265.7—Functions delegated to Director of Division of Banking Supervision and Regulation.
The Board's Director of the Division of Banking Supervision and Regulation (or the Director's delegee) is authorized:
(a) Procedure—
(1) Cease and desist orders.
To refuse, with the prior concurrence of the appropriate Reserve Bank and the Board's General Counsel, an application to the Board to stay, modify, terminate, or set aside any effective cease and desist order previously issued by the Board under section 8(b) of the Federal Deposit Insurance Act (12 U.S.C. 1818(b) ), or any written agreement between the Board or the Reserve Bank and a bank holding company or any nonbanking subsidiary thereof or a state member bank.
(2) Modification of commitments or conditions.
To grant or deny requests for modifying, including extending the time for, performing a commitment or condition relied on by the Board or its delegee in taking any action under the Bank Holding Company Act, the Bank Merger Act, the Change in Bank Control Act of 1978, the Federal Reserve Act, or the International Banking Act. In acting on such requests, the Board's Director may take into account changed circumstances and good faith efforts to fulfill the commitments or conditions, and shall consult with the directors of other interested divisions where appropriate. The Board's Director may not take any action that would be inconsistent with or result in an evasion of the provisions of the Board's original action.
(3) Notice of insufficient capital.
To issue, with the concurrence of the Board's General Counsel, a notice that a state member bank or bank holding company has insufficient capital and which directs the bank or company to file with its regional Reserve Bank a capital improvement plan under subpart D of the Board's Rules of Practice for Hearings ( 12 CFR part 263 ).
(4) Obtaining possession or control of securities; extending time period.
To approve, under § 403.5(g) of the Treasury Department regulations ( 17 CFR part 403) implementing the Government Securities Act of 1986, as amended (Pub. L. 95-571), the application of a member bank, a state branch or agency of a foreign bank, a foreign bank, or a commercial lending company owned or controlled by a foreign bank, to extend for one or more limited periods commensurate with the circumstances the 30-day time period specified in 17 CFR 403.5(c)(1)(iii), provided the Director is satisfied that the applicant is acting in good faith and that exceptional circumstances warrant such action.
(b) Availability of Information—
(1) FOIA requests.
To make available information of the Board of the nature and in the circumstances described in § 261.11 of the Board's Rules Regarding Availability of Information ( 12 CFR part 261 ).
(2) FOIA; Availability of information.
To make available, under the Board's Rules Regarding Availability of Information ( 12 CFR part 261 ), reports and other information of the Board acquired pursuant to the Board's Regulations G, T, U, and X ( 12 CFR parts 207, 220, 221, 224) of the nature and in circumstances described in §§ 261.8(a) (2) and (3) of these rules.
(c) Bank holding companies; Change in bank control; Mergers—
(1) Bank holding company registration forms and annual reports.
To promulgate registration forms and annual reports and other forms for use in connection with the Bank Holding Company Act, after receiving clearance from the Office of Management and Budget (where necessary), under section 5 of the Bank Holding Company Act (12 U.S.C. 1844) and in accordance with 5 U.S.C. 553.
(2) Emergency action.
To take actions the Reserve Bank could take under this part at §§ 265.11(c)(2)(ii) and 265.11(c)(3)(iii) if immediate or expeditious action is required to avert failure of a bank or savings association or because of an emergency pursuant to sections 3(a) and 4(c)(8) of the Bank Holding Company Act (12 U.S.C. 1842(a), 1843(c)(8)) on the Change in Bank Control Act (12 U.S.C. 1817(j) ).
(3) Waiver of notice.
To waive, dispense with, modify or excuse the failure to comply with the requirement for publication and solicitation of public comment regarding a notice filed under the Change in Bank Control Act (12 U.S.C. 1817(j) ), with the concurrence of the Board's General Counsel, provided a written finding is made that such disclosure would seriously threaten the safety or soundness of a bank holding company or a bank.
(4) Notices for addition or change of directors or officers.
