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Minutes for September 18, 1964 To: Members of the Board From: Office of the Secretary 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 Gov. Daane 3178 Minutes of the Board of Governors of the Federal Reserve System On Friday, September 18, 1964. The Board met in the Board Room at 10:00 a.m. PRESENT: Mr. Mr. Mr. Mr. Martin, Chairman Balderston, Vice Chairman Robertson Shepardson Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mx. Sherman, Secretary Broida, Assistant Secretary Bakke, Assistant Secretary Young, Adviser to the Board and Director, Division of International Finance Noyes, Adviser to the Board Fauver, Assistant to the Board Brill, Director, Division of Research and Statistics Partee, Adviser, Division of Research and Statistics Solomon, Associate Adviser, Division of Research and Statistics Sammons, Adviser, Division of International Finance Katz, Associate Adviser, Division of International Finance Axilrod, Chief, Government Finance Section, Division of Research and Statistics Eckert, Chief, Banking Section, Division of Research and Statistics Keir, Chief, Capital Markets Section, Division of Research and Statistics Bernard, Economist, Division of Research and Statistics Gemmill, Economist, Division of International Finance Money market review. There were distributed tables on money 41/111.et factors for the period January-September 16, 1964, dealer positions 1/1 n °uPon issues on selected dates during the period July 16-September 16, ' 1964, and U. S. capital flows. 31.?9 -2- 9/18/64 Mr. Bernard presented a report on developments in the Government securities market and commented on the outlook for near-term Treasury tinancing requirements, following which Mr. Partee discussed bank reserves, bank credit, and the money supply. Mr. Cemmill then reviewed recent developments in the foreign exchange market. Following the foregoing reports, all members of the staff except Messrs. Sherman, Bakke, Young, Noyes, Fauver, and Sammons withdrew from the meeting and the following entered the room: Solomon, Director, Division of Examinations Hexter, Assistant General Counsel O'Connell, Assistant General Counsel Shay, Assistant General Counsel Daniels, Assistant Director, Division of Bank Operations Goodman, Assistant Director, Division of Examinations Leavitt, Assistant Director, Division of Examinations Forrestal, Attorney, Legal Division Egertson, Supervisory Review Examiner, Division of Examinations Mr. Poundstone, Review Examiner, Division of Examinations Mr. Lyon, Review Examiner, Division of Examinations Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Discount rates. The establishment without change by the Federal ileserve Banks of New York, Philadelphia, and San Francisco on September 17, 1964) of the rates on discounts and advances in their existing schedules 1148 PITIlass" unanimously, with the understanding that appropriate advice d be sent to those Banks. Distributed items. The following items, copies of which are a ttached to these minutes under the respective item numbers indicated, 2,..P.P.E2y21 unanimously: 3180 9/18/64 -3_ Item No. Letter to International Banking Corporation, New York, New York, granting consent to purchase additional shares Of The First National City Bank of New York (South Africa) Linlited, Johannesburg, Republic of South Africa. 1 Letter to Wells Fargo Bank International Corporation, San Francisco, California, granting consent to purchase shares of ADELA Investment Company, S.A., Luxembourg.* Telegram to the Federal Reserve Agent at Kansas City 11thorizing the issuance to Denver U. S. Bancorporation, inc.) Denver, Colorado, of a general voting permit covert its stock of Denver United States National Bank, river, Colorado. 3 7 Air conditioning system for Seattle Branch Otem No. 4). There had been circulated a memorandum from the Division of Bank Operations dated September 11, 1964, to which was attached a draft telegram to the Pederal Reserve Bank of San Francisco (1) interposing no objection to a 131.°Posed contract for installation of an air conditioning system in the Seattle Branch building and (2) authorizing certain expenditures for the Project. At the Board's invitation, Mr. Daniels briefly summarized the "tance of the memorandum, commenting that while all bids received on the job were substantially higher than the $390,000 figure approved by the Board on March 28, 1963, this was due to the fact that the engineering estimates upon which the Board's authorization had been based were incomlete. When notified of the defective estimate the Reserve Bank had Ileviewed the specifications and concluded that certain features could See also page 8 of minutes. 