Form FR K-2 FR K-2 International Applications and Prior Notifications Under

FR K-2
OMB No. 7100–0284
Approval expires September, 2008

BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM
Washington, D.C. 20551

INTERNATIONAL APPLICATIONS AND PRIOR NOTIFICATIONS
UNDER SUBPART B OF REGULATION K

Legal Name of Applicant
Street

City

State / Province

Country

Hereby applies to the Board to:
establish a branch, agency, or commercial lending company in the United States pursuant to section 211.24(a)(1) of
Regulation K
establish a representative office in the United States pursuant to section 211.24(a)(1) of Regulation K
or provides notice to:
establish a branch, agency or commercial lending company in the United States pursuant to section 211.24(a)(2)(i)(A) of
Regulation K
establish a representative office in the United States pursuant to section 211.24(a)(2)(i)(B)(1) of Regulation K
establish a representative office in the United States pursuant to section 211.24(a)(2)(i)(B)(2) of Regulation K
establish a representative office in the United States pursuant to section 211.24(a)(2)(i)(B)(3) of Regulation K

Intended Location of Proposed Office
City

State

Name, title, address, and telephone number of person(s) to whom inquiries concerning this application may be directed:

Signature of Chief Executive Officer or Designee

Date of Application

Public reporting burden for this information collection is estimated to average
35 hours per response, including time to gather and maintain data in the required
form and to review instructions and complete the information collection. The Federal
Reserve may not conduct or sponsor, and an organization (or a person) is not
required to respond to, a collection of information unless it displays a currently
valid OMB control number.

Comments regarding this burden estimate or any other aspect of this information
collection, including suggestions for reducing the burden, may be sent to
Secretary, Board of Governors of the Federal Reserve System, Washington, D.C.
20551, and Office of Information and Regulatory Affairs, Office of Management and
Budget, Washington, D.C. 20503.

An application is authorized by sections 7 and 10 of the International Banking
Act (12 U.S.C. 3105 and 3107) and Regulation K (12 C.F.R. 211.24(a)).

Instructions for Preparation of
FR K-2
International Applications and
Prior Notifications Under Subpart B
of Regulation K
Who Must Complete and File This Form

Completion of the Form

Any foreign bank seeking to establish a branch, agency,
commercial lending company,1 or representative office in
the United States. Under certain circumstances, a representative office may be established without filing a prior
notification or application with the Federal Reserve.

Inquiries concerning the preparation and filing of this
form should be directed to the appropriate Reserve Bank,
as defined in section 211.21(c) of Regulation K. The
required form is to be filed by submitting the information
requested in the appropriate attachment to the appropriate Reserve Bank. Alternative formats, if used, must
provide all requested information. The application/
notification must be substantially complete and responsive to each item of information requested (including an
indication that the answer is ‘‘not applicable’’ or ‘‘none’’
where such is the case) in order to be considered properly filed. The appropriate Reserve Bank, concurrently
with Board staff, will review the submitted form to
determine if it is substantially complete. As necessary to
complete the record of the application/notification, a
request for additional information will be sent to the
contact person named in the form.

The application form contains the following attachments:
Attachment A—Information Requested in Connection with Applications by Foreign Banks to Establish
Branches, Agencies, or Commercial Lending Companies
in the United States (section 211.24(a)(1) of Regulation K)
Attachment B—Information Requested in Connection with Applications by Foreign Banks to Establish
Representative Offices in the United States (section 211.24(a)(1) of Regulation K)
Attachment C—Information Requested in Connection with Notifications by Foreign Banks to Establish
Branches, Agencies, or Commercial Lending Companies
in the United States (section 211.24(a)(2)(i)(A) of Regulation K)
Attachment D—Information Requested in Connection with Notifications by Foreign Banks to Establish
Representative Offices in the United States (section 211.24(a)(2)(i)(B)(1)–(3) of Regulation K)
Attachment E—Commitments Required in Connection with Applications and Notifications by Foreign
Banks to Establish Branches, Agencies, Commercial
Lending Companies, or Representative Offices in the
United States.

The Federal Reserve reserves the right to require the
filing of additional statements and information. If
any information initially furnished in the application/
notification changes significantly during processing of
the application/notification, such changes should be communicated promptly to the Federal Reserve. Name check
information may be required; contact the appropriate
Reserve Bank for further information.
Information already provided in applications filed with
state or federal bank regulatory authorities or otherwise
previously provided to the Federal Reserve may be used
to meet the information requirements of the FR K-2.

Financial Holding Companies
1. A foreign banking organization seeking approval to establish a
commercial lending company also must have or obtain authority under
section 4(c)(8) of the Bank Holding Company Act and Regulation Y to
engage in the nonbanking activities of the commercial lending company.
An organization not already having such authority may incorporate a
request for the authority into the filing made under FBSEA.
FR K-2
September 2005

If Applicant seeks to become a financial holding company in connection with the establishment of the office,
it should submit the necessary written declaration as part
of the FR K-2 filing. The declaration must conform
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General Instructions

to Regulation Y (sections 225.81 and 225.82, or sections 225.90, 225.91, and 225.92, as appropriate). Applicant should contact the appropriate Reserve Bank for
further information.

Access to Information and Consents to
Jurisdiction Commitments
Applicant and its ultimate parent (as defined in 12 C.F.R.
211.21.(u)), if any, should provide (jointly and separately) the commitments contained in Attachment E
through an officer that is authorized to bind the entity
making the commitment. The commitments should be
provided in the exact form provided (including all footnote references).

Tiered Applicant Organizations
In tiered organizations that consist of more than one
foreign bank, each parent foreign bank of the applicant
foreign bank must respond individually to the items
related to internal controls, financial information, home
country supervision, and anti-money laundering and
other related measures.

Financial Information
The financial statements should be stated in the local
currency of the country in which the head office of
Applicant is located. The financial statements may also
be stated in U.S. dollars, but conversion to U.S. dollars is
not required. The statements should be prepared in accordance with local accounting practices; however, an
explanation of the accounting terminology and the major
features of the accounting standards used in the preparation of the financial statements must be provided. This
explanation should include a discussion of the following
practices and any other material practices as determined
by Applicant:
• The accounting principles used for consolidation of
investments on a line-by-line basis in the preparation
of financial statements. Comments should address the
criteria by which majority-owned companies are consolidated on a line-by-line basis, and the basis for
carrying value and manner of income recognition of
any majority-owned subsidiaries that are not consolidated on a line-by-line basis. The method of valuation
Page 2

of investments in which the Applicant holds an ownership interest of between 20 and 50 percent (i.e., historical cost, net asset value (book value), market value, or
appraised value) and the manner of the recognition of
income should be included. (Separate financial statements may be required for any majority-owned subsidiary and any 20-to-50 percent owned company controlled by the Applicant that is not consolidated on a
line-by-line basis, but only if the assets of that subsidiary or company equal more than 5 percent of the
Applicant’s consolidated assets).
• The accounting practices used in the valuation, e.g.,
historical cost, net asset value (book value), market
value, or appraised value, of short term investments,
long term investments, and fixed assets. Comments
should disclose the manner of recognition of increases
and/or decreases in the value of the assets.
• The recording of guarantees, letters of credit, contingencies, leases, pension obligations, and other similar
accounts on the books of the Applicant and any parent
foreign bank. Comments should indicate whether such
accounts are carried as assets and/or liabilities on the
Applicant’s financial statements, are disclosed as footnotes to the financial statements, or are undisclosed.
• The method used in translating foreign currency transactions and foreign currency financial statements with
respect to current assets, long term investments, fixed
assets, long term debt, and forward exchange contracts. Comments should include the method of recognition of any gains or losses resulting from such translation and the effect of the translation upon the
recognition of revenue and expense and the determination of net income.
• The method by which interest revenue and interest
expense are recorded on the books of the Applicant.

