Annual Report of Bank Holding Companies

Report of Changes in Organizational Structure; Supplement to the Report of Changes in Organizational Structure; Annual Report of Bank Holding Companies; Annual Report of Foreign Banking Organizations

FRY6_20081112_i

Annual Report of Bank Holding Companies

OMB: 7100-0297

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INSTRUCTIONS FOR PREPARATION OF

Annual Report of Bank Holding
Companies
FR Y-6

GENERAL INSTRUCTIONS
Who Must Report
The FR Y-6 is to be filed by all top-tier bank holding
companies organized under U.S. law. In addition, the
FR Y-6 must be filed by: any foreign banking organization
that does not meet the requirements of and is not treated as
a qualifying foreign banking organization under section 211.23 of Regulation K (12 CFR 211.23); and by any
top-tier bank holding company that is organized under
foreign law but is not a foreign banking organization.1
Employee stock ownership plans (ESOP) that are also
bank holding companies as defined under section 2(a)(1)
of the Bank Holding Company Act and section 225.2(c) of
Regulation Y must file the FR Y-6 if the ESOP is the
top-tier bank holding company. The entities listed above
will hence forth be referred to as the ‘‘Reporter.’’
In the case of multi-tiered bank holding companies that are
direct or indirect subsidiaries of another bank holding
company, the top-tier bank holding company must file the
FR Y-6 on behalf of all lower tier bank holding companies. The top-tier bank holding company must submit
individual responses to Report Items 3 and 4 for itself and
for each subsidiary bank holding company. Individual
responses to Report Items 1, 2a, and 2b for each subsidiary
bank holding company would duplicate the information
submitted by the top-tier bank holding company and are
therefore not required.
Additional copies of this instruction book may be obtained
from the Federal Reserve Bank in the district where the
reporting bank holding company submits its FR Y-6
1. In general, a FBO that is or is treated as a ‘qualifying foreign banking
organization’ under section 211.23 of Regulation K (12 CFR 211.23) is not
required to file the FR Y-6. See Glossary for definition of a ‘qualifying
foreign banking organization.’ In addition, a FBO that qualifies for a
limited exemption under Regulation K is not required to file the FR Y-6.
Such entities instead must comply with the reporting requirements of the
FR Y-7, Annual Reporting of Foreign Banking Organizations.
FR Y-6
General and Report Item Instructions

December 2007

report or may be found on the Federal Reserve Board’s
public web site (www.federalreserve.gov).

Where to Submit the Reports
Submit to the appropriate Federal Reserve Bank (see the
FR Y-10 Glossary) the original report and the number of
copies specified by that Reserve Bank. The original and
all copies must include the required attachments.
All reports shall be made out clearly and legibly, submitted in typewritten form or in ink. Reports completed in
pencil will not be accepted.

When to Submit the Report
The FR Y-6 is required to be submitted as of the end of
the top-tier bank holding company’s fiscal year end.
The FR Y-6 must be filed with and received by the
appropriate Federal Reserve Bank no later than 90
calendar days after the top-tier bank holding company’s
fiscal year end. Bank holding companies filing a tiered
report should file as of the fiscal year end of the top-tier
bank holding company. The report is due at the appropriate Federal Reserve Bank by 5:00 P.M. on the submission
date. The filing of a completed report will be considered
timely, regardless of when the report is received by the
appropriate Federal Reserve Bank, if the report is mailed
first class and postmarked no later than the third calendar
day preceding the submission deadline. In the absence of
a postmark, a company whose completed FR Y-6 is
received late may be called upon to provide proof of
timely mailing. A ‘‘Certificate of Mailing’’ (U.S. Postal
Service Form 3817) may be used to provide such proof.
If an overnight delivery service is used, entry of the
completed original report into the delivery system on the
day before the submission deadline will constitute timely
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General and Report Item Instructions

submission. In addition, the hand delivery of the completed original report on or before the submission deadline to the location to which the report would otherwise
be mailed is an acceptable alternative to mailing such
report. Companies that are unable to obtain the required
officers’ signatures on their completed original reports in
sufficient time to file these reports so that they are
received by the submission deadline should contact the
Federal Reserve Bank to which they mail their original
reports to arrange for the timely submission of their
report data and the subsequent filing of their signed
reports.
If the submission deadline falls on a weekend (Saturday
or Sunday) or holiday, the report must be received by
5:00 P.M. on the first business day after the weekend or
holiday. Any report received after 5:00 P.M. on the first
business day after the weekend or holiday deadline will
be considered late unless it has been postmarked three
calendar days prior to the original weekend or holiday
submission deadline (original deadline), or the institution
has a record of sending the report by overnight service
one day prior to the original deadline.

