{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/6.2-914.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/6.2-914.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/6.2-914.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/6.2-914.html"}],"law_id":64972,"edition_id":1,"section_id":64972,"structure_id":14866,"section_number":"6.2-914","catch_line":"Merger or transfer of assets of insolvent bank","history":"1975, c. 44, \u00a7 6.1-100.1; 1983, c. 507; 2005, c. 765; 2010, c. 794.","full_text":"A\n\nIf the Commission finds that a bank is insolvent, that its merger into another bank is desirable for the protection of its depositors, and that an emergency exists, and, if the board of directors of such insolvent bank approves a plan of merger of such bank into another bank, (i) compliance with the requirements of § 13.1-718 shall be dispensed with as to such insolvent bank and (ii) the approval by the Commission of such plan of merger shall be the equivalent of approval by the holders of more than two-thirds of the outstanding shares of such insolvent bank for all purposes of Article 12 (§ 13.1-715.1 et seq.) of Chapter 9 of Title 13.1.B\n\nIf the Commission finds that a bank is insolvent, that the acquisition of its assets by another bank is in the best interests of its depositors, and that an emergency exists, the Commission, with the consent of the boards of directors of both banks as to the terms and conditions of such transfer, including the assumption of all or certain liabilities, may enter an order transferring some or all of the assets of such insolvent bank to such other bank, in which event (i) compliance with the provisions of §§ 13.1-723 and 13.1-724 shall not be required and (ii) §§ 13.1-730 through 13.1-741 shall not be applicable to such transfer.C\n\nIn the case either of a merger as provided in subsection A or of a sale of assets as provided in subsection B, the Commission shall provide that prompt notice of its finding of insolvency and of the merger or sale of assets be sent to the stockholders of record of the insolvent bank for the purpose of providing such shareholders an opportunity to challenge the finding that the bank is insolvent. The relevant books and records of such insolvent bank shall remain intact and be made available to such shareholders for a period of 30 days after such notice is sent. The Commission’s finding of insolvency shall become final if a hearing before the Commission is not requested by any such shareholder within such 30-day period.D\n\nIf, after such hearing provided in subsection C, the Commission finds that such bank was solvent, it shall rescind its order entered pursuant to subsection A or B and the merger or transfer of assets shall be rescinded. However, if after such hearing the Commission finds that such bank was insolvent, its order shall be final.","order_by":null,"text":{"0":{"id":236363,"text":"If the Commission finds that a bank is insolvent, that its merger into another bank is desirable for the protection of its depositors, and that an emergency exists, and, if the board of directors of such insolvent bank approves a plan of merger of such bank into another bank, (i) compliance with the requirements of § 13.1-718 shall be dispensed with as to such insolvent bank and (ii) the approval by the Commission of such plan of merger shall be the equivalent of approval by the holders of more than two-thirds of the outstanding shares of such insolvent bank for all purposes of Article 12 (§ 13.1-715.1 et seq.) of Chapter 9 of Title 13.1.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":236364,"text":"If the Commission finds that a bank is insolvent, that the acquisition of its assets by another bank is in the best interests of its depositors, and that an emergency exists, the Commission, with the consent of the boards of directors of both banks as to the terms and conditions of such transfer, including the assumption of all or certain liabilities, may enter an order transferring some or all of the assets of such insolvent bank to such other bank, in which event (i) compliance with the provisions of §§ 13.1-723 and 13.1-724 shall not be required and (ii) §§ 13.1-730 through 13.1-741 shall not be applicable to such transfer.