Home Country Supervision
In order to approve an application by a foreign bank to
establish a branch, agency, or commercial lending company in the United States, the Federal Reserve ordinarily
seeks to determine that the Applicant and any parent
foreign bank are subject to comprehensive supervision
or regulation on a consolidated basis by the appropriate
authorities in the home country of each bank. The Federal Reserve considers this standard met if the foreign
FR K-2
September 2005

General Instructions

bank’s home country supervisor receives sufficient information on the foreign bank’s worldwide operations
(including the bank’s relationships to any affiliates) to
assess the foreign bank’s overall financial condition and
compliance with law and regulation. In making such a
determination, the Federal Reserve assesses, among other
factors, the extent to which the home country supervisor:
• ensures that the foreign bank has adequate procedures
for monitoring and controlling its activities worldwide;
• obtains information on the condition of the foreign
bank and its subsidiaries and offices outside the home
country through regular reports of examination, audit
reports, or otherwise;
• obtains information on the dealings and relationship
between the foreign bank and its affiliates, both foreign
and domestic;
• receives from the foreign bank financial reports that
are consolidated on a worldwide basis, or comparable
information that permits analysis of the foreign bank’s
financial condition on a worldwide, consolidated basis;
and
• evaluates prudential standards, such as capital adequacy and risk asset exposure, on a worldwide basis.
Under the Economic Growth and Regulatory Paperwork
Reduction Act of 1996, which was enacted on September 30, 1996, the Federal Reserve may approve an application to establish a branch or agency subject to certain
conditions even if the Federal Reserve is unable to find
that the foreign bank is subject to comprehensive consolidated supervision. Specifically, the Federal Reserve may
approve an application by such foreign bank if: (i) the
appropriate authorities in the home country of such foreign bank are working to establish arrangements for the
consolidated supervision of such bank; and (ii) all other
factors are consistent with approval. In deciding whether
to use its discretion with respect to a determination
concerning comprehensive consolidated supervision, the
Federal Reserve also considers the extent to which the
foreign bank has adopted and implemented procedures
to combat money laundering. The Federal Reserve also
takes into account the extent to which the home country
of the foreign bank has developed a legal regime to
address money laundering or is participating in multilateral efforts to combat money laundering.

FR K-2
September 2005

In evaluating an application to establish a representative
office, the Federal Reserve takes into account the standards that apply to the establishment of branches and
agencies, but a finding of comprehensive consolidated
supervision is not required. With respect to supervision
by home country authorities, a foreign bank that proposes to establish a representative office must be subject
to a supervisory framework that is consistent with the
activities of the proposed representative office, taking
into account the nature of such activities and the operating record of the applicant. Among the factors the Federal Reserve may consider are the extent to which there
is:
• regular review of a substantial portion of the bank’s
operations by the home country supervisor through
examination, review of external audits, or a comparable method;
• submission of periodic reports relating to financial
performance; and
• assurance that the bank itself has a system of internal
monitoring and control that enable bank management
to administer properly the bank’s operations.

Publication Requirement
The Applicant/Notificant is required to publish notice of
its proposal in a newspaper of general circulation in the
community in which the office is proposed to be located.
A copy of the standard form of notice prescribed by the
Board is set forth below. Proof of publication of the
notice should be submitted when available.

Newspaper Notice
Notification is hereby given by [NAME OF
APPLICANT/NOTIFICANT, CITY, COUNTRY] that
an [APPLICATION/NOTIFICATION] has been filed
with the Federal Reserve Board to establish a
[BRANCH, AGENCY, COMMERCIAL LENDING
COMPANY,
REPRESENTATIVE
OFFICE]
at
[ADDRESS], pursuant to the International Banking Act
of 1978.
Interested parties may submit written comments on
the filing to [NAME AND TITLE OF APPROPRIATE OFFICER], Federal Reserve Bank of [CITY,

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General Instructions

ADDRESS]. The thirty-day comment period will not end
before [DATE]. If you need more information about how
to submit your comments, contact [NAME AND TITLE
OF APPROPRIATE OFFICER], Federal Reserve Bank
of [CITY], at [AREA CODE AND TELEPHONE
NUMBER].

Confidentiality
Under the provisions of the Freedom of Information Act,
the application is a public document and available to the
public upon request. If Applicant/Notificant is of the
opinion that disclosure of commercial or financial information would likely result in substantial harm to its
competitive position or that of its subsidiaries, or that
disclosure of information of a personal nature would
result in a clearly unwarranted invasion of personal privacy, confidential treatment of such information may be
requested. This request for confidential treatment must
be submitted in writing concurrently with the submission
of the application, and must discuss in detail the justification for confidential treatment. Such justification must be
provided for each response for which confidential treatment in the public portion of the application is requested.
The reasons for requesting confidentiality should demonstrate specifically the harm that would result from public
release of the information. A statement simply indicating
that the information would result in competitive harm or
that it is personal in nature is not sufficient. A claim that
disclosure would violate the law or policy of a foreign
country is not, in and of itself, sufficient to exempt
information from disclosure. It must be demonstrated
that disclosure would meet either the ‘‘substantial competitive harm’’ or ‘‘unwarranted invasion of personal
privacy’’ tests.

Applicant/Notificant should follow this same procedure
on confidentiality with regard to filing any supplemental
information to the application.
The Board will determine whether information submitted
as confidential will be so regarded, and will advise
Applicant/Notificant of any decision to make available to
the public information labeled ‘‘Confidential.’’ However,
it shall be understood that, without prior notice to
Applicant/Notificant, the Board may disclose or comment on any of the contents of the application in the
Order or Statement issued by the Board in connection
with its decision on the filing. The Board’s staff normally
will apprise Applicant/Notificant in the course of the
applications process that such information may need to
be disclosed in connection with the Board’s action on the
filing.

Supporting Information
The formal questions in the application are not intended
to limit Applicant’s presentation. Applicant bears the full
burden of presenting and documenting a case to meet the
statutory criteria for approval. Supporting information
for any or all factors, setting forth the basis for Applicant’s judgement may accompany the application.

