Section 136-A. Purchase of assets of national banking association by bank or trust company

1. A state bank or trust company may acquire, whether by  purchase or otherwise, other than by merger, all or a  substantial  part
  of  the  assets  of  a  national  banking association, provided that the
  action taken complies with federal law.
    2. In the case of each such acquisition, a written plan providing  for
  the  acquisition  by  the  bank  or  trust  company of the assets of the
  national banking association shall be submitted, in  duplicate,  by  the
  bank  or trust company to the superintendent. Such plan shall be in form
  satisfactory to the superintendent, shall specify the  selling  and  the
  acquiring  corporation,  and shall prescribe the terms and conditions of
  the acquisition and the mode of carrying it into effect.
    At the time of submission for action  by  the  superintendent  of  the
  written   plan  of  acquisition  of  assets,  an  investigation  fee  as
  prescribed pursuant to section eighteen-a of this chapter shall be  paid
  to  the  superintendent;  provided,  however,  that no investigation fee
  shall be payable under this subdivision with respect to  an  acquisition
  to  which  subdivision  two  of section one hundred thirty-six-b of this
  article is applicable.
    3. With such plan  of  acquisition  of  assets  there  shall  also  be
  submitted, in duplicate, to the superintendent the following: (a) by the
  national  banking association, a certificate of the president, secretary
  or cashier of such association certifying that all steps have been taken
  which are necessary under federal law to the sale of its assets; (b)  by
  the  bank  or  trust  company,  if  the  assets  of the national banking
  association exceed ten per centum of the assets of  the  bank  or  trust
  company, a certificate of the president, secretary or cashier certifying
  that  such  plan  has  been  approved  by  the board of directors of his
  corporation by a majority vote of all the members thereof, and that such
  plan was thereafter submitted to the stockholders of such corporation at
  a meeting thereof held upon notice of at least fifteen days,  specifying
  the  time,  place,  and  object  of  such  meeting and addressed to each
  stockholder at the address appearing upon the books of  the  corporation
  and  published  at  least  once  a  week for two successive weeks in one
  newspaper in the county in which the  bank  or  trust  company  has  its
  principal place of business and that such plan has been approved at such
  meeting by the vote of stockholders owning at least two-thirds in amount
  of the stock of such corporation.
    4. Nothing contained in this section one hundred thirty-six-a shall be
  construed  to  prohibit  any other purchase of assets which is otherwise
  permitted by applicable law.