Tex. Fin. Code Section 92.553
Application for Change of Control


(a)

Control of a savings bank may change only if an application for approval of the change of control is filed with and approved by the commissioner.

(b)

The application must be:

(1)

on a form prescribed by the commissioner;

(2)

sworn to; and

(3)

accompanied by the filing fee.

(c)

Unless the commissioner expressly waives a requirement of this subsection, the application must contain:

(1)

the identity, history, business background and experience, and financial condition of each person by whom or on whose behalf the acquisition is to be made, including a description of:

(A)

the managerial resources and future prospects of each acquiring party; and

(B)

any material pending legal or administrative proceedings to which the applicant is a party;

(2)

the terms of any proposed acquisition and the manner in which the acquisition is to be made;

(3)

the identity, source, and amount of the money or other consideration used or to be used in making the acquisition and, if any part of the money or other consideration was or is to be borrowed or otherwise obtained for the purpose of making the acquisition, a description of the transaction, the names of the parties, and arrangements, agreements, or understandings with those parties;

(4)

any plan or proposal of an acquiring party to liquidate the savings bank, sell the savings bank’s assets, merge the savings bank with another company, or make other major changes in the savings bank’s business, corporate structure, or management;

(5)

the terms of any offer, invitation, agreement, or arrangement under which a voting security of the savings bank will be acquired and any contract affecting that security or its financing after it is acquired;

(6)

information establishing that the requirements under Section 92.556 (Denial of Application)(a) are satisfied; and

(7)

other information that:

(A)

the finance commission by rule requires; or

(B)

the commissioner orders to be included in a particular application.

(d)

The commissioner may require each member of a group proposing to acquire voting securities of a savings bank under this subchapter to provide the information required by the commissioner.
Acts 1997, 75th Leg., ch. 1008, Sec. 1, eff. Sept. 1, 1997. Amended by Acts 2001, 77th Leg., ch. 867, Sec. 48, eff. Sept. 1, 2001.

Source: Section 92.553 — Application for Change of Control, https://statutes.­capitol.­texas.­gov/Docs/FI/htm/FI.­92.­htm#92.­553 (accessed May 11, 2024).

92.001
Applicability of Other Law
92.051
Application to Incorporate
92.052
Additional Requirements for Capital Stock Savings Bank
92.053
Additional Requirements for Mutual Savings Bank
92.054
Minimum Initial Capital
92.055
Approval of Managing Officer
92.056
Corporate Name
92.057
Hearing on Application to Incorporate
92.058
Decision on Application to Incorporate
92.059
Judicial Review
92.060
Preference for Local Control
92.061
Deadline for Commencing Business
92.062
Amendment of Articles of Incorporation or Bylaws
92.063
Change of Office or Name
92.101
Purpose of Incorporation
92.102
Incorporation Requirements
92.103
Decision on Application
92.151
Organizational Meeting
92.152
Board of Directors
92.153
Qualification of Directors
92.154
Officers
92.155
Conflicts of Interest
92.156
Financial Institution Bond
92.157
Meetings of Members or Shareholders
92.158
Voting Rights
92.201
Books and Records
92.203
Regulatory Capital
92.204
Qualified Thrift Lender Test
92.205
Computation of Income
92.206
Insurance of Deposit Accounts
92.207
Limitation on Issuance of Securities
92.208
Common Stock
92.209
Preferred Stock
92.210
Series and Classes of Preferred Stock
92.211
Dividends on Capital Stock
92.212
Use of Surplus Accounts and Expense Fund Contributions
92.213
Use of Expense Fund Contributions
92.251
Conditions for Conversion
92.252
Application for Conversion
92.253
Action by Commissioner on Application
92.254
Hearing on Application
92.255
Consummation of Conversion
92.256
Filing of Charter or Certificate
92.257
Effect of Issuance of Charter
92.258
Continuation of Corporate Existence
92.259
Property and Obligations of Converted Savings Bank
92.301
Application to Convert
92.302
Election of Directors
92.303
Review by Commissioner
92.304
Hearing on Denial
92.305
Continuation of Corporate Existence
92.306
Property and Obligations of Converted Institution
92.307
Effect of Conversion on Pending Legal Action
92.308
Local Filing of Conversion Order Required
92.351
Authority to Reorganize, Merge, or Consolidate
92.352
Notice and Hearing
92.353
Denial by Commissioner of Plan
92.354
Alternative or Additional Procedures
92.355
Continuation of Corporate Existence
92.401
Applicability of Subchapter
92.402
Adoption of Merger or Consolidation Plan
92.403
Notice and Hearing
92.404
Denial by Commissioner of Application
92.405
Approval by Commissioner of Plan
92.406
Enforcement of Condition, Restriction, or Requirement on Surviving Foreign Savings Bank
92.407
Merger of Foreign Savings and Loan Association
92.451
Authority to Merge
92.452
Articles of Merger
92.453
Approval of Merger
92.454
Effect of Merger
92.455
Inapplicability of Subchapter H
92.501
Resolution to Liquidate and Dissolve
92.502
Distribution of Assets
92.503
Final Report and Accounting
92.551
Inapplicability of Subchapter
92.552
Effect of Subchapter on Other Law
92.553
Application for Change of Control
92.554
Notice of Application
92.555
Confidentiality
92.556
Denial of Application
92.557
Notice of Intent to Deny
92.558
Judicial Review
92.559
Unauthorized Change of Control
92.560
Injunction
92.561
Criminal Penalty
92.601
Application to Organize
92.602
Liability of Members and Managers
92.603
Contributions
92.604
Managers of Limited Savings Bank
92.605
Withdrawal or Reduction of Member’s Contribution
92.606
Company Agreement of Limited Savings Bank
92.607
Dissolution
92.608
Allocation of Profits and Losses
92.609
Distributions
92.610
Amendment of Governing Documents
92.611
Application of Other Provisions to Limited Savings Banks

Accessed:
May 11, 2024

§ 92.553’s source at texas​.gov