Wisconsin Administrative Code
Department of Financial Institutions
DFI-SB 1-22 - Department of Financial Institutions-Savings Banks
Chapter DFI-SB 21 - Conversion From Mutual To Stock Institution
Section DFI-SB 21.27 - Conversion of a savings bank with an acquisition by an existing holding company; conversion through merger with an existing stock savings bank

(1) CONVERSION INVOLVING AN EXISTING HOLDING COMPANY. A mutual savings bank may convert to a stock savings bank under this chapter as part of a transaction in which an existing savings bank holding company acquires upon issuance all the capital stock of the stock savings bank. In this type of transaction, the eligible account holders, supplemental eligible account holders, and members of the converting savings bank shall receive, without payment, nontransferable rights under s. DFI-SB 21.10(3), (5) and (6) from the savings bank holding company to purchase its capital stock in lieu of capital stock of the savings bank. Unless clearly inapplicable, all of the requirements of this chapter or ch. DFI-SB 22 shall apply to a conversion under this subsection.

(2) MERGER INVOLVING THE ISSUANCE OF HOLDING COMPANY CAPITAL STOCK. A savings bank may convert to the stock form under this chapter by merging into an existing stock savings bank which is a wholly-owned subsidiary of a holding company. In this type of transaction, the eligible account holders, supplemental eligible account holders and members of the converting savings bank shall receive, without payment, nontransferable rights under s. DFI-SB 21.10(3), (5) and (6) from the savings bank holding company to purchase its capital stock in lieu of capital stock of the savings bank. Unless clearly inapplicable, all of the requirements of this chapter, ch. DFI-SB 22 or ss. 214.62 to 214.64, Stats., shall apply to a conversion under this subsection.

(3) MERGER WITH AN EXISTING STOCK SAVINGS BANK. A savings bank may convert to stock form by merging with an existing stock savings bank as part of a transaction in which the equity securities of the existing stock savings bank are issued. In a transaction in which the existing stock savings bank is the surviving savings bank, the eligible account holders, supplemental eligible account holders, and members of the savings bank shall receive, without payment, nontransferable rights under s. DFI-SB 21.10(3), (5) and (6) from the existing stock savings bank to purchase its capital stock in lieu of capital stock of the converting savings bank. Unless clearly inapplicable, all of the requirements of this chapter, ch. DFI-SB 22 or ss. 214.62 to 214.64, Stats., shall apply to a conversion under this subsection.