9/18/64 either be eliminated or deferred, and the consulting engineers had expressed the opinion that to do so would not noticeably impair the quality or pertormance of the system. Mr. Daniels reported that the low bidder on the contract had agreed to a figure of $400,000 for the job under the proposed revised specifications which, together with the customary allowance for fees and contingencies, would result in a total maximum cost of $468,500. Governor Robertson stated that while there was no question about the need for the proposed installation, he was concerned by the fact that if the eliminations contemplated were not essential they should not have been included in the specifications in the first place, and, on the other hand) that if they were essential the Reserve Bank would find it necessary to submit a subsequent request to the Board for authorization to spend an 4dditional sum to complete the project. Governor Shepardson observed that this aspect of the matter had 41s° concerned him, because it was his impression from reading President Sw'all's letter of September 4, 1964, explaining the situation that the tell% to be removed from the specifications were merely to be deferred a later date rather than eliminated entirely. Chairman Martin commented that the point raised by Governors Ilebertson and Shepardson was well taken and suggested that, in con- nection with authorizing the requested expenditure, it would be desirable r°11 Governor Robertson to explore the matter further with President Swan ° 4scertain whether it would be desirable and most efficient to proceed 3182 9/18/64 -5- 'ith the installation as originally contemplated, rather than to omit 01* defer certain items. Transmittal of the telegram to President Swan was then approved Unanimously, with the understanding that Governor Robertson would eemmunicate to Mr. Swan the Board's willingness to have the Bank proceed /fith the more complete installation if the directors of the Bank felt that such action was desirable. Secretary's Note: Following the meeting, Governor Robertson called President Swan who indicated that he would review the matter again and, in the event the more complete installation seemed desirable at this time, communicate further with the Board. Accordingly, the telegram was transmitted; a copy is attached to these minutes as Item No. 4. Investment by Continental International Finance Corporation (Item There had been distributed a memorandum from the Division f*aminations dated August 21, 1964, together with a proposed letter to Continental International Finance Corporation (a section 25(a) c°1130ration), Chicago, Illinois, regarding that company's request for 1)ellaission to purchase approximately 10 per cent of the shares of Necie , 1%Landse Overzee Bank N.V., Amsterdam, Holland. Mr. Goodman reviewed the substance of the memorandum, commenting that the only aspect of the request that raised other than a routine issue the desire of applicant to retain a representative office which the l'c)rei-13/1 bank currently had, in the form of a wholly-awned subsidiary c)1113oration, in New York City. 3183 9/18/64 -6Mr. Goodman noted that there was a difference of opinion between the Dtvision of Examinations and the Legal Division regarding the propriety or allowing the Edge corporation to invest in the foreign bank without requiring dissolution of the bank's interest in the United States corporaIn this connection, he noted that in the past when similar situations had been presented, such as the case of Morgan Guaranty International Bank1116 Corporation's acquisition of an interest in a Dutch bank holding company, the Board had conditioned approval of the transaction upon divestment or dissolution of the foreign corporation's investment in this country. The tegsa Division, however, was of the view that neither section 25(a) of the Federal Reserve Act nor Regulation K (Corporations Engaged in Foreign ilarlking and Financing under the Federal Reserve Act) required that such 4 condition be imposed. Messrs. Goodman and Shay then commented briefly upon the considerunderlying the views of the Division of Examinations and the Legal 3311ri8ion, respectively. Each observed that in the final analysis the 188ue presented was whether in cases such as this, when an Edge corporation Pr(Vosed to acquire a minority interest in a foreign financial institution, the l'equirement that such institution sever its relationship with a repoffice in the United States would be an unduly harsh condition aPProval. In this connection, Mr. Shay stressed the inequity of such reluirement, noting that its imposition constituted a more stringent a-lon upon the operation and activities of the foreign institution 3184 -7- 9/18/64 than upon the investing Edge corporation itself. He suggested that a better regulatory philosophy might be to allow foreign financial institUtions, or subsidiaries or affiliates thereof, in which Edge corporations hold minority interests to do business in the United States of the same nature, and to the same extent, as the Edge corporations themselves are allowed to do. Mr. Solomon expressed concurrence in the logic of this -tstestion. issue Governor Robertson stated that while he did not feel the he before the Board was particularly significant as a matter of policy, strongly inclined to the feeling that all cases wherein the same situation existed should be treated uniformly. In this connection, he referred to the fact that