| (a) A financial institution that would be an eligible
bank as defined in §15.1 of this title (relating to Definitions)
if it was a state bank may file an expedited filing in lieu of an
application required under §15.104 of this title (relating to
Application for Merger or Share Exchange), §15.105 of this title
(relating to Application for Authority to Purchase Assets of Another
Financial Institution), or §15.108 of this title (relating to
Conversion of a Financial Institution into a State Bank), and simultaneously
tender the required filing fee pursuant to §15.2 of this title
(relating to Filing and Investigation Fees).
(b) An expedited filing consists of a letter application
including, except to the extent waived by the banking commissioner,
these items:
(1) a summary of the transaction;
(2) a current pro forma balance sheet and income statement
for all parties to the transaction, with adjustments, reflecting the
proposed transaction as of the most recent quarter ended immediately
prior to the filing of the application, demonstrating that each resulting
state bank is well capitalized as defined in Section 38, Federal Deposit
Insurance Act, 12 USC §1831o;
(3) a completed Worksheet to Determine Eligibility
form as prescribed by the commissioner;
(4) a completed Worksheet for Expedited Filings form
as prescribed by the commissioner;
(5) an executed opinion of counsel conforming to the
requirements of the section of this subchapter that would apply had
the applicant not filed an expedited filing;
(6) copies of all other required regulatory notices
or filings submitted concerning the transaction; and
(7) a copy of the public notice published in conformity
with the section of this subchapter that would apply had the applicant
not filed an expedited filing.
(c) The banking commissioner must notify the applicant
on or before a date that is 15 days after receipt of the application
if expedited filing treatment is not available under this section
for any reason. Notification must be in writing and must indicate
the reason expedited treatment is not available. Notification is effective
when mailed by the banking commissioner and is not subject to appeal.
(d) The banking commissioner, in the exercise of discretion,
may withdraw an application from expedited processing or may deny
expedited filing treatment to an otherwise eligible applicant if the
banking commissioner finds that the application involves one or more
of these issues:
(1) the proposed transaction involves significant policy,
supervisory, or legal issues;
(2) approval of the proposed transaction is contingent
on additional statutory or regulatory approval by the banking commissioner
or another state or federal regulatory agency;
(3) the proposed transaction contemplates a resulting
entity that is not a financial institution;
(4) the proposed transaction involves a financial institution
or other entity that is not domiciled in Texas;
(5) the proposed transaction would cause the assets
of a resulting state bank to increase more than:
(A) 100% if it had total assets of one billion dollars
or less prior to the transaction; or
(B) 35% if it had total assets of more than one billion
dollars prior to the proposed transaction;
(6) the proposed transaction involves a state bank
that has experienced, since the last commercial examination by a state
or federal regulatory agency, asset growth, through acquisition or
otherwise, greater than:
(A) 100% if it had total assets of one billion dollars
or less at the last examination; or
(B) 35% if it had total assets of more than one billion
dollars at the last examination;
(7) the proposed transaction involves a resulting state
bank that would not be well capitalized as defined in Section 38,
Federal Deposit Insurance Act, 12 USC §1831o;
(8) the proposed transaction involves an issue of regulatory
concern as determined by the banking commissioner in the exercise
of discretion; or
(9) the banking commissioner determines that a conversion
examination is necessary for financial institutions converting into
a state bank.
(e) The banking commissioner must approve or deny an
expedited filing on or before a date that is 30 days after the date
the expedited filing is accepted for filing pursuant to §15.4
of this title (relating to Required Information and Abandoned Filings).
The banking commissioner may, in the exercise of discretion, before
the expiration of the period for decision, give the applicant written
notice that the banking commissioner will convene a hearing to obtain
evidence related to the application, and the decision will thereafter
be made in accordance with §15.113 of this title (relating to
Approval; Conditional Approval; Denial of Application; Hearings).
(f) The applicant must supply all material information
necessary for the banking commissioner to make a fully informed decision
on the expedited filing.
|
| Source Note: The provisions of this §15.103 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 January 2, 2020, 44 TexReg 8232; amended to be effective March 12, 2024, 49 TexReg 1457 |