Compliance
The Board expects Applicant/Notificant to comply with
all representations and commitments made in its application. Applicant/Notificant should immediately contact
the Federal Reserve if there is any material change in the
information presented prior to the establishment of the
office.

Information for which confidential treatment is requested
should be: (1) specifically identified in the public portion of the application (by reference to the confidential section); (2) separately bound; and (3) labeled
‘‘Confidential.’’

Page 4

FR K-2
September 2005

Attachment A
Information Requested in Connection With Applications
by Foreign Banks to Establish Branches, Agencies, and
Commercial Lending Companies in the United States
(section 211.24(a)(1) of Regulation K)

I.

Operations, Structure, and Ownership
of Applicant

1. Discuss whether Applicant engages directly in the
business of banking outside the United States. In this
regard, Applicant should address whether it engages
directly in banking activities usual in connection
with the business of banking in the countries in
which it is organized or operates.
2. Provide a copy of Applicant’s most recent annual
report to shareholders and a brief history of Applicant, including ranking by asset size in the home
country.
3. Provide a brief summary of Applicant’s experience
in international banking. The discussion should
include a general description of the volume and
character of the Applicant’s current international
business and the location, number, and asset size of
direct offices overseas.
4. Provide an organization chart for Applicant and its
ultimate parent,2 if any, showing all subsidiaries of
Applicant and its ultimate parent. Include the place
of incorporation for all subsidiaries.
5. Provide the name, asset size, general activities, and
ownership share held by Applicant for each of
Applicant’s direct and indirect subsidiaries that comprise 1 percent or more of Applicant’s worldwide
consolidated assets.
6. List all persons (natural as well as legal) in the
upstream chain of ownership of the Applicant who,
2. The ‘‘ultimate parent’’ of a foreign bank is the parent of the foreign
bank that is not the subsidiary of any other company. A ‘‘parent’’ of a
foreign bank is any company of which the foreign bank is a subsidiary. A
‘‘subsidiary’’ of a foreign bank is defined as any organization 25 percent or
more of whose voting shares are directly or indirectly owned, controlled,
or held with the power to vote by a company or any organization that is
otherwise controlled or capable of being controlled by a foreign bank or
foreign banking organization.
FR K-2
September 2005

directly or indirectly, own 5 percent or more of the
voting shares of the Applicant and its ultimate parent, if any. Provide information concerning any voting agreements or other mechanisms that exist
among shareholders for the exercise of control over
the Applicant or its ultimate parent.
7. Provide the following information on the two
individuals with the most senior decision-making
authority for Applicant and any foreign bank parent,
and for the manager of the proposed U.S. office:
a. titles or positions with Applicant and/or parent
bank; and
b. the biographical information requested in the Interagency Biographical and Financial Report
FR 2081c (the Financial Report need not be provided). This information may be submitted in
advance of the application.
8. Describe the methods used by Applicant to monitor and control its operations, including those of its
domestic and foreign subsidiaries and offices (e.g.,
through internal reports and internal audits). Note
the scope and frequency of those methods and
whether the methods are subject to review by external auditors and/or the home country supervisor.
Also, state whether internal audit results are shared
with the home country supervisor and/or Applicant’s
external auditors.
9. If Applicant, its ultimate parent, or any company
(banking or nonbanking) in which it has direct or
indirect ownership or control of more than 5 percent
of the voting shares will engage directly or indirectly
at the time of consummation of this proposal in any
nonbanking activities in the United States, provide
the following:
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Attachment A

a. the name, location, and a detailed description of
the activities of each such company;
b. the specific section and paragraph of the Bank
Holding Company Act (the ‘‘BHCA’’), Regulation Y, or Regulation K that the Applicant
believes provides authority for the acquisition or
retention of each U.S. nonbanking activity and a
description demonstrating that each activity will
be conducted consistent with the Board’s regulations and related interpretations. If the Applicant
has relied on the nonbanking exemptions afforded
by sections 2(h) and 4(c)(9) of the BHCA (as
implemented by section 211.23 of Regulation K)
for certain activities, provide the necessary information to support such a determination.
To the extent the information requested in this item
has been provided to the Federal Reserve in other
report forms (e.g., FR Y-7, FR Y-10F) filed with the
Federal Reserve, Applicant may include such information by reference to those filings.
10. State whether the foreign bank Applicant and its
ultimate parent, if any, upon establishment of the
proposed branch, agency, or commercial lending
company, each would be a qualifying foreign banking organization as defined in section 211.23(a) of
Regulation K and provide the necessary information to support such a determination. If a foreign
bank Applicant meets the requirements of section 211.23(a) but its ultimate parent does not, indicate whether the ultimate parent would satisfy the
requirements set forth in section 211.23(c) of Regulation K, and provide the necessary information to
support that determination. To the extent the information requested in this item has been provided in
other report forms (FR Y-7) filed with the Federal
Reserve, Applicant may include such information by
reference to those filings.

II.

The Proposed Office

11. Discuss the purpose(s) for establishing the proposed
branch, agency, or commercial lending company.
Describe the major types of business to be conducted and the major types of services to be offered,
and note whether any existing business would be
transferred to the proposed office. Applicant may
Page 2

indicate any banking needs of the community that
would be better served by establishment of the proposed office.
12. Provide estimated start-up costs and projected balance sheets and income statements for the proposed
branch, agency, or commercial lending company for
the first three years of operations. Include a summary of contingent liabilities for the proposed office
for the first three years of operation, and estimate the
number of employees planned for that period of
time. Also include information on how the proposed
office would be funded. State any assumptions made
in formulating these projections.
13. Describe Applicant’s intended procedures for exercising internal control over the proposed office. The
response should identify reporting channels and
reporting requirements (scope and frequency), and
discuss the scope and frequency of internal audits.
Applicant also should describe measures to be taken
to ensure that the proposed office is not used for
illicit purposes, including money laundering and terrorist financing.

III.