Under section 914(a) of the Financial Institutions Reform, Recovery and Enforcement Act (12 U.S.C. 1831i) and subpart H of Regulation Y ( 12 CFR part 225 ), provided that no senior officer or director or proposed senior officer or director of the notificant is also a director of the Reserve Bank or a branch of the Reserve Bank:
(i)
To determine the informational sufficiency of notices filed pursuant to § 225.72 of Regulation Y ( 12 CFR part 225 ); and
(5) ERISA violations.
To provide the Department of Labor written notification of possible significant violations of the Employee Retirement Income Security Act (ERISA) by bank holding companies, in accordance with section 3004(b) of ERISA and the Interagency Agreement adopted to implement its provisions.
(6) Appraisal not required.
To determine pursuant to 12 CFR 225.63(b)(12) that the services of an appraiser are not necessary in order to protect Federal financial and public policy interests in real estate-related financial transactions or to protect the safety and soundness of an institution.
(d) International banking—
(1) Foreign bank reports.
To require submission of a report of condition respecting any foreign bank in which a member bank holds stock acquired under § 211.5(b) of Regulation K ( 12 CFR part 211) and section 25 of the Federal Reserve Act (12 U.S.C. 602 ).
(2) Edge corporation reports.
To require submission and publication of reports by an Edge corporation under section 25A of the Federal Reserve Act (12 U.S.C. 625 ).
(3) Capital stock of Edge corporation; articles of association; additional investments in Agreement corporation.
To approve under sections 25 and 25A as of the Federal Reserve Act (12 U.S.C. 601 and 604 ), increases and decreases in the capital stock of and amendments to the articles of association of an Edge corporation and additional investments by a member bank in the stock of an Agreement corporation.
(4) Authority under general-consent and prior-notice procedures.
(i)
With regard to a prior notice to establish a branch in a foreign country under § 211.3 of Regulation K ( 12 CFR 211.3 ):
(ii)
With regard to a prior notice to make an investment under § 211.9(f) of Regulation K ( 12 CFR 211.9(f) ):
(iii)
With regard to a prior notice of a foreign bank to establish certain U.S. offices under § 211.24(a)(2)(i) of Regulation K ( 12 CFR 211.24(a)(2)(i) ):
(A)
Of a foreign banking organization to establish an office under the prior-notice procedures in § 211.24(a)(2)(i) of Regulation K ( 12 CFR 211.24(a)(2)(i)) or the general-consent procedures in § 211.24(a)(3) of Regulation K ( 12 CFR 211.24(a)(3) );
(B)
Of a U.S. banking organization to establish a foreign branch under the prior-notice or general-consent procedures in § 211.3(b) of Regulation K ( 12 CFR 211.3(b) );
(C)
Of an investor to make investments under the general-consent or prior-notice procedures in § 211.9 of Regulation K ( 12 CFR 211.9 ); and
(D)
Of an eligible investor to make an investment in an export trading company under the general-consent procedures in § 211.34(b) of Regulation K ( 12 CFR 211.34(b) ).
(5) Investment by foreign subsidiaries in U.S. affiliates.
To permit, after consultation with the Board's General Counsel, a foreign subsidiary of a bank holding company to invest in shares of a U.S. affiliate of the bank holding company where the investment is made as part of an internal corporate reorganization or an internal transfer of funds, subject to any conditions and terms the Director and General Counsel deem appropriate and consistent with the purposes of Regulation K ( 12 CFR part 211 ).
(6) Allocated transfer risk reserves.
To determine the need for establishing and the amount of any allocated transfer risk reserve against specific international assets, and notify the banking institutions of the determination and the amount of the reserve and whether the reserve may be reduced under subpart D of Regulation K ( 12 CFR part 211 ).
(7) Underwriting and dealing authority outside the United States; hedging techniques.
