{"data":{"id":"us-ok/okla.-stat.-tit.-18-18-381.73","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 18, § 18-381.73","heading":"Acquisition of control - Prohibited transactions -","body":"Approval of acquisition - Branching, acquisition and conversion by\n\nsubsidiaries - Limitations and restrictions - Applicable law -\n\nPenalties.\n\nA. An out-of-state savings institution, upon approval by the\n\nState Banking Commissioner, may acquire direct or indirect control\n\nof an unlimited number of in-state savings associations for\n\noperation as in-state savings institutions, and may acquire any such\n\ninstitutions' parent Oklahoma holding company. Any acquisition made\n\npursuant to the provisions of this section may include assets and\n\nliabilities of the in-state savings institution or its parent\n\nOklahoma holding company and all branches and facilities thereof.\n\nB. 1. No in-state savings institution which becomes a\n\nsubsidiary of an out-of-state savings institution under any\n\nextraordinary acquisition provisions of federal law, or which is\n\notherwise controlled by an out-of-state savings institution, shall\n\nbe permitted to acquire direct or indirect ownership or control of,\n\nor to convert to a branch, any additional in-state savings\n\ninstitution or to establish additional branches or facilities,\n\nexcept as otherwise provided for in this section.\n\n2. No out-of-state savings institution may directly or\n\nindirectly acquire control of an in-state savings institution or its\n\nparent Oklahoma holding company except as otherwise permitted by\n\nthis section.\n\nC. No acquisition provided for in this section shall be\n\npermitted unless the approval of the Commissioner required pursuant\n\nto subsection A of this section:\n\n1. Includes, for all acquisitions, a finding that:\n\na. the in-state savings institution sought to be acquired\n\nor all of the savings institution subsidiaries of the\n\nparent Oklahoma holding company sought to be acquired\n\nhave either been in existence and continuous operation\n\nfor more than five (5) years, and\n\nb. notice of intent to acquire has been published in a\n\nnewspaper of general paid circulation in the county or\n\ncounties where the in-state savings institution to be\n\nacquired is located and that a notice of intent to\n\nacquire has been mailed by certified mail with return\n\nreceipt requested to each person owning stock in the\n\nin-state savings institution to be acquired or in its\n\nparent Oklahoma holding company or, if the in-state\n\nsavings institution to be acquired is a mutual\n\nassociation, notice has been given as in the case of a\n\nproceeding under Section 381.61 of this title;\n\n2. Includes, for any acquisition of a majority of the voting\n\nshares of a stock association or of its parent Oklahoma holding\n\ncompany, or for any acquisition of a mutual association by merger or\n\npurchase and assumption transaction with another in-state savings\n\nassociation, a finding that the acquisition has been approved by the\n\nboard of directors and a majority of the stockholders of or holders\n\nof voting rights in the in-state savings institution or of its\n\nparent Oklahoma holding company, as applicable;\n\n3. Subjects the acquisition to any conditions, restrictions,\n\nand requirements that would be applicable to such an acquisition by\n\nan in-state savings institution of an out-of-state savings\n\ninstitution in the state where the out-of-state savings institution\n\nhas its main office, if such state has enacted and implemented\n\nlegislation authorizing the acquisition by an in-state savings\n\ninstitution of out-of-state savings institutions located in that\n\nstate, but that would not be applicable to acquisitions in that\n\nstate by an out-of-state savings institution all of whose savings\n\ninstitution subsidiaries are located in that state; and\n\n4. Except when the additional acquisition is of an in-state\n\nsavings institution whose stock is held as stock acquired in the\n\ncourse of realizing upon a security interest which secured a debt\n\npreviously contracted in good faith prior to the original\n\nacquisition by the out-of-state savings institution, prohibits\nution all of whose savings\n\ninstitution subsidiaries are located in that state; and\n\n4. Except when the additional acquisition is of an in-state\n\nsavings institution whose stock is held as stock acquired in the\n\ncourse of realizing upon a security interest which secured a debt\n\npreviously contracted in good faith prior to the original\n\nacquisition by the out-of-state savings institution, prohibits\n\nadditional branching and further acquisitions by an in-state savings\n\ninstitution which is a subsidiary of an out-of-state savings\n\ninstitution unless and until the earlier of:\n\na. such time as the Commissioner determines that the\n\nstate in which the out-of-state savings institution\n\nhas its main office has enacted and implemented\n\nlegislation authorizing in-state savings institutions\n\nto acquire savings institutions in that state on a\n\nreciprocal basis, or\n\nb. the expiration of a four-year period commencing on the\n\ndate of acquisition by the out-of-state savings\n\ninstitution.