Financial Information

14. As described in the Filing Instructions to this form,
provide the following financial information for
Applicant and any parent foreign bank:
a. Parent-only and consolidated balance sheets,
showing separately each principal group of assets,
liabilities, and capital accounts as of the end of
the most recent quarter and fiscal year-end. In
addition, include information on contingent liabilities (i.e., standby and commercial letters of
credit, guaranties, commitments to grant or purchase loans and securities, contracts to purchase/
sell foreign exchange).
b. Parent-only and consolidated income statements
showing separately each principal source of revenue and expense, through the end of the most
recent quarter and for the past two fiscal years.
c. If Applicant or any parent foreign bank is from a
country subscribing to the Basel Accord, provide,
on a consolidated basis, a breakdown of each
organization’s risk-weighted assets as of the end
of the most recent fiscal quarter, showing each
FR K-2
September 2005

Attachment A

principal group of on- and off-balance sheet assets
and the relevant risk weights. Also, identify the
components of tier 1 and tier 2 capital under the
Basel risk-based capital guidelines, and provide
calculations of the ratios of tier 1 and total capital
to risk-weighted assets for Applicant and any
parent foreign bank. Provide the amount, maturity, and a brief description of debt instruments
and indicate which instruments qualify under the
Basel risk-based capital guidelines as tier 2 capital for each organization.
If the home country capital standard of Applicant
or any parent foreign bank differs from that established under the Basel Accord, provide information regarding the capital standard applied in the
home country of Applicant or any parent foreign
bank, as well as information sufficient to evaluate
the capital position adjusted as appropriate for
accounting and structural differences. Further,
provide, to the extent possible, information comparable to the Basel format.
d. Current information that will enable the Federal
Reserve to make a judgment as to the quality of
Applicant’s assets. The information should be
presented for Applicant’s consolidated organization. If consolidated figures are not available,
indicate what portion of Applicant’s consolidated
assets is not reflected in the response. The
response should include, but need not be limited
to, the following (Applicant should provide definitions of the terms):
i. Asset classifications or assessments made by
foreign banking authorities;
ii. Delinquencies;

IV.

Home Country Supervision

15. Describe the bank regulatory system that exists in
the home country of Applicant and, if different, the
home country of any foreign bank in the ownership
chain.3 Your response should identify Applicant’s
primary home country supervisor and the major laws
governing Applicant’s operations and activities.
Your description also should include a discussion of
each of the following:
a. The scope and frequency of on-site examinations
by the home country supervisor. Describe the
scope and frequency of on-site examinations,
identifying the operational areas reviewed and the
general procedures used by the home country
supervisor to evaluate asset quality and internal
controls. Also, discuss the manner in which the
home country supervisor monitors the condition
and operations of Applicant’s subsidiaries and
foreign offices.
b. Off-site monitoring by the home country supervisor. Discuss the general type and frequency of
filing of regulatory and financial reports submitted by Applicant to the home country supervisor.
Specify whether the reports contain information
on the domestic and foreign subsidiaries of Applicant and, if so, whether this information is provided on a consolidated basis or for each entity
separately.
c. The role of external auditors. Discuss the general
frequency, nature, and scope of review of Applicant (including subsidiaries and foreign offices)
performed by external auditors, particularly with
respect to the review of asset quality and internal
controls. Discuss whether the home country
supervisor sets standards for such reviews and
the manner (if at all) by which the external audit

iii. Nonaccrual loans;
iv. Assets acquired in satisfaction of debts previously contracted;
v. Loans with reduced interest charges, and
e. Total reserves available to cover credit-related
losses for the end of the most recent quarter and
fiscal year-end. The total amounts should be broken down into ‘‘specific,’’ ‘‘general,’’ and/or other
relevant categories.
FR K-2
September 2005

3. If the Federal Reserve has previously determined that another bank
from Applicant’s home country is subject to comprehensive consolidated
supervision, Applicant may request a copy of the previous application
from the Federal Reserve under the Freedom of Information Act. After
reviewing the record in the previous application, Applicant may make a
statement that it is subject to the same supervisory regime as the foreign
bank previously considered by the Federal Reserve, rather than responding
to each subpart of this question. In addition, Applicant should confirm that
there have been no material changes in the manner in which Applicant is
supervised and regulated by its home country supervisor(s) since that
previous application or, if material changes have occurred, Applicant
should describe such changes.

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Attachment A

results are communicated to the home country
supervisor. Include a brief discussion of the general standards or requirements that apply to the
external auditors themselves.
d. Transactions with Affiliates. Indicate whether
(and, if so, discuss how) the home country supervisor regulates and monitors Applicant’s transactions with its affiliates (e.g., through reporting
requirements, lending limits, or other restrictions). Define the home country’s definition of
‘‘affiliate’’ for this purpose (if different from
the Federal Reserve’s definition),4 and specify
whether any such restrictions apply to ‘‘upstream,’’ ‘‘downstream,’’ or ‘‘sister’’ affiliates.
e. Other Applicable Prudential Requirements. To
the extent not previously addressed, describe any
prudential limitations (e.g., with respect to capital
adequacy, asset classification and provisioning,
single or aggregate credit and foreign currency
exposure limits, and liquidity) that are imposed
on the operations of Applicant. Describe the
methods used by the home country supervisor to
monitor compliance with these limitations.
f. Remedial Authority of the Home Country Supervisor. Describe the general methods available to
the home country supervisor to enforce Applicant’s compliance with prudential controls and
other supervisory or regulatory requirements.
g. Prior approval requirements. Indicate whether
prior approval of the home country supervisor is
needed for Applicant to make investments in
other companies, or generally to establish overseas offices. Indicate the type of information the
home country supervisor reviews in making its
determination.
16. Indicate what other domestic regulatory authorities,
if any, in addition to the primary home country
supervisor, supervise subsidiaries or particular activities of Applicant. Briefly describe the financial
and/or examination requirements, including the general scope and frequency of on-site examinations, if
any, of each such regulatory authority. Also, discuss

4. An ‘‘affiliate’’ of a foreign bank or of a parent of a foreign bank
means any company that controls, or is controlled by, or is under common
control with, the foreign bank or the parent of the foreign bank.

Page 4

whether such regulatory authorities exchange information with the primary home country supervisor,
including financial or other supervisory information.

V.

Anti-Money Laundering and Other
Related Measures

17. Describe any home country laws or regulations that
are designed to deter or prohibit money laundering,
terrorist financing, or other illicit activities. Also,
describe the requirements that Applicant’s (and any
parent foreign bank’s) home country supervisor imposes on banks for the detection and prevention
of money laundering, terrorist financing, and other
illicit activities, and the reporting of suspicious
transactions.
18. Discuss the actions taken by Applicant (and any
parent foreign bank) to ensure that the bank and its
offices and subsidiaries have implemented sufficient
safeguards to prevent such operations from being
used for purposes of money laundering, terrorist
financing, or other illicit activities. The response
should describe:
a. the policies and procedures implemented with
respect to anti-money laundering policies and
measures, including any customer due diligence,
recordkeeping, and cash and/or suspicious transaction reporting requirements;
b. the steps taken to ensure compliance with these
policies and procedures (including the nature and
frequency of employee training and compliance
monitoring by internal auditors); and
c. the extent to which these policies and procedures
are subject to independent external audit and
examination by the home country supervisor.
The response should indicate whether the financial
institution-specific recommendations of the Financial Action Task Force (‘‘FATF’’) have been implemented throughout the organization.5 The response
also should confirm (or modify as appropriate) that
the anti-money laundering and counter-terrorist
financing policies and procedures would be implemented at the proposed U.S office.

5. These recommendations can be obtained from the following web
site: http://www.oecd.org/fatf/index.htm.
FR K-2
September 2005

Attachment A

VI.

