Texas Register, Volume 37, Number 35, Pages 6819-7008, August 31, 2012 Page: 6,845
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A. Kaylene Ray
Texas Department of Banking
Proposed date of adoption: December 14, 2012
For further information, please call: (512) 475-1300
CHAPTER 15. CORPORATE ACTIVITIES
The Finance Commission of Texas (the commission), on be-
half of the Texas Department of Banking (the department), pro-
poses amendments to Chapter 15 (Corporate Activities), Sub-
chapter A, 15.2, 15.3, 15.5 and 15.7, concerning Fees and
Other Provisions of General Applicability; Subchapter C, 15.41
and 15.42, concerning Bank Offices; Subchapter E, 15.81,
concerning Change of Control Applications; and Subchapter F,
15.101, 15.103 - 15.108, 15.110 and 15.113, concerning Ap-
plications for Merger, Conversion, and Purchase or Sale of As-
The amendments are proposed to: update statutory and Texas
Administrative Code references; reorganize, clarify, and elimi-
nate unnecessary text; provide consistency with statutory pro-
visions; expand options for public notice regarding applications;
revise requirements for expedited handling of applications; and
allow extension of application processing deadlines for some sit-
The proposed amendment to 15.2(b)(6) will clarify and identify
which sale transactions require a fee to be paid for processing
an application for approval. The current language is unclear and
could be read to conflict with the statute. The language has been
clarified by tracking the language used in Finance Code 32.405.
The proposed amendment to 15.5(a) provides for an alterna-
tive form of publication acceptable to the banking commissioner
in lieu of publication in a newspaper. Newspaper publication
can be expensive and in some areas few newspapers remain
in business. The current language of the rule prevents the use
of non-newspaper media which is often more readily available
and more effective. The amendment would allow the applicant
more flexibility in choosing a method of publishing notice that
fits the particular circumstance, as long as it is acceptable to the
The proposed amendments to 15.103 will add two additional
requirements with regard to applications submitted to the de-
partment requesting expedited processing. These additional re-
quirements involve completion of two worksheets that are al-
ready being used in expedited filings. The proposed amend-
ments will also add two additional reasons the banking commis-
sioner may deny a request for expedited filing and processing
of an application or withdraw an application from expedited pro-
cessing. These are situations where the application presents an
issue of regulatory concern and/or requires a conversion exam-
ination. Such situations typically require longer than 30 days to
resolve and complete and therefore are not candidates for expe-
The proposed amendments to 15.106 are intended to reor-
ganize existing text of the current rule for clarity and consis-
tency with Finance Code 32.405, to delete outdated reference
to the Texas Business Corporation Act and replace it with refer-
ence to the Texas Business Organizations Code, and to correct
references to other sections of the Texas Administrative Code.
The amendments would also delete application requirements
that were made obsolete by the passage of the Riegle-Neal In-
terstate Banking and Branching Act of 1994.
The proposed amendment to 15.113 would allow the commis-
sioner to extend the time frames for processing any applica-
tion, when the specific conditions listed in 15.103(d) exist. This
change would add needed flexibility for institutions that are large
or have particularly complex transactions that must be reviewed.
This extended processing time would also be needed for appli-
cations that require an examination of the institution.
All other proposed amendments are non-substantive changes to
delete outdated references to the Texas Business Corporation
Act and replace them with references to the Texas Business Or-
ganizations Code, to correct title references to other sections of
the Texas Administrative Code, and to conform the rule to Texas
Deputy Commissioner Robert Bacon, Texas Department of
Banking, has determined that for the first five-year period the
proposed rules are in effect, there will be no fiscal implications
for state government or for local government as a result of
enforcing or administering the rules.
Mr. Bacon also has determined that, for each year of the first
five years the rules as proposed are in effect, the public will ben-
efit by having clearer and updated rules. The change to notice
publication requirements will provide applicants with added flex-
ibility when choosing a publication method and can provide the
public with better access to the notice information. The ability
to extend processing times will allow sufficient review of more
For each year of the first five years that the rules will be in effect,
there will be no economic costs to persons required to comply
with the rules as proposed.
There will be no adverse economic effect on small businesses or
micro-businesses. There will be no difference in the cost of com-
pliance for small businesses as compared to large businesses.
To be considered, comments on the proposed amendments
must be submitted no later than 5:00 p.m. on October 1, 2012.
Comments should be addressed to General Counsel, Texas
Department of Banking, Legal Division, 2601 North Lamar
Boulevard, Suite 300, Austin, Texas 78705-4294. Comments
may also be submitted by email to email@example.com.
SUBCHAPTER A. FEES AND OTHER
PROVISIONS OF GENERAL APPLICABILITY
7 TAC 15.2, 15.3, 15.5, 15.7
The amendments are proposed under Finance Code, 31.003,
which authorizes the Finance Commission to adopt banking
Finance Code, 32.004, 32.405 and 33.002, are affected by the
15.2. Filing Fees and Cost Deposits.
(a) (No change.)
(b) Filing fees. Simultaneously with a submitted application
or notice, an applicant shall pay to the department:
(1)- (5) (No change.)
(6) $1,000 for an application to authorize the sale of assets
exceeding three times the amount of unimpaired capital and surplus
[substantially t all assets] (including an interstate transaction) pursuant
PROPOSED RULES August 31, 2012 37 TexReg 6845
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Texas. Secretary of State. Texas Register, Volume 37, Number 35, Pages 6819-7008, August 31, 2012, periodical, August 31, 2012; Austin, Texas. (texashistory.unt.edu/ark:/67531/metapth253227/m1/27/?rotate=270: accessed July 20, 2018), University of North Texas Libraries, The Portal to Texas History, texashistory.unt.edu; crediting UNT Libraries Government Documents Department.