New York Plan of Conversion from state stock savings bank to federal stock savings bank

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Multi-State
Control #:
US-CC-8-218
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Word; 
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This sample form, a detailed Plan of Conversion From State Stock Savings Bank to Federal Stock Savings Bank document, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.
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FAQ

A conversion merger is when a mutual institution simultaneously acquires a stock institution at the same time it completes a standard stock conversion. A mutual FSA may acquire another insured institution that is already in the stock form of ownership at the time of its stock conversion transaction.

Today, it's quite common for both institutions to offer the same services. The primary difference is in how they're operated: MSBs are depositor-owned, while commercial banks are shareholder-owned.

No Direct Ownership Instead, mutual banks are owned by their depositors and do not have capital stock or stockholders. And while these banks are owned by their depositors, their depositors are neither stockholders nor members, and have no vote in how the bank operates.

Needham Bank has filed a plan with the U.S. Securities and Exchange Commission to go public. It is seeking to raise $390 million via an initial public offering (IPO), which was filed on June 9.

Mutual savings banks also have several disadvantages including being too conservative at times, having no member control, and having the possibility of being acquired or going public.

Mutual banks are owned by their borrowers and depositors. Ownership and profit sharing are what differentiate mutual banks from stock banks, which are owned and controlled by individual and institutional shareholders that profit from them.

The Demutualization Process In a demutualization, a mutual company elects to change its corporate structure to a public company, where prior members may receive a structured compensation or ownership conversion rights in the transition, in the form of shares in the company.

In stock companies, profitability is allocated to shareholders in proportion to the total amount of stock held, and this is in contrast to an MSB, where profits are allocated to depositors based on how much business they conduct with the MSB (through deposits and loans).

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New York Plan of Conversion from state stock savings bank to federal stock savings bank