How to Prepare the Report
A. Confidentiality
Once submitted, a FR Y-6 report becomes a Federal
Reserve Board (Board) record and may be requested by
any member of the public pursuant to the Freedom of
Information Act (FOIA), 5 U.S.C. § 552. Under the
FOIA, Board records generally must be disclosed unless
they are determined to fall, in whole or in part, within the
scope of one or more of the FOIA exemptions from
disclosure. See 5 U.S.C. § 552(b)(l)-(9).
The exempt categories include (but are not limited to)
‘‘trade secrets and commercial or financial information
obtained from a person and privileged or confidential’’
(exemption 4), and information that, if disclosed, ‘‘would
constitute a clearly unwarranted invasion of personal
privacy’’ (exemption 6). A Reporter may request confidential treatment for any information submitted on the
FR Y-6 that the Reporter believes is exempt from
disclosure under FOIA. The Reporter must follow the
steps outlined immediately below, and certify on the
completed and signed Cover Page to the FR Y-6 that
these steps have been followed.
GEN-2

This report requires the submission of information regarding individuals. The submission of information on individuals can raise privacy concerns, including in those
instances in which the Reporter provides more information may be subject to withholding from public disclosure under the Freedom of Information Act (‘‘FOIA’’),
5 U.S.C. § 552. The report items regarding individuals
are narrowly tailored to minimize these concerns. The
Reporter is responsible for ensuring that the information
provided on individuals is limited to that which is
requested in the relevant report items.
The Reporter must take appropriate measures to safeguard the confidentiality of information provided to the
Federal Reserve, including details regarding individuals.
The Reporter must confirm (on the cover sheet to this
report) that the Reporter has the authority (a) to provide
information regarding individuals to the Federal Reserve,
and (b) on behalf of each individual, to consent or object
to public release of information regarding that individual.
The Federal Reserve will assume, in the absence of a
request for confidential treatment submitted in accordance with the Board’s ‘‘Rules Regarding Availability of
Information,’’ 12 CFR Part 261, that the Reporter and
individual consent to public release of all details in the
report concerning that individual.
Reporters requesting confidential treatment of information are hereby advised that Board policy strongly favors
disclosure of the names and the number and percentage
of voting securities provided in response to Report Item 3
that pertain to securities holders who control 10 percent
or more of any class of voting securities of a bank
holding company or bank, unless there is shown to be a
well-defined present threat to the liberty or personal
security of individuals. Reporters are further advised,
with respect to Report Item 4, that the Board typically
grants confidential treatment to information regarding
insiders’ position, title, and securities holdings in companies unrelated to the Reporter, unless such information is
otherwise publicly available. These policies shall not
preclude a Reporter from raising any ground for confidential treatment of such information that may be available under the FOIA.
Reporters that seek confidential treatment for specific
report item responses to the FR Y-6 must divide their
report submission into two parts, filed simultaneously.
The separately bound confidential volume should be accompanied by a cover page marked ‘‘confidential’’ and
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General and Report Item Instructions

include only those report item responses for which confidential treatment is requested. The public volume should
include responses to all of the report items. The responses
to those items for which confidential treatment is requested should indicate that the responsive data may be
found in the confidential volume. They also should clearly
describe or visually indicate the amount of information for
which confidential treatment is sought.
The Reporter also must submit a letter concurrent with
submission of the two-part FR Y-6, identifying the specific information for which confidential treatment is
sought, providing legal justification for the request, and
describing the specific harm that would result from disclosure of the information. Unsupported or conclusory
statements that disclosure will cause competitive harm or
result in an invasion of privacy will be considered insufficient to support the request for confidential treatment.
Reporters must submit a request for confidential treatment at the time of filing this report even if they
previously requested (and were or were not accorded)
confidential treatment for the same information as filed
on a previous FR Y-6 report or as otherwise provided to
the Board.
Information for which confidential treatment is requested
may be released subsequently by the Federal Reserve
System if the Board determines that the disclosure of
such information is required by law or in the public
interest. In general, Federal Reserve staff will notify the
Reporter before releasing information for which confidential treatment has been requested. For further information on the procedures for requesting confidential treatment and the Board’s procedures for addressing such
requests, consult the Board’s Rules Regarding Availability of Information, 12 CFR part 261, including 12 CFR
261.15, which governs requests for confidential treatment.

