(1) A federal mutual association whose principal office is in this state, a foreign mutual association or a savings bank may convert to a domestic mutual association and a federal stock association whose principal office is in this state, a foreign stock association or an Oregon stock savings bank, as defined in ORS 706.008, may convert to a domestic stock association upon an equitable basis subject to:
(a) The laws and regulations governing the converting association or bank;
(b) The approval of the Director of the Department of Consumer and Business Services;
(c) The approval of the members of the converting association or bank; and
(d) The rules adopted by the director to carry out the provisions of ORS 722.056 to 722.068.
(2) Upon receipt of the approval of a proposed conversion from the director, a converting association or bank may, under the supervision of the director, carry out the plan of conversion. A record of all acts or proceedings taken by the board of directors of the converting association or bank in carrying out the proposed conversion shall be filed with the director.
(3) Notice of a meeting of the members to approve a conversion under this section shall be given as provided by ORS 722.066 (2) and (3), unless otherwise provided by the law applicable to the converting association or bank. At a meeting at which a conversion under this section is voted upon, the members shall also vote upon the directors who shall be the directors of the domestic association after conversion takes effect. The director shall, in the certificate of incorporation issued to the resulting association, include a statement that the association is incorporated by conversion from a federal or foreign association or Oregon savings bank, as the case may be.
(4) A conversion carried out under this section is effective on the date that all provisions of this chapter and the regulations adopted pursuant thereto have been complied with and a new certificate of incorporation has been issued by the director.
(5) All provisions regarding property and other rights contained in ORS 722.068 apply, in reverse order, to the conversion into a domestic association under this section, so that the resulting domestic association shall be a continuation of the converting association or bank and continue to have all of its rights, liabilities, obligations and relations. [1975 c.582 §51; 1987 c.445 §12; 1997 c.631 §532]
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