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'4)99/61 Minutes for To: Members of the Board From: Office Of the Secretary March 27, 1963 Attached is a copy of the minutes of the Board of Governors of the Federal Reserve System on the above date. It is not proposed to include a statement with respect to any of the entries in this set of minutes in the record of policy actions required to be maintained pursuant to section 10 of the Federal Reserve Act. Should you have any question with regard to the minutes, it will be appreciated if you will advise the Secretary's Office. Otherwise, please initial below. If you were present at the meeting, your initials will indicate approval of the minutes. If you were not present, your initials will indicate only that you have seen the minutes. Chin. Martin Gov. Mills Gov. Robertson Gov. Balderston Gov. Shepardson Gov. King Gov. Mitchell Minutes of the Board of Governors of the Federal Reserve System on Wednesday, March 27, 1963. The Board met in the Board Room at 10:00 a.m. PRESENT: Mr. Mr. Mr. Mr. Mr. Balderston, Vice Chairman 1/ Mills Robertson King Mitchell 2/ Sherman, Secretary Kenyon, Assistant Secretary Fauver, Assistant to the Board Hackley, General Counsel Solomon, Director, Division of Examinations O'Connell, Assistant General Counsel Sammons, Adviser, Division of International Finance Mr. Smith, Assistant Director, Division of Examinations Mr. Mattras, General Assistant, Office of the Secretary Mr. Entriken, Attorney, Legal Division Mr. Mr. Mr. Mr. Mr. Mr. Mr. Items circulated or distributed to the Board. The following items, copies of which are attached to these minutes under the respective item numbers indicated, were approved unanimously: Item No. Letter to Westport Bank, Kansas City, Missouri, granting its request for permission to exercise fiduciary powers. 1 Memorandum from the Division of International Finance dated March 25, 1963, regarding a request for the services of Mr. Kaufman, Economist in that Division. 2 17—kintered meetiEg at point indicated in minutes. 2/ Withdrew at point indicated in minutes. 3/27/63 -2- With reference to Item No. 2, it was reported that Governor Shepardson recommended approval of the request. Application of Brenton Companies (Items 3 and 4). Pursuant to the decision reached at the meeting on February 27, 1963, there had been distributed a proposed order and statement reflecting the Board's approval of the application of Brenton Companies, Inc., Des Moines, Iowa, to acquire stock of the First National Bank of Davenport, Davenport, Iowa (a proposed new bank). The issuance of the order and statement was authorized; copies are attached to these minutes as Items 3 and 4. Governor Balderston, who had been called from the room at the beginning of the meeting, returned to the room at this point. Messrs. Sammons, Mattras, and Entriken withdrew from the meeting. Disappearance of securities at San Francisco. Reference was made to an article in today's edition of the San Francisco Examiner concerning the unexplained disappearance several months ago of certain Treasury certificates of indebtedness having a face value of $7.5 million that had been held in custody by the Federal Reserve Bank of San Francisco for a member bank. (The incident was reported to the Board at its meetings on August 15 and September 6, 1962.) There was also read to the Board an Associated Press dispatch, based on the newspaper article, that had come in on the ticker service. t -3- 3/27/63 Governor Balderston reported that he had just talked by telephone with President Swan, who indicated that a detailed statement would be issued today by the San Francisco Bank with respect to the matter. Governor Balderston stated that he had asked Mr. Swan to have the statement read to Mr. Sherman over the telephone as soon as it was Prepared. After discussion, it was understood that replies to inquiries received at the Board's offices would make reference to the detailed statement that was to be issued by the Reserve Bank. It was also understood that Governor Balderston would get in touch with the Department of the Treasury to verify certain comments that the press article had attributed to representatives of the Secret Service. Governor Mitchell withdrew from the meeting prior to consideration of the following matters. Examination of Dallas Reserve Bank. to the Board There had been circulated the report of examination of the Federal Reserve Bank of Dallas made by the Board's examining staff as of October 5, 1962, together With the usual accompanying memoranda. At the Board's request, Mr. Smith commented on the information contained in the report of examination. In the course of his