C. Audit Requirements
Top-tier bank holding companies do not have to submit
audited financial statements as part of the requirements
of the FR Y-6. However, the Federal Reserve requires
that top-tier bank holding companies with total consolidated assets of $500 million or more as of the end of the
bank holding company’s fiscal year must have an annual
audit of its consolidated financial statements in accordance with generally accepted auditing standards (balance sheets, statements of income, changes in equity
capital, and cash flows, with accompanying footnote
disclosure) by an independent public accountant. The
scope of the audit engagement shall be sufficient to
permit such accountant to determine and report whether
the financial statements are presented fairly and in accordance with generally accepted accounting principles.
Bank holding companies who must comply with this
audit requirement must have their audited financial statements on file and readily available for their appropriate
Federal Reserve Bank. In addition, the Federal Reserve
may request audited consolidated financial statements
from any bank holding company with total consolidated
assets of less than $500 million if deemed warranted for
supervisory purposes.

D. Signatures
The Annual Report of Bank Holding Companies (FR Y-6)
is required to be signed by one director of the top-tier
bank holding company. This individual should also be a
senior official of the top-tier bank holding company. In
the event that the top-tier bank holding company does not
have an individual who is a senior official and is also a
director, the chairman of the board must sign the report.

E. Amended Reports
B. Additional Information
The Federal Reserve System reserves the right to require
the filing of additional statements and information if
the information submitted in the FR Y-6 report is not
sufficient to appraise the financial soundness of the bank
holding company or to determine its compliance with
applicable laws and regulations. The Reporter must
follow the steps outlined in the section immediately
above with respect to any additional information for
which it seeks confidential treatment.
FR Y-6
General and Report Item Instructions

December 2008

The Federal Reserve may require the filing of an amended
Annual Report of Bank Holding Companies if the report
as previously submitted contains significant errors. In
addition, a Reporter should file an amended report when
internal or external auditors make audit adjustments that
result in a restatement of financial statements previously
submitted to the Federal Reserve. The Reporter must
follow the steps outlined in Section A above, with respect
to any additional information for which it seeks confidential treatment.
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F. Monitoring of Regulatory Reports
Federal Reserve Banks will monitor the filing of all
regulatory reports to ensure that they are filed in a timely
manner and are accurate and not misleading. Reporting
deadlines are detailed in the When to Submit the Reports
section of these General Instructions. Additional information on the monitoring procedures is available from the
Federal Reserve Banks.

G. What Must Be Submitted
Top-tier bank holding companies must submit responses
to each of the following report items. If certain report
items are not applicable to the reporting bank holding
company, a response of ‘‘No’’, ‘‘None’’ or ‘‘Not Applicable’’, as appropriate, must be reported for those report
items. Otherwise, Reserve Bank staff will contact the
Reporter to ensure the response is complete.

The completed cover page of the FR Y-6 must be signed
by an authorized person that is both a director and offıcer
of the top-tier bank holding company. The signed cover
page should be submitted with the FR Y-6 report as it is
considered part of the FR Y-6 report.

For Use By Tiered Bank Holding
Companies:
The top-tier bank holding company of a tiered bank
holding company must complete the information required
for each of its subsidiary bank holding companies. COV-2
should be submitted with the FR Y-6 report.