Miscellaneous

19. List all jurisdictions (in addition to the home country) in which Applicant has material operations.6 For
each such jurisdiction, describe any secrecy laws or
other impediments that would restrict the ability of
Applicant or its ultimate parent, if any, from providing information on the operations or activities of
Applicant and any of its affiliates that the Board
deems necessary to determine and enforce compliance with the International Banking Act, the BHCA,
and other applicable federal laws. If any material
impediments exist, discuss the manner in which
Applicant and its ultimate parent, if any, propose to
provide the Board with adequate assurances of
access to information.
6. Material operations exist in any jurisdiction in which the direct and
indirect activities in that jurisdiction, in the aggregate, account for 5 percent or more of the consolidated, worldwide assets of the foreign bank or
its ultimate parent.

FR K-2
September 2005

20. Discuss the status of any other regulatory filings
required to be made in connection with Applicant’s
proposal to establish an office, and indicate when
action on such filings is expected.
21. Provide a statement from the home country supervisor of Applicant that Applicant is duly organized,
licensed as a bank, and in good standing, and such
supervisor consents to establishment of the proposed
office.
22. Applicant and its ultimate parent, if any, should
provide (jointly and separately) the commitments
contained in Attachment E through an officer that
is authorized to bind the entity making the commitment. The commitments should be provided
in the exact form provided (including all footnote
references).
23. Proof of newspaper publication should be provided
when available.

Page 5

Attachment B
Information Requested in Connection with Applications by
Foreign Banks to Establish Representative Offices in the
United States (section 211.24(a)(1) of Regulation K)

I.

upstream chain of ownership of the Applicant who,
directly or indirectly, own 5 percent or more of the
voting shares of the Applicant and its ultimate parent, if any. Provide information concerning any voting agreements or other mechanisms that exist
among shareholders for the exercise of control over
the Applicant or its ultimate parent.

Operations, Structure, and Ownership
of Applicant

1. Discuss whether Applicant engages directly in the
business of banking outside the United States. In this
regard, Applicant should address whether it engages
directly in banking activities usual in connection
with the business of banking in the countries in
which it is organized or operates.
2. Provide a copy of Applicant’s most recent annual
report to shareholders and a brief history of Applicant, including ranking by asset size in the home
country.

7. Provide the following information on the individual
with the most senior decision-making authority for
Applicant and any foreign bank parent, and for the
manager of the proposed U.S. office:
a. titles or positions with Applicant and/or any foreign parent bank; and

3. Provide a brief summary of Applicant’s experience in international banking. The discussion should
include a general description of the volume and
character of the Applicant’s current international
business and the location, number, and asset size of
direct offices overseas.
4. Provide an organization chart for Applicant and its
ultimate parent,7 if any, showing all subsidiaries of
Applicant and its ultimate parent. Include the place
of incorporation for all subsidiaries.
5. Provide the name, asset size, general activities, and
ownership share held by Applicant for each of
Applicant’s direct and indirect subsidiaries that comprise 1 percent or more of Applicant’s worldwide
consolidated assets.
6. List all persons (natural as well as legal) in the
7. The ‘‘ultimate parent’’ of a foreign bank is the parent of the foreign
bank that is not the subsidiary of any other company. A ‘‘parent’’; of a
foreign bank is any company of which the foreign bank is a subsidiary. A
‘‘subsidiary’’ of a foreign bank is defined as any organization 25 percent or
more of whose voting shares are directly or indirectly owned, controlled,
or held with the power to vote by a company or any organization that is
otherwise controlled or capable of being controlled by a foreign bank or
foreign banking organization.
FR K-2
September 2005

b. the biographical information requested in the
Interagency Biographical and Financial Report
FR 2081c (the Financial Report need not be provided). This information may be submitted in
advance of the application.
8. Describe the methods used by Applicant to monitor
and control its operations, including those of its
domestic and foreign subsidiaries and offices (e.g.,
through internal reports and internal audits). Note
the scope and frequency of those methods and
whether the methods are subject to review by external auditors and/or the home country supervisor.
Also, state whether internal audit results are shared
with the home country supervisor and/or Applicant’s
external auditors.

II.

The Proposed Office

9. Describe the types of activities to be conducted in
the proposed representative office. Provide projected
expense items for the proposed office for the first
three years of operation.
Page 1

Attachment B

10. Indicate the total number of individuals to be
employed in the proposed representative office for
each of the first three years of operation.
11. Describe Applicant’s intended procedures for exercising internal control over the proposed representative office. The response should identify reporting
channels and reporting requirements (scope and
frequency), and discuss the scope and frequency of
internal audits.

III.

Financial Information

12. As described in the Filing Instructions to this form,
provide the following financial information for
Applicant and any parent foreign bank:
a. Parent-only and consolidated balance sheets,
showing separately each principal group of assets,
liabilities, and capital accounts as of the end of
the most recent quarter and fiscal year end.
Include information on contingent liabilities, (i.e.,
standby and commercial letters of credit, guaranties, commitments to grant or purchase loans and
securities, contracts to purchase/sell foreign
exchange).
b. Parent-only and consolidated income statements
showing separately each principal source of revenue and expense, through the end of the most
recent quarter and for the past two fiscal years.
Information on the compliance of Applicant and any
foreign bank parent with home country capital standards and/or the Basel risk-based capital standards
may be requested depending on the preliminary
analysis of the capital position of Applicant and any
foreign bank parent.

IV.

Home Country Supervision

13. Briefly describe the bank regulatory system that
exists in the home country of Applicant and, if
different, the home country of any foreign bank in
the ownership chain.8 Your response should identify
8. If the Federal Reserve has previously determined that another bank
from Applicant’s home country is subject to comprehensive consolidated
supervision, Applicant may request a copy of the previous application
from the Federal Reserve under the Freedom of Information Act. After
reviewing the record in the previous application, Applicant may make a
statement that it is subject to the same supervisory regime as the foreign
bank previously considered by the Federal Reserve, rather than responding

Page 2

Applicant’s primary home country supervisor and
the major laws governing Applicant’s operations
and activities. Your description also should include a
discussion of each of the following:
a. The scope and frequency of on-site examinations
by the home country supervisor. Describe the
scope and frequency of on-site examinations,
identifying the operational areas reviewed and the
general procedures used by the home country
supervisor to evaluate asset quality and internal
controls. Also, discuss the manner in which the
home country supervisor monitors the condition
and operations of Applicant’s subsidiaries and
foreign offices.
b. Off-site monitoring by the home country supervisor. Discuss the general type and frequency of
filing of regulatory and financial reports submitted by Applicant to the home country supervisor.
Specify whether the reports contain information
on the domestic and foreign subsidiaries of Applicant and, if so, whether this information is provided on a consolidated basis or for each entity
separately.
c. The role of external auditors. Discuss the general
frequency, nature, and scope of review of Applicant (including subsidiaries and foreign offices)
performed by external auditors, particularly with
respect to the review of asset quality and internal
controls. Discuss whether the home country supervisor sets standards for such reviews and the
manner (if at all) by which the external audit
results are communicated to the home country
supervisor. Include a brief discussion of the general standards or requirements that apply to the
external auditors themselves.
d. Other Applicable Prudential Requirements. To
the extent not previously addressed, describe any
prudential limitations (e.g., with respect to capital
adequacy, asset classification and provisioning,
single or aggregate credit and foreign currency
exposure limits, and liquidity) that are imposed
on the operations of Applicant. Describe the
to each subpart of this question. In addition, Applicant should confirm that
there have been no material changes in the manner in which Applicant is
supervised and regulated by its home country supervisor(s) since that
previous application or, if material changes have occurred, Applicant
should describe such changes.
FR K-2
September 2005

Attachment B

the anti-money laundering and counter-terrorist
financing policies and procedures would be implemented at the proposed U.S office.

methods used by the home country supervisor to
monitor compliance with these limitations.

