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F ederal R eserve Ba n k o f D allas DALLAS, TEXAS 75222 C irc u la r No. 78-164 November 29, 1978 TECHNICAL CHANCES INVOLVING BANK HOLDING COMPANY REGISTRATION AND APPLICATIONS TO ALL MEMBER BANKS, BANK HOLDING COMPANIES, AND OTHERS CONCERNED IN THE ELEVENTH FEDERAL RESERVE DISTRICT: The Board of Governors of the Federal Reserve System has announced its approval of several technical changes affecting registration of bank holding companies and applications for their expansion. The Board has eliminated the requirement for new bank holding com panies to file a Registration Statement (F .R . Y-5 and Y - 5 ( a ) ) within 180 days fol lowing approval of their applications. Essential data for registration purposes will be collected by means of six questions about the company's financial organizational structure. These questions will be asked in letter form addressed to all bank hold ing companies whose formations have been recently approved by the Federal Re serve System. Bank holding companies must receive prior Board approval of their organizational structure before beginning operations. The registration process will then be completed in the Annual Report (F .R . Y -6 ) that must be filed with the Board of Governors by all bank holding companies. In further action, the Board amended Section 262.3 of its Rules of Pro cedures to expedite and facilitate the handling of requests for considerations of Board decisions and for the handling of requests for hearings and comments on applications. This was accomplished by adding new subsections (d) and (i) and redesignating the subsequent sections accordingly. These procedural changes, in turn, affected Section 265.2(b) of the Board's Rules Regarding Delegation of Authority. Enclosed are copies of the amendments to Rules Regarding Delegation of Authority and Rules of Procedure effective October 19, 1978. In addition, enclosed is a copy of the revised Rules Regarding Delegation of Authority, effective August 2, 1978, which should be filed, together with the new amendment to the Rules Regarding Delegation of Authority, in your Regulations Binder. The pamphlet dated September 1, 1977, and all s u b s e q u e n t amendments should be removed from your binder and destroyed. Banks and others are encouraged to use the fo llo w in g incom ing W ATS numbers in contacting this Bank: 1-800-492-4403 (intrastate) and 1-800-527-4970 (interstate). F or calls placed locally, please use 651 plus the extension referred to above. This publication was digitized and made available by the Federal Reserve Bank of Dallas' Historical Library (FedHistory@dal.frb.org) - 2 - The amendment to the Rules of Procedure should be filed in your binder with the pamphlet containing these Rules effective March 1, 1973. Questions relating to Rules Regarding Delegation of Authority, as well as the new registration process, should be addressed to our Holding Company Supervision Department at Ext. 6182. Inquiries concerning Rules of Procedure should be directed to this Bank's Legal Department, Ext. 6228. Additional copies of the amendments and pamphlet w ill be furnished upon request to the Secretary's Office of this Bank, Ext. 6267. Sincerely yours, Robert H . Boykin First Vice President Enclosures BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM RULES OFPROCEDURE AM ENDMENTS! Effective October 19, 1978, section 262.3 is amended to read as follows: SECTION 262.3— APPLICATIONS (a) Forms. Any application, request, or petition (hereafter referred to as “application”) for the approval, authority, determination, or permission of the Board with respect to any action for which such approval, authority, determination, or per mission is required by law or regulation of the Board (including actions authorized to be taken by a Federal Reserve Bank or others on behalf of the Board pursuant to authority delegated under Part 265 of this chapter) shall be submitted in accordance with the pertinent form, if any, prescribed by the Board. Copies of any such form and details regarding information to be included therein may be obtained from any Federal Re serve Bank. Any application for which no form is prescribed should be signed by the person mak ing the application or by his duly authorized agent, should state the facts involved, the action requested, and the applicant’s interest in the matter, and should indicate the reasons why the application should be granted. Applications for access to, or copying of, records of the Board should be submitted as provided in § 261.4(d) of this chapter. (b) Filing of applications. Any application should be sent to the Federal Reserve Bank of the district in which the applicant is located, except as otherwise specified on application forms, and that Bank will forward it to the Board when appropriate. (c) Analysis by staff. In every case, the Reserve Bank makes such investigation as may be neces sary, and, except when acting pursuant to dele gated authority, reports the relevant facts, with its recommendation, to the Board. In the light of consideration of all revelant matter presented or ascertained, the Board’s staff prepares and sub mits to the Board comments on the subject. (d) Submission of Comments and Requests for Hearing. The Board will consider a comment or request for hearing with respect to an application only if it is in writing and is sent to the Secretary of the Board or the appropriate Federal Reserve Bank on or before the date prescribed in the Fed eral Register notice with respect to applications filed under sections 3 or 4 of the Bank Holding Company Act or, in the case of other applications, the date specified in the newspaper notice with respect to such applications, or where no such date is prescribed, on or before the thirtieth day after the date such notice is first published. Sim ilarly, the Board will consider comments on an application from the Attorney General or a bank ing supervisory authority to which notification of receipt of an application has been given, only if such comment is received by the Secretary of the Board within thirty days of the date of the letter giving such notification. Any comment on an ap plication that requests a hearing must include a statement of why a written presentation would not suffice in lieu of a hearing, identifying specifically any questions of fact that are in dispute and sum marizing the evidence that would be presented at a hearing. In every case where a timely comment or request for hearing is received as provided herein, a copy of such comment or request shall be forwarded promptly to the applicant for its response. The Board will consider the applicant’s response only if it is in writing and sent to the Secretary of the Board on or before the tenth day after the date of the letter by which it is forwarded to the applicant. A t the same time it transmits its response to the Board, the applicant should transmit a copy of its response to the person or supervisory authority making such comment or t F o r this publication to be complete as amended effective October 19, 1978, please retain: 1) Printed pamphlet as revised March 1976; and 2) This slip sheet. requesting a hearing. Notwithstanding the forego ing, the Board may, in its sole discretion and with out notifying the parties, take into consideration the substance of comments with respect to an ap plication, (but not requests for hearing) that are not received within the time periods provided herein. (e) Action on applications. The Board takes such action as it deems appropriate in the public interest. Such documents as may be necessary to carry out any decision by the Board are prepared by the Board’s staff. With respect to actions taken by a Federal Reserve Bank on behalf of the Board under delegated authority, statements and necessary documents are prepared by the staff of such Federal Reserve Bank. (f) Notice of action. Prompt notice is given to the applicant of the granting or denial in whole or in part of any application. In the case of a denial, except in affirming a prior denial or where the denial is self-explanatory, such notice is accompanied by a simple statement of the grounds for such action. (g) Action at Board’s initiative. When the Board, without receiving an application, takes action with respect to any matter as to which opportunity for hearing is not required by statute or Board regulation, similar procedure is followed, including investigations, reports, and recommenda tions by the Board’s staff and by the Reserve Banks, where appropriate. (h) General procedures for bank holding com pany and merger applications. In addition to pro cedures applicable under other provisions of this Part, the following procedures are applicable in connection with the Board’s consideration of applications under sections 3 and 4 of the Bank Holding Company Act of 1956 (12 U.S.C. § 1842 and § 1843), hereafter referred to as “section 3 applications” or “section 4 applications,” and of applications under section 18(c) of the Federal Deposit Insurance Act (12 U.S.C. § 1823), here after called “merger applications.” Except as otherwise indicated, the following procedures ap ply to all such applications. (1) The Board issues each week a list that identifies section 3 and section 4 and merger applications received and acted upon during the preceding week by the Board or the Reserve Banks pursuant to delegated authority. Notice of receipt of all section 3 applications and of sec tion 4 ( c ) ( 8 ) applications acted on by the Board is published in the Federal Register. (2) If a hearing is required by law or if the Board determines that a formal hearing for the purpose of taking evidence is desirable, the Board issues an order for such a hearing, and notice thereof is published in the Federal Register. Any such formal hearing is conducted by an adminis trative law judge in accordance with the Board’s Rules of Practice for Formal Hearings (P art 263 of this chapter) except that, unless otherwise ordered by the Board, such a hearing is public. (3) In any case in which a formal hearing is not ordered by the Board, the Board may afford the applicant and other properly interested per sons (including Governmental agencies) an oppor tunity to present views orally before the Board or its designated representative. Unless otherwise ordered by the Board, any such oral presentation is public and notice of such public proceeding is published in the Federal Register. (4) Each action taken by the Board on an application is embodied in an Order that indicates the votes of members of the Board. The Order either contains reasons for the Board’s action (i.e., an Expanded Order) or is accompanied by a Statement of the reasons for the Board’s action. Both the Order and any accompanying Statement are released to the press. Each Order accompanied by a Statement and any Order of general interest, together with a list of other Orders, are published in the Federal Reserve B u l l e t i n . Action by a Reserve Bank under delegated authority as pro vided for under Part 265 of this chapter is reflect ed in a letter of notification to the applicant. (5) Unless the Board shall otherwise direct, each section 3 and section 4 and merger applica tion is made available for inspection by the public except for portions thereof as to which the Board determines that nondisclosure is warranted under section 552(b) of Title 5 of the United States Code. (i) Reconsideration of certain Board actions. The Board may reconsider any action taken by it on an application upon receipt by the Secretary of the Board of a written request for reconsidera tion from any party to such application, on or before the fifteenth day after the effective date of the Board’s action. Such request should specify the reasons why the Board should reconsider its action, and