Missouri Code of State Regulations
Title 20 - DEPARTMENT OF COMMERCE AND INSURANCE
Division 1140 - Division of Finance
Chapter 24 - Miscellaneous Association Rules
Section 20 CSR 1140-24.080 - Conversion to a Federal Mutual Holding Company

(1) Upon prior written approval of the director of the Division of Finance, a mutual savings and loan association organized pursuant to Chapter 369, RSMo, may reorganize to become a federal mutual holding company with a Missouri chartered stock association subsidiary. In connection with a reorganization under this chapter, a mutual association may charter an interim stock association to facilitate the corporate reorganization. The majority of stock of the interim association is to be owned, except as otherwise provided in this section, by the mutual savings association. The mutual association may transfer a substantial part of its assets and liabilities, including all of its insured liabilities, to the interim savings and loan association.

(2) Persons having ownership rights in the mutual savings and loan association shall have the same ownership rights with respect to the mutual holding company. Holders of savings, demand or other accounts of a savings and loan association incorporated as part of a transaction described in section (1) or acquired by the federal mutual holding company shall also have the same ownership rights with respect to the federal mutual holding company.

(3) Applications for the reorganization to a federal mutual holding company shall be filed with the Division of Finance. The applicant's plan of reorganization shall comply with the requirements of the Office of Thrift Supervision and the Federal Deposit Insurance Corporation for the formation of a federally chartered mutual holding company.

(4) No savings association subsidiary of a mutual holding company may issue stock to persons other than its mutual holding company parent in connection with a mutual holding company reorganization, or at any time subsequent to the association's acquisition by the mutual holding company, unless the association obtains advance approval of each issuance from the director of the Division of Finance. The director may require compliance with provisions of section 369.078(2), RSMo and 4 CSR 140-28.010 as s/he shall deem appropriate in connection with that stock issuance. The aggregate amount of outstanding common stock of the association owned or controlled by persons other than the association's mutual holding company parent at the close of the proposed issuance shall be less than fifty percent (50%) of the association's total outstanding common stock.