§ 23-35-701 - Merger.
23-35-701. Merger.
(a) Any credit union other than a central credit union may, with the approval of the State Credit Union Supervisor, merge with any other credit union under the existing charter of the other credit union, pursuant to any plan agreed upon by the majority of the board of directors of each credit union joining in the merger and approved by the affirmative vote of a majority of the members of each credit union present at the meetings of members duly called for that purpose. The supervisor may waive the common bond requirement of this chapter for merging credit unions if he determines that good cause has been shown for waiving the requirement and that the merger is consistent with the purposes of this chapter.
(b) (1) After agreement by the directors and approval by the members of each credit union, the president and secretary of each credit union shall execute a certificate of merger, which shall set forth all of the following:
(A) The time and place of the meeting of the board of directors at which the plan was agreed upon;
(B) The vote in favor of adoption of the plan;
(C) A copy of the resolution or other action by which the plan was agreed upon;
(D) The time and place of the meeting of the members at which the plan agreed upon was approved;
(E) The vote by which the plan was approved by the members; and
(F) Such other provisions as set by rule or order of the supervisor.
(2) The certificates and a copy of the plan of merger agreed upon shall be forwarded to the supervisor and, if approved, returned to the merging credit unions.
(c) Upon any such merger so effected, all property, property rights, and interests of the merged credit union shall vest in the surviving credit union without deed, endorsement, or other instrument of transfer. All debts, obligations, and liabilities of the merged credit union shall be deemed to have been assumed by the surviving credit union under whose charter the merger was effected.
(d) This section shall be construed, whenever possible, to permit a credit union chartered under any other act to merge with one subject to the provisions of this chapter.