Tex. Fin. Code Section 62.351
Authority to Reorganize, Merge, or Consolidate

(a)

An association may reorganize, merge, or consolidate with another association, federal association, foreign association, state or national bank, or state or federal savings bank under a plan adopted by the board.

(b)

The plan must be approved:

(1)

at an annual meeting or a special meeting called to consider the action by a majority of the total vote the members or shareholders are entitled to cast; and

(2)

by the commissioner.

(c)

A shareholder of a capital stock association has the same dissenter’s rights as a shareholder of a domestic corporation under the Texas Business Corporation Act.

(d)

A merger or consolidation of a domestic association with a foreign association is also subject to Subchapter I.
Acts 1997, 75th Leg., ch. 1008, Sec. 1, eff. Sept. 1, 1997.

Source: Section 62.351 — Authority to Reorganize, Merge, or Consolidate, https://statutes.­capitol.­texas.­gov/Docs/FI/htm/FI.­62.­htm#62.­351 (accessed Jun. 5, 2024).

62.001
Application to Incorporate 62.002
Additional Incorporation Requirements for Capital Stock Association 62.003
Additional Incorporation Requirements for Mutual Association 62.004
Approval of Managing Officer 62.005
Corporate Name 62.006
Hearing on Application to Incorporate 62.007
Decision on Application to Incorporate 62.008
Preference for Local Control 62.009
Deadline for Commencing Business 62.010
Amendment of Articles of Incorporation or Bylaws 62.011
Change of Office or Name 62.051
Purpose of Incorporation 62.052
Incorporation Requirements 62.053
Decision on Application 62.101
Organizational Meeting 62.102
Board of Directors 62.104
Officers 62.105
Indemnity Bonds of Directors, Officers, and Employees 62.106
Meetings of Members and Shareholders 62.107
Voting Rights 62.151
Computation of Income 62.152
Minimum Net Worth Requirement 62.153
Insurance of Savings Accounts 62.154
Limitation on Issuance of Securities 62.155
Common Stock 62.156
Preferred Stock 62.157
Series and Classes of Preferred Stock 62.158
Dividends on Capital Stock 62.159
Use of Surplus Accounts and Expense Fund Contributions 62.160
Use of Expense Fund Contributions 62.201
Conditions for Conversion 62.202
Application to Convert 62.203
Review by Commissioner 62.204
Hearing on Application 62.205
Consummation of Conversion 62.206
Filing of Charter or Certificate 62.207
Effect of Issuance of Charter 62.208
Continuation of Corporate Existence 62.209
Property and Obligations of Converted Association 62.251
Application to Convert 62.252
Election of Directors 62.253
Review by Commissioner 62.254
Applicability of Subtitle to Converted Association 62.301
Application to Convert to State Savings Bank 62.302
Application to Convert to State or National Bank or State or Federal Savings Bank 62.303
Review by Commissioner 62.304
Filing of Charter or Certificate 62.305
Effect of Approval of Application and Issuance of Charter 62.306
Continuation of Corporate Existence 62.307
Property and Obligations of Converted Association 62.351
Authority to Reorganize, Merge, or Consolidate 62.352
Continuation of Corporate Existence 62.353
Notice and Hearing 62.354
Denial by Commissioner of Plan 62.401
Applicability of Subchapter 62.402
Adoption of Merger or Consolidation Plan 62.403
Notice and Hearing 62.404
Denial by Commissioner of Application 62.405
Approval by Commissioner of Plan 62.406
Enforcement of Condition, Restriction, or Requirement on Surviving Foreign Association 62.451
Authority to Merge 62.452
Articles of Merger 62.453
Approval of Merger 62.454
Effect of Merger 62.455
Inapplicability of Subchapter H 62.501
Resolution to Liquidate and Dissolve 62.502
Distribution of Assets 62.503
Final Report and Accounting 62.551
Inapplicability of Subchapter 62.552
Effect of Subchapter on Other Law 62.553
Application for Change of Control 62.554
Application Filing Fee 62.555
Denial of Application 62.556
Appeal to Commissioner of Denial 62.557
Judicial Review 62.558
Unauthorized Change of Control 62.559
Confidentiality 62.560
Injunction 62.561
Criminal Penalty
Green check means up to date. Up to date

Accessed:
Jun. 5, 2024

§ 62.351’s source at texas​.gov