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"C"},"2":{"id":236365,"text":"In the case either of a merger as provided in subsection A or of a sale of assets as provided in subsection B, the Commission shall provide that prompt notice of its finding of insolvency and of the merger or sale of assets be sent to the stockholders of record of the insolvent bank for the purpose of providing such shareholders an opportunity to challenge the finding that the bank is insolvent. The relevant books and records of such insolvent bank shall remain intact and be made available to such shareholders for a period of 30 days after such notice is sent. The Commission’s finding of insolvency shall become final if a hearing before the Commission is not requested by any such shareholder within such 30-day period.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"3":{"id":236366,"text":"If, after such hearing provided in subsection C, the Commission finds that such bank was solvent, it shall rescind its order entered pursuant to subsection A or B and the merger or transfer of assets shall be rescinded. However, if after such hearing the Commission finds that such bank was insolvent, its order shall be final.","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C"}},"ancestry":[{"id":14866,"edition_id":1,"name":"Receiverships","identifier":"13","label":"article","depth":4,"order_by":1,"parent_id":13791,"metadata":{},"date_created":"2026-06-26 03:50:29","date_modified":"2026-06-26 03:50:29","permalink":{"id":265199,"object_type":"structure","relational_id":14866,"identifier":"13","token":"6.2\/II\/8\/13","url":"\/6.2\/II\/8\/13\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13791,"edition_id":1,"name":"Banks","identifier":"8","label":"chapter","depth":3,"order_by":1,"parent_id":13000,"metadata":{},"date_created":"2026-06-26 03:45:53","date_modified":"2026-06-26 03:45:53","permalink":{"id":265065,"object_type":"structure","relational_id":13791,"identifier":"8","token":"6.2\/II\/8","url":"\/6.2\/II\/8\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13000,"edition_id":1,"name":"Depository Institutions and Trust Organizations","identifier":"II","label":"subtitle","depth":2,"order_by":1,"parent_id":12852,"metadata":{},"date_created":"2026-06-26 03:44:07","date_modified":"2026-06-26 03:44:07","permalink":{"id":263685,"object_type":"structure","relational_id":13000,"identifier":"II","token":"6.2\/II","url":"\/6.2\/II\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12852,"edition_id":1,"name":"Financial Institutions and Services","identifier":"6.2","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:56","date_modified":"2026-06-26 03:43:56","permalink":{"id":263249,"object_type":"structure","relational_id":12852,"identifier":"6.2","token":"6.2","url":"\/6.2\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":80948,"structure_id":14866,"section_number":"6.2-912","catch_line":"Definition","url":"\/6.2-912\/","token":"6.2\/II\/8\/13\/6.2-912","metadata":false},{"id":56799,"structure_id":14866,"section_number":"6.2-913","catch_line":"Closing bank; appointment of receiver","url":"\/6.2-913\/","token":"6.2\/II\/8\/13\/6.2-913","metadata":false},{"id":64972,"structure_id":14866,"section_number":"6.2-914","catch_line":"Merger or transfer of assets of insolvent bank","url":"\/6.2-914\/","token":"6.2\/II\/8\/13\/6.2-914","metadata":false},{"id":80551,"structure_id":14866,"section_number":"6.2-915","catch_line":"Protection of state deposits upon insolvency","url":"\/6.2-915\/","token":"6.2\/II\/8\/13\/6.2-915","metadata":false},{"id":84969,"structure_id":14866,"section_number":"6.2-916","catch_line":"Appointment of receiver","url":"\/6.2-916\/","token":"6.2\/II\/8\/13\/6.2-916","metadata":false},{"id":58223,"structure_id":14866,"section_number":"6.2-917","catch_line":"Execution of powers of sale by receivers","url":"\/6.2-917\/","token":"6.2\/II\/8\/13\/6.2-917","metadata":false},{"id":67404,"structure_id":14866,"section_number":"6.2-918","catch_line":"Rights and powers of receivers generally","url":"\/6.2-918\/","token":"6.2\/II\/8\/13\/6.2-918","metadata":false},{"id":78346,"structure_id":14866,"section_number":"6.2-919","catch_line":"Interest on deposits; distribution of surplus remaining after payment of depositors","url":"\/6.2-919\/","token":"6.2\/II\/8\/13\/6.2-919","metadata":false},{"id":82233,"structure_id":14866,"section_number":"6.2-920","catch_line":"Proceedings