§ 1831u. Interstate bank mergers
(a)
Approval of interstate merger transactions authorized
(2)
State election to prohibit interstate merger transactions
(3)
State election to permit early interstate merger transactions
(A)
In general
A merger transaction may be approved pursuant to paragraph (1) before June 1, 1997, if the home State of each bank involved in the transaction has in effect, as of the date of the approval of such transaction, a law that—
(B)
Certain conditions allowed
A host State may impose conditions on a branch within such State of a bank resulting from an interstate merger transaction if—
(4)
Interstate merger transactions involving acquisitions of branches
(A)
In general
An interstate merger transaction may involve the acquisition of a branch of an insured bank without the acquisition of the bank only if the law of the State in which the branch is located permits out-of-State banks to acquire a branch of a bank in such State without acquiring the bank.
(B)
Treatment of branch for purposes of this section
In the case of an interstate merger transaction which involves the acquisition of a branch of an insured bank without the acquisition of the bank, the branch shall be treated, for purposes of this section, as an insured bank the home State of which is the State in which the branch is located.
(5)
Preservation of State age laws
(A)
In general
The responsible agency may not approve an application pursuant to paragraph (1) that would have the effect of permitting an out-of-State bank or out-of-State bank holding company to acquire a bank in a host State that has not been in existence for the minimum period of time, if any, specified in the statutory law of the host State.
(B)
Special rule for State age laws specifying a period of more than 5 years
Notwithstanding subparagraph (A), the responsible agency may approve a merger transaction pursuant to paragraph (1) involving the acquisition of a bank that has been in existence at least 5 years without regard to any longer minimum period of time specified in a statutory law of the host State.
(6)
Shell banks
For purposes of this subsection, a bank that has been chartered solely for the purpose of, and does not open for business prior to, acquiring control of, or acquiring all or substantially all of the assets of, an existing bank or branch shall be deemed to have been in existence for the same period of time as the bank or branch to be acquired.
(b)
Provisions relating to application and approval process
(1)
Compliance with State filing requirements
(A)
In general
Any bank which files an application for an interstate merger transaction shall—
(i)
comply with the filing requirements of any host State of the bank which will result from such transaction to the extent that the requirement—
(2)
Concentration limits
(A)
Nationwide concentration limits
The responsible agency may not approve an application for an interstate merger transaction if the resulting bank (including all insured depository institutions which are affiliates of the resulting bank), upon consummation of the transaction, would control more than 10 percent of the total amount of deposits of insured depository institutions in the United States.
(B)
Statewide concentration limits other than with respect to initial entries
The responsible agency may not approve an application for an interstate merger transaction if—
(C)
Effectiveness of State deposit caps
No provision of this subsection shall be construed as affecting the authority of any State to limit, by statute, regulation, or order, the percentage of the total amount of deposits of insured depository institutions in the State which may be held or controlled by any bank or bank holding company (including all insured depository institutions which are affiliates of the bank or bank holding company) to the extent the application of such limitation does not discriminate against out-of-State banks, out-of-State bank holding companies, or subsidiaries of such banks or holding companies.
(D)
Exceptions to subparagraph (B)
The responsible agency may approve an application for an interstate merger transaction pursuant to subsection (a) of this section without regard to the applicability of subparagraph (B) with respect to any State if—
(i)
there is a limitation described in subparagraph (C) in a State statute, regulation, or order which has the effect of permitting a bank or bank holding company (including all insured depository institutions which are affiliates of the bank or bank holding company) to control a greater percentage of total deposits of all insured depository institutions in the State than the percentage permitted under subparagraph (B); or
(3)
Community reinvestment compliance
In determining whether to approve an application for an interstate merger transaction in which the resulting bank would have a branch or bank affiliate immediately following the transaction in any State in which the bank submitting the application (as the acquiring bank) had no branch or bank affiliate immediately before the transaction, the responsible agency shall—
(A)
comply with the responsibilities of the agency regarding such application under section
2903 of this title;
(B)
take into account the most recent written evaluation under section
2903 of this title of any bank which would be an affiliate of the resulting bank; and
(c)
Applicability of certain laws to interstate banking operations
(1)
State taxation authority not affected
(A)
In general
No provision of this section shall be construed as affecting the authority of any State or political subdivision of any State to adopt, apply, or administer any tax or method of taxation to any bank, bank holding company, or foreign bank, or any affiliate of any bank, bank holding company, or foreign bank, to the extent such tax or tax method is otherwise permissible by or under the Constitution of the United States or other Federal law.
(B)
Imposition of shares tax by host States
In the case of a branch of an out-of-State bank which results from an interstate merger transaction, a proportionate amount of the value of the shares of the out-of-State bank may be subject to any bank shares tax levied or imposed by the host State, or any political subdivision of such host State that imposes such tax based upon a method adopted by the host State, which may include allocation and apportionment.