present relevant facts that, for good cause shown, were not previously presented to the Board. Within ten days of receipt of such a request, the General Counsel, acting pursuant to delegated authority (12 C.F.R. 265.2(b) ( 7 ) ) , shall determine whether or not the request for re consideration should be granted, and shall notify all parties to the application orally by telephone of this determination within ten days. Such no tification will be confirmed promptly in writing. In the exercise of this authority, the General Counsel shall confer with the Directors of other interested Divisions of the Board or their design ees. Notwithstanding the foregoing, the Board may, on its own motion if it deems reconsidera tion appropriate, elect to reconsider its action with respect to any application, and the parties to such application shall be notified by the Sec retary of the Board of its election as provided above. If it is determined that the Board should reconsider its action with respect to an appli cation, such action will be stayed and will not be final until the Board has acted on the applica tion upon reconsideration. If appropriate, notice of reconsideration of an application will be pub lished promptly in the Federal Register. to the Act approved July 1, 1966 (12 U.S.C. § 1849(b)), a requirement that the transaction ap proved shall not be consummated before the thirtieth calendar day following the date of such Order, (ii) Each Order of the Board approving a merger application includes, pursuant to the Act approved February 21, 1966 (12 U.S.C. § 1828(c)(l)(6)), a requirement that the trans action approved shall not be consummated before the thirtieth calendar day following the date of such Order, except as the Board may otherwise determine pursuant to emergency situations as to which the Act permits consummation at earlier dates, (iii) Each Order or each letter of notifica tion approving an application also includes, as a condition of approval, a requirement that the transaction approved shall be consummated within three months and, in the case of acquisition by a holding company of stock of a newly organized bank, a requirement that such bank shall be opened for business within six months, but such periods may be extended for good cause by the Board (or by the appropriate Federal Reserve Bank where authority to grant such extensions is delegated to the Reserve Bank). (j) Special procedures for certain applications. The following types of applications require pro cedures exclusive of, or in addition to, those described in ( g ) ( l ) - ( 5 ) above. (3) For special rules governing procedures for section 4 ( c ) ( 9 ) applications, refer to § 225.4(g) of this chapter. (1) Special rules pertaining to section 3 and merger applications follows: (i) Each Order of the Board and each letter of notification by a Reserve Bank acting pursuant to delegated authority ap proving a section 3 application includes, pursuant (2) For special rules governing procedures for section 4(c)(8) applications, refer to § 225.4(a)(c) of this chapter. (4) For special rules governing procedures for section 4(c)(12) applications, refer to § 225.4(d) of this chapter. ( 5 ) F o r special rules governing procedures for section 4(c)(13) applications, refer to § 225.4(f) of this chapter. BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM RULES REGARDING DELEGATION OF AUTHORITY AMENDMENT! Effective October 19, 1978, Section 265.2(b) is amended by adding new paragraph (7) as fol lows: SECTION 265.2 — SPECIFIC FUNCTIONS D ELEG A TED TO BOARD EMPLOYEES A N D TO FE D ERA L RESERVE BANKS * * * * * (b) The General Counsel of the Board (or in the General Counsel’s absence, the Acting Gen eral Counsel) is authorized: (7) Pursuant to Part 262.3(i) of this chapter (Rules of Procedure) to determine whether or not to grant a request for reconsideration of any action taken by the Board with respect to an application as provided in that Part. tFor this publication to be complete as amended effective October 19, 1978, retain: 1) Printed pamphlet as revised effective August 2, 1978; and 2) This slip sheet. BOARD OF GOVERNORS of the FEDERAL RESERVE SYSTEM RULES REGARDING DELEGATION OF AUTHORITY (12 CFR 265) As amended effective August 2, 1978 Any inquiry relating to this regulation should be addressed to the Federal Reserve Bank of the Federal Reserve District in which the inquiry arises. CONTENTS Sec. 265.1— D e le g a tio n G Sec. enerally 265.1a— S p e c i f i c g a te d t o of 3 (d) The Director of the Division of Fed eral Reserve Bank Operations . . . . 10 3 (e) The Director of the Division of Per sonnel ............................................... 10 (f) 10 F u n c tio n s ........................................ F u n c tio n s D e le B o a rd M e m b e rs . . (a) Any Board Member designated by the C hairm an...................................... 3 (b) Any Board m em b er............................. 3 (g) The Director of the Division of Inter national Finance ........................... 18 (c) Any three Board Members designated from time to time by the Chairman 3 (h) The Director of the Division of Con sumer A ffa ir s.................................. 18 Sec. 265.2— S p e c i f i c g a te d and to to F u n c tio n s B o a rd F e d e ra l D e le (i) E m p lo y e e s Each Federal Reserve B a n k ........... The Secretary of the Federal Open Market Committee ....................... 19 The Director of the Division of Fed eral Reserve Bank Examinations and B u d g ets.................................... 19 R e serv e .......................................... 3 (a) The Secretary of the B o a r d ................ 3 (b) The General Counsel of the Board . . (c) The Director of the Division of Bank ing Supervision and Regulation . . (j) 7 8 B anks S e c . 2 6 5 .3 — R e v ie w gated of A c t io n at D ele L e v e l ................................. 19 STATUTORY AUTHORITY This regulation is issued under authority of section 11 (k) of the Federal Reserve Act (12 U.S.C. 248(k)), which reads as follows: Sec. 11. The Board of Governors of the Fed eral Reserve System shall be authorized and em powered: * * * * * (k) To delegate, by published order or rule and subject to the Administrative Procedure Act, any of its functions, other than those relating to rulemaking or pertaining principally to monetary and credit policies, to one or more hearing exam iners, members or employees of the Board, or Federal Reserve Banks. The assignment of re sponsibility for the performance of any function that the Board determines to delegate shall be a function of the Chairman. The Board shall, upon the vote of one member, review action taken at a delegated level within such time and in such manner as the Board shall by rule prescribe. RULES REGARDING DELEGATION OF AUTHORITY* (12 CFR 265) As amended effective August 2, 1978 (b) Any Board member is authorized, when re quested by the Secretary of the Board, to act upon any request to the Board filed with the Pursuant to the provisions of section 11 (k) of Secretary pursuant to section 263.10(e) of the the Federal Reserve Act (12 U.S.C. 248(k)), the Board’s Rules of Practice for Formal Hearings Board of Governors of the Federal Reserve Sys (12 CFR 263) for special permission to appeal tem delegates authority to exercise those of its from a ruling of the presiding officer at any functions described in this Part, subject to the hearing conducted pursuant to such rules on any limitations and guidelines herein prescribed. The motion ruled upon by such presiding officer (pro Chairman of the Board of Governors assigns the vided, that if such special permission is granted responsibility for the performance of such dele the merits of the appeal shall thereupon be pre gated functions to the persons herein specified. A sented to the Board for decision). Notwithstanding delegee may submit any matter to the Board for the provisions of section 265.3 hereof, the denial determination if the delegee considers such sub of such special permission pursuant to this para mission appropriate because of the importance or graph shall be subject to review by the Board complexity of the matter. only upon the request of a member of the Board made within two days following the denial. No SECTION 265.1a— SPECIFIC FUNCTIONS person claiming to be adversely affected by such DELEG A TED TO BOARD MEMBERS denial shall have any right to petition the Board or any Board member for review or reconsider (a) Any Board member designated by the ation of such action. Chairman is authorized: (c) Any three Board members designated from (1) Under section (a)(6) of the Freedom time to time by the Chairman (the “Action Com of Information Act (5 U.S.C. § 552) and Part mittee”) are authorized, upon certification by the 261 of this Chapter (Rules Regarding Availabil Secretary of the Board of an absence of a quorum ity of Information) to review and make a deter of the Board present in person, to act by unani mination with respect to an appeal of denial of mous vote on any matter that the Chairman of access to records of the Board made in accord the Board has certified must be acted upon ance with the procedures prescribed by the Board. promptly in order to avoid delay that would be inconsistent with the public interest, other than (2) To approve, after receiving the recom (i) those relating to rulemaking, (ii) those pertain mendations of the Director of the Division of ing principally to monetary and credit policies, Banking Supervision and Regulation and the Gen and (iii) those for which a statute expressly re eral Counsel, amendments to any notice of charges, quires the affirmative vote of more than three proposed order to cease and desist, or temporary members of the Board. This delegation of author cease-and-desist order, previously approved by the ity shall terminate June 30, 1980. Board of Governors pursuant to the Financial Institutions Supervisory Act, 12 U.S.C. §§ 1818(b), SECTION 265.2— SPECIFIC FUNCTIONS (c) (Federal Deposit Insurance Act, §§ 8(b) and DELEGATED TO BOARD EMPLOYEES A N D (c». TO FED ERA L RESERVE BANKS SECTION 265.1— DELEGATION OF FUNCTIONS GENERALLY ♦This text corresponds to the Code of Federal Regula tions, Title 12, Chapter II, Part 265, cited as 12 CFR 265. The words “this Part,” as used herein, mean Rules Regarding Delegation of Authority. (a) The Secretary of the Board (or, in the Sec retary’s absence, the Acting Secretary) is author ized: § 265.2 DELEGATION OF AUTHORITY holding company, of any subsidiary bank of the (1) Under the provisions of Part 261 of this holding company or of any bank sought tobe Chapter, to make available, upon request, infor acquired, is a director of a Federal Reserve Bank mation in the records of the Board. or branch. (2) Under the provisions of section 3(a)(1) (b) a director or senior officer of the of the Bank Holding Company Act (12 U.S.C. holding company, of any subsidiary bank of the 1842), to approve the formation of a bank hold holding company or of any bank soughtto be ing company through the acquisition by a com acquired, is a member of the Federal Advisory pany of a controlling interest in the voting shares Council. of one or more banks, if all of the following con (c) the Board has made a general de ditions are met: termination that another policy issue raised by the (i) the Reserve Bank could approve such proposal does not require Board consideration, formation under subparagraph (22) of paragraph but nevertheless makes it inappropriate for a Re (f) of this section, except for the fact that condi serve Bank to approve the proposal. tion (iv) of that subparagraph has not been met (ii) all relevant divisions of the Board’s because one of the following policy issues has staff recommend approval. been raised with respect to such formation: (4) Under the provisions of section 18(c) of (a) a director or senior officer of a the Federal Deposit Insurance Act (12 U.S.C. bank which would become a subsidiary of the 1828(c)), to approve a merger, consolidation, ac holding company proposed to be formed or a quisition of assets or assumption of liabilities, director or senior officer of the holding company where the resulting bank is a State member bank, proposed to be formed, is a director of a Federal if all of the following conditions are met: Reserve Bank or branch. (i) the Reserve Bank could approve such (b) a director or senior officer of a merger, consolidation, acquisition of assets or as bank which would become a subsidiary of the sumption of liabilities under subparagraph (28) holding company proposed to be formed, or a of paragraph (f) of this section, except for the director or senior officer of the holding company fact that condition (iv) of that subparagraph has proposed to be formed, is a member of the Fed not been met because one of the following policy eral Advisory Council. issues has been raised with respect to such trans (c) an individual (or group of individ action: uals) who is a principal in the holding company (a) a director or senior officer of any proposed to be formed is already a principal in bank involved in such transaction is a director of another bank holding company. a Federal Reserve Bank or branch. (d) the Board has made a general de (b) a director or senior officer of any termination that another policy issue raised by the bank involved in such transaction is a member of proposal does not require Board consideration, the Federal Advisory Council. but nevertheless makes it inappropriate for a Re serve Bank to approve the proposal. (c) the Board has made a general de termination that another policy issue raised by (ii) all relevant divisions of the Board’s staff recommend approval. the proposal does not require Board considera tion, but nevertheless makes it inappropriate for (3) Under the provisions of section 3(a)(3) a Reserve Bank to approve the proposal. of the Bank Holding Company Act (12 U.S.C. 1842), to approve the acquisition by a bank hold (ii) all relevant divisions of the Board’s ing company of a controlling interest in the voting staff recommend approval. shares of an additional bank, if all of the follow (5) Under the provisions of section 3(a)(5) ing conditions are met: of the Bank Holding Company Act (12 U.S.C. (i) the Reserve Bank could approve such 1842), to approve the merger or consolidation of acquisition under subparagraph (23) of paragraph a bank holding company with any other bank (f) of this section, except for the fact that condi holding company, if all of the following condi tion (iv) of that subparagraph has not been met tions are met: because one of the following policy issues has (i) the Reserve Bank could approve such been raised with respect to such acquisition: merger or consolidation under subparagraph (30) (a) a director or senior officer of the of paragraph (f) of this section, except for the § 265.2 DELEGATION OF AUTHORITY but nevertheless makes it inappropriate for a Re fact that condition (iv) of that subparagraph has serve Bank to approve the proposal. not been met because one of the following policy (ii) all relevant divisions of the Board’s issues has been raised with respect to such merger staff recommend approval. of consolidation: (7) Under the provisions of section 4(c)(8) (a) a director or senior officer of any of the Bank Holding Company Act (12 U.S.C. of the holding companies or of any of the sub 1843(c)(8)) and section 225.4 (a)(9)(iii)(a) of Regu sidiary banks of the holding companies involved lation Y (12 CFR 225.4(a)(9)(iii)(a)) to approve in such merger or consolidation is a director of a the acquisition or, as an incident to a bank hold Federal Reserve Bank or branch. ing company formation pursuant to section 3(a)(1) (b) a director or senior officer of any of the Act, the retention by a bank holding com of the holding companies or of any of the sub pany of shares or assets of a company that acts as sidiary banks of the holding companies involved insurance agent or broker in offices at which the in such merger or consolidation is a member of holding company or its subsidiaries are otherwise the Federal Advisory Council. engaged in business (or in an office adjacent (c) the Board has made a general de thereto) with respect to any insurance sold in a termination that another policy issue raised by the community that has a population not exceeding proposal does not require Board consideration, 5,000, if all of the following conditions are met: but nevertheless makes it inappropriate for a Re (i) the Reserve Bank could approve such serve Bank to approve the proposal. acquisition or retention under subparagraph (32) (ii) all relevant divisions of the Board’s paragraph (f) of this section, except for the of staff recommend approval. fact that condition (iv) of that subparagraph has (6) Under the provisions of section 4(c)(8)not been met because one of the following policy of the Bank Holding Company Act (12 U.S.C. issues has been raised with respect to such ac 1843(c)(8)) and sections 225.4(a)(1), (2), (3) and quisition or retention: (9)(ii) of Regulation Y (12 CFR 225,(4a)(l), (2), (a) a director or senior officer of the (3) and (9)(ii)) to approve the acquisition by a holding company, of any subsidiary bank of the bank holding company of an interest in a finance holding company or of the company to be ac company or an industrial bank, as such terms are quired or retained, is a director of a Federal respectively defined in subparagraph (31) of para Reserve Bank or branch. graph (f) of this section, whether by acquisition of (b) a director or senior officer of the shares or assets, if all of the following conditions holding company, of any subsidiary bank of the are met: holding company or of the company to be ac (i) the Reserve Bank could approve such quired or retained, is a member of the Federal acquisition under subparagraph (31) of paragraph Advisory Council. (f) of this section, except for the fact that condi (c) the Board has made a general de tion (v) of that subparagraph has not been met termination that another policy issue raised by because one of the following policy issues has the proposal does not require Board considera been raised with respect to such acquisition: tion, but nevertheless makes it inappropriate for (a) a director or senior officer of the a Reserve Bank to approve the proposal. holding company, of any subsidiary bank of the (ii) all relevant divisions of the Board’s holding company or of the finance company or staff recommend approval. industrial bank to be acquired is a director of a (8) Under the provisions of sections 25 and Federal Reserve Bank or branch. 25(a) of the Federal Reserve Act and Parts 211 (b) a director or senior officer of the and 213 of this chapter (Regulations K and M), holding company, of any subsidiary bank of the to approve the establishment, directly or indi holding company or of the finance company or rectly, of a foreign branch or agency by a member industrial bank to be acquired is a member of the bank or corporation organized under section 25(a) Federal Advisory Council. (an “Edge” corporation) or operating under an agreement with the Board pursuant to section 25 (c) the Board has made a general de termination that another policy issue raised by the (an “Agreement” corporation) if all the following proposal does not require Board consideration, conditions are met: 5 § 265.2 DELEGATION OF AUTHORITY this chapter (Regulation K),1 if all of the follow ing conditions are met: (i) the appropriate Reserve Bank recom mends approval. (ii) all relevant divisions of the Board’s staff recommend approval. (iii) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (11) Under sections 25 and 25(a) of the Fed eral Reserve Act and Parts 211 and 213 of this chapter (Regulations K and M), to approve, under section 211.4 of this chapter (Regulation K), the issuance by an Edge or Agreement corporation or a subsidiary thereof of debentures, bonds, promissory notes (with a maturity of more than one year), or similar obligations, if all of the fol lowing conditions are met: (i) the appropriate Reserve Bank recom mends approval. (ii) all relevant divisions of the Board’s staff recommend approval. (iii) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (12) Under the provisions of section 4(c)(13) of the Bank Holding Company Act (12 U.S.C. 1843), and section 225.4(f) of Part 225 of this chapter (Regulation Y), to grant specific consent to the ownership or control, either directly or indirectly, by a bank holding company of voting shares of a company chartered under the laws of a foreign country, if all of the following condi tions are met: (i) the appropriate Reserve Bank recom mends approval. (ii) all relevant divisions of the Board’s staff recommend approval. (iii) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (iv) such acquisition does not result, either directly or indirectly, in the acquisition by such bank holding company of control of any such company (other than a company performing nom inee, fiduciary, or other banking services inciden tal to the activities of a direct or indirect foreign subsidiary of such corporation). (i) the appropriate Reserve Bank recom mends approval. (ii) the relevant divisions of the Board’s staff recommend approval. (iii) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (iv) the application is not one for the ap plicant’s first full-service branch in a foreign country. (9) Under the provisions of sections 25 and 25(a) of the Federal Reserve Act and Parts 211 and 213 of this chapter (Regulations K and M), to grant specific consent to the acquisition, either directly or indirectly, by a member bank or an Edge or Agreement corporation of stock of (i) a company chartered under the laws of a foreign country or (ii) a company chartered under the laws of a State of the United States that is orga nized and operated for the purpose of financing exports from the United States, and to approve any such acquisition that may exceed the limita tions in section 25(a) of the Federal Reserve Act based on such a corporation’s capital and surplus, if all of the following conditions are met: (a) the appropriate Reserve Bank recom mends approval. (b) all relevant divisions of the Board’s staff recommend approval. (c) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (d) such acquisition does not result, either directly or indirectly, in the acquisition by such bank or corporation of effective control of any such company except that this condition need not be met if (1) the company is to perform nominee, fiduciary, or other services incidental to the activities of a foreign branch or affiliate of such bank or corporation, or (2) the stock is being acquired by such bank or corporation from its parent bank or bank holding company, or sub sidiary Edge or Agreement corporation, as the case may be, and such selling parent or subsidiary holds such stock with the consent of the Board pursuant to Parts 211, 213, or 225 of this chapter (Regulations K, M, and Y). (10) Under the provisions of sections 25 and 25(a) of the Federal Reserve Act and Parts 211 and 213 of this chapter (Regulations K and M), to permit an Edge or Agreement corporation to exceed the limitations in § 211.9(b) and (c) of i Subject, of course, to the limitations in section 25(a) relating to aggregate liabilities outstanding on debentures, bonds, and promissory notes. 