Annual Report to

A bank holding company that prepares an annual report
for its shareholders and is not registered with the
Securities and Exchange Commission (SEC) must submit
the number of copies of the annual report specified by the
appropriate Reserve Bank with its FR Y-6. If the annual
report is not available by the submission date, the bank
holding company must inform the appropriate Federal
Reserve Bank that it will forward its annual report to the
appropriate Federal Reserve Bank as soon as practicable.
A top-tier bank holding company that is not registered
with the SEC must indicate on the cover page (per
GEN-4

Bank holding companies may be required to submit, at
the discretion of their appropriate Federal Reserve Bank,
free-form comparative financial statements, footnotes
and any other information that is deemed necessary
by their appropriate Federal Reserve Bank to fulfill its
supervisory responsibilities. The Federal Reserve may
request that such financial statements and footnotes be
audited by an independent public accountant.

Report Item 2a:

Cover Page:

Report Item 1:
Shareholders

checkbox at lower left-hand corner) that an annual report
to shareholders: (a) is included with the FR Y-6 report,
(b) will be sent under separate cover, or (c) is not
prepared. An annual report is to be submitted to the
Federal Reserve only if such a report is created for
shareholders. Bank holding companies do not need to
create an annual report if such report is not normally
created for shareholders.

Organization Chart

Submit an organization chart indicating the Reporter and
its interest in all entities as defined below. This includes:
(a) companies reportable on the Report of Changes in
Organizational Structure (FR Y-10) and (b) additional
companies reportable on the FR Y-6. The organization
chart may be in a diagram or list format. It should
disclose the:
1. full legal names (use abbreviations only if part of the
legal name);
2. legal address (i.e., city and state/country) of each
entity;
3. intercompany ownership and control relationships
(including any interest held by a Reporter in an entity
through more than one direct holder); and
4. percentage ownership (of voting and nonvoting equity
or other interests) by each direct holder.
As described below the FR Y-6 Organization Chart may
have companies in addition to those reportable on the
FR Y-10. The top-tier bank holding company may choose
how to report those differences using one of the following two options. One option is a single organization
chart, annotated to indicate those companies reportable
on the FR Y-6 Organizational Chart, but not reportable
on the FR Y-10. Option two is an organization chart
showing the companies that are soley reportable on the
FR Y-10 and a separate listing that shows companies that
General and Report Item Instructions

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December 2008

General and Report Item Instructions

are reportable on the FR Y-6 but are not reportable on the
FR Y-10.

capital (or total capital for FR Y-9SP filers) or
$200 million;

Companies reportable on the FR Y-10 and thus reportable on the FR Y-6:

(6) Any entity not mentioned above that is required to file
a regulatory financial report with the Federal Reserve
System; and

(1) Top-tier bank holding companies organized under
U.S. law, regardless of financial holding company
status;
(2) Foreign banking organizations that do not meet the
requirements of and are not treated as qualifying
foreign banking organizations under section 211.23
of Regulation K;
(3) Bank holding companies, U.S. banks or foreign banking organizations in which a Reporter directly or
indirectly in the aggregate controls, owns, or holds,
more than 5 percent of any class of voting securities,2
or which the Reporter otherwise directly or indirectly
controls;
(4) Companies other than bank holding companies, U.S.
banks or foreign banking organizations (‘‘Nonbanking Companies’’ for purposes of the FR Y-6) that the
Reporter controls directly or indirectly.3 This includes
financial and other nonbank subsidiaries of national
or state banks controlled by a bank holding company;
(5) Large banking and insurance company investments
made by an affiliate of a financial holding company
are reportable if the financial holding company and
its affiliates on a combined basis acquired more than
5 percent of the voting securities, assets, or ownership interest of a company engaged in a nonfinancial
activity at a cost that exceeds the lesser of 5 percent
of the parent financial holding company’s Tier 1

2. In general, a Reporter is considered to control all securities which it
or its subsidiaries have the power to vote, but not securities held in a
fiduciary capacity. However, securities held by a Reporter (or its subsidiary) as fiduciary are deemed controlled by the Reporter if the securities are
held for the benefit of employees, securities holders, members, affiliates of
the Reporter or any Reporter subsidiary, or if the securities are of a bank
holding company or bank organized under U.S. law and the Reporter has
directly or indirectly had the sole power to vote the securities for more than
2 years. In addition, a security that is convertible into a voting security at a
holder’s option is deemed to be a securities of the class into which the
security is convertible. The bank holding company should check to see if
any other basis for control exists (such as a management agreement or the
power to control the election of a majority of directors).
3. To determine whether one company controls another company, apply
the standard for control as defined in the Glossary of the FR Y-10.
FR Y-6
General and Report Item Instructions

