§1075.1105. Definitions

            "Acquiree savings bank" means any subsidiary savings bank, other than a resulting savings bank, that is acquired by a mutual holding company as part of, and concurrently with, a mutual holding company reorganization and is in mutual form immediately prior to such acquisition.

 

            "Affiliate" means any company that controls, is controlled by, or is under common control with a person.

 

            "Assets" means the total assets of the savings bank minus goodwill and any other intangible assets, including but not limited to, purchased deposit base and branch network, and leasehold improvements net of accumulated depreciation.

 

            "Capital stock" includes permanent stock, guaranty stock, permanent reserve stock, any similar certificate evidencing non-withdrawable capital, preferred stock, or convertible preferred stock of a savings bank created or acquired under this Subpart or of a subsidiary, institution or holding company.

 

            "Charter" includes articles of incorporation, articles of reincorporation, or any similar instrument, as amended, effecting (either with or without filing with any government agency) the organization or creation of an incorporated or unincorporated person.

 

            "Company" means a corporation or partnership, a savings bank, a joint stock company, a trust or an unincorporated organization.

 

            "Control" is defined as it is in Section 1007.35 of the Act.

 

            "Eligible account holder" means any person holding a qualifying deposit as of a given date.

 

            "Eligibility record date" shall mean the record date for determining eligible account holders of an institution.

 

            "Employee" does not include an organization director or an officer.

 

            "Equity security" means any stock or similar security or any security convertible, with or without consideration, into such a security, or carrying any warrant or right to subscribe to or purchase a security, or any warrant or right.

 

            "Member" means any person qualifying as a member of an insured institution pursuant to its charter or bylaws.

 

            "Mutual savings bank" means a mutual savings bank organized and operating under the Act.

 

            "Net worth" means the aggregate of capital stock accounts, capital surplus and retained earnings accounts and all other reserve accounts except valuation reserves and specific reserves that are in the nature of valuation reserves.

 

            "Person" means an individual, a company, or a government or political subdivision.

 

            "Pre-existing depository institution" means a subsidiary depository institution that is not an acquiree savings bank, a resulting savings bank or a savings bank in mutual form when acquired.

 

            "Purchase" or "Buy" includes every contract to purchase, buy, or otherwise acquire a security or interest in a security for value.

 

            "Qualifying deposit" means a deposit determined pursuant to Section 1075.1935 of this Part.

 

            "Reorganizing savings bank" means a mutual savings bank that proposes to reorganize to become a mutual holding company pursuant to this Subpart.

 

            "Resulting savings bank" means a savings bank in stock form that is organized as a subsidiary of a reorganizing savings bank to receive the substantial portion of the assets, all the insured deposits, and part or all of the other liabilities of the reorganizing savings bank.

 

            "Sale" or "Sell" includes every contract to sell or otherwise dispose of a security or interest in a security for value; but these terms do not include an exchange of securities in connection with a merger or acquisition approved by the Director.

 

            "Security" includes any stock, note, treasury stock, bond, debenture, transferrable share, investment contract, voting trust certificate, or, in general, any instrument commonly known as a "security"; or any certificate of interest or participation in, temporary or interim certificate for, receipt for, or warrant, or right to subscribe to or purchase any of the foregoing.

 

            "Stock" means common or preferred stock, or any other type of equity, security, including (without limitation) warrants or options to acquire common or preferred stock, or other securities that are convertible into common or preferred stock.

 

(Source:  Amended at 30 Ill. Reg. 19068, effective December 1, 2006)