Iowa Code 524.1415 – Effect of filing of articles of conversion with secretary of state
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1. The conversion is effective upon the filing of the articles of conversion with the secretary of state, or at any later date and time as specified in the articles of conversion. The acknowledgment of filing is conclusive evidence of the performance of all conditions required by this chapter for conversion of a national bank or federal savings association, out-of-state bank, or state or federally chartered credit union into a state bank, except as against the state.
Terms Used In Iowa Code 524.1415
- Articles of incorporation: means the original, amended, or restated articles of incorporation and all amendments thereto and includes articles of merger. See Iowa Code 524.103
- Bank: means a corporation organized under this chapter, a national bank, a federal savings association, or an out-of-state bank. See Iowa Code 524.103
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- Federal savings association: means a corporation organized under 12 U. See Iowa Code 524.103
- Lien: A claim against real or personal property in satisfaction of a debt.
- National bank: means a corporation organized under 12 U. See Iowa Code 524.103
- National Bank: A bank that is subject to the supervision of the Comptroller of the Currency. The Office of the Comptroller of the Currency is a bureau of the U.S. Treasury Department. A national bank can be recognized because it must have "national" or "national association" in its name. Source: OCC
- Out-of-state bank: means a corporation, other than a credit union, industrial bank, or trust company, that is authorized by the laws of another state to solicit, receive, or accept money or its equivalent for deposit or to otherwise engage in the business of banking. See Iowa Code 524.103
- property: includes personal and real property. See Iowa Code 4.1
- state: when applied to the different parts of the United States, includes the District of Columbia and the territories, and the words "United States" may include the said district and territories. See Iowa Code 4.1
- State bank: means any bank incorporated pursuant to the provisions of this chapter after January 1, 1970, and any "state bank" incorporated pursuant to the laws of this state and doing business as such on January 1, 1970, or a bank organized as a mutual corporation under this chapter. See Iowa Code 524.103
2. When a conversion becomes effective, the existence of the national bank or federal savings association, out-of-state bank, or state or federally chartered credit union shall continue in the resulting state bank which shall have all the property, rights, powers, and duties of the national bank or federal savings association, out-of-state bank, or state or federally chartered credit union, except that the resulting state bank shall have only the authority to engage in such business and exercise such powers as it would have, and shall be subject to the same prohibitions and limitations to which it would be subject, upon original incorporation under this chapter. The articles of incorporation of the resulting state bank shall be the provisions stated in the articles of conversion.
3. A liability of the national bank or federal savings association, out-of-state bank, or state or federally chartered credit union, or of the national bank’s or federal savings association’s, out-of-state bank’s, or state or federally chartered credit union’s shareholders, directors, or officers, is not affected by the conversion. A lien on any property of the national bank or federal savings association, out-of-state bank, or state or federally chartered credit union is not impaired by the conversion. A claim existing or action pending by or against the national bank or federal savings association, out-of-state bank, or state or federally chartered credit union may be prosecuted to judgment as if the conversion had not taken place, or the resulting state bank may be substituted in its place.
4. The title to all real estate and other property owned by the converting national bank or federal savings association, out-of-state bank, or state or federally chartered credit union is vested in the resulting state bank without reversion or impairment.