comments, Mr. smith referred to a special study of the Bank's auditing function that had been made by the Audit Review Committee of the Board of Directors as a result of the discussion of the auditing program of the Reserve Banks 3/27/63 -4- at the 1961 meeting of the Conference of Chairmen of the Federal Reserve Banks. In this connection, Mr. Smith indicated that at the Dallas Bank salary proposals for members of the audit staff continued to be handled through the administrative processes applicable to the fixing of compensation for employees in various other functions of the Bank. These comments led to a discussion of the practices followed at the various Banks, and it was agreed that a letter should be drafted to the Federal Reserve Banks clarifying the views of the Board of Governors. Whitney Holding Corporation. Mr. O'Connell referred to current litigation involving an attempt to nullify the Board's decision, by order dated May 3, 1962, approving the application of Whitney Holding Corporation, New Orleans, Louisiana, to become a bank holding company. Mr. O'Connell stated that the Department of Justice, which was representing the Board in this litigation, had advised him that the petitioners were seeking a delay on the basis that the Department had deposited certain exhibits with the Court under seal. (This procedure had been endorsed by the Board at its meeting on August 3, 1962.) The Department was opposing the move for a delay and wished to introduce a statement to the effect that the exhibits in question had been among the application papers that were available for public inspection at the time the Whitney application was under consideration at the Board. Mr. O'Connell said that if a further check verified this recollection he 3/27/63 -5- would suggest that he be authorized to advise the Department that the Board would have no objection to the proposed statement being made. After discussion, Mr. O'Connell was authorized to advise the Department of Justice in the manner he had suggested. The meeting then adjourned. Secretary's Note: Acting in the absence of Governor Shepardson, Governor Robertson today approved on behalf of the Board memoranda from the Division of Research and Statistics dated March 12 and March 13, 1963, recommending the appointment of the following individuals as Consultants in that Division effective until December 31, 1963, on a temporary contractual basis, with compensation at the rates indicated and, when in travel status, transportation expenses and a per diem allowance to be paid in accordance with the Board's travel regulations: George R. Hall, Assistant Professor of Economics, University of Virginia, Charlottesville, Virginia $50 per day Charles F. Phillips, Jr., Assistant Professor of Economics, Washington and Lee University, Lexington, Virginia $50 per day James W. McKie, Professor of Economics and Business Administration, Vanderbilt University, Nashville, Tennessee $75 per day BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM Item No. 1 3/27/63 WASHINGTON 25. D. C. ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD March 27, 1963 Board of birectors, Westport Bank, Kansas City, Missouri. Gentlemen: This refers to your request for permission, under applicable provisions of your condition of membership numbered 1, to exercise fiduciary powers. Following consideration of the information submitted, the Board of Governors of the Federal Reserve System grants Westport Bank permission to exercise any and all fiduciary powers now or hereafter conferred upon such bank by or pursuant to the laws of the State of Missouri. Very truly yours, (Signed) Elizabeth L. Carmichael Elizabeth L. Carmichael, issistant Secretary. ( fyrl Item No.' 3/27/63 March 25, 1963. To: Board of Governors Prom: Ralph A. Young Subject: Temporary detail for Mr. Richard Kaufman. The Agency for International Development has requested that we provide the services of Mr. Kaufman for a period of 30-40 days for en assignment in Viet-Nam. Mr. Kaufman would assist in making a study °I' the commercial import program in that country in an effort to eliminate nonessential imports from the U.S.-financed aid Program. 