V.

Anti-Money Laundering and Other
Related Measures

14. Describe any home country laws or regulations that
are designed to deter or prohibit money laundering,
terrorist financing, or other illicit activities. Also,
describe the requirements that Applicant’s (and any
parent foreign bank’s) home country supervisor
imposes on banks for the detection and prevention of
money laundering, terrorist financing, and other
illicit activities, and the reporting of suspicious transactions.
15. Discuss the actions taken by Applicant (and any
parent foreign bank) to ensure that the bank and its
offices and subsidiaries have implemented sufficient
safeguards to prevent such operations from being
used for purposes of money laundering, terrorist
financing, or other illicit activities. The response
should describe:
a. the policies and procedures implemented with
respect to anti-money laundering policies and
measures, including any customer due diligence,
recordkeeping, and cash and/or suspicious transaction reporting requirements;
b. the steps taken to ensure compliance with these
policies and procedures (including the nature and
frequency of employee training and compliance
monitoring by internal auditors); and
c. the extent to which these policies and procedures
are subject to independent external audit and
examination by the home country supervisor.
The response should indicate whether the financial
institution-specific recommendations of the Financial Action Task Force (‘‘FATF’’) have been implemented throughout the organization.9 The response
also should confirm (or modify as appropriate) that
9. These recommendations can be obtained from the following web
site: http://www.oecd.org/fatf/index.htm.

FR K-2
September 2005

VI.

Miscellaneous

16. List all jurisdictions (in addition to the home country) in which Applicant has material operations.10
For each such jurisdiction, describe any secrecy laws
or other impediments that would restrict the ability
of Applicant or its ultimate parent, if any, from
providing information on the operations or activities
of Applicant and any of its affiliates that the Federal
Reserve deems necessary to determine and enforce
compliance with the International Banking Act, the
BHCA, and other applicable federal laws. If any
material impediments exist, discuss the manner in
which Applicant and its ultimate parent, if any,
propose to provide the Board with adequate assurances of access to information.
17. Discuss the status of any other regulatory filings
required to be made in connection with Applicant’s
proposal to establish an office, and indicate when
action on such filings is expected.
18. Provide a statement from the home country supervisor of Applicant that Applicant is duly organized,
licensed as a bank, and in good standing, and such
supervisor consents to establishment of the proposed
office.
19. Applicant and its ultimate parent, if any, should
provide (jointly and separately) the commitments
contained in Attachment E through an officer that
is authorized to bind the entity making the commitment. The commitments should be provided in
the exact form provided (including all footnote
references).
20. Proof of newspaper publication should be provided
when available.
10. Material operations exist in any jurisdiction in which the direct and
indirect activities in that jurisdiction, in the aggregate, account for 5 percent or more of the consolidated, worldwide assets of the foreign bank or
its ultimate parent.

Page 3

Attachment C
Information Requested in Connection with Notifications
by Foreign Banks to Establish Branches, Agencies, and
Commercial Lending Companies in the United States
(section 211.24(a)(2)(i)(A) of Regulation K)

I.

Operations, Structure, and Ownership
of Notificant

1. Provide current information on Notificant’s ranking
by asset size in the home country.
2. Provide current information regarding all persons
(natural as well as legal) in the upstream chain of
ownership of Notificant who, directly or indirectly,
own 5 percent or more of the voting shares of
Notificant and its ultimate parent, if any. Provide
information concerning any voting agreements or
other mechanisms that exist among shareholders for
the exercise of control over Notificant or its ultimate
parent.
3. Confirm (or modify as appropriate) that there have
been no material changes in the methods used by
Notificant to monitor and control its operations,
including those of its domestic and foreign subsidiaries, since the Federal Reserve’s most recent determination that Notificant is subject to comprehensive
consolidated supervision.

II.

The Proposed Office

4. Discuss the purpose(s) for establishing the proposed
branch, agency, or commercial lending company.
Describe the major types of business to be conducted and the major types of services to be offered,
and note whether any existing business would be
transferred to the proposed office. Provide estimated start-up costs and projected balance sheets
and income statements for the first three years of
operations.
5. Provide the following information on the manager of
the proposed U.S. office:
a. titles or positions with Applicant and/or parent
bank; and
FR K-2
September 2005

b. the biographical information requested in the
Interagency Biographical and Financial Report
FR 2081c (the Financial Report need not be provided). This information may be submitted in
advance of the application.
6. Confirm (or modify as appropriate) that Notificant
would monitor and control the operations of the
proposed office in the same manner as it monitors
and controls its existing U.S. offices. In addition,
confirm (or modify as appropriate) that Notificant
would apply to the proposed office the same policies
and procedures, including those pertaining to antimoney laundering, as are in effect at its existing U.S.
offices.

III.

Financial Information

7. Provide the following financial information for Notificant and any parent foreign bank:
a. Parent-only and consolidated balance sheets,
showing separately each principal group of assets,
liabilities, and capital accounts as of the end of
the most recent quarter and fiscal year. In addition, include information on contingent liabilities (i.e., standby and commercial letters of credit,
guaranties, commitments to grant or purchase
loans and securities, contracts to purchase/sell
foreign exchange).
b. Parent-only and consolidated income statements
showing separately each principal source of revenue and expense, through the end of the most
recent quarter and for the past two fiscal years.
c. If Notificant or any parent foreign bank is from a
country subscribing to the Basel Accord, provide,
on a consolidated basis, a breakdown of each
organization’s risk-weighted assets as of the end
Page 1

Attachment C

of the most recent fiscal quarter, showing each
principal group of on- and off-balance sheet assets
and the relevant risk weights. Also, identify the
components of tier 1 and tier 2 capital under the
Basel risk-based capital guidelines, and provide
calculations of the ratios of tier 1 and total capital
to risk-weighted assets for Notificant and any
parent foreign bank. Provide the amount, maturity, and a brief description of debt instruments
and indicate which instruments qualify under the
Basel risk-based capital guidelines as tier 2 capital for each organization.
If the home country capital standard of Notificant
or any parent foreign bank differs from that established under the Basel Accord, provide information regarding the capital standard applied in the
home country of Notificant or any parent foreign
bank, as well as information sufficient to evaluate
the capital position adjusted as appropriate for
accounting and structural differences. Further,
provide, to the extent possible, information comparable to the Basel format.
d. Current information that will enable the Federal
Reserve to make a judgment as to the quality of
Notificant’s assets. The information should be
presented for Notificant’s consolidated organization. If consolidated figures are not available,
indicate what portion of Notificant’s consolidated
assets is not reflected in the response. The
response should include, but need not be limited
to, the following (Notificant should provide definitions of the terms):
i. Asset classifications or assessments made by
foreign banking authorities;
ii. Delinquencies;
iii. Nonaccrual loans;
iv. Assets acquired in satisfaction of debts previously contracted;
v. Loans with reduced interest charges, and
e. Total reserves available to cover credit-related
losses for the end of the most recent quarter and
fiscal year. The total amounts should be broken
down into ‘‘specific,’’ ‘‘general,’’ and/or other
relevant categories.
Page 2

IV.

