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49 '9/63 Minutes for To: Members of the Board From: Office of the Secretary November 7, 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. Chm. Martin Gov. Mills Gov. Robertson Gov. Balderston Gov. Shepardson Gov. Mitchell Minutes of the Board of Governors of the Federal Reserve System On Thursday, November 7, 1963. The Board met in the Board Room at 10:00 a.m. PRESENT: Mr. Mr. Mr. Mr. Mr. Balderston, Vice Chairman Mills Robertson Shepardson Mitchell Sherman, Secretary Kenyon, Assistant Secretary Molony, Assistant to the Board Fauver, Assistant to the Board Hackley, General Counsel Farrell, Director, Division of Bank Operations Mr. Solomon, Director, Division of Examinations Mr. Shay, Assistant General Counsel Mr. Daniels, Assistant Director, Division of Bank Operations Mr. Leavitt, Assistant Director, Division of Examinations Mr. Mattras, General Assistant, Office of the Secretary Miss Hart, Senior Attorney, Legal Division Mr. Mr. Mr. Mr. Mr. Mr. Discount rates. The establishment without change by the Pederal Reserve Bank of Richmond on November 6, 1963, of the rates On discounts and advances in its existing schedule was approved unanimously, with the understanding that appropriate advice would be sent to that Bank. Circulated or distributed items. The following items, copies Of which are attached to these minutes under the respective item numbers indicated, were approved unanimously: 1Z 11/7/63 -2Item No. Letter to Nassau Trust Company, Glen Cove, New York, approving the establishment of a branch at 198A Glen Cave Avenue. 1 Letter to the Federal Reserve Bank of Boston expressing the opinion that section 32 of the Banking Act of 1933 would forbid service by Howard Whitmore, Jr., Vice President of John P. Chase, Inc., as a director of the Newton National. Bank, Newton, Massachusetts. 2 In connection with Item No. 2, Governor Balderston stated that there had been a number of cases in this general area where he had felt that a piercing of the corporate veil might have been appropriate. He inquired whether the rules of the Securities and Exchange Commission in connection with regulated investment companies might not be helpful in studying this type of problem in the future. Miss Hart expressed the opinion that, since the rules of the Commission were directed primarily at protecting shareholders, they could not be relied on exclusively in section 32 cases. In some instances, how- ever, a more detailed investigation of the facts could indicate Close relationships, and such information might be helpful to the 8"rd. Mr. Shay stated that the staff had reviewed this matter several years ago and had reached the same conclusion as expressed by Miss Hart. Messrs. Shay and Leavitt and Miss Hart then withdrew from the meeting. 11/7/63 -3Federal Reserve notes (Items 3 and 4). At the meeting on November 6, 1963, the Board approved a letter to the Federal Reserve Banks regarding the distribution of low-numbered $1 Federal Reserve notes with the understanding that the letter, when sent, would transmit for comment a draft of press release (that the Board have available at a later meeting) concerning the issuance of the $1 notes. Pursuant to that understanding, there had been distributed a draft Press release on this subject prepared by the Board's staff and cleared by the Department of the Treasury. After discussion, during which certain tentative suggestions were made for possible changes in the draft statement, it was agreed that the draft press release, in its present form, would go out to the Reserve Banks with the letter approved on November 6 to obtain anY comments the Banks might wish to offer prior to further consideration of the matter by the Board. Copies of the letter and the draft press release are attached to these minutes as Items 3 Correspondent banking survey. Mr. Solomon reported that he had been advised by the Federal Deposit Insurance Corporation that there had been less than a full response to the questionnaire sent °ut recently by the House Banking and Currency Committee in connection with correspondent banking practices. It was understood that 11/7/63 -4- the Corporation was planning to go forward with steps to encourage replies from banks that had not responded, including State member and national banks as well as nonmember insured banks. Reserve Bank expenditures. Governor Balderston reported tele- Phone conversations he had had with Chairman Patman of the House Banking and Currency Committee with regard to information requested by the Committee concerning Reserve Bank expenditures in various categories. Governor Balderston stated that after having had an informal check made with Reserve Banks, he had advised Chairman Patman that the information requested was being worked