b) The C…

04 NCAC 16K .0103 CONSOLIDATION OR MERGER OF TWO OR MORE SAVINGS INSTITUTIONS When two or more savings institutions consolidate or merge, and any one of the savings institutions prior to the consolidation or merger, has a valid approval from the Commissioner of Banks to exercise …

04 NCAC 16K .0104 ADMINISTRATION OF TRUST POWERS (a) The board of directors shall be responsible for the exercise of fiduciary powers by the savings institution. All matters pertinent including the determination of policies, the investment and disposition of property held in a fi…

04 NCAC 16K .0105 BOOKS AND ACCOUNTS (a) Every savings institution exercising trust powers shall keep its fiduciary records separate and distinct from other records of the savings institution. The fiduciary records shall contain full information relative to each account. The reco…

04 NCAC 16K .0106 AUDIT OF TRUST DEPARTMENT At least once during each calendar year, the savings institution's trust department shall be audited by independent auditors. A copy of the report of the audit shall be filed with the Commissioner of Banks. History Note: Authority G.S. …

04 NCAC 16K .0107 FUNDS AWAITING INVESTMENT OR DISTRIBUTION (a) Unless prohibited by the instrument creating the trust, funds held in trust by a savings institution, including managing agency accounts, awaiting investment or distribution may be deposited in other departments of t…