(3)
Reservation of certain rights to States
No provision of this section shall be construed as limiting in any way the right of a State to—
(d)
Operations of the resulting bank
(1)
Continued operations
A resulting bank may, subject to the approval of the appropriate Federal banking agency, retain and operate, as a main office or a branch, any office that any bank involved in an interstate merger transaction was operating as a main office or a branch immediately before the merger transaction.
(2)
Additional branches
Following the consummation of any interstate merger transaction, the resulting bank may establish, acquire, or operate additional branches at any location where any bank involved in the transaction could have established, acquired, or operated a branch under applicable Federal or State law if such bank had not been a party to the merger transaction.
(3)
Certain conditions and commitments continued
If, as a condition for the acquisition of a bank by an out-of-State bank holding company before September 29, 1994—
(A)
the home State of the acquired bank imposed conditions on such acquisition by such out-of-State bank holding company; or
the State may enforce such conditions and commitments with respect to such bank holding company or any affiliated successor company which controls a bank or branch in such State as a result of an interstate merger transaction to the same extent as the State could enforce such conditions or commitments against the bank holding company before the consummation of the merger transaction.
(e)
Exception for banks in default or in danger of default
If an application under subsection (a)(1) of this section for approval of a merger transaction which involves 1 or more banks in default or in danger of default or with respect to which the Corporation provides assistance under section
1823
(c) of this title, the responsible agency may approve such application without regard to subsection (b) of this section, or paragraph (2), (4), or (5) of subsection (a) of this section.
(f)
Applicable rate and other charge limitations
(1)
In general
In the case of any State that has a constitutional provision that sets a maximum lawful annual percentage rate of interest on any contract at not more than 5 percent above the discount rate for 90-day commercial paper in effect at the Federal reserve bank for the Federal reserve district in which such State is located, except as provided in paragraph (2), upon the establishment in such State of a branch of any out-of-State insured depository institution in such State under this section, the maximum interest rate or amount of interest, discount points, finance charges, or other similar charges that may be charged, taken, received, or reserved (or in the case of a governmental entity located in such State, paid) from time to time in any loan or discount made or upon any note, bill of exchange, financing transaction, or other evidence of debt by—
(A)
any insured depository institution whose home State is such State shall be equal to not more than the greater of—
(i)
the maximum interest rate or amount of interest, discount points, finance charges, or other similar charges that may be charged, taken, received, or reserved in a similar transaction under the constitution or any statute or other law of the home State of the out-of-State insured depository institution establishing any such branch, without reference to this section, as such maximum interest rate or amount of interest may change from time to time; or
(ii)
the maximum rate or amount of interest, discount points, finance charges, or other similar charges that may be charged, taken, received, or reserved in a similar transaction by a State insured depository institution chartered under the laws of such State or a national bank or Federal savings association whose main office is located in such State without reference to this section; and
(B)
any governmental entity located in such State or any person that is not a depository institution described in subparagraph (A) doing business in such State, shall be equal to not more than the greater of the State’s maximum lawful annual percentage rate or 17 percent—
(i)
to facilitate the uniform implementation of federally mandated or federally established programs and financings related thereto, including—
(I)
uniform accessibility of student loans, including the issuance of qualified student loan bonds as set forth in section
144
(b) of title
26;
(II)
the uniform accessibility of mortgage loans, including the issuance of qualified mortgage bonds and qualified veterans’ mortgage bonds as set forth in section 143 of such title;
(III)
the uniform accessibility of safe and affordable housing programs administered or subject to review by the Department of Housing and Urban Development, including—
(2)
Rule of construction
(A)
In general
No provision of this subsection shall be construed as superseding or affecting—
(B)
Applicability
This subsection shall be construed to apply to any loan or discount made, or note, bill of exchange, financing transaction, or other evidence of debt, originated by an insured depository institution, a governmental entity located in such State, or a person that is not a depository institution described in subparagraph (A) doing business in such State.
(g)
Definitions
For purposes of this section, the following definitions shall apply:
(1)
Adequately capitalized
The term “adequately capitalized” has the same meaning as in section
1831o of this title.
(5)
Host State
The term “host State” means, with respect to a bank, a State, other than the home State of the bank, in which the bank maintains, or seeks to establish and maintain, a branch.
(6)
Interstate merger transaction
The term “interstate merger transaction” means any merger transaction approved pursuant to subsection (a)(1) of this section.
(8)
Out-of-State bank
The term “out-of-State bank” means, with respect to any State, a bank whose home State is another State.
(9)
Out-of-State bank holding company
The term “out-of-State bank holding company” means, with respect to any State, a bank holding company whose home State is another State.