on vigorously and would be 84Plied as soon as possible, although the scope of the work involved required a considerable expenditure of time. The meeting then adjourned. Secretary's Note: Pursuant to the recommendation contained in a memorandum from the Division of Administrative Services, Governor Shepardson today approved on behalf of the Board an increase in the basic annual salary of Lee W. Joyner from $3,455 to $3,665, with a change in title from Messenger to Mail Clerk-Messenger in that Division, effective November 10, 1963. , Secretary 3880 Item No. 1 11/7/63 BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD November 7, 1963. Board of Directors, Nassau Trust Company, Glen Cove, New York. Gentlemen: The Board of Governors of the Federal Reserve System approves the establishment by Nassau Trust Company, Glen Cove, New York, of a branch at 198A Glen Cove Avenue, Glen Cove, Nassau County, New York, provided the branch is established within one year from the date of this letter. Very truly yours, (Signed) Elizabeth L. Carmichael Elizabeth L. Carmichael, Assistant Secretary. (The letter to the Reserve Bank stated that the Board also had approved a six-month extension of the period allowed to establish the branch; and that if an extension should be requested, the procedure prescribed in the Board's letter of November 9, 1962 (s-1846), should be followed.) BOARD OF GOVERNORS Item No. 2 11/7/63 OF THE FEDERAL RESERVE SYSTEM WASHINGTON 25, D. C. ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD November 7, 1963. M. Laurence H. Stone, Secretary and Assistant General Counsel, Federal Reserve Bank of Boston, Boston, Massachusetts. 02106 Dear Mr. Stone: This refers to correspondence you have had with Mr. Hackley and Mr. Shay, of the Board's Legal Division, in regard ,t) the question whether the interlocking service of Mr. Howard ! w hitmore, Jr., as vice president of John P. Chase, Inc. ("Manager") as a director of the Newton National Bank, Newton, Massachusetts, " 41 , 18 prohibited by section 32 of the Banking Act of 1933 and the Board's Regulation R. Section 32, as you know, forbids any officer, director, or ernPloyee of any corporation "primarily engaged in the issue, flotation, Itutlid erwriting, public sale, or distribution, at wholesale or retail, or rough syndicate participation, of stocks, bonds, or other similar O▪ ecuritie5 . . ." to serve at the same time as an officer, director, (/r employee of a member bank. Manager has, for the past five years at least, served a ?umber of different open-end or mutual funds, as well as individuals, 11institutions, and other clients, as an investment advisor and manager. ,!wever, it appears that Manager has a close relationship with two of mutual funds which it serves, Shareholder's Trust of Boston l'Shareholders"), and The Chase Fund of Boston ("Chase Fund"). A °11Y-owned subsidiary of Manager, Chase Distributors Corporation bistributors"), serves as distributor for the two mutual funds and rs no other function. In addition, Mr. John P. Chase, himself, who 141181 chairman and treasurer of Manager, as well as Mr. William J. Kirk, : c 1.8 president, assistant treasurer, and a director of Manager, are ofc/ ,..kicers and directors of Distributors and trustees of both funds. ; appears also that a director of Manager is president and director 01 Distributors, while the clerk of Manager is also clerk of Distributors. narr, Distributors, and both funds are listed at the same address in e -oston telephone directory. n Z Mr. Laurence H. Stone -2- While the greater part of the total annual income of Manager during the past five years (ranging roughly from $335,000 to $897,000) has derived from "individuals, institutions, and other clients", it appears that a substantial portion has been attributable to the involvement with Shareholders and with Chase Fund. During each of the last four years, that portion has exceeded a third of the total income of Manager, and in 1962 it reached nearly 40 per cent. The Board has consistently held that an open-end or mutual fund is engaged in the activities described in section 32, so long as it is issuing its securities for sale, since it is apparent that the more or less continued process of redemption of the stock issued by such a company would restrict and contract its activities if it did not continue to issue the stock. A fortiori, a corporation which is engaged in underwriting or selling open-end shares, is so engaged. In connection with incorporated manager-advisors to openend or mutual funds, the Board has expressed the view in a number of cases that where the corporation served a number of different clients, and the corporate structure was not interlocked with that of mutual rund and underwriter in such a way that it could be regarded as being