1\jecessary travel and per diem expenditures would be paid by the .A gency for International Development, but no request for reimbursement l'or salary would be made. I believe that this assignment not only presents an opportunity or Mr. Kaufman to perform a useful service for the Government, but also 'O acquire experience and knowledge that would significantly enhance his !"acity to perform his duties at the Board. For this reason, I recommend wlat the Board approve this assignment, including the contribution of 111'. Kaufman's services without reimbursement. f It is also suggested that we take advantage of his presence in the Far East and authorize him to spend up to three weeks visiting .1-11gaporel Malaya, Thailand, India, and Pakistan. The additional cost 'nvolved would be relatively small and the value to the Board in terms improving Mr. Kaufman's knowledge of the countries on which he works llould be substantial. (Signed) Ralph A. Young UNITED STATES OF ANERICA Item No. 3/27/63 BEFORE THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM 3 WASHINGTON, D. C. In the Matter of the Application of BRENTON COMPANIES, INC., Des Moines, Iowa, for prior approval of acquisition of Shares of First National Bank of Davenport, Davenport, Iowa ••• ORDER APPROVING APPLICATION UNDER BANK HOLDING COMPANY ACT There has come before the Board of Governors, pursuant to section 3(a)(2) of the Bank Holding Company Act of 1956 (12 U.S.C. 1842) and section 222.4(a)(2) of Federal Reserve Regulation Y (12 CFR 222.4(a)(2)), 44 application by Brenton Companies, Inc., Des Moines, Iowa, for the Board's prior approval of the acquisition of 6o per cent or more of the voting shares of First National Bank of Davenport, Davenport, Iowa. As required by section 3(h) of the Act, the Board notified the Comptroller of the Currency of the receipt of the application and requested his views. The Comptroller recommended approval of the application. A Notice of Receipt of Application was published in the Federal 11(=gister on January 15, 1963 (28 Federal Register 386), affording opportunity for submission of comments and views regarding the proposed acquisition. The time provided by the notice for filing comments and views has eXPired and the matter has been considered fully by the Board. -2- IT IS HEREBY ORDERED, for the reasons set forth in the Board's Statement of this date, that the said application be and hereby is granted, and the acquisition by Applicant of 6o per cent or more of the voting shares of First National Bank of Davenport is hereby approved Provided that such acquisition shall not be consummated (a) within 7 calendar days after the date of this Order or (b) later than 3 months after said date. Dated at Washington, D. C., this 27th day of March, 1963. By order of the Board of Governors. Voting for this action: Chairman Martin, and Governors Balderston, Mills, Robertson, Shepardson, and Mitchell. Absent and not voting: Governor King. (Signed) Merritt Sherman Merritt Sherman, Secretary. (SEAL) ‘") Item No. 4 3/27/63 BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM APPLICATION BY BRENTON COMPANIES, INC., DES MOINES, IOWA, FOR APPROVAL OF ACQUISITION OF SHARES OF FIRST NATIONAL BANK OF DAVENPORT, DAVENPORT, IOWA STATEMENT Brenton Companies, Inc., Des Moines, Iowa ("Applicant"), a registered bank holding company, has applied pursuant to section 3(a)(2) of the Bank Holding Company Act of 1956 ("Act"), for the Board's prior aPProval of the acquisition of 60 per cent or more of the outstanding ("Bane), a proVoting shares of the First National Bank of Davenport Posed new bank to be located in the city of Davenport, Iowa. Statutory factors. - Section 3(c) of the Act requires that the Board take into consideration the following five factors: (1) the financial history and condition of the holding company and banks concerned; (2) their prospects; (3) the character of their management; s and area con(4) the convenience, needs, and welfare of the communitie cerned; and (5) whether or not the effect of the acquisition would be to expand the size or extent of the bank holding company system involved beyond limits consistent with adequate and sound banking, the public interest, and the preservation of competition in the field of banking. IL083 -2- e Discussion. - Applicant, organized in 1948 for the purpos controls thirteen of managing the Brenton family banks, presently The financial history, condition and banks in the State of Iowa. , and its prospects are favorable. management of Applicant are satisfactory history; however, based on Bank, of course, has no financial million at the end Projected deposits of $3.5 million and loans of $1.7 that its management will be of the third year of operation, considering personnel, and in view of the area supplied from Applicant's experienced prospects appear favorable. that it will primarily serve, Bank's County, is located on the Davenport, Iowa, the seat of Scott the extreme eastern section of north bank of the Dississippi River in the State. Its 1961 population is estimated to be slightly over 90,000 y 122,000. and that of Scott County approximatel The principal business of the river. district is about three blocks north