                                 CODE OF VIRGINIA

INVESTIGATION OF APPLICATION (§ 6.2-705)

A. For 60 days following receipt of a complete application with the required
information, fee, and consent as provided in subsection A of § 6.2-704, the
Commission may conduct an investigation for the purpose of determining whether:

   1. The proposed acquisition would be detrimental to the safety and soundness
   of the applicant or of the Virginia financial institution or Virginia
   financial institution holding company that the applicant seeks to control or
   the stock of which is to be acquired;

   2. The applicant, its directors and officers, if applicable, and any proposed
   new directors and officers of the Virginia financial institution or Virginia
   financial institution holding company that the applicant seeks to control or
   the stock of which is to be acquired, are qualified by character, experience,
   and financial responsibility to control and operate a Virginia financial
   institution;

   3. The proposed acquisition would be prejudicial to the interests of the
   depositors, creditors, beneficiaries of fiduciary accounts, or shareholders of
   the applicant or of the Virginia financial institution holding company or any
   Virginia financial institution that the applicant seeks to control or the
   stock of which is to be acquired; and

   4. The acquisition is in the public interest.

B. The 60-day investigation period may be:

   1. Shortened or waived by the Commission, as it deems appropriate, if the
   Commission finds that it must act immediately in order to prevent the probable
   failure of a Virginia financial institution involved; or

   2. Extended only if the Commission determines that the applicant has not
   furnished all the information required by subsection A of &#xA7; 6.2-704 or
   that the information submitted is substantially inaccurate or misleading.

C. Within the prescribed investigation period, and upon request of the applicant
or the Virginia financial institution or Virginia financial institution holding
company that the applicant seeks to control or the stock of which is to be
acquired, the Commission may order a hearing concerning the proposed
acquisition.

D. Within the prescribed investigation period, the Commission, by giving written
notice of its decision and the reasons therefor to the applicant and to the
Virginia financial institution or Virginia financial institution holding company
that the applicant seeks to control or the stock of which is to be acquired, may
(i) disapprove the application or (ii) impose such conditions on the acquisition
as the Commission may deem advisable to effectuate the purposes of this chapter.

E. If the Commission (i) takes no action within the prescribed investigation
period or (ii) issues notice within the prescribed investigation period of its
intent not to disapprove the application, the acquisition may be completed by
the applicant.

F. Any party in interest aggrieved by any decision of the Commission, as a
matter of right, may appeal to the Supreme Court of Virginia in the manner
provided by law.

G. The provisions of this section shall not apply:

   1. To mergers or acquisitions of assets authorized by the Commission pursuant
   to the provisions of &#xA7; 6.2-914;

   2. If the acquisition or merger is arranged by the Commission or other
   supervisory authority in order to prevent the insolvency or closing of the
   institution; or

   3. If a financial institution itself forms a corporation for the purpose of
   acquiring and holding the stock of such financial institution and it is
   proposed that the shareholders of the financial institution will become the
   shareholders of the financial institution holding company being organized.
   This exclusion shall apply regardless of the fact that some shareholders of
   the financial institution may dissent from the proposal.

HISTORY: 1978, c. 683, § 6.1-387; 1983, c. 194, § 6.1-383.2; 1984, c. 335;
2010, c. 794.