controlled by or substantially one with them, it should not be held be "primarily engaged" in section 32 activities. On the other and, where a manager-advisor was created for the sole purpose of !erving a particular fund, and its activities were limited to that function, the Board has regarded the group as a single entity for Purposes of section 32. In the present case, the selling organization is a whollyawned subsidiary of the advisor-manager, hence subject to the parent's csrltrol. Stock of the subsidiary will be voted according to decisions by the parent's board of directors, and presumably will be voted for board of directors of the subsidiary which is responsive to policy laid down by the parent. Financial interests of the parent are Ob viously best served by an agressive selling policy, and, in fact, both, the share and the absolute amount of the parent's income provided Y the two funds have shown a steady increase over recent years. The act that dividends from Distributors have represented a relatively' small n proportion of the income of Manager, and that there were, indeed, dividends in 1961 or 1962, does not support a contrary argument, in View of the steady increase in total income of Manager from the funds arid Distributors taken as a whole. I 7 Mr. Laurence H. Stone -3- In view of all these facts, the Board has concluded that the separate corporate entities of Manager and Distributors should be disregarded and Distributors viewed as essentially a selling arm of Manager. As a result of this conclusion, section 32 would forbid Mr. Whitmore's interlocking service as an officer of Manager and a director of the Newton National Bank. It should be noted that the Board's staff has been informed that Mr. Whitmore has a securities salesman's license, and has sold a !elf hundred shares of Shareholders and of The Chase Fund to members of -11 family and to at least one other person. However, in view of the )r.egoing conclusion of the Board, it is unnecessary for it to pass on "Le question whether this activity would make Mr. Whitmore "primarily °gaged" as an individual in section 32 activities. V Very truly yours, (Signed) Merritt Sherman Merritt Sherman, Secretary. 3884: Item No. 3 BOARD OF GOVERNORS 11/7/63 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE 1110ARD November 8, 1963. Dear Sir: conReplies to the Board's telegram of October 21, 1963, was there that indicated cerning the new $1 Federal Reserve notes !0 d feeling isagreement among the Reserve Banks with the Board's that it would be undesirable to release any very low numbered notes 10 individuals, regardless of their position, and that a uniform Ystem policy in this regard would be desirable. There were, however, 4pieral somewhat differing ideas with respect to the suggestion that "le low numbered notes be exchanged among the Banks for exhibit purPoses. : While most Banks expressed an interest in setting up an one Bank stated a preference for an arrangement under which notes beginning with Number 1 would be paid out, with the first notes being sorted at random into the fit currency payments. I:ks Bank felt that such .a procedure, properly controlled and spread lt period of several days, would provide an indiscriminate dis11,Ziti ion of the low numbered notes in a way that their final destioation would be unknown. Another Bank suggested that, if possible, n use be made of numbers up to 1,000 in the printing of the new notes. C There were several ideas as to how the low numbered notes taight be exchanged among the various Banks, and as to what might be do, the remaining low numbered notes. Some of the replies Were Confined to the distribution of the first 13 notes, while others confined h .2-eggested that some Banks might want to have enough notes to put to1her several exhibits, including some for Branch purposes. As an 8..1ustration of the complexity of possible arrangements, two of the uglgested distribution plans are enclosed. r Various suggestions were also received with regard to the di strib ution of low numbered notes not used for exhibit purposes. The be ee suggestions included, for example, a proposal that unused num-. r8 UP to 4,000 be kept until January 1, 1965, and then mixed in 885 :3 -20 be with fit payments, and another proposal that numbers up to 1,00 mutilated and destroyed. the light of the replies to After review4 ng this matter in the best its October 21, 1963, telegram, the Board believes that r which-unde interests of the System would be served by a program (1) (2) the first Each Reserve Bank would hold unopened notes until $1 new package (Non. 1 - 4,000) of its the notes how to there can be System agreement as g the Banks d amon in this package should be excbange and otherwise disposed of. ange and other The question of arrangements for exch s