6 DELEGATION OF AUTHORITY (13) Under the provisions of sections 262.2(a) and (b) of the Board’s Rules of Proce dure, to extend, when appropriate, the time period provided for public participation with respect to proposed regulations of the Board of Governors. (14) Under the provisions of section 6621 of the Internal Revenue Code (26 U.S.C. 6621), to determine and report to the Secretary of Treasury or his delegate, the average predominant prime rate quoted by commercial banks to large busi nesses. (15) To grant or deny requests for the ex tension of any time period provided in any notice, order, rule or regulation of the Board relating to the filing of information, comments, opposition, briefs, exceptions or other matters, in connection with any application, request or petition for the approval, authority, determination, or permission of, or any other action by the Board sought by any person. Notwithstanding the provisions of section 265.3 hereof, no person claiming to be adversely affected by any action of the Secretary on any such request shall have the right to peti tion the Board or any Board member for review or reconsideration of such action. (16) Under the provisions of section 11 (i) of the Federal Reserve Act (12 U.S.C. § 248(f)) to conform references to administrative positions or units in outstanding rules and regulations of the Board with changes in the administrative structure of the Board, the Government of the United States and agencies thereof, and to conform cita tions and references in outstanding rules and regu lations of the Board with other regulatory or statu tory changes adopted or promulgated by the Board, the Government of the United States and agencies thereof. (17) Pursuant to the requirement of the Privacy Act (5 U.S.C. § 552a(p)), to approve future Annual Reports on the Privaey Act from the Board of Governors to the Office of Manage ment and Budget for inclusion in the President’s annual consolidated report to the Congress. (18) Under the provisions of section 19(j) of the Federal Reserve Act (12 U.S.C. 371b) and §§ 217.4(a) and (d) of Regulation Q (12 CFR 277.4(a) and (d)) to permit member banks to waive the penalty for early withdrawal of a time deposit in § 217.4(d) if all of the following con ditions are met: (i) The President of the United States clares an area a major disaster area pursuant to § 265.2 section 301 of the Disaster Relief Act of 1974 (42 U.S.C. 5141) and Executive Order No. 11795 of July 11, 1974. (ii) A waiver is limited in effectiveness to depositors suffering disaster-related losses in the officially designated disaster area. (iii) The appropriate Reserve Bank recom mends approval. (iv) All relevant divisions of the Board’s staff recommend approval. (b) The General Counsel of the Board (or, in the General Counsel’s absence, the Acting Gen eral Counsel) is authorized: (1) Under the provisions of section 2(g) of the Bank Holding Company Act (12 U.S.C. 1841(g)), to determine whether a company that transfers shares to any of the types of transferees specified therein is incapable of controlling the transferee. (2) Under the provisions of section 4(c)(8) of the Bank Holding Company Act (12 U.S.C. 1843(c)), to determine that a company engaged in activities of a financial, fiduciary, or insurance nature falls within the exemption described therein permitting retention or acquisition of con trol thereof by a bank holding company. (3) Under the provisions of sections 1101 1103 and section 6158 of the Internal Revenue Code (26 U.S.C. 1101-1103 and 6158), to make certifications (prior and final) for Federal tax pur poses with respect to distributions pursuant to the Bank Holding Company Act. (4) Under the provisions of section 4(c)(8) of the Bank Holding Company Act (12 U.S.C. 1843(c)(8)) and § 222.4(a) of this chapter (Regu lation Y), to issue an order for a hearing to be conducted for the purposes of determining whether a company engaged in activities of a fi nancial fiduciary or insurance nature falls within the exemption described therein permitting reten tion or acquisition of control thereof by a bank holding company. (5) Pursuant to the provisions of Part 261 of this chapter, to make available information of the Board of the nature and in the circumstances described in § 261.6(b) and § 261.7 of that Part. (6) Pursuant to Part 263.6(d) of this chap ter, to designate Board staff attorneys as Board counsel in any proceeding ordered by the Board de be conducted in accordance with Part 263 of to this chapter. § 265.2 DELEGATION OF AUTHORITY (c) The Director of the Division of Banking Supervision and Regulation (or, in the Director’s absence, the Acting Director) is authorized: (1) Under the provisions of the seventh paragraph of section 9 of the Federal Reserve Act (12 U.S.C. 325), to select or to approve the appointment of Federal Reserve Bank examiners, assistant examiners, and special examiners. (2) Under the provisions of the nineteenth paragraph of section 25(a) of the Federal Reserve Act (12 U.S.C. 625) and § 211.9(e) of this chap ter (Regulation K), to require submission and publication of reports by an “Edge Act” corpora tion. (3) Under the provisions of section 5 of the Bank Holding Company Act (12 U.S.C. 1844), after having received clearance from the Bureau of the Budget (where necessary) and in accord ance with the law of Administrative Procedure (5 U.S.C. 553), to promulgate registration, annual report, and other forms for use in connection with the administration of such Act. (4) Under the provisions of section 12(g) of the Securities Exchange Act (15 U.S.C. 787(g)): (i) to accelerate the effective date of a registration statement filed by a member State bank with respect to its securities; (ii) to accelerate termination of the reg istration of such a security that is no longer held of record by 300 persons; and (iii) to extend the time for filing a reg istration statement by a member State bank. (5) Under the provisions of section 12(d) of the Securities Exchange Act (15 U.S.C. 78/(d)), to accelerate the effective date of an application by a member State bank for registration of a secu rity on a national securities exchange. (6) Under the provisions of section 12(f) of the Securities Exchange Act (15 U.S.C. 787(f)), to issue notices with respect to an application by a national securities exchange for unlisted trading privileges in a security of a member State bank. (7) Under the provisions of section 12(h) of the Securities Exchange Act (15 U.S.C. 787(h)), to issue notices with respect to an application by a member State bank for exemption from registra tion. (8) Under the provisions of § 206.5(f) and (i) of this chapter (Regulation F), to permit the mailing of proxy and other soliciting materials by a member State bank before the expiration of the time prescribed therein. 8 (9) Under the provisions of §§ 206.41, 206.42, and 206.43 (Instructions as to Financial Statements 9, 4, and 3, respectively) of this chap ter (Regulation F), to permit the omission of financial statements from reports by a member State bank an d /o r to require other financial state ments in addition to, or in substitution for, the statements required therein. (10) To exercise the functions described in subparagraph (4) of paragraph (f) of this section in cases in which the conditions specified therein as prerequisites to exercise of such functions by the Federal Reserve Banks are not present or in which, even though such conditions are present, the appropriate Federal Reserve Bank considers that nevertheless it should not take action on the member bank’s request, and to exercise the func tions described in subparagraphs (1), (2), and (7) of paragraph (f) of this section in cases in which the appropriate Federal Reserve Bank considers that it should not take action to approve the mem ber bank’s request. (11) Under sections 25 and 25(a) of the Fed eral Reserve Act and Parts 211 and 213 of this chapter (Regulations K and M), to approve in creases and reductions in the capital stock and amendments to the articles of association of a corporation organized under section 25(a) and additional investments by a member bank in the stock of a corporation operating under an agree ment with the Board pursuant to section 25. (12) To exercise the functions described in subparagraphs (15)(i) and (ii) of paragraph (f); and to exercise the functions described in sub paragraph (15)(iii) of paragraph (f) in those cases in which the appropriate Federal Reserve Bank concludes that, because of unusual considerations, or for other good cause, it should not take action. (13) Under the provisions of the seventh paragraph of section 25 of the Federal Reserve Act (12 U.S.C. 602), to require submission of a report of condition respecting any foreign bank in which a member bank holds stock acquired under the provisions of § 213.4 of this chapter (Regulation M). (14) Under the twelfth paragraph of section 13 of the Federal Reserve Act (39 Stat. 754), to permit any member bank to accept drafts or bills of exchange drawn upon it for the purpose of furnishing dollar exchange. (15) Under the provisions of section 4(b) of the Federal Deposit Insurance Act (12 U.S.C. DELEGATION OF AUTHORITY § 265.2 (20) Under the provisions of § 207.4(a)(2)(ii) of this chapter (Regulation G) to approve repay ments of the “deficiency” with respect to stock option or employee stock purchase plan credit in lower amounts and over longer periods of time than those specified in the regulation. 1814(b)), to certify to the Federal Deposit Insur ance Corporation that, with respect to the admis sion of a State-chartered bank to Federal Reserve membership, the factors specified in section 6 of that Act (12 U.S.C. 1816) were considered. (16) Under section 18(c)(4) of the Federal Deposit Insurance Act (12 U.S.C. 1828(c)(4)), to furnish to the Comptroller of the Currency and the Federal Deposit Insurance Corporation reports on competitive factors involved in a bank merger required to be approved by one of those agencies if each of the appropriate departments or divi sions of the appropriate Federal Reserve Bank and the Board of Governors is of the view that the proposed merger either would have no adverse competitve effects or would have only slightly adverse competitive effects, and if no member of the Board has indicated an objection prior to the forwarding of the report to the appropriate agency. (17) Under the provisions of section 17(A)(c)(2) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78 q — 1), to accele rate the effective date of a registration statement filed by a member State bank or a subsidiary thereof, a bank holding company, or a subsidiary of a bank holding company which is a bank as defined in section 3(a)(6) of that Act other than a bank specified in clause (i) or (iii) of section 3(a)(34)(B) of that Act (15 U.S.C. 78c) with re spect to its transfer agent activities. (18) Under the provisions of section 17A (c)(3)(C) of the Securities Exchange Act of 1934, as amended, (15 U.S.C. § 78q-l(c)(3)(C)) to with draw or cancel the transfer agent registration of a member State bank or a subsidiary thereof, a bank holding company, or a subsidiary bank of a bank holding company that is a bank as defined in section 3(a)(6) of the Act (other than a bank specified in clause (i) or (iii) of section 3(a)(34)(B) of the Act (15 U.S.C. § 78c(3)(a)(34)(B)) that has filed a written notice of withdrawal with the Board or upon a finding that such transfer agent is no longer in existence or has ceased to do business as a transfer agent. (21) Pursuant to the provisions of Part 261 of this chapter, to make available reports and other information of the Board acquired pursuant to Parts 207, 220, 221, and 224 (Regulations G, T, U, and X) of the nature and in circumstances described in § 261.6(a)(2) and (3) of Part 261. (22) Pursuant to the provisions of section 11(a) of the Federal Reserve Act (12 U.S.C. 248(a)) and sections 17(c), 17(g), and 23 of the Securities Exchange Act of 1934 (15 U.S.C. 78q(c), 78q(g), and 78w) to issue examination or inspection manuals, registration, report, agree ment, and examination forms, guidelines, instruc