Parent Company Only Financial Statements for Small Holding Companies

Financial Statements for Holding Companies

FRY9SP_i_draft

Parent Company Only Financial Statements for Small Holding Companies

OMB: 7100-0128

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INSTRUCTIONS FOR PREPARATION OF

Parent Company Only Financial Statements for
Small Holding Companies

$1 billion

GENERAL INSTRUCTIONS
Who Must Report
A. Reporting Criteria
All bank holding companies, savings and loan holding
companies,1 and securities holding companies (collectively ‘‘holding companies’’) regardless of size, are
required to submit financial statements to the Federal
Reserve, unless specifically exempted (see description of
exemptions below).
The specific reporting requirements for each holding
company depend upon the size of the holding company,
or other specific factors as determined by the appropriate
Federal Reserve Bank. Holding companies must file the
appropriate forms as described below:
(1) Holding Companies With Total Consolidated
Assets of Less Than $500 Million. Holding companies with total consolidated assets of less than
$500 million must file the Parent Company Only
Financial Statements for Small Holding Companies
(FR Y-9SP) on a semiannual basis as of the last
calendar day of June and December.2
1. Savings and loan holding companies do not include any trust (other
than a pension, profit-sharing, stockholders’ voting, or business trust)
which controls a savings association if such trust by its terms must
terminate within 25 years or not later than 21 years and 10 months after the
death of individuals living on the effective date of the trust, and (a) was
in existence and in control of a savings association on June 26, 1967, or,
(b) is a testamentary trust. See Section 238.2 of Regulation LL for more
information.
2. The Reserve Bank with whom the reporting holding company files its
reports may require that a holding company with total consolidated assets
of less than $500 million submit the FR Y-9C and the FR Y-9LP reports to
meet supervisory needs. Reserve Banks will consider such criteria including, but not limited to, whether the holding company (1) is engaged in
significant nonbanking activities either directly or through a nonbank
subsidiary; (2) conducts significant off-balance-sheet activities, including

FR Y9SP
General Instructions June 2013

For tiered holding companies. Except as noted
below, when holding companies with total
consolidated assets of less than $500 million own or
control, or are owned or controlled by, other holding
companies (i.e., are tiered holding companies), the
top-tier holding company must file the FR Y-9SP for
the top-tier parent company of the holding company.
In addition, such tiered holding companies, must also
submit, or have the subsidiary holding company
submit, a separate FR Y-9SP for each lower-tier
holding company.
When a holding company that has total consolidated
assets of less than $500 million is a subsidiary of a
holding company with the total consolidated assets of
$500 million or more, the holding company with
total consolidated assets of less than $500 million
would report on the FR Y-9LP rather than the FR
Y-9SP.
The FR Y-9SP consists of a balance sheet, income
statement, and memoranda items.
(2) Holding Companies that are Employee Stock
Ownership Plans. Holding companies that are
employee stock ownership plans (ESOPs) as of the
last calendar day of the calendar year must file the
Financial Statements for Employee Stock Ownership
Plan Holding Companies (FR Y-9ES) on an annual
basis, as of December 31. No other FR Y-9 series
form is required. However, holding companies that
are subsidiaries of ESOP holding companies (i.e., a
securitizations or managing or administering assets for third parties, either
directly or through a nonbank subsidiary; or (3) has a material amount of
debt or equity securities (other than trust preferred securities) outstanding
that are registered with the Securities and Exchange Commission.
In addition, any holding company that is not subject to the Federal
Reserve’s Capital Adequacy Guidelines, but nonetheless elects to comply
with the guidelines, are required to file a complete FR Y-9C and FR Y-9LP
report, and generally would not be permitted to revert back to filing the FR
Y-9SP report in any subsequent periods.

GEN-1

General Instructions
$1 billion

tiered holding company) must submit the appropriate
FR Y-9 series in accordance with holding company
reporting requirements.
(3) Holding Companies with Total Consolidated Assets
of $500 Million or More. Holding companies with
total consolidated assets of $500 million or more (the
top tier of a multi-tiered holding company, when
applicable) must file:
(a) the Consolidated Financial Statements for Holding Companies (FR Y-9C) quarterly, as of the
last calendar day of March, June, September, and
December.
(b) the Parent Company Only Financial Statements
for Large Holding Companies (FR Y-9LP) quarterly, as of the last calendar day of March, June,
September, and December.
Each holding company that files the FR Y-9C
must submit the FR Y-9LP for its parent company.
For tiered holding companies. When holding companies with total consolidated assets of $500 million
or more, own or control, or are owned or controlled
by, other holding companies (i.e., are tiered holding
companies), only the top-tier holding company must
file the FR Y-9C for the consolidated holding company organization unless the top-tier holding company is exempt from reporting the FR Y-9C. If a
top-tier holding company is exempt from reporting
the FR Y-9C, then the lower-tier holding company
(with total consolidated assets of $500 million or
more) must file the FR Y-9C.
In addition, such tiered holding companies, regardless of the size of the subsidiary holding company,
must also submit, or have the holding company
subsidiary submit, a separate FR Y-9LP for each
lower-tier holding company.
The instructions for the FR Y-9C, FR Y-9LP and FR
Y-9ES are not included in this booklet, but may be
obtained from the Federal Reserve Bank in the district
where the holding company files its reports, or may be
found on the Federal Reserve Board’s public website
(www.federalreserve.gov/boarddocs/reportforms).

