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There have been several substantial points of difference
with respect to S. 3547, the Robertson Bank Holding Company Bill*
These have related to (1) definition of bank holding company, (2)
control over expansion through the purchase of bank assets, (3)
authorization of investigations, regulations, and civil enforcement,
(4) provision for registration, reports, and examinations of bank
holding companies, and (5) diffusion of administrative authority.
All of these matters ar« touched upon in the proposed amendments
presented by Senator Douglas on behalf of himself and Senator Tobey.
Definition of bank holding company, - The definition in
S. 3547 is based primarily upon the definition of holding company
affiliate in existing law. This form of definition is not satisfactory; and it would be preferable at least to reduce the percentage
test from 50 per cent to 25 per cent and to substitute the words
"exercises a controlling influence over the management and policies
of an insured bank" for the words "controls in any manner the election
of a majority of the directors of an insured bank". However, if it is
essential in order to obtain legislation, the definition as contained
in S. 3547 could be accepted.
Purchase of bank assets. - S. 3547 does not contain any
provision controlling expansion through the purchase of assets of
additional banks by banks in bank holding company groups. There is a
satisfactory provision on this subject in one of the Douglas-Tobey
amendments. It has been suggested, however, that legislation should
be adopted which would regulate or control the acquisition of assets
of banks by any insured bank whether or not it is in a holding company
group. This would involve separate consideration of this subject and
would not need to be a part of bank holding company legislation. In
the circumstances, although the control of the purchase of bank assets
is desirable, the point could be omitted from the holding company
Investigation! regulation, and civil enforcement. - So 3547
would rely solely upon criminal penalties for enforcement. It does not
authorize any Government agency to conduct Investigations, subpena
witnesses and records, issue regulations, or to enforce the law by
administrative or civil action. Such provisions are necessary for
effective administration and are contained in one of the Douglas-Tobey
amendments. Some such amendment is essential* If Congress should be
unwilling to grant the power to conduct investigations, however, but
would include authority for civil enforcement of the law through


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-2injunctive proceedings in the courts to prevent violations, every
effort would be made to enforce the legislation as far as possible
Yd thin the limited authority given.
Registration» reports» and examinations. - S. 354-7 contains
no provisions with respect to registration, reports, and examinations
of bank holding companies. It seems desirable that these matters be
covered and, in fact, there did not appear to be any significant disagreement on this point during the hearings0 The Douglas-Tobey amendment dealing with these matters is satisfactory.
Administration. - C c e of the fundamental questions involved
in this legislation is whether its administration (and particularly
approval of expansion by bank holding companies) should be vested in
a single administrative agency, or diffused among the Board of Governors of the Federal Reserve System, the Comptroller of the Currency,
and the Federal Deposit Insurance Corporation, as provided in S. 3547 •
Such a diffusion might lead to the application of varying policies in
similar situations, and it is believed to be necessary that there be a
centralization of administrative responsibility in a single agency, as
provided in the Douglas-Tobey amendments. An alternative which might
possibly be considered (although it is questionable whether it would
be practicable) would be to require the unanimous approval of all three
Federal supervisory agencies before any action involving expansion by a
bank holding company group.
Miscellaneous. - The adoption of modifications such as those
indicated above would call for a few minor drafting changes in other
provisions of the bill in order to conform them to the amended provisions, but these would not involve questions of policy.