tions or other similar materials for use in connec tion with the administration of sections 7, 8, 15B, and 17A(c) of the Securities Exchange Act of 1934 (15 U.S.C. 78g, 78h, 78o-4, and 78q-l). (23) With the prior concurrence of the ap propriate Federal Reserve Bank and the General Counsel of the Board, to act to refuse an applica tion to the Board to stay, modify, terminate or set aside any effective cease and desist order previ ously issued by the Board pursuant to section 8(b) of the Federal Deposit Insurance Act or any writ ten agreement between the Board or the Reserve Bank and a bank holding company or any non banking subsidiary thereof or a State member bank (12 U.S.C. § 1818(b)). (24) Pursuant to section 23 of the Securities Exchange Act of 1934 (15 U.S.C. 78w) (i) to grant or deny requests for waiver of examination and waiting period requirements for municipal securities principals and municipal securities rep resentatives under Municipal Securities Rulemak ing Board Rule G-3, (ii) to grant or deny requests for a determination that a natural person or municipal securities dealer subject to a statutory disqualification is qualified to act as a municipal securities principal or municipal securities representatve or municipal securities dealer under Municipal Securities Rulemaking Board Rule G-4, and (iii) to approve or disapprove clearing ar rangements under Municipal Securities Rulemak ing Board Rule G-8, in connection with the ad ministration of Municipal Securities Rulemaking (19) Under the provisions of §§ 207.2(f), 220.2(e), and 221.3(d) of this chapter (Regulations G, T, and U, respectively) to approve issuance of the list of OTC margin stocks and to add, omit, or remove any stock in circumstances indicating that such change is necessary or appropriate in the public interest. 9 DELEGATION OF AUTHORITY § 265.2 cluding representatives and alternate representa Board rules for municipal securities dealers for tives of such agents). which the Board is the appropriate regulatory agency under section 3(a)(34) of the Securities Ex (f) Each Federal Reserve Bank is authorized, change Act of 1934 (15 U.S.C. 78c(a)(34)). (15 as to member banks or other indicated organiza U.S.C. 78w and 12 U.S.C. 248.) tions headquartered in its district or under sub (25) To approve a State member bank’s pro paragraph (25) of this paragraph as to its officers posed subordinated debt issue as an addition to or under paragraph (f) (34) as to its own facilities: the bank’s capital structure if all of the following (1) Under the provisions of the third para conditions are met: graph of section 9 of the Federal Reserve Act (i) The terms of the proposed debt issue (12 U.S.C. 321), section 5155 of the Revised satisfy the requirements of §§ 204.1(f)(3)(i) and Statutes (12 U.S.C. 36), and § 208.8 of this 217.1(f)(3)(i) of this part (Regulations D and Q) chapter (Regulation H), to approve the establish and the Board’s guideline criteria for approval of ment by a State member bank of a domestic subordinated debt as an addition to capital. branch if the proposed branch has been approved by the appropriate State authority and if the Re (ii) The appropriate Reserve Bank recom mends approval. serve Bank is satisfied that approval is warranted after giving consideration to: (iii) No significant policy issue is raised by (i) the bank’s capitalization in relation to the proposed issue as to which the Board has not the character and condition of its assets and to expressed its view. its deposit liabilities and other corporate responsi (d) The Director of the Division of Federal bilities, including the volume of its risk assets and Reserve Bank Operations (or, in the Director’s of its marginal and inferior quality assets, all con absence, the Acting Director) is authorized: sidered in relation to the strength of its manage (1) Under the provisions of the sixteenth ment; paragraph of section 4 of the Federal Reserve Act (ii) the ability of bank’s management to (12 U.S.C. 304), to classify member banks for cope successfully with existing or foreseeable the purposes of electing Federal Reserve Bank problems, and to staff the proposed branch with class A and class B directors, giving considerations out any significant deterioration in the overall to management situation; (iii) the convenience and needs of the (i) the statutory requirement that each of community; the three groups shall consist as nearly as may be (iv) the competitive situation (either actual of banks of similar capitalization and or potential); (ii) the desirability that every member (v) the prospects for profitable operations bank have the opportunity to vote for a class A of the proposed branch within a reasonable time, or a class B director at least once every three and the ability of the bank to sustain the opera years. tional losses of the proposed branch until it be (2) To approve or disapprove proposed re comes profitable; and modeling or renovation of existing Reserve Bank (vi) the reasonableness of bank’s invest or Branch buildings or additions to such buildings ment in bank premises after the expenditure for where the cost of such remodeling, renovation or (he proposed branch. addition will be in excess of one hundred thou (2) Under the provisions of the sixth para sand dollars ($100,000), provided that the cost graph of section 9 of the Federal Reserve Act of each project approved by the Director may (12 U.S.C. 324) and the provisions of section not be in excess of two hundred and fifty thou 5199 of the Revised Statutes (12 U.S.C. 60), to sand dollars ($250,000). permit a State member bank to declare dividends (e) The Director of the Division of Personnel in excess of net profits for the calendar year com (or, in the Director’s absence, the Acting Direc bined with the retained net profits of the preced tor) is authorized, under the provisions of the ing two years, less any required transfers to sur twenty-first paragraph of section 4 of the Federal plus or a fund for the retirement of any preferred Reserve Act (12 U.S.C. 306), to approve the ap stock, if the Reserve Bank is satisfied that ap pointment of assistant Federal Reserve agents (in proval is warranted after giving consideration to: § 265.2 DELEGATION OF AUTHORITY (ii) upon completion of the proposed in (i) the bank’s capitalization in relation to vestment, the bank’s aggregate investment (direct the character and condition of its assets and to its and indirect) in bank premises plus the indebted deposit liabilities and other corporate responsibil ness of any wholly-owned bank premises subsid ities, including the volume of its risk assets and iary will not exceed 40 per cent of its total capital of its marginal and inferior quality assets, all funds (including capital notes and debentures) considered in relation to the strength of its man plus reserves other than valuation reserves. agement; and (ii) the bank’s capitalization after payment (8) Under the provisions of the ninth para of the proposed dividend. graph of section 25(a) of the Federal Reserve (3) Under the provisions of the tenth para Act (12 U.S.C. 615), to extend the time in which graph of section 9 of the Federal Reserve Act an “Edge Act” corporation must divest itself of (12 U.S.C. 328), to approve or deny applications stock acquired in satisfaction of a debt previously by State banks for waiver of the required six contracted. months’ notice of intention to withdraw from (9) Under the provisions of the twenty-sec Federal Reserve membership. ond paragraph of section 25(a) of the Federal (4) Under the provisions of the eleventh Reserve Act (12 U.S.C. 628), to extend the period paragraph of section 9 of the Federal Reserve Act of corporate existence of an “Edge Act” corpora (12 U.S.C. 329), to permit a State member bank tion. to reduce its capital stock if its capitalization (10) Under the provisions of section 5(a) of thereafter will be; the Bank Holding Company Act (12 U.S.C. (i) in conformity with the requirements of 1844(a)), to extend the time within which a bank Federal law, and holding company must file a registration state (ii) adequate in relation to the character ment. and condition of its assets and to its deposit liabil (11) Under the provisions of section 4(a) of ities and other corporate responsibilities, including the Bank Holding Company Act (12 U.S.C. the volume of its risk assets and of its marginal 1843(a)), to extend the time within which a bank and inferior quality assets, all considered in rela holding company must divest itself of interests tion to the strength of its management. in nonbanking organizations. (5) Under the provisions of the seventeenth (12) Under the provisions of section 4(c)(2) paragraph of section 9 of the Federal Reserve Act of the Bank Holding Company Act (12 U.S.C. (12 U.S.C. 334), to extend the time, for good 143(c)), to extend the time within which a bank cause shown, within which an affiliate of a State holding company must divest itself of interests in member bank must file reports. a nonbanking organization acquired in satisfaction (6) Under the provisions of the seventh of a debt previously contracted. paragraph of section 13 of the Federal Reserve (13) Under the provisions of section 5(c) Act (12 U.S.C. 372), to permit a member bank of the Bank Holding Company Act (12 U.S.C. to accept commercial drafts in an aggregate 1844(c)), to require reports under oath to deter amount at any one time up to 100 per cent of its mine whether a company is complying with the capital and surplus. provisions of such Act and the Board’s regula (7) Under the provisions of section 24A of tions promulgated thereunder. the Federal Reserve Act (12 U.S.C. 3 7 Id), to (14) Under the provisions of § 208.11(c) of permit a State member bank to invest in bank this chapter (Regulation H), to extend the time premises in an amount in excess of its capital within which a member bank that has given notice stock, if the Reserve Bank is satisfied that ap of intention to withdraw from membership must proval is warranted after giving consideration to: (i) the bank’s capitalization in relationsurrender its Federal Reserve Bank stock and its to certificate of membership. the character and condition of its assets and to its (15) Under the provisions of § § 216.5(b), deposit liabilities and other corporate responsibil 216.5(d), and 216.6 of this chapter (Regulation ities, including the volume of its risk assets and P), with respect to State member banks only: of its marginal and inferior quality assets, all con (i) to require reports on security devices; sidered in relation to the strength of its manage ment: A nd provided, That (ii) to require special reports; and DELEGATION OF AUTHORITY § 265.2 submitting adverse comments that the Reserve (iii) to determine, in view of the provi Bank has decided are not substantive files a peti sions of §§ 216.3 and 216.4, whether security tion for review by the Board of that decision, devices and procedures are deficient in meeting the requirements of Part 216, to determine (i) to permit a bank holding company that whether such requirements should be varied in has furnished it with a copy of a duly published the circumstances of a particular banking office, notice of a proposal to engage de novo in activ and to require corrective action. ities specified in § 225.4(a) (or retain shares in a company established de novo and engaging in such (16) Under § 208.10(a) of this chapter (Reg activities) if its evaluation of the considerations ulation H), for good cause shown, to extend the specified in section 4(c)(8) of the Bank Holding time for publication of reports of condition, such Company Act leads it to conclude that the pro extensions not ordinarily to be for more than 10 posal can reasonably be expected to produce bene days except in very unusual circumstances beyond fits