17:12B-262 - Plan of conversion - New Jersey Statutes

17:12B-262.  Plan of conversion
    The conversion of a mutual association into a capital stock association shall be effected in accordance with the plan of conversion adopted by the members, and approved by the commissioner, pursuant to the provisions of this act and consistent with the provisions of this section.  The plan shall provide:

    a.  Each savings member in the mutual association shall receive an equivalent account in the capital stock association equal in amount to his account in the mutual association;

    b.  A record date for determining the respective interests of savings members in the mutual association, which date shall be established and published by the commissioner from time to time in his discretion, but not less  often than annually, and may coincide, in the commissioner's discretion, with a  record date if the same is established and published by the Federal Home Loan  Bank Board.  Such record date shall apply to the entire State;

    c.  Participation in the initial issuance of capital stock by officers, directors and employees of the association and their associates shall be in accordance with the regulations promulgated by the commissioner.  The term "associate"  of a person shall mean parents, spouse, sisters, brothers, children or anyone married to one of the foregoing persons;  any corporation of  which the person is an officer, director or owner of more than 10% of the outstanding voting stock;  any trust of which such person is a trustee or substantial beneficiary;  and any partnership of which such person is a general  or limited partner;

    d.  The interests of directors, officers, employees and associates, as that  word is defined in subsection c. of this section, shall be disclosed in the  application for conversion filed with the commissioner and in the notice to  members of the meeting called to adopt the plan of conversion;

    e.  Each savings member as of the record date shall receive such rights with  respect to the capital stock of the capital stock association as shall be set  forth in regulations promulgated by the commissioner;

    f.  A date upon which the association will advise qualified savings members  of their rights and elections with respect to the conversion.  Such notice  shall be in accordance with regulations promulgated by the commissioner.

     L.1974, c. 137, s. 33, eff. Oct. 23, 1974.