in the Morgan Guaranty International Banking Cc)rPoration case the Board had conditioned its consent to the proposed investment upon dissolution of a New York affiliate of the foreign institution involved. On the other hand, he indicated a disposition to favor a more liberal approach if it were to be applied across the board. the There followed a discussion of the feasibility of modifying 1)roh1b1ti0n contained in outstanding consents against conduct of business y ill the United States by a foreign financial institution, or a subsidiar °r affiliate thereof, in a manner that would allow the former, when an °I•ge corporation holds a minority interest therein, to engage in any 4et1vity in the United States that Edge corporations may engage in. l'as agreed that this would present no problems. ' It 318,3 -8- 9/18/64 Accordingly, the requested consent for the purchase of shares Of Nederlandse Crverzee Bank N.V. by Continental International Finance Corporation was approved unanimously, incorporating the proposed liberalized limitation on business activity in the United States by the bank, 48 follows: "The Board's consent to the proposed purchase and holding of shares of NOB by CIFC is granted subject to the condition that neither NOB nor any subsidiary bank or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any Other activity in the United States not permissible for a Corporation organized under section 25(a) of the Federal Reserve Act engaged in banking." A Copy of the letter of notification to the applicant is attached to these minutes as Item No. 5. It was further understood that the Board would proceed promptly to advise other corporations holding previously-granted consents for naillority investments in foreign financial institutions that such consents haa been revised to incorporate a clause, identical in substance to the b°ve-quoted condition, permitting such institutions or subsidiaries or liates thereof to conduct the specified type of business activity ill the United States. Copies of the letters transmitted in accordance lith this understanding are attached to these minutes as Items 6-15. Secretary's Note: The above permissive condition was incorporated in the consent granted Wells Fargo Bank International Corporation for purchase of shares in ADELA Investment Company, S.A., Luxembourg (attached to these minutes as Item No. 2), which was considered and approved with this revision immediately following the foregoing agenda topic. /4 ‘,2(: ,../JL.4.-A, 9/18/64 _9.. Messrs. Young, O'Connell, Sammons, Goodman, Poundstone, Lyon, and Forrestal then withdrew from the meeting. Report on competitive factors (Moundsville, West Virginia). There had been distributed a memorandum from the Division of Exmminations dated September 11, 1964, submitting for Board consideration a draft of rePort to the Comptroller of the Currency on the competitive factors involved in the proposed merger of Marshall County Bank, Moundsville, West Virginia, into The First National Bank at Moundsville, Moundsville, West Virginia. In discussion, Governor Balderston observed that the memorandum e011-cerning the merger received from the Federal Reserve Bank of Richmond e'PPeared to be favorable to the proposal, whereas the suggested conclusion 111 the Board's report to the Comptroller of the Currency on the competitive a8Pect6 was quite negative in tone. He questioned whether the conclusion shotad not be moderated. Governor Shepardson expressed the same reservation about the impression conveyed by the suggested conclusion, observing that while the merger would have the effect of reducing alternative banking sources ttc4athree banks to two, it would appear that competition between the reillaining institutions in fact would be improved by consummation of the Dr°Posaa. During the course of further discussion, Governor Robertson ex13 ressed the view that there was not sufficient information before the ,s1 1; .1_ -10- 9/18/64 to warrant adopting the Reserve Bank's view that the merger would not have adverse competitive effects, pointing out there was evidence °f active competition between the three existing institutions at the present time. There developed a consensus that while the merger would make the two remaining institutions more nearly comparable in size with some probable increase in competition, the reduction of alternative banking sources from three to two and elimination of some active corncurrently existing among the three institutions was an offsetting factor, the net result being a slightly adverse effect on the sisting competitive situation. The report was then approved unanimously for transmittal to the Comptroller of the Currency, with a revision in the conclusion to l'eltd- as follows: A merger of Marshall County Bank and The First National Bank at Moundsville would eliminate the competition between them and reduce the local alternate banking facilities from three to two. The overall effect of the proposed merger on competition would be slightly adverse. Liaison with new ad hoc subcommittee of Conference of Presidents. Mr,, 4exter