Home Country Supervision

8. Provide the date of the Federal Reserve’s most
recent determination that Notificant is subject to
comprehensive consolidated supervision. Confirm
(or modify as appropriate) that there have been no
material changes in the manner in which Notificant
is supervised and regulated by its home country
supervisor(s) since that time.

V.

Anti-Money Laundering and Other
Related Measures

9. Indicate whether there have been any material
changes in either the anti-money laundering or
counter-terrorist financing laws and regulations of
the home country of Notificant or in Notificant’s
anti-money laundering or counter-terrorist financing
policies and procedures, since the Federal Reserve’s
most recent review of such matters.

VII.

Miscellaneous

10. Indicate whether there have been any changes to the
list of jurisdictions in which Notificant has material
operations since such information was previously
provided to the Federal Reserve.11 For any additional such jurisdiction, describe any secrecy laws or
other impediments that would restrict the ability of
Notificant or its ultimate parent, if any, to provide
information on the operations or activities of Notificant and any of its affiliates that the Federal Reserve
deems necessary to determine and enforce compliance with the International Banking Act, the BHCA,
and other applicable federal laws. If such impediments exist, discuss the manner in which Notificant
and its ultimate parent, if any, proposed to provide
the Federal Reserve with adequate assurance of
access to such information.
11. Discuss the status of any other regulatory filings
required to be made in connection with Notificant’s
proposal to establish an office, and indicate when
action on such filings is expected.
12. Provide a statement from the home country supervisor of the Notificant that the foreign bank is duly
11. Material operations exist in any jurisdiction in which the direct and
indirect activities in that jurisdiction, in the aggregate, account for 5 percent or more of the consolidated, worldwide assets of the foreign bank or
its ultimate parent.
FR K-2
September 2005

Attachment C

organized, licensed as a bank, and in good standing,
and such supervisor consents to establishment of the
proposed office.

FR K-2
September 2005

13. Proof of newspaper publication should be provided
when available.

Page 3

Attachment D
Information Requested in Connection with Notifications by
Foreign Banks to Establish Representative Offices in the
United States (section 211.24(a)(2)(i)(B)(1)–(3) of
Regulation K)

I.

confirm (or modify as appropriate) that there have
been no material changes in the methods used by
Notificant to monitor and control its operations,
including those of its domestic and foreign subsidiaries, since that time.

Operations, Structure, and Ownership
of Notificant

1. Provide a copy of Notificant’s most recent annual
report to shareholders and current information on
Notificant’s ranking by asset size in the home
country.
2. Provide information on the volume and character of
the Notificant’s current international business and
the location, number, and asset size of direct offices
overseas.

6. If not previously provided to the Federal Reserve,
provide the following information on the individual
with the most senior decision-making authority for
Notificant and for the manager of the proposed U.S.
office:
a. titles or positions with Notificant; and

3. Provide a current organization chart for the Notificant and its ultimate parent, if any, showing all
subsidiaries of the Notificant and its ultimate parent.12 Include the place of incorporation for all
subsidiaries.
4. List all persons (natural as well as legal) in the
upstream chain of ownership of the Notificant who,
directly or indirectly, own 5 percent or more of the
voting shares of the Notificant and its ultimate parent, if any. Provide information concerning any voting agreements or other mechanisms that exist
among shareholders for the exercise of control over
the Notificant or its ultimate parent.
5. If the Federal Reserve has not previously approved
an application from Notificant to establish an office
in the United States, provide the information
requested in Item 8 of Attachment B to the FR K-2.
If the Federal Reserve previously has approved an
application by Notificant to establish a U.S. office,
12. The ‘‘ultimate parent’’ of a foreign bank is the parent of the foreign
bank that is not the subsidiary of any other company. A ‘‘parent’’ of a
foreign bank is any company of which the foreign bank is a subsidiary. A
‘‘subsidiary’’ of a foreign bank is defined as any organization 25 percent or
more of whose voting shares are directly or indirectly owned, controlled,
or held with the power to vote by a company or any organization that is
otherwise controlled or capable of being controlled by a foreign bank or
foreign banking organization.
FR K-2
September 2005

b. the biographical information requested in the
Interagency Biographical and Financial Report
FR 2081c (the Financial Report need not be provided). This information may be submitted in
advance of the application.

II.

The Proposed Office

7. Describe the types of activities to be conducted in
the proposed representative office. Provide projected
expense items for the proposed office for the first
three years of operation.
8. Indicate the total number of individuals to be
employed in the proposed representative office for
each of the first three years of operation.
9. Confirm (or modify as appropriate) that Notificant
would monitor and control the operations of the
proposed office in the same manner as it monitors
and controls its existing U.S. offices. In addition,
confirm (or modify as appropriate) that Notificant
would apply to the proposed office the same policies
and procedures, including those pertaining to antimoney laundering, as are in effect at its existing U.S.
offices.
Page 1

Attachment D

III.

establish a U.S. office, indicate whether there have
been any material changes in either the anti-money
laundering or counter-terrorist financing laws and
regulations of the home country of Notificant or in
Notificant’s anti-money laundering or counterterrorist financing policies and procedures, since
such information was last considered by the Federal
Reserve.

Financial Information

10. Provide the following financial information for Notificant and any foreign bank parent:
a. Parent-only and consolidated balance sheets,
showing separately each principal group of assets,
liabilities, and capital accounts as of the end of
the most recent fiscal year and most recent
quarter.
b. Parent-only and consolidated income statements
showing separately each principal source of revenue and expense, through the end of the most
recent quarter and for the past two fiscal years.
Information on Notificant’s compliance with home
country capital standards and/or the Basel risk-based
capital standards may be requested depending on the
preliminary analysis of the capital position of Notificant and any foreign bank parent.

IV.

Home Country Supervision

11. If the Federal Reserve has not previously approved
an application from Notificant to establish an office
in the United States, provide the information
requested in Item 13 of Attachment B to the FR K-2.
If the Federal Reserve has previously approved an
application from Notificant to establish a U.S. office,
provide the date of such approval and confirm (or
modify as appropriate) that there have been no material changes in the manner in which Notificant is
supervised and regulated by its home country supervisors since the time of the Federal Reserve’s
approval.

