C.R.S. Section 11-41-130
Reorganization

(1)

The board of directors of any association, at a meeting called for that purpose, may adopt a plan of reorganization of the association. Two copies of the proposed plan of reorganization, signed by the president or vice-president of such association, verified by his affidavit, and attested by the secretary or assistant secretary thereof, with the seal of the association thereunto affixed, shall be submitted to the commissioner for his approval or disapproval, and he shall cause a certificate of approval or disapproval to be attached to said proposed plan, one copy to be filed in the division and one returned to the association. If approved by the commissioner, such approved plan shall be presented to the members at a special meeting called for the purpose of considering and voting upon such approved plan. The complete plan of reorganization, as adopted by the board of directors and approved by the commissioner, shall be furnished each member at the time notice of such meeting, as required by section 11-41-123, is given. If at such meeting two-thirds of all votes of the members present in person or by proxy are in favor of such approved plan, the association may proceed to reorganize in accordance therewith.

(2)

The proceedings of such meeting shall be submitted to the commissioner for his approval in the same manner as required for the submission of the plan by the board of directors. Unless the plan of reorganization fixes a later effective date thereof, the effective date of reorganization shall be the date upon which the commissioner accepts for filing the certified copies of the proceedings of the meetings of members adopting the approved plan of reorganization.

(3)

The privilege of reorganization is likewise extended to savings and loan associations which are in the course of voluntary or involuntary liquidation.

(4)

In order that equity may be done for all members of such association in the event of reorganization, all pending withdrawal applications shall be canceled.

(5)

In addition to all other lawful provisions, the plan may provide for the exchange of shares or stock or both in the association for shares or stock or both of the same or a different class of the reorganized association. Without limiting the methods by which an association may reorganize, any association may:

(a)

Provide for reorganization under the existing name of the association or under a different name;

(b)

Provide for segregation by division, on the records of the association or on the records of any reorganized association, of any part of its assets and liabilities, including division of the certificate value of the shares or stock or both, and of any reserves created to absorb losses;

(c)

Provide for segregation by division, between the association and a reorganized association or between two reorganized associations, of any part of its assets and liabilities, including division of the certificate value of the shares or stock or both and of any reserves created to absorb losses;

(d)

Fix the time prior to which notice of withdrawal of such shares so issued in exchange for shares in the associations being reorganized shall not be given.

(6)

The reorganization of such association shall not prejudice the right of any creditor of any such association to have payment of his debt out of the assets and property thereof, nor shall any creditor be thereby deprived of or prejudiced in any right of action then existing against the officers or directors of said association for any neglect or misconduct. All obligations to any such prior association shall inure to the benefit of the reorganized association and shall be enforceable by it and in its name, and demands, claims, and rights of action against any such association may be enforced against it as fully and completely as they might have been enforced theretofore; and all deeds, notes, mortgages, contracts, judgments, transactions, and proceedings whatsoever theretofore made, received, entered into, carried on, or done by such association before such reorganization shall be as good, valid, and effectual in law as though such association had never been reorganized.

Source: Section 11-41-130 — Reorganization, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-11.­pdf (accessed Oct. 20, 2023).

11‑41‑101
General organization 11‑41‑102
Restriction on corporate name 11‑41‑103
Use of name “savings and loan association” restricted 11‑41‑104
Articles of incorporation 11‑41‑105
Minimum stock subscription - issuance of preferred stock 11‑41‑106
Approval of articles of incorporation 11‑41‑107
Documents deposited with commissioner 11‑41‑108
Refusal of certificate - appeal 11‑41‑109
Certificate of approval - where articles filed 11‑41‑110
Body corporate 11‑41‑111
Renewal of corporate life 11‑41‑112
Powers of savings and loan associations 11‑41‑112.5
Savings and loan association as fiduciary 11‑41‑113
Federal home loan bank membership 11‑41‑114
How funds invested 11‑41‑115
Interest rates on loans 11‑41‑116
Where associations may operate 11‑41‑117
Insurance of shares 11‑41‑117.5
Insurance of obligations 11‑41‑118
Loans - investment in notes or bonds 11‑41‑119
Loans to members and other loans 11‑41‑121
Merger, consolidation, and transfer 11‑41‑122
Membership fees 11‑41‑123
Directors and meetings 11‑41‑124
Officers or directors to receive no commission 11‑41‑125
Loans to officers and directors 11‑41‑126
Bonds of officers 11‑41‑127
Violations - penalties 11‑41‑128
Acknowledgments 11‑41‑129
Amendment of articles of incorporation 11‑41‑130
Reorganization 11‑41‑130.5
Cessation of business as an association - amendment of articles 11‑41‑131
Dissolution 11‑41‑132
Escheat proceedings 11‑41‑133
Acquisition of majority control over an existing association - definitions 11‑41‑134
Indemnification and personal liability of directors, officers, employees, and agents - legislative declaration
Green check means up to date. Up to date

Current through Fall 2024

§ 11-41-130’s source at colorado​.gov