reported that he had received a telephone call from President l.s of the Federal Reserve Bank of Boston the previous day, wherein D„ advised that the Conference of Presidents had designated an hOe subcommittee of the Committee on Bank Supervision to study the 144/ 4oations of new methods being resorted to by banks to tap sources 3188 -11- 9/18/64 Of loanable funds outside the purview of transactions subject to the Board's Regulation Q (Payment of Interest on Deposits). Mr. Ellis had inquired whether in view of Mr. Hexter's familiarity with financial Matters he would be willing to serve as liaison between the subcommittee and the Board. Mt. Hexter said that, because of vacation plan4 he would be Unable to accept, but he had suggested several alternative possibilities alll°ng members of the Board's staff. Following brief discussion, it was agreed that Mr. Solomon, 131rector of the Division of Examinations, would serve as the Board's l son with the subcommittee, with the understanding that Mx. Hexter 14341d so advise President Ellis. The meeting then adjourned. Secretary's Notes: A letter was sent to First National City Bank, New York, New York, on September 17, 1964, acknowledging receipt of notice of its intent to establish an additional branch in Peru, to be located in Callao. Pursuant to the action of the Board on August 3, 1964, concerning the conversion of Wells Fargo Bank International Corporation, San Francisco, California, into a corporation organized under section 25(a) of the Federal Reserve Act, there was sent today to the Federal Reserve Bank of San Francisco the letter of which a copy is attached as Item No. 16. Governor Shepardson approved on behalf of the Board on September 17, 1964, a memorandum from the Division of Administrative Services L..ik I lit, 9/18/64 -12recommending acceptance of the resignation of William B. Stryker, Photographer (Offset) in that Division, effective at the close of business September 18, 1964. Governor Shepardson today approved on behalf of the Board the following items: Fetter to the Securities and Exchange Commission (attached Item 1) 7 requesting the detail to the Board on a reimbursable basis of Thomas Sidman, Financial Accountant, Division of Corporate Finance, period of three months beginning September 21, 1964, to provide ssistance in connection with the Board's responsibilities under the : fl!cert amendment to the Securities Exchange Act of 1934. (The question obtaining such assistance was discussed at the Board meeting on XO. 46111St 13, 1964.) Memoranda recommending the following actions relating to the staff: -ardis R'eestablishment of position Position of Secretary (FR-6, Administration) in the Division of Research and Statistics. Acce tance of resignation Colleen M. Lindsay, Clerk-Stenographer, Division of Bank Operations, ''I-ective at the close of business October 2, 1964. 31S0 BOARD OF GOVERNORS Item No. I 9/18/64 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, O. C. 20551 ADDRESS orriciAL CORPICIIPONOCNOC TO THIC SOAR!) September 18, 1964. International Banking Corporation, 399 Park Avenue, New York 22, New York. Gentlemen: In accordance with the request contained in Your letter of August 27, 1964, transmitted through the Federal Reserve Bank of New York, and on the basis of information furnished, the Board of Governors grants consent for your Corporation to purchase and hold additional capital stock of The First National City Bank of New York (South Africa) Limited in the amount of South African Rands 200,000 (approximately US$280,000 equivalent). Very truly yours, (Signed) Elizabeth L. Carmichael Elizabeth L. Carmichael, Assistant Secretary. Item No. 2 BOARD OF GOVERNORS 9/1.8/64 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, O. C. 20551 ADDRESS orriciAL CORRESPONDENCE TO THE 1110ARD September 21, 1964. Wells Fargo Bank International Corporation, 464 California Street, San Francisco, California. Gentleme n: In accordance with the request contained in your letter °f September 15, 1964, transmitted through the Federal Reserve Bank ,f San Francisco, and on the basis of information furnished, the () rard of Governors grants consent for your Corporation to purchase €A111)(1 up to 50 ordinary shares, par value US$10,000 each, of uj,LA Investment Company, S.A., Luxembourg, at a cost of approximately 1 9500,000, provided such stock is acquired within one year from the ilte of this letter. of se The Board also approves the purchase and holding of shares ..,,LLA Investment Company, S.A. within the terms of the above cont in excess of 10 per cent of your Corporation's capital and surplus. Arm, - The Board's consent to the proposed purchase and holding h °E s arcs of ADELA by your Corporation is granted subject to the ! co, 4fuition that neither ADELA nor any subsidiary thereof or other 24iliated company shall engage in the business of underwriting, ()ti ling, or distributing securities in the United States, or in any 0121er activity in the United States not permissible for a Corporation allized under Section 25(a) of the Federal Reserve Act. Very truly