2005 Illinois Code - 205 ILCS 105/ Illinois Savings and Loan Act of 1985. 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.)
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(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.)
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(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.)
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(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.)
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(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.)
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(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.)
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(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.)
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(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.)
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