to the public. control of the reporting bank. (ii) to notify a bank holding company that (17) Under the provisions of § 207.1(b) of has furnished it with a duly published notice of this chapter (Regulation G), to approve applica the kind described in subdivision (i) of this sub tions for termination of registration by persons paragraph that the proposal should not be con who are registered pursuant to § 207.1(a). summated until specifically authorized by the Re (18) Under the provisions of the second serve Bank or by the Board or that the proposal paragraph of section 25(a) of the Federal Reserve should be processed in accordance with the pro Act (12 U.S.C. 612), and § 211.3 of this chapter cedures of § 225.4(b)(2). (Regulation K), to approve amendments to the (iii) to permit a bank holding company Articles of Association of any “Edge Act” cor that has furnished it with a duly published notice poration to reflect the following: of the kind described in subdivision (i) of this (i) any increase in the capital stock of subparagraph to consummate the proposal before such corporation where all additional shares are to the expiration of the 45-day period referred to in be acquired by existing shareholders; § 225.4(b)(1), because exigent circumstances jus (ii) any change in the location of the home tify consummation at an earlier time. office of such corporation within the city where (21) Under § 225.4(c)(2) of this chapter such corporation is presently located; and (Regulation Y) to permit or stay a proposed de (iii) any change in the number of mem novo modification or relocation of activities en bers of the Board of Directors of such corpora gaged in by a bank holding company on the same tion. basis as de novo proposals under subparagraph (19) Under § 225.4(d) of this chapter (Regu (20) of this paragraph. lation Y), (22) Under the provisions of section 3(a)(1) (i) to notify a bank holding company that of the Bank Holding Company Act (12 U.S.C. has informed it of a proposed acquisition of a 1842), to approve the formation of a bank holding going concern that, because the circumstances company through the acquisition by a company surrounding the application indicate that addi of a controlling interest in the voting shares of tional information is required or that the acquisi one or more banks, if all of the following condi tion should be considered by the Board, the ac tions are met: quisition should not be consummated until spe (i) no member of the Board has indicated cifically authorized by the Reserve Bank or by an objection prior to the Reserve Bank’s action. the Board. (ii) all relevant departments of the Reserve (ii) to permit a bank holding company that Bank recommended approval. has informed it of a proposed acquisition of a going concern to make the acquisition before the (iii) no substantive objection to the pro expiration of the 45-day period referred to in that posal has been made by a bank supervisory paragraph, because exigent circumstances justify authority, the United States Department of Jus consummation of the acquisition at an earlier tice, or a member of the public. time. (iv) no significant policy issue is raised by (20) Under § 225.4(b)(1) of this chapter the proposal as to which the Board has not ex (Regulation Y), and subject to § 265.3 if a person pressed its view. § 265.2 (v) considerations relating to the conve nience and needs of the communities to be served are consistent with or lend weight toward approval of the application. (vi) in the event any debt incurred by the holding company to purchase shares of any bank involved in the proposal: (a) an agreed plan for amortization of the debt within a reasonable time exists, such period normally not exceeding 12 years. (b) the interest rate on any loan to purchase the bank shares will be comparable with other stock collateral loans by the lender to per sons of comparable credit standing. (c) no compensating balances, specific ally attributable to the loan, will be deposited in the lending institution and the amount of any correspondent account which the proposed sub sidiary bank will maintain with the lending insti tution should not exceed the amount necessary to compensate the lending bank for correpsondent services rendered by it to the proposed subsidiary bank(s). (vii) the Reserve Bank determines that the managerial and financial resources, including the equity to debt relationships, of Applicant, it’s existing subsidiaries, and any proposed subsidiary bank, are adequate, or will be adequate within a reasonable period of time after consummation of the proposal, and any debt service requirements to which the holding company may be subject are such as to enable it to maintain the capital ade quacy of any proposed subsidiary bank in the foreseeable future. (viii) if Applicant or any of Applicant’s existing or proposed nonbanking subsidiaries com pete in the same geographic and product market as any proposed subsidiary bank, the resulting organization will control no more than 10 per cent of that product or service line after consum mation of the proposal. (ix) total nonbank gross revenues of Ap plicant and its subsidiaries do not exceed 20 per cent of total operating income of the proposed banking subsidiaries. (x) if Applicant engages, or is to engage, in nonbanking activities requiring the Board’s ap proval under section 4(c)(8) of the Act, the Re serve Bank must also have delegated authority to approve the section 4(c)(8) activities. (xi) if the proposal involves the acquisi tion of the controlling stock of only one bank, DELEGATION OF AUTHORITY and any debt is incurred by the holding company to purchase shares of the bank, the amount of the loan does not exceed 75 per cent of the pur chase price of the shares of the proposed sub sidiary bank. (xii) if the proposal involves the acquisi tion of the controlling stock of more than one bank, the following additional conditions must be met: (a) in the event any debt is incurred by the holding company to purchase shares of any proposed subsidiary bank(s), the total amount of the debt does not exceed 20 per cent of the equity capital accounts of the holding company. (b) the Applicant will control no more than 15 per cent of total deposits in commercial banks in the State. (xiii) neither Applicant nor the bank(s) to be acquired has entered into or proposes to enter into any agreement with any director, officer, em ployee or shareholder of the bank(s) that contains any condition that limits or restricts in any man ner the right of such persons to compete with Applicant or any of Applicant’s existing or pro posed subsidiaries. (23) Under the provisions of section 3(a)(3) of the Bank Holding Company Act (12 U.S.C. 1842), to approve the acquisition by a bank hold ing company of additional shares in a bank that are to be acquired through exercise of rights re ceived, on a pro rata basis, by the bank’s share holders. (24) Under the provisions of section 3(a)(3) of the Bank Holding Company Act (12 U.S.C. 1842), to approve the acquisition by a bank hold ing company of a controlling interest in the votinp shares of an additional bank, if all of the follow ing conditions are met: (i) no member of the Board has indicated an objection prior to the Reserve Bank’s action. (ii) all relevant departments of the Reserve Bank recommend approval. (iii) no substantive objection to the pro posal has been made by a bank supervisory authority, the United States Department of Jus tice, or a member of the public. (iv) no significant policy issue is raised by the proposal as to which the Board has not expressed its view. (v) considerations relating to the conve nience and needs of the communities to be served DELEGATION OF AUTHORITY are consistent with or lend weight toward approval of the application. (vi) in the event any debt is incurred by the holding company to purchase shares of any bank involved in the proposal: (a) an agreed plan for amortization of the debt within a reasonable time exists, such period normally not exceeding 12 years. (b) the interest rate on any loan to pur chase the bank shares will be comparable with other stock collateral loans by the lender to per sons of comparable credit standing. (c) no compensating balances, specifi cally attributable to the loan, will be deposited in the lending institution and the amount of any cor respondent account which the proposed subsidiary bank will maintain with the lending institution should not exceed the amount necessary to com pensate the lending bank for correspondent ser vices rendered by it to the proposed subsidiary bank. (vii) the Reserve Bank determines that the managerial and financial resources, including the equity to debt relationships, of Applicant, its ex isting subsidiaries, and any proposed subsidiary bank, are adequate, or will be adequate within a reasonable period of time after consummation of the proposal, and any debt service requirements to which the holding company may be subject are such as to enable it to maintain the capital ade quacy of any existing or proposed subsidiary bank in the foreseeable future. (viii) if Applicant or any of Applicant’s existing or proposed nonbanking subsidiaries com pete in the same geographic and product market as any proposed subsidiary, the resulting organiza tion will not control more than 10 per cent of that product or service line after consummation of the proposal. (ix) total nonbank gross revenues of Ap plicant and its subsidiaries do not exceed 20 per cent of total operating income of the company’s existing or proposed bank subsidiaries. (x) if Applicant engages, or is to engage, in nonbanking activities requiring the Board’s ap proval under section 4(c)(8) of the Act, the Re serve Bank must also have delegated authority to approve the section 4(c)(8) activities. (xi) in the event any debt is incurred by Applicant to purchase shares of the bank, the re sulting total acquisition debt of the holding com pany will not exceed 20 per cent of the company’s § 265.2 equity capital accounts after consummation of the proposal. (xii) Applicant is not one of the dominant banking organizations in the State, and, unless the proposed subsidiary is a proposed new bank, Applicant will control no more than 15 per cent of the total deposits in commercial banks in the State after consummation of the proposal. (xiii) if the bank to be acquired is an ex isting bank and if no banking offices of Appli cant’s existing subsidiary bank are located in the same market as the proposed subsidiary, the pro posed subsidiary has no more than $25 million in total deposits or controls no more than 15 per cent of deposits in commercial banks in the mar ket. (xiv) if the bank to be acquired is an exist ing bank and if any of Applicant’s existing sub sidiary banks compete in the same market as the proposed subsidiary, Applicant will control no more than 10 per cent of total deposits in com mercial banks in the market after consummation. (xv) if the bank to be acquired is a pro posed new bank, bank subsidiaries of Applicant will not hold in the aggregate more than 20 per cent of the total deposits in commercial banks in the relevant market area and Applicant will not be one of the dominant banking organizations in the State. (xvi) Applicant has a proven record of furnishing to its subsidiaries, when needed, special services, management, capital funds and general guidance. (xvii) neither Applicant nor the bank to be acquired has entered into or proposes to enter into any agreement with any director, officer, em ployee or shareholder of the bank that contains any condition that limits or restricts in any man ner the right of such persons to compete with Applicant or any of Applicant’s existing or pro posed subsidiaries. (25) To set the salaries of its officers below the level of Senior Vice Presidents (Salary