SECTION 3. Notice of proposed reorganization to commissioner; factors to be considered

A mutual banking institution proposing to reorganize as a mutual holding company pursuant to this chapter shall provide the commissioner with sixty days prior written notice of such proposed reorganization. The notice shall include a copy of the plan of reorganization and shall contain such other information as the commissioner may require.

Unless the commissioner approves the formation of the proposed mutual holding company by a written notice issued to the mutual banking institution proposing to reorganize, within sixty days after receipt of notice of the proposed reorganization or, extends for another thirty days the period during which such approval may be issued, such mutual banking institution shall not proceed with such proposed reorganization. If the commissioner so extends the period within which such approval may be issued but within such extended period does not approve, the mutual banking institution shall not proceed with such proposed reorganization.

In order to determine whether to approve the formation of a mutual holding company in accordance with the proposed reorganization plan, the commissioner shall consider the following factors:

(1) whether the formation of the proposed mutual holding company will be unfair or prejudicial to the depositors of the mutual banking institution proposing to reorganize as a mutual holding company;

(2) whether the interest of the public will be served by the formation of the proposed mutual holding company;

(3) whether disapproval is necessary to prevent unsafe or unsound banking practices;

(4) the financial and management resources of the mutual banking institution proposing to reorganize; and

(5) the competence, character and banking experience of the applicant, including its record of compliance with applicable laws and regulations.

In connection with a reorganization in accordance with this section, a mutual banking institution may, subject to the approval of the commissioner, retain assets at the mutual holding company level to the extent that such assets are not then required to be transferred to the subsidiary banking institution in order to satisfy capital or reserve requirements of any applicable state or federal law.