To approve, under § 211.5(d)(14) of Regulation K ( 12 CFR part 211 ):
(i)
Requests for authority to engage in the activities of underwriting, distributing, and dealing in shares outside the United States, provided that the Director has determined that the internal procedures and operations of the organization and the effect of the proposed activities on capital adequacy are consistent with approval.
(8) Conduct and coordination of examinations.
To authorize the conduct of examinations of the U.S. offices and affiliates of foreign banks as provided in sections 7(c) and 10(c) of the IBA (12 U.S.C. 3105(c), 3107(c) ), and, where appropriate, to coordinate those examinations with examinations of the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation, and the state entity that is authorized to supervise or regulate a state branch, state agency, commercial lending company, or representative office.
(9) Allowing use of general-consent procedures.
To allow an investor that is not well-capitalized and well-managed to make investments under the general-consent procedures in § 211.9 or 211.34(b) of Regulation K ( 12 CFR 211.9 or 211.34(b) ), provided that:
(iii)
Authority granted by the Director under this paragraph (d)(9) expires after one year, but may be renewed.
(10) Exceeding general-consent investment limits.
To allow an investor to exceed the general-consent investment limits under § 211.9 of Regulation K ( 12 CFR 211.9 ), provided that:
(iv)
Authority granted by the Director under this paragraph (d)(10) expires after one year, but may be renewed.
(11) Approval of temporary U.S. offices.
To allow a foreign bank to operate a temporary office in the United States, pursuant to § 211.24 of Regulation K ( 12 CFR 211.24 ), provided that:
(i)
There is no direct public access to such office, with respect to any branch or agency function; and
(12)
With the concurrence of the General Counsel, to approve applications, notices, exemption requests, waivers and suspensions, and other related matters under Regulation K ( 12 CFR part 211 ), where such matters do not raise any significant policy or supervisory issues.
(i)
The establishment by a bank holding company or member bank of an agreement corporation under section 25 of the Federal Reserve Act; and
(14)
With the concurrence of the General Counsel, to determine that an election by a foreign bank to become or to be treated as a financial holding company is effective, provided that:
(i)
The foreign bank meets the criteria for becoming or being treated as a financial holding company; and
(e) Member banks—
(1) Membership certification to FDIC.
Tocertify, under section 4(b) of the Federal Deposit Insurance Act (12 U.S.C. 1814(b) ), to the Federal Deposit Insurance Corporation that the factors specified in section 6 of the Act (12 U.S.C. 1816) were considered with respect to the admission of a state-chartered bank to Federal Reserve membership.
(2) Dollar exchange.
To permit any member bank to accept drafts or bill of exchange drawn upon it for the purpose of furnishing dollar exchange under section 13(12) of the Federal Reserve Act (12 U.S.C. 373 ).
(3) ERISA violations.
To provide to the Department of Labor written notification of possible significant violations of the Employee Retirement Income Security Act (ERISA) by member banks, in accordance with section 3004(b) of ERISA and the Interagency Agreement adopted to implement its provisions.
(4) Examiners.
To select or approve the appointment of Federal Reserve examiners, assistant examiners, and special examiners for the purpose of making examinations for or by the direction of the Board under 12 U.S.C. 325, 338, 625, 1844(c), and 3105(b)(1).
(5) Capital stock reduction; branch applications; declaration of dividends; investment in bank premises.
To exercise the functions described in § 265.11(e)(5), (11), and (12) of this part (reductions in capital, issuance of subordinated debt, and early retirement of subordinated debt) when the conditions specified in those sections preclude a Reserve Bank from acting on a member bank's request for action or when the Reserve Bank concludes that it should not take action, and to exercise the functions in § 265.11(e)(3), (4), and (7) of this part (approving branch applications, declaration of dividends, and investment in bank premises) in cases in which the Reserve Bank concludes that it should not take action.
(6) Security devices; Regulation P.
To exercise the functions described in § 265.11(e)(8) of this part in those cases in which the appropriate Reserve Bank concludes that it should not take action for good cause.
(f) Securities—
(1) Registration statements by member banks.