B. Exemptions from Reporting the
Holding Company Financial Statements
The following holding companies do not have to file
holding company financial statements:

GEN-2

(1) a holding company that has been granted an exemption under Section 4(d) of the Holding Company Act;
or
(2) ‘‘qualified foreign banking organization’’ as defined
by section 211.23(a) of Regulation K (12 CFR 211.23
(a)) that controls a U.S. subsidiary bank.
Holding companies that are not required to file under the
above criteria may be required to file this report by the
Federal Reserve Bank of the district in which they are
registered.

C. Shifts in Reporting Status
A top-tier holding company that reaches $500 million or
more in total consolidated assets as of June 30 of the
preceding year must begin reporting the FR Y-9C and the
FR Y-9LP in March of the current year, and any lowertier holding companies must begin reporting the FR Y9LP in March of the current year. If a top-tier holding
company reaches $500 million or more in total consolidated assets due to a business combination, then the
holding company must begin reporting the FR Y-9C and
the FR Y-9LP with the first quarterly report date following the effective date of the business combination, and
any lower-tier holding companies must begin reporting
the FR Y-9LP with the first quarterly report date following the effective date of the business combination. In
general, once a holding company reaches or exceeds
$500 million in total consolidated assets and begins filing
the FR Y-9C and FR Y-9LP, it should file a complete
FR Y-9C and FR Y-9LP going forward (and any lowertier holding companies should file a complete FR Y-9LP
going forward). If a top-tier holding company’s total
consolidated assets should subsequently fall to less than
$500 million for four consecutive quarters, then the
holding company may revert to filing the FR Y-9SP (and
any lower-tier holding companies in those organizations
may revert to filing the FR Y-9SP).

Where to Submit the Reports
Electronic Submission
All holding companies are required to submit their
completed reports electronically. Holding compa- nies
should contact their district Reserve Bank or go to
www.frbservices.org/centralbank/reportingcentral/index.html for procedures for electronic submission.

FR Y9SP
General Instructions June 2014

LINE ITEM INSTRUCTIONS FOR

1

Regulatory Capital
Schedule SC-R

Schedule SC-R is 32 pages

Part I. Regulatory Capital Components and Ratios
General Instructions for Part I
Schedule SC-R is to be completed only by top-tier
savings and loan holding companies (SLHCs) with
less than $500 million in total consolidated assets that
are not substantially engaged in insurance or commercial activities (small covered SLHCs). This schedule
does not apply to small bank holding companies.
The instructions for Schedule SC-R should be read in
conjunction with the regulatory capital rules issued by
the Federal Reserve Board on July 2, 2013.2 See also the
Glossary section in the Consolidated Financial Statements for Holding Companies (FR-Y9C) instructions for
the applicable terms and definitions.
Starting on June 30, 2015, small covered SLHCs must
complete Schedule SC-R using the instructions below for
line items 1 through 48, including the mandatory transition provisions which are included in certain line items.
In general, transition provisions apply to the minimum
regulatory capital ratios; the capital conservation buffer;
the regulatory capital adjustments and deductions; and
non-qualifying capital instruments. For example, transition provisions for the regulatory capital adjustments and
deductions specify that certain items will be deducted
from common equity tier 1 capital, consistent with the
revised regulatory capital rules, with the amount of the
deduction changing each calendar year until the transition period ends. For some regulatory capital deductions
and adjustments, the non-deducted portion of the item is
either risk-weighted for the remainder of the transition
period or deducted from additional tier 1 capital, as

1. Note: an additional form (SC-R, Part II) and corresponding instructions for reporting risk-weighted assets under the standardized approach
will be proposed in the future.
2. See 78 FR 62018 (October 11, 2013).

FR Y-9SP
Schedule SC-R

June 2015

described in the instructions for the applicable items
below.
A top-tier SLHC is deemed to be substantially engaged in
insurance activities (insurance SLHC) if (i) the top-tier
SLHC is an insurance underwriting company;3 or (ii) as
of June 30 of the previous calendar year, it held 25
percent or more of its total consolidated assets in subsidiaries that are insurance underwriting companies (other
than assets associated with insurance for credit risk). For
purposes of determining the 25 percent threshold, the
SLHC must calculate its total consolidated assets in
accordance with generally accepted accounting principles (GAAP), or if the SLHC does not calculate its total
consolidated assets under GAAP for any regulatory
purpose (including compliance with applicable securities
laws), the SLHC may estimate its total consolidated
assets, subject to review and adjustment by the Board.
A top-tier SLHC is deemed to be substantially engaged in
commercial activities (commercial SLHC) if (i) the toptier SLHC is a grandfathered unitary SLHC (as defined in
section 10(c)(9)(A) of HOLA) and (ii) as of June 30 of
the previous calendar year, it derived 50 percent or more
of its total consolidated assets or 50 percent of its total
revenues on an enterprise-wide basis (as calculated under
GAAP) from activities that are not financial in nature
under section 4(k) of the Bank Holding Company Act (12
U.S.C. 1842(k)).

Rules of Consolidation
SLHCs are required to prepare and file Schedule SC-R in
accordance with U.S. generally accepted accounting principles (GAAP) and these instructions. All reports shall be
prepared in a consistent manner. The SLHC’s financial
3. Insurance underwriting company means an insurance company as
defined in section 201 of the Dodd-Frank Act (12 U.S.C. 5381) that engages
in insurance underwriting activities.

SC-1


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