Section 143-B. Acquisition by companies of control of banking institutions

1.  It shall be unlawful except with the prior approval of  the  banking
  board  by a three-fifths vote of all the members thereof for any company
  to acquire control of any banking institution, directly  or  indirectly,
  provided,  however,  that the provisions of this section shall not apply
  to a bank  holding  company,  a  company  which  has  submitted  to  the
  superintendent  a  plan  of  acquisition pursuant to section one hundred
  forty-three-a or stock described  in  subdivision  two  of  section  one
  hundred forty-two. As used in this section, the term "control" means the
  possession,  directly or indirectly, of the power to direct or cause the
  direction of the management  and  policies  of  a  banking  institution,
  whether   through   the  ownership  of  voting  stock  of  such  banking
  institution,  the  ownership  of  voting  stock  of  any  company  which
  possesses such power or otherwise. Control shall be presumed to exist if
  any  company,  directly  or indirectly, owns, controls or holds with the
  power to vote ten per centum or more of the voting stock of any  banking
  institution  or  of any company which owns, controls or holds with power
  to vote ten per centum or more of  the  voting  stock  of  such  banking
  institution,  but  no  person  shall  be  deemed  to  control  a banking
  institution solely by reason of his being an officer or director of such
  banking  institution  or  company.  The  superintendent   may   in   his
  discretion, upon the application of a banking institution or any company
  which,  directly  or  indirectly,  owns, controls or holds with power to
  vote or seeks to own, control or hold with  power  to  vote  any  voting
  stock  of  such  banking  institution,  determine  whether  or  not  the
  ownership, control or holding of  such  voting  stock  would  constitute
  control of such banking institution for purposes of this section.
    2.  A company desiring to acquire control of a banking institution may
  file application therefor, in writing, with the superintendent  and  pay
  an  investigation  fee  as  prescribed pursuant to section eighteen-a of
  this chapter to the superintendent. The application shall  contain  such
  information   as  the  superintendent  or  banking  board,  by  rule  or
  regulation, may prescribe as necessary or appropriate for the purpose of
  making the determination required by subdivision three of this section.
    3. Upon receipt of such application,  the  superintendent  shall  post
  notice  of  the  receipt  thereof upon the bulletin board of the banking
  department. The superintendent shall submit  such  application  together
  with his recommendation in regard thereto and all papers, correspondence
  and  other  information  in  his possession and relating thereto, to the
  banking board which shall by order grant or  deny  the  application  and
  shall state the reasons for such grant or denial. An order granting such
  application  may  be  made only by three-fifths votes of all the members
  thereof. An order shall be issued within one hundred twenty  days  after
  the  date of the submission of the application to the superintendent and
  a copy thereof shall be posted upon the bulletin board  of  the  banking
  department.   In   determining  whether  or  not  to  approve  any  such
  application, the banking board shall take  into  consideration  (i)  the
  declaration  of  policy  contained  in  section ten of the chapter, (ii)
  whether the effect of such action shall be consistent with  adequate  or
  sound banking and the preservation thereof, or result in a consolidation
  of  assets  beyond  limits  consistent with effective competition, (iii)
  whether such acquisition of control may result in such  a  lessening  of
  competition  as  to  be  injurious to the interest of the public or tend
  toward monopoly, and (iv) primarily, the public interest and  the  needs
  and convenience thereof.
    4.  This  section  shall  not  apply  to  the exercise of control in a
  national banking association if the acquisition of such control  or  its
  exercise is subject to approval or disapproval pursuant to federal law.

    5.  For  a period of six months from the date of qualification thereof
  and for such  additional  period  of  time  as  the  superintendent  may
  prescribe  in writing, the provisions of subdivisions one, two and three
  of this section shall not apply to a transfer of control by operation of
  law  to  the  legal representative, as hereinafter defined, of a company
  which has control of  a  banking  institution.  Thereafter,  such  legal
  representative  shall comply with the provisions of subdivisions one and
  two of this section. The provisions of subdivision three of this section
  shall be applicable to an application made under this section by a legal
  representative.
    The term "legal representative," for the  purposes  of  this  section,
  shall  mean  one  duly appointed by a court of competent jurisdiction to
  act as  executor,  administrator,  trustee,  committee,  conservator  or
  receiver,  including  one  who  succeeds  a legal representative and one
  acting  in  an  ancillary  capacity  thereto  in  accordance  with   the
  provisions of such court appointment.
    If any provision of this section, or the application of such provision
  to  any  individual, company, corporation or circumstance, shall be held
  invalid, the remainder of this section, and the application  thereof  to
  anyone other than one to which it is held invalid, shall not be affected
  thereby.