December 2008

(7) Any company (even if it does not otherwise meet the
reporting criteria) that is both a subsidiary of the
Reporter and a parent of a reportable company.
This list of companies reportable on the FR Y-10 includes
a Reporter’s directly or indirectly held subsidiaries that
are direct or indirect holders of any of the above
companies.
Additional companies reportable on the FR Y-6:
Include Nonbanking Companies in which the Reporter
directly or indirectly in the aggregate controls more than
5 percent, but less than 25 percent, of the outstanding
shares of any class of voting securities. With respect to
such companies, a Reporter need not report on its organizational chart the exact percentage of the voting securities
that it controls, and need only indicate that the company is
not reportable on the FR Y-10.
Companies not reportable on the FR Y-6 Organization
Chart:
(1) Inactive Companies: Any company that exists as a
matter of law, but does not engage in any business
activity. The company becomes reportable once it
begins to engage in business. Note that inactive
companies include companies that have been set-up
as name-saving organizations or have been formed or
incorporated but do not yet conduct any business
activity. Any company that is inactive as of the end
of the reporting period does not need to be reported
on the FR Y-6;
(2) Companies Held by a Small Business Investment
Company: Any company controlled directly or indirectly by a Small Business Investment Company that
is registered with the Small Business Administration,
unless the interest in the company is a reportable
merchant banking or insurance company investment
on the FR Y-10;
(3) Debts Previously Contracted: Any nonbanking company acquired in full or in part to satisfy a debt
previously contracted or that solely holds assets
acquired in satisfaction of a debt previously contracted;
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General and Report Item Instructions

(4) Interests Held as Collateral: Interest held solely as
collateral securing an extension of credit.

Report Item 2b:
Listing

(5) Companies Controlled Through an Insurance Underwriter: Any nonbanking company organized under
U.S. federal or state law, if controlled directly or
indirectly by an insurance underwriter. This exception does not apply to any of the following: (a) a
Nonbanking Company that is the underwriter’s
highest-tier provider in the U.S. of any primary line
of insurance, (b) a Nonbanking Company required to
file a financial report with the Federal Reserve System, or (c) any interest that is a reportable merchant
banking or insurance company investment;

Shortly after a Reporter’s fiscal year-end, the Federal
Reserve will provide each Reporter with a list of domestic branches (henceforth referred to as a branch report) of
each domestic depository institution (including thrifts)
and Edge and agreement corporations within the Reporter’s organization. The Reporter is required to verify and
reconcile the branch report(s) against the actual domestic
branches of each depository institution, including Edge
and agreement corporations that were in operation as of
its fiscal year-end. Any corrections, including closures,
openings, and additions to the branch report(s) shall be
submitted with the FR Y-6 report by the deadline date.
Additionally, the verification of all branch structure data,
including any corrections, shall be reported to the appropriate Federal Reserve Bank using the same format
provided by the Federal Reserve Bank.

(6) Advising and Administering a Mutual Fund: Note
that advising and administering a mutual fund does
not by itself constitute a reportable interest of a
Reporter in a fund;
(7) Special Purpose Vehicles (SPV): Any company
formed for specific leasing transactions, such as a
special purpose vehicle engaged in a single leasing
transaction;4
(8) Companies Required to be Conformed or Divested:
Any company which must be divested, or the activities of which must be conformed, pursuant to Sections 4(a)(2) or 4(n)(7) of the Bank Holding Company Act or pursuant to a commitment made to the
Board or the Federal Reserve Bank (see also 12 C.F.R.
225.85); and
(9) Other Merchant Banking or Insurance Company
Investments. Unless such an investment is reportable
on the FR Y-10 (see above), it is not reportable on the
FR Y-6.
(10) Public Welfare Investments. Public welfare investments subject to prior-notice or post-notice filing
requirements with federal banking agencies (such as
a CD-1 or H-6), if held through a company that has
been reported on the FR Y-10 and that is principally
engaged in community development or public welfare investment activities.
See Appendix A for a sample organization chart.