Group A), excluding the General Auditor, within officer salary ranges approved and guidelines subse quently issued by the Board of Governors. (26) Under the provisions of the first para graph of section 9 of the Federal Reserve Act (12 U.S.C. 325) to approve applications for mem bership in the Federal Reserve System if the Re serve Bank is satisfied with respect to each of the following criteria: § 265.2 (i) the financial history and condition of the applying bank and the general character of its management; (ii) the adequacy of its capital structure in relation to the character and condition of its assets and to its existing and prospective deposit liabilities and other corporate responsibilities and its future earnings prospects; (iii) the convenience and needs of the community to be served by the bank; and (iv) whether its corporate powers are con sistent with the purposes of the Federal Reserve Act and the Federal Deposit Insurance Act. (27) Under the provisions of section 5(c) of the Bank Holding Company Act, as amended (12 U.S.C. 1844(c)), to grant to a bank holding com pany a 90-day extension of time in which to file an annual report; and for good cause shown an additional extension of time, not to exceed 90 days, may be granted. (28) Under the provisions of section 18 (c) of the Federal Deposit Insurance Act (12 U.S.C. § 1828(c)), to approve a merger, consolidation, acquisition of assets, or assumption of liabilities, where the resulting bank is a State member bank, if all (or, in a case in which all of the banks in volved in the transaction are subsidiaries of the same bank holding company, all except conditions v, vi, and vii) of the following conditions are met: (i) no member of the Board has indicated an objection prior to the Reserve Bank’s action. (ii) all relevant departments of the Reserve Bank recommended approval. (iii) no substantive objection to the pro posal has been made by a bank supervisory au thority, the United States Department of Justice, or a member of the public. (iv) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (v) if the banks do not have offices in the same market, the bank to be acquired has no more than $25 million in total deposits or con trols no more than 15 per cent of the total de posits 2 in commercial banks in the market. (vi) if the banks compete in the same banking market, the resulting bank will control no 2 If either of the proponent banks is a subsidiary of a holding company and the parent company has another bank subsidiary operating in the market of the bank to he acquired, deposits of such offices should be included in the computation of market shares. DELEGATION OF AUTHORITY more than 10 per cent of total deposits 3 in com mercial banks in the market. (vii) neither of the merging or consolidat ing banks is a dominant banking organization in the State and the resulting institution will control no more than 15 per cent of the total deposits in commercial banks in the State after consumma tion of the proposal.4 (viii) the Reserve Bank determines that the managerial and financial resources, including the equity capital accounts of the resulting bank, are adequate, or will be adequate within a reason able period of time after the proposal is con summated. (ix) considerations relating to the con venience and needs of the communities to be served are consistent with, or lend weight toward, approval of the application. (x) no bank involved in this proposal has entered into or proposes to enter into any agree ment with any director, officer, employee or shareholder of either bank that contains any con dition that limits or restricts in any manner the right of such persons to compete with the result ing institution. (29) Under the provisions of section 3(a) of the Bank Holding Company Act (12 U.S.C. 1842), to approve by a letter of notification without com pliance with section 262.3(h) of the Board’s Rules of Procedure, the retention of shares of bank stock acquired in a fiduciary capacity (with sole voting rights) for a two-year period from the date of such acquisition, provided that the Applicant undertakes unconditionally to dispose of such shares or its sole discretionary voting rights with respect to such shares within two years from the date of such acquisition. (30) Under the provisions of section 3(a) (5) of the Bank Holding Company Act (12 U.S.C. 1842), to approve the merger or consolidation of a bank holding company with any other bank hold ing company, if all of the following conditions are met: (i) no member of the Board has indicated an objection prior to the Reserve Bank’s action. (ii) all relevant departments of the Re serve Bank recommended approval. 3 See footnote 2, opposite. ■* If either of the proponent banks is a subsidiary of a holding company, the deposits of the other subsidiary banks of the holding company should be included in determining whether the resulting institution will control more than 15 per cent of the total deposits in commer cial banks in the State. DELEGATION OF AUTHORITY (iii) no substantive objection to the pro posal has been made by a bank supervisory au thority, the United States Department of Justice, or a member of the public. (iv) no significant policy issue is raised by the proposal as to which the Board has not expressed its view. (v) considerations relating to the con venience and needs of the communities to be served are consistent with or lend weight toward approval of the application. (vi) in the event any debt is incurred by the resulting or surviving holding company to effect the merger or consolidation: (a) an agreed plan for amortization of the debt within a reasonable time exists, such period normally not exceeding 12 years. (b) the interest rate on any loan in volved will be comparable with other stock col lateral loans by the lender to borrowers of com parable credit standing. (c) no compensating balances, specifi cally attributable to the loan, will be deposited in the lending institution and the amount of any correspondent account which the subsidiary banks of the resulting or surviving company will main tain with the lending institution should not exceed the amount necessary to compensate the lending bank for correspondent services rendered by it to the depositing bank(s). (d) the total acquisition of the resulting or surviving company will not exceed 20 per cent of such company’s equity capital accounts after consummation of the proposal. (vii) the Reserve Bank determines that the managerial and financial resources, including the equity to debt relationships, of the merging or consolidating companies, and their existing sub sidiaries, are adequate, or will be adequate within a reasonable period of time after consummation of the proposal, and any debt service require ments to which the resulting or surviving com pany may be subject are such as to enable it to maintain the capital adequacy of any existing future. (viii) if either of the merging or con solidating companies or any of their subsidiaries compete in the same geographic or consolidating company or any of its subsidiaries, the resulting or surviving organization will not control more than 10 per cent of that product or service line after consummation of the proposal. § 265.2 (ix) if the merging or consolidating bank holding companies do not have subsidiary bank ing offices in the same market, the resulting or surviving bank holding company will not acquire a subsidiary bank with more than $25 million in deposits or with more than 15 per cent of the total deposits in commercial banks in the market. (x) if any subsidiary bank(s) of either of the merging or consolidating companies com petes in the same market as any subsidiary bank(s) of the other merging or consolidating company, the resulting or surviving company will control no more than 10 per cent of total deposits in commercial banks in the market after con summation of the proposal. (xi) neither merging nor consolidating company is one of the dominant banking orga nizations in the State, and the resulting or sur viving company will control no more than 15 per cent of total deposits in commercial banks in the State after consummation of the proposal. (xii) total nonbank gross revenues of the merging or consolidating companies and their subsidiaries do not exceed 20 per cent of the total operating income of the merging or consolidating companies’ bank subsidiaries. (xiii) if either of the merging or consoli dating companies engages, or is to engage, in nonbanking activities requiring the Board’s ap proval under section 4(c)(8) of the Act, the Re serve Bank must also have delegated authority to approve the section 4(c)(8) activities. (xiv) Applicant has a proven record of fur nishing to its subsidiaries, when needed, special services, management, capital funds and general guidance. (xv) neither bank holding company in volved in this proposal nor any of the subsidiary banks of either bank holding company involved in this proposal has entered into or proposes to enter into any agreement with any officer, director, em ployee or shareholder of the bank(s) involved in this proposal that contains any condition that limits or restricts in any manner the right of such person to compete with the resulting or surviving company or any of its existing or proposed sub sidiaries. (31) Under the provisions of § 4(c)(8) of the Bank Holding Company Act (12 U.S.C. 1843 (c)(8)) and § § 225.4(a)(1). (2). (3). and (9)(ii) of Regulation Y (12 CFR 225.4(a)(1). (2), (3) and (9) (ii)), to approve the acquisition by a bank § 265.2 holding company of an interest in a finance com pany 5 or an industrial bank,6 whether by acquisi tion of shares or assets, provided that the following conditions are met: (i) no member of the Board has indicated an objection prior to the Reserve Bank’s action. (ii) Applicant does not hold shares of a subsidiary finance company or subsidiary industrial bank or directly engages in such activities itself pursuant to § 4(a)(2) of the Act which may not be retained or engaged in beyond December 31, 1980 without Board approval. (iii) all relevant departments of the Re serve Bank recommend approval. (iv) no substantive objection to the pro posal has been made by a bank supervisory au thority, the United States Department of Justice, or a member of the public. (v) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (vi) each office of Applicant’s existing7 and proposed 8 subsidiary banks, subsidiary indus trial banks and subsidiary finance companies and of Applicant (if Applicant directly engages in such activities) is 25 miles or more distant (in a straight line) from each office of the finance company or industrial bank to be acquired. (vii)(a) the maximum in assets of finance companies and industrial banks acquired under delegated authority in any calendar year 9 does not exceed $15 million; and (b) the maximum size in assets finance company or industrial bank to be acquired does not exceed $5 million. (Exception: The maxi mum size in assets of the finance company or 5 A finance company is defined, for purposes of this regulation, as a concern which engages in consumer fi nance, sales finance and/or second mortgage activities. The acquisition of more than one separately incorporated company when such companies are part of an identifiable unit should be processed under a single acquisition ap plication. « An industrial bank is a State-chartered institution which provides consumer credit and accepts limited types of deposits; it does not both accept demand deposits and make commercial loans. The term “industrial bank” also encompasses Morris Plan banks for purposes of this regulation. 7 The definition of an existing subsidiary also includes, for purposes of this regulation, a bank or company for which the acquisition has been approved by the Federal Reserve System but not yet consummated. 