HARRY HUGHES, Governor                                    2087

(7) IT COMPLIES WITH TITLE 3 OF THE CORPORATIONS AND
ASSOCIATIONS ARTICLE; AND

(8) IT HAS MET ALL THE REQUIREMENTS OF THIS PART V
AND OTHER APPLICABLE PROVISIONS IN THIS ARTICLE.

9-632.

TO CONVERT TO A BANKING INSTITUTION COMMERCIAL BANK, A
CAPITAL STOCK SAVINGS AND LOAN SHALL DELIVER TO THE BANK
COMMISSIONER:

(1)  A FILING FEE OF $1,000;

(2)  AN APPLICATION FOR CONVERSION;

(3)  A CERTIFIED COPY OF THE RESOLUTION OF THE BOARD
OF DIRECTORS THAT AUTHORIZES THE CONVERSION;

(4)  THE PROPOSED AMENDED CHARTER AND BYLAWS
AMENDMENTS;

(5)  THE PROPOSED NOTICE OF THE MEETING TO CONSIDER
CONVERSION, AND THE TIME AND MANNER IN WHICH NOTICE WILL BE GIVEN
TO STOCKHOLDERS;

(6)  THE PROPOSED PROXY STATEMENT;

(7)  THE PROPOSED PLAN OF CONVERSION; AND

(8)  ANY ADDITIONAL DOCUMENTS REQUIRED BY THE BANK
COMMISSIONER.

9-633.

4

THE BANK COMMISSIONER:

(1)  SHALL REVIEW AN APPLICATION FOR CONVERSION TO A
BANKING INSTITUTION COMMERCIAL BANK;

(2)  SHALL DETERMINE:

(I)  WHETHER THE PLAN IS FAIR TO THE
STOCKHOLDERS OF THE CONVERTING ASSOCIATION AND THE GENERAL
PUBLIC;

(II)  THAT INSURANCE OF THE SAVINGS ACCOUNTS
WILL REMAIN IN EFFECT AFTER THE CONVERSION;

(III)  THAT, AFTER CONVERSION, THE BANKING
INSTITUTION COMMERCIAL BANK WILL BE IN SOUND FINANCIAL CONDITION
AND WILL BE SOUNDLY MANAGED;