6-428. Retirement or reduction of shares of guaranty capital

A. The board of directors of an association operating with guaranty capital may propose an amendment to the articles of incorporation providing for the retirement of all of the guaranty capital, and a detailed plan for effectuating such amendment. The resulting capital of the association shall be not less than the minimum initial capital which the association, if it were being organized, would be required to have under the provisions of this chapter concerning applicants and initial capital. The proposal shall be submitted to the superintendent for his approval.

B. If the superintendent approves the proposal, the association's board of directors may request in writing an appraisal of the value of the shares of guaranty capital; and the superintendent then shall cause such an appraisal to be made and receive therefor the fees for a special examination as provided by section 6-125, allowing proper credit to such shares from the association's segregated surplus, if any exists, and from other reserves and undivided profits. The value of the shares of guaranty capital so determined may be considered in the further proceedings under this section.

C. The proposal then may be submitted to the members at an annual or special meeting. It shall be adopted upon receiving in the affirmative the votes of the holders of two-thirds or more of the outstanding shares of guaranty capital, and also two-thirds or more of the total number of votes which all other members of the association are entitled to cast thereon. The proposal shall become effective upon completion of the procedure provided in this chapter for the amendment of articles of incorporation.

D. An association may amend its articles of incorporation, in accordance with the procedure provided in this chapter for such amendments, to reduce its shares of guaranty capital, but in no event to an amount which is less than the minimum guaranty capital which the association would be required by this chapter to issue if it were newly authorized to issue guaranty capital.