362.680. Agreement to be submitted to stockholders, when — exceptions, procedures.

290 words·~1 min read·/mo/chapter-362/362-680

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

362.680. Agreement to be submitted to stockholders, when — exceptions, procedures. — 1. In case of approval by the finance director, the agreement, except as provided in subsection 3 of this section, shall within sixty days after the date of the approval be submitted to the stockholders of each bank and trust company which is a party to the merger or consolidation.

2. The meeting of the stockholders of each bank and trust company for the purpose shall be called upon notice given as provided in section 362.044 .

3. In the event that the director of the division of finance determines that one of the banks which is a party to the merger is in imminent danger of failing and that the merger is necessary to prevent such failure, or that one of the banks which is a party to the merger was formed to take over assets and liabilities of a failed bank, or that the parties to the merger are wholly owned by a bank holding company, he or she shall issue an order to such effect and the merger shall take effect immediately upon the issuance of his or her order approving the merger.

In such a case, the agreement of merger, along with a copy of the order of the director of the division of finance approving the merger, shall be filed in the public records of the division of finance. No stockholders' meeting need be held but any stockholder of either bank shall be entitled to exercise the right of a dissenting stockholder pursuant to section 362.730 .

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(L. 1967 p. 445, A.L. 1983 H.B. 565, A.L. 1986 H.B. 1195, A.L. 1999 S.B. 386, A.L. 2000 S.B. 896)

(Source: RSMo 1959 § 363.840)