8 A proposed subsidiary is defined for purposes of this regulation as a bank or company for which an applica tion for acquisition has been submitted to the Federal Reserve System. 9 For the year 1974, the maximum figure is $8 million. DELEGATION OF AUTHORITY industrial bank to be acquired is $15 million if the aggregate assets of Applicant’s existing subsidiary finance companies and industrial banks 10 and of the finance company or industrial bank to be acquired do not exceed $50 million.) (viii) total assets of the finance company or industrial bank to be acquired will not exceed 10 per cent of the total consolidated assets of Applicant after consummation. (ix) the sale of credit-related insurance by the finance company or industrial bank to be ac quired is limited to the sale, under individual or group policies, of credit life insurance,11 credit accident and health insurance, and property dam age insurance protecting collateral.12 (x) the activities of the firm to be ac quired are clearly permissible under § 4(c)(8) of the Act and § § 225.4(a) (1), (2), (3) and (9) (ii) of Regulation Y. (xi) neither Applicant, Applicant’s sub sidiaries, nor the finance company or industrial bank to be acquired has entered into or proposes to enter into any agreement with any director, offi cer, employee or shareholder of the finance com pany or industrial bank that contains any condi tion limiting or restricting in any manner the right of such person to compete with Applicant or any of Applicant’s existing or proposed subsidiaries. (xii) the Reserve Bank determines that consummation of the proposal can reasonably be expected to result in benefits to the public, such as greater convenience, increased competition, or of the in efficiency, that outweigh possible adverse gains effects, such as undue concentration of resources, decreased or unfair competition, conflicts of in terests, or unsound banking practices. (32) Under the provisions of § 4(c)(8) of the Bank Holding Company Act (12 U.S.C. 1843 (c) (8)) and § 225.4(a)(9)(iii)(a) of Regulation 10 If Applicant itself directly engages in finance com pany or industrial bank activities, the assets related to such activities should be included in a determination of aggregate assets. 11 Applications involving level term credit life insurance may not be acted upon by the Reserve Bank under dele gated authority. 12 If a finance company or industrial bank otherwise falling within these guidelines has a subsidiary engaged in the underwriting, as reinsurer, of credit life and credit accident and health insurance in connection with exten sions of credit by the finance company or industrial bank or if a finance company or industrial bank acts as agent for the sale of types of credit-related insurance other than designated herein, the application may not be acted upon by the Reserve Bank under delegated authority. DELEGATION OF AUTHORITY Y (12 CFR 225.4(a) (9)(iii)(a)) to approve the acquisition or, as an incident to a bank holding company formation pursuant to § 3(a)(1) of the Act, the retention by a bank holding company of shares or assets of a company that acts as insur ance agent or broker in offices at which the hold ing company or its subsidiaries are otherwise engaged in business (or in an office adjacent thereto) with respect to any insurance sold in a community that has a population not exceeding 5,000, provided that the following conditions are met: (i) no member of the Board has indicated an objection prior to the Reserve Bank’s action. (ii) all relevant departments of the Re serve Bank recommend approval. (iii) no substantive objection to the pro posal has been made by a bank supervisory au thority, the United States Department of Justice, or a member of the public. (iv) no significant policy issue is raised by the proposal as to which the Board has not ex pressed its view. (v) neither Applicant, Applicant's subsid iaries, nor the company to be acquired has en tered into or proposes to enter into any agreement with any director, officer, employee or share holder of the company that contains any condi tion that limits or restricts in any manner the right of such person to compete with applicant or any of applicant’s existing or proposed subsidaries, (vi) the Reserve Bank determines that consummation of the proposal can reasonably be expected to result in benefits to the public, such as greater convenience, increased competition, or gains in efficiency, that outweigh possible adverse effects, such as undue concentration of resources, decreased or unfair competition, conflicts of in terests, or unsound banking practices. (33) Under the provisions of § 3(a)(3) of the Bank Holding Company Act (12 U.S.C. § 1842 (a)(3)), to approve the acquisition by any bank holding company of additional voting shares of a bank in which such bank holding company owns 25 per cent or more of any class of voting secu rities, if the proposal generally is in conformity with the conditions specified in section 265.2(f)(24) of this part. (12 U.S.C. 248(k) and 12 U.S.C. 1844(b)). (34) Under the provisions of sections 3 and l l j of the Federal Reserve Act (12 U.S.C. § 521 § 265.2 and 248(j)), to undertake remodeling, renovation of or addition to its existing buildings or those of its branches provided the expenditure for such purpose does not exceed one hundred thousand dollars ($100,000) within a single budget year. (35) Under § 213.4(a) of this chapter (Reg ulation M) to extend the time in which a member bank must divest itself of stock or other evi dences of ownership in a foreign bank acquired in satisfaction of a debt previously contracted. (36) With the prior approval of both the Director of the Board’s Division of Banking Supervision and Regulation and the General Coun sel of the Board, to enter into a written agree ment with a bank holding company or any non banking subsidiary thereof or with a State mem ber bank concerning the correction of an unsafe or unsound practice in conducting the business of such bank holding company, nonbanking sub sidiary or State member bank and concerning the correction of any violation of law, rule or regulation incident to such an unsafe or unsound practice. (12 U.S.C. 248(a), 321, 324, 325, 330, 1844; 12 CFR § 208.8). (37) Under the provisions of section 2(a)(5)(D) and 3(a) of the Bank Holding Company Act (12 U.S.C. 1841(a)(5)(D), 1842(a)), to extend the time within which a company or a bank must divest itself of banks shares acquired in satisfac tion of a debt previously contracted. (g) The Director of the Division of Interna tional Finance (or, the Director’s absence, the Acting Director) is authorized, under the provi sions of the sixth paragraph of section 14 of the Federal Reserve Act (12 U.S.C. 358) to approve the establishment of foreign accounts with the Federal Reserve Bank of New York. (h) The Directors of the Division of Consumer Aifairs (or, the Director’s absence, the Acting Director) is authorized: (1) Pursuant to the provisions of section 11(a) of the Federal Reserve Act (12 U.S.C. 248(a)), sections 108(b), 621(c), and 704(b) of the Consumer Credit Protection Act (15 U.S.C. 1607(b), 1681s(c) and 1691 c(b)), section 305(c) of the Home Mortgage Disclosure Act (12 U.S.C. 2804(c)), section 18(f)(3) of the Federal Trade Commission Act (15 U.S.C. 57a(f)(3)), and sec tion 808(c) of the Civil Rights Act of 1968 (42 U.S.C. 3608(c)), to issue examination or inspec tion manuals, report, agreement, and examina § 265.2 DELEGATION OF AUTHORITY (12 U.S.C. 413), to apportion credit among the tion forms, guidelines, instructions or other simi Reserve Banks for unfit notes that are destroyed, lar materials for use in connection with giving consideration to the net number of notes of (i) sections 1 through 709 (excluding sec each denomination that were issued by each Re tions 201 through 500) of the Consumer Credit serve Bank during the preceding calendar year. Protection Act (15 U.S.C. 1601-16 9 If), (2) Under the provisions of §§ 216.5(b), (ii) sections 301 through 310 of the Home 216.5(d), and 216.6 of this chapter (Regulation P), Mortgage Disclosure Act (12 U.S.C. 2801-2809), with respect to Federal Reserve Banks and (iii) sections 18(f)( 1)-(3) of the Federal branches Trade Commission Act (15 U.S.C. 57a(f)(l)-(3)), (i) to require reports on security devices; and (ii) to require special reports; and (iv) section 805 of the Civil Rights Act of (iii) to determine, in view of the provi 1968 (42 U.S.C. 3605); and rules and regulations sions of §§ 216.3 and 216.4, whether security issued thereunder. devices and procedures are deficient in meeting (2) Pursuant to Sections 123, 171(b) and the requirements of Part 216, to determine 186(b) of the Truth in Lending Act (15 U.S.C. whether such requirements should be varied in 1633, 1666(j) and 1667(e)) and the Board’s Regu the circumstances of a particular banking office, lation Z, 12 CFR Part 226.12, to grant, but not and to require corrective action. deny or revoke, exemptions to States from the re (3) To approve or disapprove supplementary quirements of budget requests and special incentive programs to (i) Chapter 2 (15 U.S.C. 1631-1644), improve operations or reduce costs, provided that where State law imposes substantially similar re the Board has previously approved the budget of quirements and there is adequate provision for the requesting Reserve Bank and provided that enforcement, the supplemental request adheres to the Board’s (ii) Chapter 4 (15 U.S.C. 1666). where general expense guidelines and such guidelines as State law imposes substantially similar require the Board may have imposed in approving the Re ments or gives greater protection to the consumer serve Bank’s budget and provided that the amount and there is adequate provision for enforcement, approved by the Director may not exceed in any and, budgetary year one hundred thousand dollars (iii) Chapter 5 (15 U.S.C. 1667), where ($100,000) for each Reserve Bank and seven hun State law imposes substantially similar require dred fifty thousand dollars ($750,000) for all ments or gives greater protection and benefit to Reserve Banks in the System. the consumer, and there is adequate provision for enforcement. SECTION 265.3— REVIEW OF ACTION (3) Pursuant to section 703(b) of the Con AT DELEGATED LEVEL sumer Credit Protection Act (15 U.S.C. 1691b(b)), to call meetings of and consult with the Consumer Any action taken at a delegated level shall be Advisory Council established under that section, subject to review by the Board only if such re to approve the agenda for such meetings, and to view is requested by a member of the Board either accept any resignation from Consumer Advisory on the member’s own initiative or on the basis of Council members. a petition for review by any person claiming to (i) The Secretary of the Federal Open Market be adversely affected by the action. Any such peti Committee (or, in his absence, the Deputy Secre tion for review must be received by the Secretary tary) is authorized: of the Board not later than the fifth day after the To approve for inclusion in the Board’s annual date of such action. Notice of any such review report to Congress records of policy actions of shall be given to the person with respect to whom the Federal Open Market Committee. such action was taken and be received by such person not later than the close of the tenth day (j) The Director of the Division of Federal Re following the date of such action. Upon receipt serve Bank Examinations and Budgets (or, in the of such notice, such person shall not proceed Director’s absence, the Acting Director) is au further in reliance upon such action until such thorized: (1) Under the provisions of the third paraperson is notified of the outcome of review thereof by the Board. graph of section 16 of the Federal Reserve Act