approximate geographical center Bank will be located in the miles north of the business district, of Davenport, about one and a half thoroughfares, one of which becomes at the intersection of two major U. S. Highway 61 to Dubuque. Within the principal business district other are two of the three banks located and within a few blocks of each in and serving Davenport. They are the Davenport Bank and Trust Company million), and the First Trust and (June 30, 1962, deposits of $100 of $19 million). Savings Bank (June 30, 1962, deposits Davenport's miles west of Bank's proposed third bank, located about one and a half Trust Company (June 30, 1962, deposits Site s is the Northwest Bank and 0,14 -3- of $21 million). A fourth bank, Bettendorf Bank and Trust Company, is east-southeast in the contiguous city. located about four miles to the of Bettendorf. $7 million. 30, 1962, of This bank had deposits, as of June are located within Bank's None of the four banks mentioned service area, which has an estimated Projected seven square mile primary Population of about 30,000. However, Applicant states that the four ss of the area. banks are in competition for the busine that there presently exists in Applicant has made no showing usual banking services. the Davenport area any unserved demand for the population of Davenport increased However, in the period 1950-1961, by 15,050. banks have been established in In the same period no new the city of Davenport or in nearby areas. Of the four banks presently newest bank in Davenport was opened for serving the area involved, the business in 1941. 1949. y The Bettendorf Bank and Trust Compan was opened in overbanked, and it appears that it can Davenport is presently not institution. well support an additional banking In view of Bank's pro- city that is experiencing commercial Posed location in a section of the downtown Davenport, there is reasonable development extending north from a healthy, although gradual, growth assurance that Bank will experience rate. extent, mirror what appears to be Bank's growth will, to a large more convenient banking services a present need within the area for than are presently available. The reasonable appearance of benefit to favor of approval of the application. the public in this respect weighs in -4- As to the effect of the proposed acquisition on banking nt's subsidiary bankcompetition in the area involved, none of Applica ing offices are located in Scott County nor in any of the counties contiguous thereto. Applicant's nearest subsidiary to Bank's proposed location is approximately 90 miles northwest. compete in the Davenport area. None of these banks Applicant's thirteen subsidiary banks ed are located in eight counties of the State, and at June 30, 1962 operat deposits of $64.5 million, reptwenty-four offices and held aggregate s, and 2 per cent of the deposits, resenting 2.8 per cent of the office of all banks in the State. Applicant's banks ranged in size from deposits. $7.5 million down to $1.9 million of are three banks located in As mentioned earlier, there Davenport and one in Bettendorf. Assuming that at the end of three the deposit and loan totals projected Years of operation, Bank has reached by Applicant, and presuming that the banks in Davenport and the one bank tive midyear 1962 deposit and loan in Bettendorf remain at their respec than 2.5 per cent of the deposits and totals, Bank would control less Davenport, and of the five banks in of the loans of the four banks in Davenport and Bettendorf. to a determination of the size A study of all data relevant proportions and extent of Applicant's present system reflects that the total deposits controlled by Of total banking offices represented and State as a whole are relatively small. APPlicant's banking offices in the The extent to which these figures would be increased as a result of the -5- proposal under consideration is negligible. Similarly, Applicant's entry into the city of Davenport and the Davenport-Bettendorf area in an undue conthrough consummation of this proposal would not result centration in any respect. of Applicant's proposal The Board concludes that consummation structure in the would not adversely affect the existing competitive le promise of improvareas concerned, but rather would offer reasonab that presently exists. ing to a modest degree the competition in the light of the Accordingly, viewing the relevant facts ed in section 3(c), general purposes of the Act and the factors enumerat it is the judgment of the Board that the proposed acquisition would be es and the public interest and consistent with the statutory objectiv that the application should be approved. March 27, 1963.