Article 1a - Holding Companies
(205 ILCS 105/Art. 1A heading) ARTICLE 1A. HOLDING COMPANIES
(205 ILCS 105/1A‑1) (from Ch. 17, par. 3301A‑1)
Sec. 1A‑1. A "savings and loan holding company" means any company which directly or indirectly or acting in concert with one or more other persons or through one or more subsidiaries, owns, controls, or holds with power to vote, or holds proxies representing more than 25% of the voting shares or rights of any association or savings and loan holding company or controls in any manner whether by holding of proxies or otherwise, the election of a majority of the directors of any association or savings and loan holding company. Notwithstanding the foregoing, no company shall be deemed to have control of or over a savings and loan association or holding company (A) by virtue of its ownership or control of shares in a fiduciary capacity arising in the ordinary course of its business; (B) by virtue of its ownership or control of shares acquired by it in connection with its underwriting of securities which are held only for such period of time as will permit the sale thereof upon a reasonable basis; (C) by virtue of its holding any shares as collateral taken in the ordinary course of securing a debt or other obligation; (D) by virtue of its ownership or control of shares acquired in the ordinary course of collecting a debt or other obligation previously contracted in good faith, until 5 years after the date acquired; or (E) by virtue of its voting rights with respect to shares of any savings and loan association or holding company acquired in the course of a proxy solicitation in the case of a company formed and operated for the sole purpose of participating in a proxy solicitation.
An "Illinois savings and loan holding company" means a savings and loan holding company whose principal place of business is in Illinois and which is not controlled, directly or indirectly, by another savings and loan holding company whose principal place of business is outside Illinois.
An "Out‑of‑State savings and loan holding company" means a savings and loan holding company whose principal place of business is in a state other than Illinois and which is not controlled, directly or indirectly, by another savings and loan holding company whose principal place of business is outside of the Geographic Area.
"Geographic Area" means those states, as defined in "The Illinois Bank Holding Company Act of 1957", as amended or as now or hereafter supplemented, within which Illinois bank holding companies are permitted to acquire a bank or a bank holding company.
"Principal place of business" of a savings and loan holding company means the state in which the total deposits of all offices of all subsidiaries are the largest as shown by the most recent reports of condition filed with state or federal regulatory authorities.
(Source: P.A. 85‑313.) |
(205 ILCS 105/1A‑2) (from Ch. 17, par. 3301A‑2)
Sec. 1A‑2. A subsidiary of an individual or company is any company which is controlled by such person or by a company which is a subsidiary of such person by virtue of this Article.
(Source: P.A. 85‑313.) |
(205 ILCS 105/1A‑3) (from Ch. 17, par. 3301A‑3)
Sec. 1A‑3. Each savings and loan holding company and each subsidiary thereof shall register with the Commissioner within 180 days after the effective date of this amendatory Act of 1987 or within 90 days after becoming a savings and loan holding company, whichever is later. Such savings and loan holding company and each subsidiary thereof shall register on such forms as may be prescribed by the Commissioner which shall include information with respect to the financial conditions, ownership, management, and intercompany relations of such holding company and its subsidiaries and related matters as the Commissioner may deem necessary or appropriate to carry out the purposes of this Article.
(Source: P.A. 85‑313.) |
(205 ILCS 105/1A‑4) (from Ch. 17, par. 3301A‑4)
Sec. 1A‑4. With respect to each savings and loan holding company and each subsidiary thereof the following shall apply:
(a) Each savings and loan holding company and each subsidiary thereof shall file with the Commissioner such reports as may be required by the Commissioner. Such reports shall be in such form as the Commissioner may prescribe. Each report shall contain information concerning the operations of each savings and loan holding company and subsidiary as the Commissioner may require.
(b) Each savings and loan holding company shall maintain such books and records as may be prescribed by the Commissioner.
(c) Each savings and loan holding company and each subsidiary thereof shall be subject to such examination as the Commissioner shall prescribe.
(d) Each savings and loan holding company under this Article may engage in all activities as the Commissioner may by regulation establish and otherwise not inconsistent with the provisions of the National Housing Act of 1934, as now or hereafter amended.
(e) Each savings and loan holding company operating under this Act shall pay and be assessed by the Commissioner fees and charges necessary to cover the cost of their examination and supervision under this Act. The Commissioner is empowered to issue reasonable rules and regulations to establish fees to support registration, examination and supervision under this Act.
(Source: P.A. 85‑313.) |
(205 ILCS 105/1A‑5) (from Ch. 17, par. 3301A‑5)
Sec. 1A‑5. A savings and loan holding company may acquire control of a subsidiary association or a savings and loan holding company upon application to and the prior written approval of the Commissioner. The application shall be in such form prescribed by the Commissioner and contain such information as will enable the Commissioner to determine if the acquisition is consistent with the interest of maintaining a sound financial system and, that the proposed acquisition does not afford a basis for supervisory objection.
(Source: P.A. 85‑1143.) |
(205 ILCS 105/1A‑6) (from Ch. 17, par. 3301A‑6)
Sec. 1A‑6. No savings and loan holding company, other than an Illinois savings and loan holding company, may control or own more than 5% of the voting shares or rights of any Illinois association or Illinois savings and loan holding company unless such savings and loan holding company is a Out‑of‑State savings and loan holding company and the laws of the state which is the principal place of business of such Out‑of‑State savings and loan holding company expressly authorize an Illinois savings and loan holding company to acquire an association or savings and loan holding company in that state under qualifications and conditions which are not unduly restrictive when compared to those imposed by the laws of Illinois, as determined by the Commissioner.
(Source: P.A. 85‑313.) |
(205 ILCS 105/1A‑7) (from Ch. 17, par. 3301A‑7)
Sec. 1A‑7. An Illinois savings and loan holding company may control or own more than 5% of the voting shares or rights of an association or savings and loan holding company only if the principal place of business of the association or savings and loan holding company is located in the Geographic Area.
(Source: P.A. 85‑313.) |
(205 ILCS 105/1A‑8) (from Ch. 17, par. 3301A‑8)
Sec. 1A‑8. (a) An association, including a mutual association operating under this Act, may reorganize so as to become a holding company by:
(1) chartering one or more subsidiary associations, the ownership of which shall be evidenced by stock shares, to be owned by the chartering parent association; and
(2) by transferring the substantial portion of its assets and all of its insured deposits and part or all of its other liabilities to one or more subsidiary associations.
(b) In order to effect reorganization under subsection (a), the Board of Directors of the original association must approve a plan providing for such reorganization which shall be submitted for approval by a majority of the voting members of the association. Approval must occur at a meeting called by the Board of Directors and in accordance with the association's Articles of Incorporation and By‑laws. The Commissioner shall promulgate rules to regulate the formation of and the ongoing business of the subsidiaries and the holding company, including the rights of members, levels of investment in holding company subsidiaries and stock sales.
(Source: P.A. 85‑1143.) |