(1) Notwithstanding any
other provision of this chapter, a development credit corporation
created under chapter 31.20 RCW, or any other company
incorporated under Title 23B RCW, may convert to a business
development company by filing an application with the department
and receiving written approval of the director within ninety days
of the date the application is received.
(2) In addition to all other requirements of a business
development company pursuant to this chapter, the director shall
not approve an application for conversion of a development credit
corporation unless:
(a) A minimum of three stockholders of such corporation are
financial institutions;
(b) The majority of outstanding shares of common stock of
such corporation are held by financial institutions;
(c) The articles of incorporation of such a corporation are
amended to conform to the requirements of RCW 31.24.020;
(d) The bylaws of such a corporation are amended to conform
to the requirements of this chapter;
(e) The business plan of the corporation is consistent with
the requirements of this chapter and has been approved by the
director; and
(f) The corporation otherwise satisfies the director that
all other requirements of a business development company under
this chapter have been met. However, such a corporation is not
required to have had a minimum of five incorporators at the time
it originally was incorporated with the secretary of state, as
provided for in RCW 31.24.020(1).
(3) Upon approval by the director of the corporation's
application for conversion, the amended articles of
incorporation, as approved by the director, shall be filed by the
director with the secretary of state in the same manner provided
for the filing of initial articles of incorporation under RCW 31.24.023. Such corporation shall not commence operation as a
business development company until the director has issued such
corporation a certificate of authority to conduct business as a
business development company.
[2006 c 87 § 24.]