Session Laws

Be it enacted by the Senate and House of Representatives in General Court assembled, and by the authority of the same, as follows:

SECTION 1. Chapter 168 of the General Laws is hereby amended by inserting after section 34E the following section:-

Section 34F. Any one or more of such corporations and any one or more credit unions, as defined in section one of chapter one hundred and seventy-one, may merge or consolidate into a single savings bank upon such terms as shall have been approved by a vote of at least two-thirds of the board of trustees of each corporation and the board of directors of each credit union, and shall have been approved in writing by the commissioner. The terms of any such merger or consolidation shall be approved by the corporators of each corporation and the shareholders of each credit union in the manner prescribed herein. A request for such approval by the commissioner shall be accompanied by an investigation fee, the amount of which shall be determined annually by the commissioner of administration under the provisions of section three B of chapter seven, a copy of the terms of any agreement reached by the respective boards of trustees or directors, and certified copies of the votes of such boards. If the commissioner, after such notice and hearing as he may require, is satisfied that a merger or consolidation can be effected on terms approved by him and he finds that such merger or consolidation is in the interests of the depositors and shareholders of the institutions concerned, such merger or consolidation may be approved by him subject to his direction. In making a finding that any such merger or consolidation is in the interests of depositors and shareholders, the commissioner shall also determine whether or not competition among banking institutions will be unreasonably affected and whether or not public convenience and advantage will be promoted. In making such determination, the commissioner shall consider, but not be limited to, a showing of net new benefits. For the purposes of this section, the term "net new benefits" shall mean initial capital investments, job creation plans, consumer and business services, commitments to maintain and open branch offices within the bank's delineated community, as such term is used within section fourteen of chapter one hundred and sixty-seven, and such other matters as the commissioner may determine.

Before becoming effective, any merger or consolidation authorized by this section, hereinafter sometimes referred to as a "consolidation", shall have been approved by a vote of at least two-thirds of the corporators of each corporation present, qualified to vote and voting at a meeting specially called to consider the subject and approved by a vote of at least two-thirds of the shareholders of each credit union present, qualified to vote and voting at a meeting specially called for that purpose. Notice for such meetings shall be given in accordance with the relevant provisions of section nine A of this chapter and section eleven of chapter one hundred and seventy-one. A certificate under the hands of the presidents and clerks, or other duly authorized officers, of all merging or consolidating corporations and credit unions setting forth that each institution, respectively, has complied with the requirements of this section, shall be submitted to the commissioner who, if he approves such merger or consolidation, shall endorse such approval upon such certificate and thereupon, such merger or consolidation shall become effective. The commissioner shall not endorse his approval thereon until he has received notice from the Mutual Savings Central Fund, Inc., and from the insurer for each such credit union that arrangements satisfactory to each such insurer have been made for such merger or consolidation. Upon the merger or consolidation of any such institutions, the provisions of subparagraphs 1 to 6, inclusive, of section thirty-four A shall apply.

The offices and depots of any credit union merged or consolidated under this section may be maintained as branch offices or depots of the corporation with the written permission of, and under such conditions, if any, as approved by the commissioner.

SECTION 2. Chapter 170 of the General Laws is hereby amended by inserting after section 26E the following section:-

Section 26F. Any one or more of such corporations and any one or more credit unions, as defined in section one of chapter one hundred and seventy-one, may merge or consolidate into a single cooperative bank upon such terms as shall have been approved by a vote of at least two-thirds of the board of directors of each corporation and the board of directors of each credit union, and shall have been approved in writing by the commissioner. The terms of any such merger or consolidation shall be approved by the shareholders of each corporation and the shareholders of each credit union in the manner prescribed herein. A request for such approval by the commissioner shall be accompanied by an investigation fee, the amount of which shall be determined annually by the commissioner of administration under the provisions of section three B of chapter seven, a copy of the terms of any agreement reached by the respective boards of directors, and certified copies of the votes of such boards. If the commissioner, after such notice and hearing as he may require, is satisfied that a merger or consolidation can be effected on terms approved by him and he finds that such merger or consolidation is in the interests of the depositors and shareholders of the institutions concerned, such merger or consolidation may be approved by him subject to his direction. In making such determinations, the commissioner shall also determine whether or not competition among banking institutions will be unreasonably affected and whether or not public convenience and advantage will be promoted. In making such determination, the commissioner shall consider, but not be limited to, a showing of net new benefits. For the purposes of this section, the term "net new benefits" shall mean initial capital investments, job creation plans, consumer and business services, commitments to maintain and open branch offices within the bank's delineated community, as such term is used within section fourteen of chapter one hundred and sixty-seven, and such other matters as the commissioner may determine.

Before becoming effective, any merger or consolidation authorized by this section, hereinafter sometimes referred to as a "consolidation", shall have been approved by a vote of at least two-thirds of the shareholders of each corporation, present, qualified to vote, and voting at a meeting specially called to consider the subject and by a vote of at least two-thirds of the shareholders of each credit union, present, qualified to vote, and voting at a meeting specially called for that purpose. Notice for such meetings shall be given in accordance with the relevant provisions of section seven of this chapter and section eleven of chapter one hundred and seventy-one. A certificate under the hands of the presidents and clerks, or other duly authorized officers of all merging or consolidating corporations and credit unions setting forth that each institution, respectively, has complied with the requirements of this section, shall be submitted to the commissioner who, if he shall approve such merger or consolidation, shall endorse his approval upon such certificate and thereupon, such merger or consolidation shall become effective. The commissioner shall not endorse his approval thereon until he has received notice from the Cooperative Central Bank and the insurer for each such credit union that arrangements satisfactory to each insurer have been made for such merger or consolidation. Upon the merger or consolidation of any such institutions, the provisions of subparagraphs 1 to 6, inclusive, of section twenty-six A shall apply.

The offices and depots of any credit union merged or consolidated under this section may be maintained as branch offices or depots of the corporation with the written permission of, and under such conditions, if any, as approved by the commissioner.

SECTION 3. Chapter 171 of the General Laws is hereby amended by inserting after section 78 the following two sections:-

Section 78A. Any one or more credit unions may merge or consolidate with one or more savings banks, as defined in section one of chapter one hundred and sixty-eight, into a single savings bank pursuant to the provisions of section thirty-four F of said chapter one hundred and sixty-eight.

Section 78B. Any one or more credit unions may merge or consolidate with one or more cooperative banks, as defined in section one of chapter one hundred and seventy, into a single cooperative bank pursuant to the provisions of section twenty-six F of said chapter one hundred and seventy.