Under section 12(g) of the Securities Exchange Act (15 U.S.C. 78
l (g)):
(i)
To accelerate the effective date of a registration statement filed by a member bank with respect to its securities;
(ii)
To accelerate termination of the registration of a security that is no longer held of record by 300 persons; and
(2) Exemption from registration.
To issue notices with respect to application by a statement member bank for exemption from registration under section 12(h) of the Securities Exchange Act (15 U.S.C. 78
l (h)).
(3) Accelerating registration of security on national securities exchange.
To accelerate the effective date of an application by a state member bank for registration of a security on a national securities exchange under section 12(d) of the Securities Exchange Act (15 U.S.C. 78
l (d)).
(4) Unlisted trading in security of state member bank.
To issue notices with respect to an application by a national securities exchange for unlisted trading privileges in a security of a state member bank under section 12(f) of the Securities Exchange Act (15 U.S.C. 78
l (f)).
(5) Transfer agent registration; acceleration; withdrawal or cancellation.
(i)
To accelerate, under section 17A(c)(2) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78q-1 ), the effective date of a registration statement for transfer agent activities filed by a member bank or a subsidiary thereof, a bank holding company or a subsidiary thereof 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 ).
(ii)
To withdraw or cancel, under section 17A(c)(3)(C) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78q-1(c)(3)(C) ), the transfer agent registration of a member bank or a subsidiary thereof, a bank holding company, or a subsidiary thereof that 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 the Act (15 U.S.C. 78c ), 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.
(6) Proxy solicitation; financial statements.
(i)
To permit the mailing of proxy and other soliciting materials by a state member bank before the expiration of the time prescribed therein under § 208.36 of Regulation H ( 12 CFR part 208 ).
(ii)
To permit the omission of financial statements from reports by a state member bank, or to require other financial statements in addition to, or in substitution for, the statements required therein under § 208.36 of Regulation H ( 12 CFR part 208 ).
(7) Municipal securities dealers.
Under 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 representatives under Municipal Securities Rulemaking 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 representative or dealer under Municipal Securities Rulemaking Board Rule G-4;
(iii)
To approve or disapprove clearing arrangements under Municipal Securities Rulemaking Board Rule G-8, in connection with the administration of these rules for municipal securities dealers for which the Board is the appropriate regulatory agency under section 3(a)(34) of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(34) ).
(8) Making reports available to SEC.
To make available, upon request, to the Securities and Exchange Commission reports of examination of transfer agents, clearing agencies, and municipal securities dealers for which the Board is the appropriate regulatory agency for use by the Commission in exercising its supervisory responsibilities under the Act under section 17(c)(3) of the Securities Exchange Act of 1934 (15 U.S.C. 78q(c)(3) ).
(9) Issuing examination manuals, forms, and other materials.
To issue examination or inspection manuals, registration, report, agreement, and examination forms, guidelines, instructions, and other similar materials for use in administering sections 7, 8, 15B, and 17A(c) of the Securities Exchange Act of 1934 (15 U.S.C. 78g, 78h, 78o-4, and 78q-1).
(10) Lists of OTC and foreign margin stocks.
To approve issuance of the lists of OTC margin stocks and foreign margin stocks and add, omit, or remove any stock in circumstances indicating that such change is necessary or appropriate in the public interest under § 207.6(d) of Regulation G ( 12 CFR part 207 ), § 220.17(f) of Regulation T ( 12 CFR part 220 ), or § 221.7(d) of Regulation U ( 12 CFR part 221 ).
[56 FR 25619, June 5, 1991, as amended at 56 FR 67153, 67154, Dec. 30, 1991; 57 FR 13002, Apr. 15, 1992; 58 FR 6363, Jan. 28, 1993; 58 FR 26509, May 4, 1993; 62 FR 64996, Dec. 9, 1997; 63 FR 58621, Nov. 2, 1998; 66 FR 54397, Oct. 26, 2001]