| (d) Public notice. Within 14 days prior to or 14 days
after submission of the initial application, the applicant must publish
notice in accordance with the requirements of §15.5 of this title
(relating to Public Notice) in the specified communities where the
home office of the applicant, the target entity, and the resulting
bank are or will be located. With respect to an interstate merger
transaction, the applicant must inform the department of the publication
requirements in the host state for the banking commissioner to determine,
pursuant to §15.5(e) of this title, whether those requirements
satisfy the publication requirements of this subsection.
(e) Approval by the banking commissioner and filings
with a chartering agency.
(1) The banking commissioner will approve a merger
or share exchange only if the application indicates substantial compliance
with all conditions of the Finance Code, §32.302(b) and §32.304.
(2) If a party is required to file certificate of merger
or exchange with its chartering agency after acceptance for filing
pursuant to §15.4(b) of this title (relating to Required Information
and Abandoned Filings), an applicant for merger or share exchange
must file the original certificate of merger or exchange as certified
by the chartering agency with the banking commissioner.
(3) After approval of an application under this section,
the banking commissioner will accept the certificate of merger or
exchange previously filed with the chartering agency (if applicable),
issue a certificate of merger or exchange, and perform the duties
required by the Finance Code, §32.302(c). With respect to a transaction
that requires filing with the Texas secretary of state, if the banking
commissioner does not approve the certificate of merger or exchange
on or before the 90th day after the filing of the certificate of merger
or exchange with the Texas secretary of state, the applicant must
refile the certificate of merger or exchange with both the Texas secretary
of state and with the banking commissioner.
(4) After issuance of the certificate of merger or
exchange by the banking commissioner, the applicant must file a statement
with the chartering authority, if applicable, certifying as to the
date that each future event upon which the effectiveness of the merger
was conditioned has been satisfied.
(5) The date of issuance of the certificate of merger
by the banking commissioner is the date of approval unless the merger
agreement provides for a later effective date approved by the banking
commissioner pursuant to the Finance Code, §32.302(d).
|
| Source Note: The provisions of this §15.104 adopted to be effective September 15, 1997, 22 TexReg 8948; amended to be effective January 7, 2004, 29 TexReg 80; amended to be effective November 8, 2012, 37 TexReg 8779; amended to be effective November 7, 2013, 38 TexReg 7687; amended to be effective January 2, 2020, 44 TexReg 8232 |