\n\nD. Any in-state savings institution or its parent Oklahoma\n\nholding company which becomes a subsidiary of an out-of-state\n\nfinancial institution under the extraordinary acquisition provisions\n\nof federal law, or which is otherwise deemed to be controlled by an\n\nout-of-state financial institution, may acquire direct or indirect\n\nownership or control of any additional in-state financial\n\ninstitution or its parent Oklahoma holding company, establish\n\nadditional branches or facilities, or convert the existing\n\ncontrolled in-state savings institution to branches of another in-\n\nstate savings institution:\n\n1. If the Commissioner has determined that the principal place\n\nof business of the out-of-state savings institution has enacted and\n\nimplemented reciprocal acquisition legislation within the purview of\n\nthis section; or\n\n2. Upon the expiration of a four-year period commencing on the\n\ndate of acquisition by the out-of-state savings institution.\n\nE. All limitations and restrictions of this act applicable to\n\nin-state savings institutions shall apply to an in-state savings\n\ninstitution which becomes a direct or indirect subsidiary of an out-\n\nof-state savings institution and to the out-of-state savings\n\ninstitution. The provisions of this subsection shall not be\n\nconstrued to prohibit the acquisition by an out-of-state savings\n\ninstitution of all or substantially all of the shares of an in-state\n\nsavings institution organized solely for the purpose of facilitating\n\nthe acquisition of a savings institution which has been in existence\n\nand continuous operation as a savings institution for more than five\n\n(5) years, if the acquisition has otherwise been approved pursuant\n\nto this subsection. Nor shall the provisions of this subsection be\n\nconstrued to prohibit an out-of-state savings institution which\n\nacquires an in-state savings institution under this section from\n\nadditional acquisitions under this section, if such acquisition\n\nwould otherwise be permitted.\n\nF. Any out-of-state savings institution which controls an in-\n\nstate savings institution shall be subject to the laws of this state\n\nand the rules of its agencies relating to the acquisition,\n\nownership, and operation of in-state savings institutions. The\n\nCommissioner shall make such rules including the imposition of\n\nreasonable application and administration fees as it finds necessary\n\nto implement the provisions of this act.\n\nG. The Commissioner may enter into cooperative agreements with\n\nother regulatory agencies to facilitate the regulation of savings\n\ninstitutions doing business in this state. If such agreements\n\nresult in the payment of fees, however calculated, by any other\n\nregulatory agency to the Oklahoma State Banking Department for\n\nexamination activities conducted by Department personnel, whether\n\nsuch examination activity is conducted inside or outside this state,\ngulation of savings\n\ninstitutions doing business in this state. If such agreements\n\nresult in the payment of fees, however calculated, by any other\n\nregulatory agency to the Oklahoma State Banking Department for\n\nexamination activities conducted by Department personnel, whether\n\nsuch examination activity is conducted inside or outside this state,\n\nsuch fees shall be deposited in the Bank Examination Revolving Fund\n\nestablished in Section 211.2 of Title 6 of the Oklahoma Statutes.\n\nIf such agreements result in the payment of fees, however\n\ncalculated, by the Department to any other bank supervisory agency\n\nfor examination activities conducted by such other regulatory\n\nagency, whether such examination activity is conducted inside or\n\noutside this state, such fees shall be paid by the Department from\n\nthe Bank Examination Revolving Fund established by Section 211.2 of\n\nTitle 6 of the Oklahoma Statutes. The Commissioner may accept\n\nreports of examinations and other records from such other agencies\n\nin lieu of the Commissioner conducting examinations of in-state\n\nsavings institutions controlled by out-of-state savings\n\ninstitutions. The Commissioner may take any action jointly with\n\nother regulatory agencies having concurrent jurisdiction over\n\nsavings institutions doing business in this state or may take such\n\nactions independently in order to carry out its responsibilities.\n\nH. The Commissioner shall have the power to enforce the\n\nprohibitions provided for in subsection B of this section by\n\nrequiring divestiture and through the imposition of fines and\n\npenalties, the issuance of cease and desist orders, and such other\n\nremedies as are provided by law.\n\nI. Any organization which intentionally and willfully violates\n\nany provision of this section, upon conviction, shall be fined not\n\nless than Five Hundred Dollars ($500.00) nor more than Five Thousand\n\nDollars ($5,000.00) for each day during which the violation\n\ncontinues. Any individual who intentionally and willfully\n\nparticipates in a violation of any provision of this section, upon\n\nconviction, shall be guilty of a Class D3 felony offense and shall\n\nbe fined not more than Ten Thousand Dollars ($10,000.00), or\n\nimprisoned as provided for in subsections B through F of Section 20P\n\nof Title 21 of the Oklahoma Statutes, or both such fine and\n\nimprisonment.\n\nJ. Any final order of the Commissioner pursuant to this section\n\nshall be appealable pursuant to Section 207 of Title 6 of the\n\nOklahoma Statutes.","path":["OK Code","Title 18"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os18.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"2b4d1a0e7ce8f3024d233aaa8b9c5e0c3a5316d71b7c098b274a20baceeb2855","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-18-18-381.71","next":"us-ok/okla.-stat.-tit.-18-18-381.74"},"notice":"GroundRules: Original legal text. Not legal advice."}