OTS Cuts Red Tape on Charters, Bylaws, Governance

The Office of Thrift Supervision has reduced the number of chartering, bylaw, and corporate governance regulations by more than a third.

Under final rules published in the Dec. 3 Federal Register, the agency will no longer require thrift executives to file an application and pay a fee when they want to make changes to the institution's bylaws or charter. If the changes already have been approved for other institutions, a thrift merely will have to notify the OTS after making the changes.

For example, prior to this change mutually owned thrifts were required to get OTS permission before increasing above 100 the number of votes any one depositor could cast. Typically, mutual depositors are entitled to one vote per $100 of deposits.

Under the new rule, mutuals may raise the number of votes a depositor can make to as high as 1,000 without permission from the OTS.

The rules, effective Jan. 1, also abolish a number of obsolete regulations. For example, the president of a thrift will no longer be required also to be chief executive and a director.

In addition, stock institutions will no longer be required to take action through votes at formal shareholder meetings. Instead, stockholders must unanimously agree to the action in writing.

"This is a helpful cleanup of the rulebook, especially for the attorneys that make sure a thrift's corporate procedures are up to snuff," said Brian P. Smith, director of economics, research, and policy development for the thrift trade group America's Community Bankers.

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