4. Note that an interest in a Variable Interest Entity (as defined in
Financial Accounting Standards Board Interpretation No. 46) typically will
not be reportable on either the FR Y-6 or FR Y-10 so long as the Reporter
does not control the entity.

GEN-6

Domestic Branch

Information is required for all reportable domestic
branches and offices (henceforth referred to as branches).
Domestic branches are defined as: 1) branches located in
the fifty states of the United States, which are branches of
U.S. depository institutions; and 2) branches located in
the U.S. territories, which are located in the same territory as their head office depository institution.
For purposes of this report item, a branch is any location
or facility of a domestic depository institution, including
the main office, where any of the following occur:
accounts are opened, deposits are accepted, checks are
paid or loans are granted. Reportable branches include,
but are not limited to: brick and mortar locations, drive-in
facilities, mobile/seasonal offices, offices on military
bases of government installations, paying or receiving
stations or units (not stand-alone Automated Teller
Machines (ATMs)), and Internet and Phone Banking
locations where a customer can open accounts, make
deposits or borrow money.
The following information should be verified for each
branch:
• Popular name of the branch (please include the word
mobile in the popular name of a mobile office),
• Date the branch opened, closed, or experienced a
change,
• Street address (post office boxes are not appropriate),
• City,
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General and Report Item Instructions

• County,

Report Item 3:

• State or province,

The top-tier bank holding company must file Report Item
3. In a multi-tiered bank holding company organization
the top-tier bank holding company must also submit as
part of its FR Y-6 a separate Report Item 3 for each lower
tier bank holding company.

• Country,
• Zip or postal code, and
• Applicable branch service type.

Branch Service Type
The following branch service types should be verified for
each branch.
Full Service - A branch that accepts deposits, makes
loans, opens/closes accounts, has a loan officer and
full-time staff on site, maintains normal hours, and may
have safe deposit facilities on site. The site may be
owned or leased by the institution or located in a retail
facility such as a supermarket.
Limited Service - A branch that accepts deposits and
payments; however, it may not offer other services.
Examples include a Military Facility that operates on a
military base for the sole purpose of cashing military and
government payroll checks, a drive-through facility that
can accept deposits and make payments but may not offer
other services, a mobile/seasonal or otherwise temporary
branch that may not have a fixed location or is only open
for a limited period, or a limited service facility located in
a retail establishment. When reporting the current address
for a mobile branch, use the address of the main office.
Trust - An office that only conducts trust activities and
does not accept deposits.
Electronic Banking - A facility with phone, PC, and/or
website services through which customers can open
accounts, apply for loans, make fund transfers into
accounts and other types of electronic transactions from a
remote location.

Securities holders

(1) List each securities holder, of record, that directly or
indirectly owns, controls, or holds with power to vote
5 percent or more of any class of voting securities of
the bank holding company as of the fiscal year end of
the bank holding company. In addition, list each
person or entity that holds options, warrants or other
securities or rights that can be converted into or
exercised for voting securities, which, in their aggregate, and including voting securities currently held,
would equal or exceed 5 percent of any such class of
voting securities. For example, an individual or entity
that currently holds 2 percent of a class of voting
securities and options that would represent an additional 3 percent of such class of voting securities if
exercised should be included in this report item.
When the shares of the bank holding company are
held by a nominee or in street names, list beneficial
owners to the extent information is available. For
bank holding companies that are partnerships, list
each partner who has a 5 percent or more ownership
interest. Also, include all general partner interests in
each reportable bank holding company.
For each securities holder, include any entity listed
above, provide the following:
(a) Name, city and state/country (do not include the
street address or social security number);
(b) Country of citizenship (if an individual) or country of incorporation (if a company); and

NOTE: For Electronic Banking branches, the current
address should be the same as that of the operations
center that performs the back room operations associated
with this activity.

(c) Number of securities and percentage of each
class of voting securities owned, controlled, or
held with power to vote (listing separately the
number of options, warrants or other securities or
rights) or, in the case of a partnership, the proportionate interest.

