103 STAT. 336 PUBLIC LAW 101-73—AUG. 9, 1989 5,*- , ' , "(A) chartering an interim savings association, the stock Jj of which is to be wholly owned, except as otherwise pro- vided in this section, by the mutual association; and , "(B) transferring the substantial part of its assets and liabilities, including all of its insured liabilities, to the interim savings association. " (2) DIRECTORS AND CERTAIN ACCOUNT HOLDERS' APPROVAL OF PLAN REQUIRED. —A reorganization is not authorized under this subsection unless—
"(A) a plan providing for such reorganization has been . approved by a majority of the board of directors of the mutual savings association; and "(B) in the case of an association in which holders of accounts and obligors exercise voting rights, such plan has been submitted to and approved by a majority of such ,. ^, individuals at a meeting held at the call of the directors in accordance with the procedures prescribed by the associa- tion's charter and bylaws. "(3) NOTICE TO THE DIRECTOR; DISAPPROVAL PERIOD. — .,,.,, "(A) NOTICE REQUIRED. — At least 60 days prior to taking any action described in paragraph (1), a savings association seeking to establish a mutual holding company shall pro- vide written notice to the Director. The notice shall contain such relevant information as the Director shall require by regulation or by specific request in connection with any ,. particular notice. " (B) TRANSACTION ALLOWED IF NOT DISAPPROVED. —Unless the Director within such 60-day notice period disapproves ., the proposed holding company formation, or extends for another 30 days the period during which such disapproval ' may be issued, the savings association providing such notice may proceed with the transaction, if the requirements of paragraph (2) have been met. "(C) GROUNDS FOR DISAPPROVAL.— The Director may dis- approve any proposed holding company formation only if— "(i) such disapproval is necessary to prevent unsafe or unsound practices; "(ii) the financial or management resources of the savings association involved warrant disapproval; "(iii) the savings association fails to furnish the / , information required under subparagraph (A); or ^ "(iv) the savings association fails to comply with the requirement of paragraph (2). "(D) RETENTION OF CAPITAL ASSETS.— In connection with the transaction described in paragraph (1), a savings association may, subject to the approval of the Director, retain capital assets at the holding company level to the extent that such capital exceeds the association's capital requirement established by the Director pursuant to sec- tions 5(s) and (t) of this Act.
" (4) OWNERSHIP. — "(A) IN GENERAL. — Persons having ownership rights in the mutual association pursuant to section 5(b)(1)(B) of this Act or State law shall have the same ownership rights with respect to the mutual holding company. ,.' " (B) HOLDERS OF CERTAIN ACCOUNTS.—Holders of savings, . demand or other accounts of—
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