Texas Finance Code - Section 32.301. Merger Authority
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Texas Lawyer > Finance Code > Texas Finance Code - Section 32.301. Merger Authority
§ 32.301. MERGER AUTHORITY. (a) Two or more financial
institutions, corporations, or other entities with the authority to
participate in a merger, at least one of which is a state bank, may
adopt and implement a plan of merger in accordance with this
section. The merger may not be made without the prior written
approval of the banking commissioner if any surviving, new, or
acquiring entity that is a party to the merger or created by the
terms of the merger is a state bank or is not a financial
institution.
(b) Implementation of the merger by the parties and approval
of the board, shareholders, participants, or owners of the parties
must be made or obtained in accordance with the Texas Business
Corporation Act as if the state bank were a domestic corporation and
all other parties to the merger were foreign corporations and other
entities, except as may be otherwise provided by applicable rules.
(c) A consummated merger has the effect provided by the
Texas Business Corporation Act. A separate application is not
required to relocate the home office of a surviving state bank or to
grant authority to a surviving bank to operate new branch offices
that previously existed as part of a merging financial institution
if the intent of the surviving bank is clearly stated as part of the
plan of merger.
(d) A merger under this subchapter does not confer
additional powers on a state bank beyond the powers conferred by
other provisions of this subtitle.
Acts 1997, 75th Leg., ch. 1008, § 1, eff. Sept. 1, 1997.
Section: 32.102 32.103 32.104 32.201 32.202 32.203 32.204 32.301 32.302 32.303 32.304 32.401 32.402 32.403 32.404
Last modified: August 10, 2007
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