Note: A branch does not include Administrative offıces,
Loan Production offıces, Consumer Credit offıces, standalone ATMs, Contractual offıces, Customer Bank Communications Terminals (CBCT) and Electronic Fund
Transfer Units (EFTU).

(2) List any securities holder not listed in section 3(1)
above that owned or controlled 5 percent or more of
any class of voting securities in the bank holding
company during the fiscal year for which the report is
being filed. In addition, list each person or entity that

FR Y-6
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December 2008

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General and Report Item Instructions

held options, warrants or other securities or rights
that could have been converted into or exercised for
voting securities, which, in their aggregate, and
including voting securities held, would have equaled
or exceeded 5 percent of any such class of voting
securities.

(2) Principal occupation, if other than with the bank
holding company;
(3) Title or position with:
(a) the banking holding company;

For each securities holder, including any entity referenced above, list the following:

(b) all direct and indirect subsidiaries (including the
name of the subsidary(s)) of the bank holding
company; and

(a) Name, city and state/country (do not include
street address or social security number);

(c) any other company in which the person is a
director, trustee, partner, or executive officer; and

(b) Country of citizenship (if an individual) or country of incorporation (if a company); and

(4) Percentage of each class of voting securities owned,
controlled, or held with power to vote in:

(c) Number of securities and percentage of each
class of voting securities owned, controlled, or
held with power to vote (listing separately the
number of options, warrants or other securities or
rights) or, in the case of a partnership, the
proportionate interest.
For trusts that meet the definition of a company contained
in Regulation Y (12 CFR 225.2(d)), including employee
benefit plans (i.e., ESOPs, profit sharing trusts, etc.) that
are bank holding companies, report each trustee or
designated individual that has the power to vote those
securities held in the employee benefit plan. In addition,
describe the provision in the trust for voting the securities
controlled by the plan.
The estate of deceased securities holder should be
recorded as the securities holder of record until the estate
has been settled.
See Appendix A for a sample of a securities holder list.

(a) the bank holding company;
(b) direct and indirect subsidiaries (including the
name of the subsidiary(s)) of the bank holding
company; and
(c) any other company, if 25 percent or more of its
outstanding voting securities or proportionate
interest in a partnership are held. List the name of
the company and the percentage of voting securities owned, controlled, or held with power to
vote.
For purposes of Report Item 4, the following definitions
apply:
An ‘‘executive offıcer’’ of a company or bank generally
means a person who participates or has authority to
participate (other than in the capacity of a director) in
major policy–making functions of the company or bank,
whether or not:
(1) the officer has an official title,

Report Item 4:

Insiders

The top-tier bank holding company must file Report Item
4. In a multi-tiered bank holding company organization
the top-tier bank holding company must also submit as
part of its FR Y-6 a separate Report Item 4 for each lower
tier bank holding company.
List each principal securities holder, director, trustee,
partner, executive officer, or person exercising similar
functions, regardless of title or compensation, as of the
fiscal year end of the bank holding company, showing the
following:
(1) Name, city and state/country (do not include street
address or social security number);
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(2) the title designates the officer an assistant, or
(3) the officer is serving without salary or other compensation.
Trustees and administrative committee members are considered executive officers of an employee benefit plan.
An ‘‘insider’’ means an executive officer, director, or
principal securities holder, and includes any related interest of such a person.
A ‘‘principal securities holder’’ generally means an
individual or a company (other than an insured bank) that
directly or indirectly, or acting through or in concert with
one or more persons, owns, controls, or has the power to
General and Report Item Instructions

FR Y-6
December 2008

General and Report Item Instructions

vote more than 10 percent of any class of voting securities of a member bank or company.

(1) An insured depository institution (as defined in
12 U.S.C. 1813); or

A ‘‘Company’’ means any corporation, partnership, trust
(business or otherwise), association, joint venture, pool
syndicate, sole proprietorship, unincorporated organization, or any other form of business entity not specifically
listed herein. However, for purposes of this report, the
term does not include:

(2) A corporation the majority of the shares of which are
owned by the United States or by any State.

FR Y-6
General and Report Item Instructions

December 2008

For complete definitions of these terms, see Federal
Reserve Regulation O (12 CFR 215).
See Appendix A for a sample of an Insider list.

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