A. The organizers shall file with the director a notice of their intention to organize a state bank, signed by each of them. At the time of filing the notice of intention, the organizers shall pay an investigation fee of one-half of one percent of the proposed capital structure, not to exceed seven thousand five hundred dollars ($7,500). The notice shall be in duplicate and shall state and include:

(1) the name, residence and occupation of each organizer and the amount of stock to be subscribed and to be paid for by each;

(2) the name and address of an individual within the state who shall act as agent for the organizers;

(3) the total proposed capital structure, the number of shares, the par value of the shares of the proposed state bank and the proposed price per share;

(4) whether it is intended that the proposed state bank shall have trust powers;

(5) the community in which the proposed state bank is to be located;

(6) a feasibility study estimating the need for and benefits to be derived by the formation of the proposed bank;

(7) an annual projection for a five-year period of the expected condition and income of the proposed bank;

(8) a prospectus describing the stock offering in a form prescribed by the director and in compliance with the provisions of the New Mexico Securities Act of 1986 [repealed];

(9) an executed copy of an escrow agreement that provides the name of a New Mexico bank that will act as an escrow agent to receive all funds raised by the stock subscription, and that further provides for retention of the funds by the escrow agent until their release is authorized by the director; and

(10) a financial report for each organizer, in a form prescribed by the director, provided all financial reports shall remain in the confidential files of the division, and, provided further, proposed organizers appointed subsequent to the original notice of intention shall submit a financial report upon the date of their appointment.

B. If the notice of intention or any accompanying documents do not comply with the requirements of this section, the director shall within twenty days from the date of his receipt of the filing of the notice notify the organizers of the defect therein.

C. Upon approval of the notice of intention by the director, the effective date of the notice shall be the date the director received the filing of the notice.

D. After approval of the notice of intention by the director, the organizers shall:

(1) issue a subscription receipt to each subscriber and file a duplicate copy with the director, providing that all funds will be returned to the subscriber, with the exception of the organization expense, if the application is denied; and

(2) file with the escrow agent an executed copy of all subscription agreements, setting forth an accounting of all funds collected pursuant to the subscription agreements and providing for retention of the funds until their release is authorized by the director; and

(3) file with the director copies of all subscription agreements, and an accounting of all funds collected pursuant to the subscription agreements, immediately following execution of the subscription agreements and collection of the funds.

E. Each subscriber at the time he subscribes to the stock of a proposed state bank shall pay, in addition to his subscription in cash, such percentage of the selling price of the stock as the director determines is reasonable into a fund to be used to defray the expenses of organization. No organization expenses shall be paid out of any other funds of the bank. Upon the opening of the bank, any unexpended balance shall be transferred to undivided profit. If the application is finally denied, any unexpended balance shall be distributed among the contributors in proportion to their respective payments. The director may require an accounting of disbursements from the fund and may order the organizers to restore any sum which has been expended for other than proper organization expense. No payment shall be made from the organization expense fund or other proceeds of subscription for securing subscriptions to stock.

History: 1953 Comp., § 48-22-44, enacted by Laws 1963, ch. 305, § 44; 1973, ch. 226, § 2; 1989, ch. 209, § 6; 1991, ch. 120, § 3.

Bracketed material. — The bracketed material was inserted by the compiler and is not part of the law. The New Mexico Securities Act of 1986 was repealed by Laws 2009, ch. 82, § 703, effective January 1, 2010. For present comparable provisions, see the New Mexico Uniform Securities Act, 58-13C-101 to 58-13C-701 NMSA 1978.

The 1991 amendment, effective June 14, 1991, in Subsection A, added Paragraphs (6) through (10); in Subsection B, inserted "from the date of his receipt of the filing of the notice"; in Subsection C, substituted "the effective date of the notice shall be the date the director received the filing of the notice" for "the organizers shall submit the names, addresses and the amount of stock each proposed subscriber intends to purchase should the approval of the sale be secured"; in Subsection D, deleted former Paragraph (1) pertaining to compliance with the state securities act, redesignated former Subparagraphs (2) and (3) accordingly and added Paragraph (3), in present Paragraph (1), substituted "a subscription" for "an interim", in present Paragraph (2) substituted "escrow agent an executed copy of all subscription agreements, setting forth an accounting of all funds collected pursuant to the subscription agreements and" for "director an executed copy of an escrow agreement, setting forth the name of a bank in this state which will act as escrow agent to receive all funds raised from the stock subscription".

Am. Jur. 2d, A.L.R. and C.J.S. references. — 10 Am. Jur. 2d Banks § 22.

9 C.J.S. Banks and Banking §§ 15 et seq., 21.