C.R.S. Section 11-103-702
Approval of merger by directors


(1)

Where there is to be a resulting state bank, the board of directors of each constituent state bank shall, by a majority of the entire board, approve a merger agreement, which agreement shall contain:

(a)

The name of each constituent bank and the location of each office;

(b)

With respect to the resulting bank, the name and the location of each proposed office; the name and residence of each director to serve until the next annual meeting of the stockholders; the name and residence of each officer; the amount of capital, the number of shares, and the par value of each share; whether preferred stock is to be issued and the amount, terms, and preferences; the amendments to the charter and bylaws;

(c)

The terms for the exchange of shares of the constituent banks for those of the resulting bank;

(d)

A statement that the agreement is subject to approval by the banking board and by the stockholders of each constituent bank;

(e)

Provisions governing the manner of disposing of the shares of the resulting state bank not taken by dissenting shareholders of constituent banks;

(f)

Such other provisions as the banking board requires to enable it to discharge its duties with respect to the merger.

Source: Section 11-103-702 — Approval of merger by directors, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-11.­pdf (accessed Oct. 20, 2023).

11‑103‑101
General corporate powers
11‑103‑102
Trust, fiduciary, and agency powers - when authorized
11‑103‑103
State bank organized as a limited liability company
11‑103‑201
Capital
11‑103‑202
Inadequacy of capital - assessments
11‑103‑203
Liability of shareholders
11‑103‑301
Incorporators
11‑103‑302
Application fees
11‑103‑303
Application for de novo charter or charter conversion
11‑103‑304
Procedure for granting or denying charter
11‑103‑401
Subscription calls
11‑103‑402
First meetings of stockholders - director’s oath - bylaws
11‑103‑403
Stockholders’ meetings - voting trusts - preemptive right - transfer of stock
11‑103‑404
Waiver of notice - meeting or vote
11‑103‑405
Amendment of articles - change of location - authorized but unissued stock
11‑103‑406
Dividends - when payable
11‑103‑501
Directors and officers
11‑103‑502
Directors’ meetings - duties
11‑103‑503
Waiver of notice - meeting or vote
11‑103‑601
Director and officer insurance and fidelity bonds - legislative declaration
11‑103‑602
Indemnification and personal liability of directors, officers, employees, and agents
11‑103‑603
Deposit insurance - membership in federal reserve system - federal national mortgage association
11‑103‑701
Merger or conversion
11‑103‑702
Approval of merger by directors
11‑103‑703
Approval by banking board
11‑103‑704
Approval by stockholders - rights of dissenters
11‑103‑705
Effective date of merger - certificate
11‑103‑706
Continuation of corporate entity
11‑103‑707
Conversion from state bank to national and vice versa
11‑103‑708
Nonconforming assets
11‑103‑709
Sale of all assets of bank, branch, or department
11‑103‑801
Voluntary liquidation and dissolution
11‑103‑802
Involuntary liquidation by banking board - reorganization
11‑103‑803
Reorganization plan
11‑103‑804
Liquidation by commissioner - procedure
11‑103‑805
Federal deposit insurance corporation or successor as liquidator
11‑103‑806
Assets sold or pledged as security
11‑103‑807
Enforcement of directors’ liability
11‑103‑808
Emergency grant of new charter
11‑103‑809
Emergency grant of branch facility - legislative declaration
11‑103‑810
Preapproved shelf charter
Green check means up to date. Up to date

Current through Fall 2024

§ 11-103-702’s source at colorado​.gov