Current through Register Vol. 48, No. 12, March 22, 2024
a)
Conversion from a State of Illinois chartered credit union to a credit union
chartered by NCUA or by a state regulatory authority of credit unions of
another state shall be authorized subject to the following requirements:
1) The proposal for the conversion of charter
is approved by resolution of the board of directors.
2) Written notification is given of the
intent to convert to the Secretary at least 30 days prior to the mailing to the
members of the Notice of Meeting at which the question of conversion is to be
voted.
3) Evidence is furnished to
the Secretary that NCUA or the state regulatory authority for credit unions in
the other state is agreeable to the conversion proposal.
4) The conversion proposal is approved by 2/3
of the members present or voting. Notice of the meeting must be given in
accordance with Section 19(1) of the Act and include:
A) the time, place and purpose of the
meeting;
B) a brief and accurate
statement of the reasons for or against the proposed conversion, including any
effects it could have on the shareholdings of members and the policies and
practices of the credit union;
C) a
ballot and details of how the ballot may be voted.
5) Proxy voting is not permitted. Ballots
will be distributed or mailed to the members and the returned ballots shall be
counted with those ballots of members present at the meeting. Ballots must be
distributed or mailed at least 7 days before the date of the meeting. All
ballots postmarked on or before the date of the meeting shall be included in
the final vote computation.
6) A
notarized report attesting to the accuracy of the voting shall be forwarded to
the Secretary within 10 days after the meeting and shall contain the following
information:
A) date of mailing and/or
posting notice of the meeting;
B)
date of members' meeting or any adjourned meetings;
C) number of members;
D) number of members present at
meeting;
E) number of members
voting for the proposal in person at the meeting and the number of members not
at the meeting voting for the proposal by ballot.
7) If 2/3 of the voting members approve the
proposal, and the appropriate federal or other state regulatory agency approves
the conversion, a request to convert the charter shall be sent to the Secretary
within 10 days after the members' meeting. If the credit union is not subject
to any formal supervisory restraints or other supervisory proceedings and if
the conversion is in the best interests of the members, the Secretary shall
issue a Certificate of Conversion approving the change of chartering
authority.
8) The credit union
shall return its Illinois charter and Articles of Incorporation to the
Secretary and shall record the Certificate of Conversion in the County
Recorder's Office in the Illinois county where the credit union's office is
located and forward the recorded information to the Secretary. The converted
credit union shall be merely a continuation of the State of Illinois credit
union under a new name and new jurisdiction and with revision of its corporate
structure necessary for its proper operation under the new jurisdiction. The
effective date of the charter conversion will be the date that the Certificate
of Conversion is recorded at the County Recorder's Office.
b) Conversion from a federally chartered
credit union or from a credit union chartered by another state to a State of
Illinois chartered credit union shall be authorized subject to the following
requirements:
1) complying with all
requirements of the Federal Credit Union Act or the applicable Act of the state
under which it is organized;
2)
filing with the Secretary evidence of that compliance, which shall include a
copy of the most recent examination by the regulatory agency, correspondence on
exceptions noted, and a statement that the credit union is not subject to any
formal supervisory restraint or proceeding that would be circumvented by the
conversion;
3) filing with the
Secretary Articles of Incorporation and By-laws as required by Section 2 of the
Act.
c) The Secretary
may require that an examination of the credit union be conducted by the
Division to verify the financial and operating condition of the credit union.
The Secretary shall base his or her decision on the recency of the last
examination, the nature of the exceptions noted, and the scope of the
examination. A fee may be assessed for the examination not to exceed the limits
set forth either in Section 12 of the Act or Section
190.50, as
appropriate.
d) Upon receipt of the
materials listed in subsections (b)(2) and (b)(3), the Secretary shall
determine if all requirements for conversion of the credit union have been met
and, if affirmative, the Secretary shall issue a Certificate of Approval that
must be filed as provided under Section 2(4) of the Act. The effective date of
the conversion will be the date, after the Certificate of Approval is recorded,
that the credit union ceases to be a federal credit union or a credit union
chartered by another state.
e) The
converted credit union shall be vested with all of the assets and is
responsible for all of the obligations of its predecessor.