would be referred disposition of the first 4,000 note recommendations, to an appropriate System comwittee for ect to the followand such recommendations would be subj ing limitations. ch would put any of the (3) No Federal Reserve Bank or Bran ctly into circulation new $1 Federal Reserve notes dire ugh a member bank-- , before January 1, 1964, except thro ic windows or for e.g., none would be used at its publ a procedure Such s. oyee payrolls for its own empl rve office Rese ral Fede each would contemplate that ificates for its would continue to use $1 silver cert own purposes during this period. with premium (4) No low numbered notes or any other notes to any direcd be made available at any time value woul Board or of any Fedtor, officer, or employee of the eral Reserve Bank or Branch. (5) Bank would be forwarded One low numbered note from each , under an arrangement to the Board for exhibit purposes of notes all bearing which would give the Board a set the same number. the silver situation will rePresent indications are that rve notes around the end of some payments of the $1 Federal Rese than $50 °vember. It is contemplated that an initial supply of more and s Bank ous I-lion of the neq notes will be furnished the vari at ijanches, and that all offices will begin the use of these notes to r orde In d. by the Boar 11e uhme time and at such date as advised , e rabl desi seem d woul l.nimize hoarding by collectors and dealers, it to and , ible poss as Put the new notes into circulation as rapidly l the initial supply c 44Ifine payments exclusively to these notes unti will permit an ',.13 exhausted. It is hoped that such an arrangement and nonmember er memb quitable distribution of the new notes to all banks. V T r which Enclosed is a draft of a proposed press release on the Board would appreciate your comments as soon as possible. Very truly yours 4- 1 %AAA Merritt SheAlan, Secretary. Enclosures TOUR? SIDENTS OP ALL FEDERAL RESERVE BANKS A Item No. 4 11/7/63 :3887 November 7, 1963. PROPOSZT PRECS 77147ASTI:-- 730,1E4S'av STAFF DRArq System and The Board of Governors of the Federal Reserve the Treasury Department announced today that more than 50 million new $1 Federal Reserve notes are going into circulation. Issuance of the new $1 notes, authorized by Congress last June, has already begun at all 12 Federal Reserve Banks and their 24 Branches to commercial banks in every part of the country. This will make more silver available for coinage purposes and help to meet the increaned demand for currency in connection with pre -Christmas business. The new $1 Federal Reserve notes closely resemble the Present'41 silver certificates. The back of the new notes and the Portrait of George Washington on the face will be exactly the same ss the silver certificates. The main difference will be the addi, identifyti°n of a symbol, appearing to the left of the portrait the issuing Federal Reserve Bank and the wording on the face of the bill. The notes bear the signatures of the Secretary of the Treasury and the TreasuLer of the United States, as do Federal Reserve notes of other denominations. The new notes will read (above the portrait): "The United States Of The legend, America" and (below the portrait) "One Dollar." -8 appearNote Is Legal Tender For All Debts, Public and Private," ing on the silver certificates will also appear on the new Federal Reserve notes. As the new Federal Reserve notes are not backed by . ti ) it II C -2es That Silver, they will not contain tbe language: "This Certifi America" There Is On Deposit In The Treasury Of The United States Of The Bearer (above the portrait) and "One Dollar In Silver Payable To On Demand" (below the portrait). ution, the entire To facilitate the widest possible distrib through normal initial supply of the new notes is being distributed million notes will commercial banking channels, none of the first 50 be available to the public at any of the Federal Reserve Banks or 4snches. No more $1 silver certificates will be printed. Existing wear stocks will be put into circulation, and as these certificates out they will be replaced by the $1 Federal Reserve notes. This change will permit the silver previously pledged against these certificates to be used for coinage purposes. circulating curFederal Reserve notes have been our basic (more than $30 bilrency for many years, comprising over 85 per cent circulation today. lion) of the face amount of all currency in They are backed 100 per cent by collateral in the form of gold, U. S. Government securities, or short-term paper discounted or purchased by the Federal Reserve Banks. face value A gold reserve of 25 per cent of the of all Federal Reserve notes in circulation is also required by law, and this may be used as part of the full collateral requirement.