yours, (Signed) Elizabeth L. Carmichael Elizabeth L. Carmichael, Assistant Secretary. TELEGRAM Item No. LEASED WIRE SERVICE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON 3 9/18/64 September 18, 1964. SCOTT -- KANSAS CITY KELM A. Denver U. S. Bancorporation, Inc., Denver, Colorado. B. Denver United States National Bank, Denver, Colorado. C. Prior to issuance of permit authorized herein, Applicant shall execute and deliver to you in duplicate an agreement in form accompanying Board's letter 5-964 (F.R.L.S. #7190). STOP. Issuance of the permit authorized herein is without regard to, and not conditioned upon, settlement of the pending question concerning the possible violation of Section 6(a)(2) of the Bank Holding Company Act of 1956. Applicant should be so advised. (Signed) Karl E. Bakke BAKKE bert **-, - 21111.9n of KEBJE The la uoard authorizes the issuance of a general voting permit, under the provisions of section 5144 of the Revised Statutes of the United States, to the holding company affiliate named below after the letter "All, entitling such organization to vote the 4t00k which it owns or controls of the bank(s) named below after the letter HEW at all meetings of shareholders of such bank(s)„ subject to the condition(s) stated below after the letter 0C". The period within which a permit may be issued Pursuant to this authorization is limited to thirty days from the date of this telegram unless an extension of time is granted bY the Board. Please proceed in accordance with the instructions contained in the Board's letter of March 10, 1947, (5-964). 3193 TELEGRAM Item No. 4 9/18/64 LEASED WIRE SERVICE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON September 18, 1964. SWAN - SAN FRANCISCO Referring your September 4 letter, Board will interpose no objection to your Bank's entering into contract with The Ballard Company to install air conditioning system in Seattle building and authorizes expenditure of not to exceed $468,500 for the project. (Signed) Merritt Sherman SHERMAN BOARD OF GOVERNORS Item No. 5 9/18/64 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS orruciAL CORRESPONDENCE TO THE BOARD September 21, 1964. t Con n inental International Finance Corporation, 431 South LaSalle Street, Chicago 90, Illinois. Ge ntlemen: In accordance with the request contained in your letter of 1964, addressed to Vice President Leland Ross of the Federal 'f'.i• serve Bank of Chicago, and on the basis of information furnished, Board of Governors grants consent for Continental International ;ranee Corporation ("CIFC") to purchase and hold 6,002 Ordinary A ares, par value Guilders.500 each, of Nederlandse Overzee Bank N.V., t !l !terdam, Holland ("NOB"), at an approximate cost of Guilders 7,352,450 ‘'6$2,058,000 equivalent), provided such shares are acquired within one Year from the date of this letter. JUn The Board's consent to the proposed purchase and holding of --s of NOB by CIFC is granted subject to the condition that neither •mOBr. nor any subsidiary bank or other affiliated company shall engage the business of underwriting, selling, or distributing securities 40 the United States, or in any other activity in the United States cl Permissible for a Corporation organized under section 25(a) of the pet eral Reserve Act engaged in banking. sha Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. BOARD OF GOVERNORS Item No. OF THE 6 9/18/61+ FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL. CORRESPONDENCE TO THE BOARD September 23, 1964, First National City Overseas Investment Corporation, 399 Park Avenue, New York 22, New York. Gentlemen: Reference is made to the Board's letter of June 5, 1964 granting consent for your Corporation to purchase and hold 11P to 50 shares of ADELA Investment Company, S.A., Luxembourg, at a cost of approximately US$500,000, provided such stock is acquired within one year from that date. In acting on a recent request from another Corporation fO1 consent to acquire shares of ADELA, the Board has given further consideration to the condition imposed in the last paragraph Of its letter of June 5, 1964 to your Corporation and hereby amends such paragraph to read as follows: "The Board's consent to the proposed purchase and holding of shares of ADELA by your Corporation is granted subject to the condition that neither ADELA nor any subsidiary thereof or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act." Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. BOARD OF GOVERNORS Item No. 7 9/18/64 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS orricsm.. CORRESPONDENCE TO THE BOARD September 23, 1964. Irving International Financing Corporation, °fle Wall Street, New York 15, New York. Gentlemen: Reference is made to the Board's letter of June 5, 1964 granting consent for your Corporation to purchase and hold to 25 shares of ADELA Investment Company, S.A., Luxembourg, 41 a cost of approximately US$250,000, provided such stock is 4cquired within one year from that date. In acting on a recent request from another Corporation f°r consent to acquire shares of ADELA, the Board has given further consideration to the condition imposed in the last paragraph c/f its letter of June 5, 1964 to your Corporation and hereby amends atIch paragraph to read as follows: "The Board's consent to the proposed purchase and holding of shares of ADELA by your Corporation is granted subject to the condition that neither ADELA nor any subsidiary thereof or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act." Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. ')A 1Y'Y 01.10.‘ BOARD OF GOVERNORS . : /fsDotc,A, :f Item No. 8 9/18/64 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD t RESt$ • September 23, 1964. The Company for Investing Abroad, Fidelity Philadelphia Trust Building, Philadelphia 9, Pennsylvania. Gentlemen: Reference is made to the Board's letter of June 5, 1964 granting consent for your Corporation to purchase and hold IT to 50 shares of ADELA Investment Company, S.A., Luxembourg, at a cost of approximately US$500,000, provided such stock is acquired within one year from that date. In acting on a recent request from another Corporation for consent to acquire shares of ADELA, the Board has given further consideration to the condition imposed in the last paragraph Of its letter of June 5, 1964 to your Corporation and hereby amends such paragraph to read as follows: "The Board's consent to the proposed purchase and holding of shares of ADELA by your Corporation is granted subject to the condition that neither ADELA nor any subsidiary thereof or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act." Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. 4 Item No. BOARD OF GOVERNORS 9 9/18/64 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD September 23, 1964. Continental International Finance Corporation, 231 South LaSalle Street, Chicago 90, Illinois. Reference is made to the Board's letter of September 15, 1964 granting consent for your Corporation to purchase and hold up to 50 shares of ADELA Investment Company, S.A., Luxembourg, at a cost of approximately US$500,000, provided such stock is acquired within one year from that date. In acting on a recent request from another Corporation for consent to acquire shares of ADELA, the Board has given further consideration to the condition imposed in the second sentence of the third paragraph of its letter of September 15, 1964 to your Corporation and hereby amends such sentence to read as follows: "The Board's consent to the proposed purchase and holding of shares of ADELA by your Corporation is granted subject to the condition that neither ADELA nor any subsidiary thereof or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act." Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. 3199 Item No. 10 9/18/64 BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS orricsAL CORRESPONDENCE TO THE BOARD September 23, 1964. Manufacturers-Detroit International Corporation, c/0 Mr. William A. Mayberry, Chairman of the Board, Manufacturers National Bank of Detroit, 151 West Fort Street, Detroit, Michigan 48226. G entlemen: Reference is made to the Board's letter of June 19, 1964 granting consent for your Corporation to purchase and hold uP to 25 shares of ADELA Investment Company, S.A., Luxembourg, at a cost of approximately US$250,000, provided such stock is acquired within one year from that date. In acting on a recent request from another Corporation consent to acquire shares of ADELA, the Board has given further consideration to the condition imposed in the last paragraph °f its letter of June 19, 1964 to your Corporation and hereby amends such paragrph to read as follows: for "The Board's consent to the proposed purchase and holding of shares of ADELA by your Corporation is granted subject to the condition that neither ADELA nor any subsidiary thereof or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act." Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. BOARD OF GOVERNORS Item No. 11 9/18/6)4. OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD /s116.0.-•• ..•••• September 23, 1964. Morgan Guaranty International Banking Corporation, 23 Wall Street, New York 8, New York. Ge ntleme n: Reference is made to the Board's letter of January 16, 1963 granting consent for your Corporation to purchase and hold 00 ordinary shares of Bankierscompagnie, N.V. ("Company"), The ;:484e, The Netherlands, at a cost of approximately US$1,400,000 t°vided such stock was acquired within one year from that date. ' The Board has recently acted on a request from another t !ction 25(a) Corporation to acquire shares in a foreign bank where S. sue activities and relationships concerning the foreign bank were ' c lewhat similar to those existing in the case of Company. The " dition prescribed in the recent consent was less restrictive 1 those contained in the Board's letter of January 16, 1963 add to your Corporation. Accordingly, paragraphs two and arur of the Board's letter of January 16, 1963 to your Corporation e hereby rescinded and, in lieu thereof, the following condition Z a,,,T '11 Prescribed: The Board's consent to the proposed purchase and holding of shares of Company by MGIBC is granted subject to the condition that neither Company nor any subsidiary bank or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act engaged in banking. Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. e t5K;C, BOARD OF GOVERNORS Item No. 12 OF THE 9/18/64 FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD September 28, 1964. Bankers International Corporation, ! 80 Park Avenue, "ew York 17, New York. Gentlemen: Reference is made to the Board's letter of September 3, 1961 consent for your Corporation ("BIG") to purchase and D hoid granting -14),239 shares of l'Union des Mines-La Henin (flUdMLH"), Paris, nce, at a cost of approximately US$1,861,000 (equivalent), proui ! d such stock was acquired within one year from that date. The Board has recently acted on a request from another aecti +1, on 25(a) Corporation to acquire shares in a foreign bank where 6 condition prescribed was less restrictive than those contained 6 4[0 , 1 the Board's letter of September 3, 1963, addressed to your 12Poration. Accordingly, Condition (2) in paragraph five of the : uard i s letter of September 3, 1963 to your Corporation is hereby ' eeoinded and, in lieu thereof, the following condition is prescribed: The Board's consent to the proposed purchase and holding of shares of UdMLH by BIG is granted subject to the condition that neither UdMLH nor any subsidiary bank or other affiliated company shall engage in the business Of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act engaged in banking. Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. 2(if2 BOARD OF GOVERNORS Item No. 13 OF THE FEDERAL RESERVE SYSTEM 9/18/64 WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD September 29, 1964. International Banking Corporation, 399 Park Avenue, New York 22, New York. Gentlemen: Reference is made to the Board's letter of January 30, 1963, granting consent for your Corporation ("IBC") to purchase and hold 600,000 shares of M. Samuel & Co. Limited ("MSCL"), London, England, for the equivalent of approximately 151,900,000, Provided such shares were acquired within one year from that date. The Board has recently acted on a request from another Corporation to acquire shares in a foreign bank where the condition prescribed was less restrictive than those contained in the Board's letter of January 30, 1963, addressed to your Corporation. Accordingly, paragraphs two and three of the Board's letter of January 30, 1963, to your Corporation are hereby rescinded and, in lieu thereof, the following condition is prescribed: The Board's consent to the proposed purchase and holding of shares of MSCL by IBC is granted subject to the condition that neither MSCL nor any subsidiary bank or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act engaged in banking. Reference is also made to the Board's letter of July 23, 1964, as amended by the Board's letter of September 4, 1964, granting consent for your Corporation to purchase and hold 160,000 shares of the capital stock of the proposed new Banque de l'Afrique Occidentale (I MO"), Paris, France, at a cost of approximately US$3,200,000, provided such stock was acquired within one year from July 23, 1964. 4011r.trlo, BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM -2- International Banking Corporation For the reasons indicated above, paragraph three of the Board's letter of July 23, 1964, and Conditions (1) and (2) in paragraph three of the Board's letter of September 4, 1964, are hereby rescinded and, in lieu thereof, the following condition is prescribed: The Board's consent to the proposed purchase and holding of shares of BAO by IBC is granted subject to the condition that neither BAO nor any subsidiary bank or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act engaged in banking. Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. Item No. BOARD OF GOVERNORS 114- 9/18/611. OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONOENCE TO THE BOARD September 29, 1964. Morgan Guaranty International Finance Corporation, 23 Wall Street, New York 8, New York. Gentlemen: Reference is made to the Board's letter of January 31, 1963, granting consent for your Corporation to acquire and hold 187,793 shares, par value Australian Shillings 10 each, of Australian United Corporation Limited ("AWL"), Melbourne, Australia, provided such stock was acquired within one year from that date. The Board has recently acted on a request from another Corporation to acquire shares in a foreign corporation where the condition prescribed was less restrictive than those contained in the Board's above-mentioned letter of January 31, 1963, addressed to your Corporation. Accordingly, paragraphs two and three of that letter are hereby rescinded and, in lieu thereof, the following condition is prescribed: The Board's consent to the proposed purchase and holding of shares of AUCL by your Corporation is granted subject to the condition that neither AUCL nor any subsidiary thereof or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United Stares, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act. Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM Item No. 15 9/18/64 WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD September 29, 1964. Morgan Guaranty International Finance Corporation, 23 Wall Street, New York 8, New York. Gentlemen: Reference is made to the Board's letter of January 31, 1963, granting consent for your Corporation to purchase and hold uP to 21,000 shares of the capital stock of Euramerica Finanziaria In ternazionale, S.p.A.("EFI"), Rome, Italy, at a cost of approximately US$170,000, provided such stock was acquired within one Year from that date. The Board has recently acted on a request from another Corporation to acquire shares in a foreign corporation where the condition prescribed was less restrictive than those contained in the Board's above-mentioned letter of January 31, 1963, addressed Your Corporation. Accordingly, paragraphs two and three of that (3 etter are hereby rescinded and, in lieu thereof, the following condition is prescribed: The Board's consent to the proposed purchase and holding of shares of EFI by your Corporation is granted subject to the condition that neither EFI nor any subsidiary thereof or other affiliated company shall engage in the business of underwriting, selling, or distributing securities in the United States, or in any other activity in the United States not permissible for a Corporation organized under Section 25(a) of the Federal Reserve Act. Very truly yours, (Signed) Karl E. Bakke Karl E. Bakke, Assistant Secretary. BOARD OF GOVERNORS Item No. 16 9/18/6k OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD September 18, 1964. Z 1 . 4 E. H. Galvin, Vice President, 8 eral Reserve Bank of San Francisco, '4 Francisco, California. 94120 ileat Mr. Galvin: Enclosed you will find (1) a draft of the substantive Porti 14r, --na of a certificate with respect to the directors, stock ' c e /;,Trship and paid-in capital of Wells Fargo Bank International t e:P°ration; (2) a permit for Wells Fargo Bank International Ooration, a California corporation, to convert into Wells III ?Bank International Corporation, a Corporation organized amer the provisions of section 25(a) of the Federal Reserve Act, Or the latter to commence business, and (3) a letter addressed to lla Fargo Bank International Corporation transmitting the t to the Corporation. It is understood that Wells Fargo Bank International Corp() lilt., ration, a California corporation, and Wells Fargo Bank No7national Corporation contemplate delivering to you on in tf!Tber 30, 1964, a certificate as in the draft referred to or ‘4) above, the certificate to be certified by the president at ecretary of Wells Fargo Bank International Corporation and by 4 east three additional directors of that Corporation. It will se,"Preciated if, upon your receipt of this certificate on tember 30, 1964, you will thereupon deliver to Wells Fargo Bank in Illational Corporation the enclosed permit and letter described (2) and (3) above, and advise us accordingly. Very truly yours, (Signed) Merritt Sherman Merritt Sherman, Secretary. Cl°8Urea BOARD OF GOVERNORS Item No. 17 9/18/64 OF THE FEDERAL RESERVE SYSTEM WASHINGTON, D. C. 20551 ADDRESS OFFICIAL CORRESPONDENCE TO THE BOARD September 18, 1964. 1104 p (=Table Manuel F. Cohen, 4144111cm, wSecutities and Exchange Commission, 4811in8ton, D. C. 20549. 1)ear Mt. Cohen: This refers to the informal telephone discussion that has taken Pl6ce between Chairman Martin and yourself and subsequent conversations beten .E. J. Johnson of the Board and Mr. Fontes of the Commission relatsecure) the detail on a reimbursable basis to the Board of Governors from the ities and Exchange Commission of Mr. Thomas Sidman, Financial Accountant, 14.11; .4.04 v.Lon of Corporate Finance. It is our understanding that the Commission is agreeable to the qg st6 of Mr. Sidman's services to the Board for the purpose of assisting 4rit eff in connection with the Board's new responsibilities under the ream endment to the Securities Exchange Act of 1934. 1 We anticipate that Mr. Sidman's services will be needed for a Period 1964. of three months, beginning September 21, 1964 and ending December 21, 1101,7" It is possible that we may need to request an extension of this time. requeer, we cannot accurately make this determination at the present time and k4ird8t, therefore, that the matter of extending Mr. Sidman's detail to the beYond a three-month period be left open for future consideration until lie had the opportunity to judge the progress of this project. It is understood that the Board will reimburse the Commission for an's salary in addition to reimbursing Mr. Sidman directly for any II expense incurred by him during the period of his detail to the Board. EINIE 5fd will also forward to the Office of the Controller of the Securities -c"ahge Commission a bi-weekly time and attendance report for Mr. Sidman. ' 8 i If the above arrangement is agreeable, we would appreciate the on approval of the requested detail. Very truly yours, (Signed) Merritt Sherman Merritt Sherman, Secretary.