Section 3. The prohibitions contained in section two shall not apply to (1) stock acquired in good faith in a fiduciary capacity except where such stock is held for the benefit of the shareholders of a banking institution or bank holding company; (2) stock accepted in good faith as collateral security for advances made or stock required in the regular course of securing or collecting a debt previously contracted in good faith; provided, such stock shall be sold or otherwise disposed of within the term of five years from the date of its acquisition unless its further holding is approved by the board of bank incorporation; (3) stock acquired as a consequence of a merger or consolidation of one banking institution with another, or the conversion of one banking institution into another, or the sale of assets of one banking institution to another where the stock acquired does not represent a larger percentage interest in the stock of the banking institution in which acquired than was held prior to such consolidation, merger, conversion or sale by the bank holding company in the banking institution consolidated, merged or converted, or whose assets were the subject of the sale; or (4) any stock acquired in connection with the underwriting of the issue of such stock and which is held only for such period of time as will permit the sale thereof on a reasonable basis.

Section 2 shall not apply to the acquisition by a bank holding company, or a company or a banking institution which would become a bank holding company if: a banking institution or other bank holding company is merged, consolidated, its assets purchased or established on an interim basis simultaneously with the acquisition of the shares of the banking institution or other bank holding company; and the company or bank holding company is not operated by the acquiring bank holding company, company or banking institution, as a separate entity other than as the survivor of the merger, consolidation or asset purchase; and said transaction requires the approval of the commissioner pursuant to the General Laws. The provisions of section 4 relative to the Massachusetts Housing Partnership Fund shall apply to any transaction which but for the exemption provided for in this paragraph would have been subject to such provisions. The commissioner shall not approve any transaction until the commissioner has received notice from the Massachusetts Housing Partnership Fund that satisfactory arrangements have been made pursuant to said section 4.