to bar certain claims against banks in liquidation","url":"\/6.2-920\/","token":"6.2\/II\/8\/13\/6.2-920","metadata":false},{"id":81421,"structure_id":14866,"section_number":"6.2-921","catch_line":"When publication of list of creditors unnecessary","url":"\/6.2-921\/","token":"6.2\/II\/8\/13\/6.2-921","metadata":false},{"id":58453,"structure_id":14866,"section_number":"6.2-922","catch_line":"When publication once in two newspapers sufficient","url":"\/6.2-922\/","token":"6.2\/II\/8\/13\/6.2-922","metadata":false},{"id":81832,"structure_id":14866,"section_number":"6.2-923","catch_line":"When claims barred","url":"\/6.2-923\/","token":"6.2\/II\/8\/13\/6.2-923","metadata":false},{"id":79790,"structure_id":14866,"section_number":"6.2-924","catch_line":"Power of receivers to contract for loans and make investments","url":"\/6.2-924\/","token":"6.2\/II\/8\/13\/6.2-924","metadata":false}],"previous_section":{"id":56799,"structure_id":14866,"section_number":"6.2-913","catch_line":"Closing bank; appointment of receiver","url":"\/6.2-913\/","token":"6.2\/II\/8\/13\/6.2-913","metadata":false},"next_section":{"id":80551,"structure_id":14866,"section_number":"6.2-915","catch_line":"Protection of state deposits upon insolvency","url":"\/6.2-915\/","token":"6.2\/II\/8\/13\/6.2-915","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/6.2-914\/","history_text":"

This law was first created in 1975. The record of its establishment is cataloged in chapter 44 of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. Unfortunately, the 1975 \u201cActs\u201d aren\u2019t available online. It has been modified 3 times. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. Those modifications are as follows: in 1983, chapter 507; in 2005, chapter 765<\/a>; in 2010, chapter 794<\/a>.<\/p>","references":[{"id":57026,"section_number":"6.2-705","catch_line":"Investigation of application","order_by":null,"url":"\/6.2-705\/"}],"refers_to":[{"id":85057,"section_number":"13.1-715.1","catch_line":"Definitions","order_by":null,"url":"\/13.1-715.1\/"},{"id":78280,"section_number":"13.1-718","catch_line":"Action on a plan of merger or share exchange","order_by":null,"url":"\/13.1-718\/"},{"id":86592,"section_number":"13.1-723","catch_line":"Disposition of assets not requiring shareholder approval","order_by":null,"url":"\/13.1-723\/"},{"id":78985,"section_number":"13.1-724","catch_line":"Shareholder approval of certain dispositions","order_by":null,"url":"\/13.1-724\/"},{"id":65588,"section_number":"13.1-730","catch_line":"Right to appraisal","order_by":null,"url":"\/13.1-730\/"},{"id":73399,"section_number":"13.1-741","catch_line":"Court costs and counsel fees","order_by":null,"url":"\/13.1-741\/"}],"permalink":{"id":265209,"object_type":"law","relational_id":64972,"identifier":"6.2-914","token":"6.2\/II\/8\/13\/6.2-914","url":"\/6.2-914\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/6.2-914\/","token":"6.2\/II\/8\/13\/6.2-914","dublin_core":{"Title":"Merger or transfer of assets of insolvent bank","Type":"Text","Format":"text\/html","Identifier":"\u00a7 6.2-914","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> If the Commission<\/span> finds that a bank<\/span> is insolvent, that its merger into another bank<\/span> is desirable for the protection of its depositors, and that an emergency exists, and, if the board of directors of such insolvent bank<\/span> approves a plan of merger of such bank<\/span> into another bank<\/span>, (i) compliance with the requirements of § 13.1-718<\/a> shall be dispensed with as to such insolvent bank<\/span> and (ii) the approval by the Commission<\/span> of such plan of merger shall be the equivalent of approval by the holders of more than two-thirds of the outstanding shares of such insolvent bank<\/span> for all purposes of Article 12 (§ 13.1-715.1<\/a> et seq.) of Chapter 9 of Title 13.1. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> If the Commission<\/span> finds that a bank<\/span> is insolvent, that the acquisition of its assets<\/span> by another bank<\/span> is in the best interests of its depositors, and that an emergency exists, the Commission<\/span>, with the consent of the boards of directors of both banks<\/span> as to the terms and conditions of such transfer, including the assumption of all or certain liabilities, may enter an order<\/span> transferring some or all of the assets<\/span> of such insolvent bank<\/span> to such other bank<\/span>, in which event (i) compliance with the provisions of §§ 13.1-723<\/a> and 13.1-724<\/a> shall not be required and (ii) §§ 13.1-730<\/a> through 13.1-741<\/a> shall not be applicable to such transfer. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> In the case either of a merger as provided in subsection A or of a sale of assets<\/span> as provided in subsection B, the Commission<\/span> shall provide that prompt notice of its finding<\/span> of insolvency and of the merger or sale of assets<\/span> be sent to the stockholders of record of the insolvent bank<\/span> for the purpose of providing such shareholders an opportunity to challenge the finding<\/span> that the bank<\/span> is insolvent. The relevant books and records of such insolvent bank<\/span> shall remain intact and be made available to such shareholders for a period of 30 days after such notice is sent. The Commission<\/span>’s finding<\/span> of insolvency shall become final if a hearing<\/span> before the Commission<\/span> is not requested by any such shareholder within such 30-day period. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> If, after such hearing<\/span> provided in subsection C, the Commission<\/span> finds that such bank<\/span> was solvent, it shall rescind its order<\/span> entered pursuant to subsection A or B and the merger or transfer of assets<\/span> shall be rescinded. However, if after such hearing<\/span> the Commission<\/span> finds that such bank<\/span> was insolvent, its order<\/span> shall be final. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nMERGER OR TRANSFER OF ASSETS OF INSOLVENT BANK (\u00a7 6.2-914)\n\nA. If the Commission finds that a bank is insolvent, that its merger into\nanother bank is desirable for the protection of its depositors, and that an\nemergency exists, and, if the board of directors of such insolvent bank approves\na plan of merger of such bank into another bank, (i) compliance with the\nrequirements of § 13.1-718 shall be dispensed with as to such insolvent\nbank and (ii) the approval by the Commission of such plan of merger shall be the\nequivalent of approval by the holders of more than two-thirds of the outstanding\nshares of such insolvent bank for all purposes of Article 12 (§ 13.1-715.1\net seq.) of Chapter 9 of Title 13.1.\n\nB. If the Commission finds that a bank is insolvent, that the acquisition of its\nassets by another bank is in the best interests of its depositors, and that an\nemergency exists, the Commission, with the consent of the boards of directors of\nboth banks as to the terms and conditions of such transfer, including the\nassumption of all or certain liabilities, may enter an order transferring some\nor all of the assets of such insolvent bank to such other bank, in which event\n(i) compliance with the provisions of §§ 13.1-723 and 13.1-724 shall\nnot be required and (ii) §§ 13.1-730 through 13.1-741 shall not be\napplicable to such transfer.\n\nC. In the case either of a merger as provided in subsection A or of a sale of\nassets as provided in subsection B, the Commission shall provide that prompt\nnotice of its finding of insolvency and of the merger or sale of assets be sent\nto the stockholders of record of the insolvent bank for the purpose of providing\nsuch shareholders an opportunity to challenge the finding that the bank is\ninsolvent. The relevant books and records of such insolvent bank shall remain\nintact and be made available to such shareholders for a period of 30 days after\nsuch notice is sent. The Commission’s finding of insolvency shall become\nfinal if a hearing before the Commission is not requested by any such\nshareholder within such 30-day period.\n\nD. If, after such hearing provided in subsection C, the Commission finds that\nsuch bank was solvent, it shall rescind its order entered pursuant to subsection\nA or B and the merger or transfer of assets shall be rescinded. However, if\nafter such hearing the Commission finds that such bank was insolvent, its order\nshall be final.\n\nHISTORY: 1975, c. 44, \u00a7 6.1-100.1; 1983, c. 507; 2005, c. 765; 2010, c. 794.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}