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7 C.F.R. §§ 4290.410–4290.450

5 sections in range

§4290.410. Changes in Control of RBIC (through change in ownership or otherwise).

7 C.F.R. § 4290.410

You must obtain the Agency's prior written approval for any proposed transaction or event that results in Control by any Person(s) not previously approved by the Agency.
Notes, amendments, and revision history

Authority

Authority: 7 U.S.C. 1989 and 2009cc et seq.

Source

Source: 69 FR 32204, June 8, 2004, unless otherwise noted.

§4290.420. Prohibition on exercise of ownership or Control rights in RBIC before approval.

7 C.F.R. § 4290.420

Without the Agency's prior written approval, no change of ownership or Control may take effect and no officer, director, employee or other Person acting on your behalf shall:
(a)
Register on your books any transfer of ownership interest to the proposed new owner(s);
(b)
Permit the proposed new owner(s) to exercise voting rights with respect to such ownership interest (including directly or indirectly procuring or voting any proxy, consent or authorization as to such voting rights at any meeting of shareholders, partners or members);
(c)
Permit the proposed new owner(s) to participate in any manner in the conduct of your affairs (including exercising control over your books, records, funds or other assets; participating directly or indirectly in any disposition thereof; or serving as an officer, director, partner, manager, employee or agent); or
(d)
Allow ownership or Control to pass to another Person.
Notes, amendments, and revision history

Authority

Authority: 7 U.S.C. 1989 and 2009cc et seq.

Source

Source: 69 FR 32204, June 8, 2004, unless otherwise noted.

§4290.430. Notification of transactions that may change ownership or Control.

7 C.F.R. § 4290.430

You must promptly notify the Agency as soon as you have knowledge of transactions or events that may result in a transfer of Control or ownership of at least 10 percent of your Regulatory Capital. If the effect of a particular transaction or event is unclear, you must report all pertinent facts to the Agency.
Notes, amendments, and revision history

Authority

Authority: 7 U.S.C. 1989 and 2009cc et seq.

Source

Source: 69 FR 32204, June 8, 2004, unless otherwise noted.

§4290.440. Standards governing prior approval for a proposed transfer of Control.

7 C.F.R. § 4290.440

The Agency's approval of a proposed transfer of Control is contingent upon full disclosure of the real parties in interest, the source of funds for the new owners' interest, and other data requested by the Agency. As a condition of approving a proposed transfer of control, the Agency may:
(a)
Require an increase in your Regulatory Capital;
(b)
Require the new owners or the transferee's Control Person(s) to assume, in writing, personal liability for your Leverage, effective only in the event of their direct or indirect participation in any transfer of Control not approved by the Agency; or
(c)
Require compliance with any other conditions set by the Agency, including compliance with the requirements for minimum capital and management-ownership diversity in effect at such time for new RBICs.
Notes, amendments, and revision history

Authority

Authority: 7 U.S.C. 1989 and 2009cc et seq.

Source

Source: 69 FR 32204, June 8, 2004, unless otherwise noted.

§4290.450. Notification of pledge of RBIC's shares.

7 C.F.R. § 4290.450

(a)
You must notify the Agency in writing, within 30 calendar days, of the terms of any transaction in which:
(1)
Any Person, or group of Persons acting in concert, pledges shares of your stock (or equivalent ownership interests) as collateral for indebtedness; and
(2)
The shares pledged constitute at least 10 percent of your Regulatory Capital.
(b)
If the transaction creates a change of ownership or Control, you must comply with § 4290.400 or § 4290.410, as appropriate.
Notes, amendments, and revision history

Authority

Authority: 7 U.S.C. 1989 and 2009cc et seq.

Source

Source: 69 FR 32204, June 8, 2004, unless otherwise noted.