(a) General service corporations. Subject to the provisions of this section, an association may invest in the capital stock, obligations, or other securities of any service corporation organized under the law of the state, district, commonwealth, territory, or possession in which the home office of such association is located if:
- (1) The entire capital stock of such service corporation is available for purchase by, and only by, any and all savings and loan associations with a home office in that state, district, commonwealth, territory, or possession, and the capital stock is owned by more than one (1) savings and loan association;
- (2) Not more than ten percent (10%) of the outstanding capital stock of such service corporation is, or may be, owned by any savings and loan association;
- (3) Every eligible savings and loan association is permitted to own an equal amount of the capital stock of such service corporation or, on such uniform basis as may be fixed by such corporation, each such association is permitted to own an amount of capital stock that is a stated percentage of its assets or savings capital at the time of any purchase by it of such stock, but capital stock outstanding on December 31, 1964, may be disregarded in determining compliance with this requirement; and
(4)
- (A) Substantially all of the activities of such service corporation, performed directly or through one (1) or more wholly-owned subsidiaries, consist of one (1) or more of the following:
(i) Originating, purchasing, selling, and servicing loans, and participations in loans secured by first liens upon real estate and mobile homes, including brokerage and warehousing of such real estate and mobile home loans;
(ii) Originating, purchasing, selling, and servicing educational loans;
(iii) Making any investment of the types allowed for savings and loan associations;
- (iv) Performing the following services, primarily for savings and loan associations with home offices in this state:
- (a) (a) Clerical services, accounting, data processing, and internal auditing;
(b) (b) Credit information, appraising, construction loan inspection, and abstracting;
(c) (c) Development and administration of personnel benefit programs, including life insurance, health insurance, and pension or retirement plans;
- (d) (d) Research, studies, and surveys;
- (e) (e) Purchasing of office supplies, furniture, and equipment;
- (f) (f) Development and operation of storage facilities for microfilm or other duplicate records; and
(g) (g) Advertising and other services to procure and retain both savings accounts and loans;
(v) Acquisition of unimproved real estate lots, and other unimproved real estate for the purpose of prompt development and subdivision, principally for construction of housing or for resale to others for such construction, or for use as mobile home sites;
(vi) Development and subdivision of, and construction of improvements (including improvements to be used for commercial or community purposes, when incidental to a housing project) for sale or for rental on, real estate referred to in subdivision (a)(4)(A)(v) of this section;
- (vii) Acquisition of improved residential real estate and mobile homes to be held for rental or sale;
- (viii) Acquisition of improved residential real estate for remodeling, rehabilitation, modernization, renovation or demolition, and rebuilding for sale or for rental;
- (ix) Maintenance and management of rental real estate referred to in subdivisions (a)(4)(A)(vi) and (viii) of this section, and any real estate owned by holders of its capital stock;
- (x) Participating or engaging in the leasing of equipment;
- (xi) Participation in any manner (without regard to the requirement that activities be performed directly or through a wholly-owned subsidiary) with any service corporation which meets the requirements of this section, or with any non-profit organization in any of the activities referred to in subdivisions (v) through (x) of this section or activities reasonably incidental thereto;
- (xii) Activities reasonably incidental to the activities described in the foregoing subdivisions of this subdivision (a)(4); and
- (xiii) Such other activities including a joint venture in any other activity or in any activity specified in this subdivision (a)(4), as the Savings and Loan Association Board may approve upon application therefore by any such service corporation or otherwise.
- (B) A service corporation will be permitted to invest in any type of real estate not described in the foregoing subdivisions of this subdivision (a)(4) with the prior approval of the Supervisor of Savings and Loan Associations.
