Michigan Agreement and Plan of Merger and Consolidation regarding banks
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FAQ
The Federal Reserve regulates state-chartered member banks, bank holding companies, foreign branches of U.S. national and state member banks, Edge Act Corporations, and state-chartered U.S. branches and agencies of foreign banks.
During a merger, essentially other corporate entities become a part of an existing entity. This can be useful for smaller companies merging into larger companies that have greater brand recognition and market traction. Conversely, a consolidation is when multiple companies join to form a new entity.
Statutory Consolidation When businesses are combined into a new entity, the original companies cease to exist. By combining these businesses together, they create a new, larger corporation. This is called statutory consolidation, which is normally done through a merger transaction.
In a statutory merger, one of the two parties retains its entity, and another party merges into the other by losing its entity. In a statutory consolidation, when two parties come together, both of their legal entities cease to exist, and a new identity is created.
The Department of Financial and Professional Regulation's Division of Banking oversees the regulation and licensure of State chartered banks, savings banks, savings and loan associations, trust companies, ATMs not owned by financial institutions, check printers, pawnbrokers, mortgage bankers, and mortgage brokers.
DIFS - Department of Insurance and Financial Services.
The Federal Reserve Board supervises state-chartered banks that are members of the Federal Reserve System.
Steps to achieve merger or consolidation The BoD of each corporation must draw up a plan of merger or consolidation. 2. A plan must be submitted to the S/M of each corporation for approval. The vote or two-thirds (members) or two-thirds of the outstanding capital stock (stockholders) would be required.
DIFS is the State of Michigan department responsible for regulating Michigan's financial industries including consumer finance, financial institutions, and insurance.