# 12 CFR § 239.5: Membership rights

> Federal · Regulations · In force

URL: https://www.frixlaw.com/law-library/statutes/ecfr-12-239.5

## Section

- **Citation:** 12 CFR § 239.5
- **Heading:** Membership rights
- **Jurisdiction:** Federal
- **Kind:** Regulations
- **Status:** In force
- **Text as of:** September 22, 2026
- **Source:** Publisher's official text
- **Location:** Title 12—Banks and Banking > CHAPTER II—FEDERAL RESERVE SYSTEM > SUBCHAPTER A—BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM > PART 239—MUTUAL HOLDING COMPANIES (REGULATION MM) > Subpart B—Mutual Holding Companies

## Text

(a) Depositors and borrowers of resulting associations, acquiree associations, and associations in mutual form when acquired. The charter of a mutual holding company must:
(1) Confer upon existing and future depositors of the resulting association the same membership rights in the mutual holding company as were conferred upon depositors by the charter of the reorganizing association as in effect immediately prior to the reorganization;
(2) Confer upon existing and future depositors of any acquiree association or any association that is in the mutual form when acquired by the mutual holding company the same membership rights in the mutual holding company as were conferred upon depositors by the charter of the acquired association immediately prior to acquisition, provided that if the acquired association is merged into another association from which the mutual holding company draws members, the depositors of the acquired association shall receive the same membership rights as the depositors of the association into which the acquired association is merged;
(3) Confer upon the borrowers of the resulting association who are borrowers at the time of reorganization the same membership rights in the mutual holding company as were conferred upon them by the charter of the reorganizing association immediately prior to reorganization, but shall not confer any membership rights in connection with any borrowings made after the reorganization; and
(4) Confer upon the borrowers of any acquiree association or any association that is in the mutual form when acquired by the mutual holding company who are borrowers at the time of the acquisition the same membership rights in the mutual holding company as were conferred upon them by the charter of the acquired association immediately prior to acquisition, but shall not confer any membership rights in connection with any borrowings made after the acquisition, provided that if the acquired association is merged into another association from which the mutual holding company draws members, the borrowers of the acquired association shall instead receive the same grandfathered membership rights as the borrowers of the association into which the acquired association is merged received at the time that association became a subsidiary of the mutual holding company.
(b) Depositors and borrowers of associations in the stock form when acquired. A mutual holding company that acquires a savings association in the stock form, other than a resulting association or an acquiree association, shall not confer any membership rights upon the depositors and borrowers of such association, unless such association is merged into an association from which the mutual holding company draws members, in which case the depositors of the stock association shall receive the same membership rights as other depositors of the association into which the stock association is merged.

## Nearby sections

- [12 CFR § 239.1 § 239.1 Authority, purpose, and scope.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.1.md)
- [12 CFR § 239.2 § 239.2 Definitions.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.2.md)
- [12 CFR § 239.3 § 239.3 Mutual holding company reorganizations.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.3.md)
- [12 CFR § 239.4 § 239.4 Grounds for disapproval of reorganizations.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.4.md)
- [12 CFR § 239.5 § 239.5 Membership rights.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.5.md)
- [12 CFR § 239.6 § 239.6 Contents of Reorganization Plans.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.6.md)
- [12 CFR § 239.7 § 239.7 Acquisition and disposition of savings associations, savings and loan holding companies, and other corporations by mutual holding companies.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.7.md)
- [12 CFR § 239.8 § 239.8 Operating restrictions.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.8.md)
- [12 CFR § 239.9 § 239.9 Conversion or liquidation of mutual holding companies.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.9.md)
- [12 CFR § 239.10 § 239.10 Procedural requirements.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.10.md)
- [12 CFR § 239.11 § 239.11 Subsidiary holding companies.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.11.md)
- [12 CFR § 239.12 § 239.12 Communication between members of a mutual holding company.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.12.md)
- [12 CFR § 239.13 § 239.13 Charters.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.13.md)
- [12 CFR § 239.14 § 239.14 Charter amendments.](https://www.frixlaw.com/law-library/statutes/ecfr-12-239.14.md)

---

Source: Frix Law Library, https://www.frixlaw.com/law-library/statutes/ecfr-12-239.5. Check the current official text before relying on it. Not legal advice.