V.

Anti-Money Laundering and Other
Related Measures

12. If the Federal Reserve has not previously approved
an application by Notificant or any other bank from
Notificant’s home country to establish a U.S. branch,
agency, or representative office, provide the information requested in Item 14 of Attachment B to the
FR K-2. If the Federal Reserve has not previously
approved an application by Notificant to establish
a U.S. branch, agency, or representative office, provide the information requested in Item 15 of Attachment B to the FR K-2. If the Federal Reserve has
previously approved an application by Notificant to
Page 2

VI.

Miscellaneous

13. List all jurisdictions (in addition to the home country) in which Notificant has material operations.13 (If
Notificant previously has submitted this information
to the Federal Reserve, Notificant may indicate
whether there have been any changes since that time
to the applicable list of jurisdictions). For any such
jurisdictions (or, if appropriate, additional such jurisdictions), describe any secrecy laws or other impediments that would restrict the ability of Notificant or
its ultimate parent, if any, to provide information on
the operations or activities of Notificant and any of
its affiliates that the Federal Reserve deems necessary to determine and enforce compliance with the
International Banking Act, the BHCA, and other
applicable federal laws. If such impediments exist,
discuss the manner in which Notificant and its ultimate parent, if any, propose to provide the Federal
Reserve with adequate assurance of access to such
information.
14. Discuss the status of any other regulatory filings
required to be made in connection with Notificant’s
proposal to establish a representative office, and
indicate when action on such filings is expected.
15. Provide a statement from the home country supervisor of Notificant that the foreign bank is duly
organized, licensed as a bank, and in good standing,
and such supervisor consents to establishment of the
proposed representative office.
16. If not previously provided to the Federal Reserve,
Notificant and its ultimate parent, if any, should
provide (jointly and separately) the commitments
contained in Attachment E through an officer that
13. Material operations exist in any jurisdiction in which the direct and
indirect activities in that jurisdiction, in the aggregate, account for 5 percent or more of the consolidated, worldwide assets of the foreign bank or
its ultimate parent.
FR K-2
September 2005

Attachment D

is authorized to bind the entity making the commitment. The commitments should be provided in
the exact form provided (including all footnote
references).

FR K-2
September 2005

17. Proof of newspaper publication should be provided
when available.

Page 3

Attachment E
Commitments Required in Connection with Applications
and Notifications by Foreign Banks to Establish Branches,
Agencies, Commercial Lending Companies, or
Representative Offices in the United States

The Applicant and its ultimate parent, if any, should
provide (jointly or separately) the following commitments (including all footnotes and in the form provided
below) through an officer that is authorized to bind the
entity making the commitment.
1. Assurances Commitment. Each of [name of applicant]
(‘‘Bank’’), a bank organized under the laws of [home
country], and [name of ultimate parent] (‘‘Parent’’), a
[company/bank] organized under the laws of [home
country], will make available to the Board of Governors of the Federal Reserve System (‘‘Board’’) such
information on the operations of Bank and any affiliate14 of Bank that the Board deems necessary to
determine and enforce compliance with the Bank
Holding Company Act, the International Banking Act,
and other applicable federal law, provided that if the
disclosure of such information is prohibited by law
or otherwise, Bank and Parent will cooperate with the
Board including, without limitation, by seeking to
obtain timely waivers of or exemptions from any
applicable confidentiality or secrecy restrictions or
requirements in order to enable Bank or Parent to
make any such information available to the Board.
Bank and Parent agree that this commitment is
deemed to be a condition imposed in writing in connection with the Board’s findings and decision on
(insert information describing the application) and, as
such, may be enforced in proceedings under applicable law.
2. Consent To Jurisdiction. Each of [name of applicant]
(‘‘Bank’’), a bank organized under the laws of [home
country], and [name of ultimate parent] (‘‘Parent’’), a
[company/bank] organized under the laws of [home
country], consents to the jurisdiction of the federal
14. An ‘‘affiliate’’ of a foreign bank or a parent of a foreign bank is any
company that controls, is controlled by, or is under common control with,
the foreign bank or the parent of the foreign bank. See 12 C.F.R. § 211.21.
FR K-2
September 2005

courts of the United States and of all United States
governmental agencies, departments and divisions for
purposes of any and all claims made by, proceedings
initiated by, or obligations to, the United States, the
Board of Governors of the Federal Reserve System
(‘‘Board’’), and any other United States governmental
agency, department or division, in any matter arising
under U.S. Banking Law.15
Each of Bank and Parent designates [name and
address] as its registered agent to receive service of
process on Bank or Parent in connection with such
15. For purposes of this commitment, ‘‘U.S. Banking Law’’ means:
1. all federal and state statutes, rules, and regulations that the Board, the
Office of the Comptroller of the Currency (the ‘‘OCC’’), the Federal
Deposit Insurance Corporation (the ‘‘FDIC’’), or any other federal
banking agency or department (individually, a ‘‘Federal Banking
Authority’’ and collectively, the ‘‘Federal Banking Authorities’’) administers or for which such Federal Banking Authority has rulemaking or
enforcement authority, including without limitation, all provisions of
Title 12, United States Code, as from time to time may be applicable to
[Bank], its subsidiaries and affiliates, and any institution-affiliated party
(as defined in section 3(u) of the Federal Deposit Insurance Act (an
‘‘IAP’’)) of each thereof;
2. all federal criminal laws of which violation(s) arise(s):
a. from the applicability of any provision of a U.S. Banking Law, or
b. under Section 1001 of Title 18 of the United States Code as it relates
to information, statements, omissions, writings, or reports to a Federal Banking Authority, or
c. under Sections 1004 through 1007 of Title 18 of the United States
Code, or any other provisions of Title 18 of the United States Code
applicable to the ownership, control, operations or activities of a
bank, bank holding company, or subsidiary thereof, to the operations
or activities of a foreign bank or a branch or agency of a foreign
bank, or to the activities of any IAP with respect to such bank, bank
holding company, or subsidiary, or branch or agency, or
d. the Bank Secrecy Act, or the Currency and Foreign Transactions
Reporting Act; and,
3. any order issued or written agreement entered into by any Federal
Banking Authority or an administrative law judge acting under authority delegated by any Federal Banking Authority or federal court of
competent jurisdiction pursuant to a U.S. Banking Law against or with
one or more of [Bank or Parent], any subsidiary or affiliate, any IAP, or
any branch or agency.

Page 1

Attachment E

action. Bank and Parent agree to maintain a registered
agent in the United States and to notify the Board of
any change in the designated registered agent.
Bank and Parent agree that this commitment is
deemed to be a condition imposed in writing in con-

Page 2

nection with the Board’s findings and decision on
(insert information describing the application) and, as
such, may be enforced in proceedings under applicable law.

FR K-2
September 2005