N.Y. Banking Law § 260-b: Conversion of a savings bank into a savings and loan association

§ 260-b. Conversion of a savings bank into a savings and loan

association. 1. Any savings bank may convert itself into a savings and

loan association upon receiving the approval of the superintendent as

hereinafter provided. A meeting of the board of trustees shall be held

upon not less than thirty days' written notice to each trustee, either

served personally or mailed to him at his last known address and

containing a statement of the time, place and purpose of such meeting.

Proof by affidavit of due service of such notice shall be filed in the

office of the savings bank before or at the time of such meeting.

2. At such meeting the trustees may, by vote of not less than

two-thirds of all the members of such board of trustees, authorize the

conversion of such savings bank into a savings and loan association

subject to the approval of the superintendent as hereinafter provided. A

copy of the minutes of such meeting, verified by the presiding officer

and by the secretary of the meeting, shall be filed in the office of the

superintendent within thirty days after the date of such meeting

together with a copy of the affidavit of due service of the notice of

the meeting, a statement setting forth the reasons why the trustees

believe the conversion would be in the best interests of the savings

bank, its depositors and the public, and such other information as the

superintendent may require. If the superintendent determines that the

proposed conversion would be in the best interests of the savings bank,

its depositors and the public, he shall so advise the board of trustees

of the savings bank and deliver to them his written approval of the

proposed conversion.

3. Upon receiving the superintendent's written approval of the

proposed conversion, there shall be filed with the superintendent, the

organization certificate required by section three hundred seventy-five

of this chapter, executed by a majority of the directors, and proposed

by-laws as required by section three hundred seventy-six of this

chapter.

4. When the superintendent shall have approved the organization

certificate and the proposed by-laws and shall have issued the

authorization certificate, provided in article two of this chapter, the

savings bank shall cease to be a savings bank and shall thereupon be

converted into a savings and loan association, but such savings bank

shall be deemed to be continued for the purpose of prosecuting or

defending suits and of enabling it to wind up its affairs as a savings

bank and to dispose of and convey its property.

At the time when such conversion becomes effective all the property of

the savings bank shall immediately by act of law and without any

conveyance or transfer become the property of the savings and loan

association and the savings and loan association shall succeed to all

the offices, rights, obligations and relations of the savings bank.