TeamBank, N.A. v. McClure

Under the Riegle-Neal Interstate Banking and Branching Efficiency Act of 1994 (the Riegle-Neal Act), the Office of the Comptroller of the Currency (the comptroller) had the authority to approve interstate bank mergers. The Riegle-Neal Act permitted states to prohibit certain mergers between out-of-state and in-state banks if the in-state bank had not been in existence for at least five years (i.e., a minimum-age law). In 1997, Missouri adopted a minimum-age law with a five-year threshold. In 1999, a Missouri statute (relocation statute) provided that the count of a bank’s age begins on the date that the bank relocated to Missouri. TeamBank, N.A. (plaintiff) had been headquartered in Kansas since 1874. In 1997, TeamBank relocated its main office to a location in Missouri. In March 2000, TeamBank approved a merger with First National Bank and Trust Company of Parson, Kansas (First National Bank). TeamBank applied for approval of the merger from the comptroller. Director of the Missouri Division of Finance D. Eric McClure (the director) (defendant) notified the comptroller that it opposed the merger because the merger would violate Missouri’s minimum-age law. In June 2000, the comptroller approved the merger over the director’s opposition. The comptroller issued an opinion explaining why Missouri’s minimum-age law did not apply. First, the law protected only Missouri banks being acquired. TeamBank was to acquire First National Bank, which was in Kansas. Second, Missouri’s relocation statute did not apply to TeamBank retroactively because TeamBank relocated before the statute was enacted in 1999. Third, even if the relocation statute applied retroactively, it was preempted by the Riegle-Neal Act because the Riegle-Neal Act calculated a bank’s age based on its time in existence. TeamBank sued the director for injunctive relief to prevent him from interfering with the merger. The district court granted an injunction. The director appealed.