(b) Other service corporations. In addition to investment in a service corporation which meets the requirements of subsection (a) of this section, an association may invest in the capital stock obligations or other securities of any service corporation organized under the laws of this state, if:
- (1) The entire capital stock of such corporation is held by one (1) or more savings and loan associations or federal associations with a home office in this state;
- (2) The activities of such corporation, performed directly or through one (1) or more wholly-owned subsidiaries, consist solely of one (1) or more of the activities specified in subdivisions (i) through (xii) of subdivision (A)(4) of the section, and such other activities, including acting as an insurance agent or broker, escrow agent, or trustee under deeds of trust, and including the activities specified in subdivisions (xiii) and (xiv), as the supervisor may approve upon application therefor by such corporation or otherwise; and
(3) The following limitations are complied with:
- (A) If five (5) or more savings and loan associations (including any federal association) holds capital stock in such corporation and no one such association holds more than forty percent (40%) of such stock, such corporation, including any subsidiary, does not incur or have outstanding at any time unsecured debt, other than to a holder of its capital stock, in excess of an amount equal to two percent (2%) of the assets of the holders of its capital stock, and does not incur or have outstanding at any time secured debt, other than to a holder of its capital stock, in excess of an amount equal to four percent (4%) of such assets (secured debt will be deemed to be unsecured for purposes of this subdivision (b)(3) to the extent that such debt exceeds the market value of any security therefor); and
(B) If less than five (5) savings and loan associations (including any federal association) holds capital stock in such corporation or one (1) such association holds more than forty percent (40%) of such stock, such corporation, including any subsidiary, does not incur or have outstanding at any time debt in excess of the following limitations:
- (i) In the case of unsecured debt, other than to a holder of its capital stock, an amount equal to:
- (a) (a) Three percent (3%) of the assets of the holder or holders of its capital stock; or
(b) (b) One-half (1/2) the investment in the stock, obligations, or other securities of such corporation by the holder or holders of its capital stock, excluding secured debt owed by such corporation to such holder or holders; and
- (ii) In the case of secured debt, other than to a holder of its capital stock, an amount equal to:
- (a) (a) Twelve percent (12%) of the assets of the holder or holders of its capital stock; or
(b) (b) Two (2) times the investment in the stock, obligations, or other securities of such corporation by the holder or holders of its capital stock, excluding secured debt owed by such corporation to such holder or holders.
- (c) Limitations.
- (1) An association may make any investment under this section if its aggregate outstanding investment in the capital stock, obligations, or other securities of service corporations and subsidiaries thereof (including all loans, secured or unsecured, to service corporations, or any subsidiaries thereof, and to joint ventures of such service corporations or subsidiaries, whether or not the association is a stockholder in such service corporations) would not thereupon exceed six percent (6%) of the association's assets.
(2) For the purpose of this section, the term "aggregate outstanding investment" means the sum of amounts paid for the acquisition of capital stock or securities and amounts invested in obligations of service corporations less amounts received from the sale of capital stock or securities of service corporations and amounts paid to the association to retire obligations of service corporations.
- (d) Examination. No association may invest in the capital stock, obligations, or other securities of any service corporation unless said service corporation has executed and filed with the supervisor a written agreement, in a form prescribed by the supervisor that:
- (1) In the case of a service corporation described in subsection (a) of this section, such corporation will permit and pay the cost of such examination of the corporation by the board as the board from time to time deems necessary to determine the propriety of any investment by an association under this section; and
- (2) The examination of a service corporation will normally be performed when the savings and loan association with an interest in the service corporation is examined in order to reduce examination expense.
- (e) Disposal of investment. Whenever a service corporation, including any subsidiary thereof, engages in an activity which is not permissible for, or exceeds the limitations on, a service corporation in which an association may invest, or whenever the capital stock ownership requirements of this section are not met, an association having an investment in such corporation, including any subsidiary thereof, shall dispose of such investment promptly unless, within ninety (90) days following the date of mailing of written notice by the board to such investing association, the impermissible activity is discontinued, the limitation is complied with, or the capital stock ownership requirements are met.
- (f) Corporate name. No association may invest in, or retain any investment in, the capital stock, obligations, or other securities of any service corporation the corporate name of which includes the words "National", "Federal", or "United States" or the initials "U.S.".
(g) Applications.
- (1) Any application which is made to the board under this section shall be in a form prescribed by the board and filed with the supervisor.
- (2) In the case of a proposed service corporation which has not yet been organized, any application provided for in this section may be made by one (1) or more associations which propose investment in such corporation.
(h) Revision of specified activities and limitations. The activities and limitations specified in this section for service corporations in which associations may invest are subject to revision from time to time.
- (i) Limitation on activities. The activities which are specified in this section for service corporations in which associations may invest do not include their use to acquire "scheduled items" from an "insured institution".
- (j) Definition of "joint venture". "Joint venture" as used in this section means any joint undertaking with one (1) or more persons or legal entities in any form, including a joint tenancy, tenancy in common, or partnership, and including investment in a corporation other than a wholly-owned subsidiary.