FR2082_20160126_omb

Supporting Statement for the
Registration of a Securities Holding Company
(FR 2082; OMB No. 7100-0347)
Summary
The Board of Governors of the Federal Reserve System (Board), under delegated
authority from the Office of Management and Budget (OMB), proposes to extend for three years,
without revision, the mandatory Registration of a Securities Holding Company (FR 2082; OMB
No. 7100-0347). The Paperwork Reduction Act (PRA) classifies reporting, recordkeeping, or
disclosure requirements of a regulation as an “information collection.”1
On June 4, 2012, the Federal Reserve published a final rulemaking for Securities Holding
Companies (Regulation OO) in the Federal Register (77 FR 32881). Regulation OO implements
section 618 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank
Act)2, which permits nonbank companies that own at least one registered securities broker or
dealer, and that are required by a foreign regulator or provision of foreign law to be subject to
comprehensive consolidated supervision, to register with the Board and subject themselves to
supervision by the Board. The FR 2082 reporting form and instructions for the reporting
requirements associated with Regulation OO are available on the Board’s public website.3
The Federal Reserve’s total annual burden for this information collection is estimated to
be 40 hours for the estimated five securities holding companies (SHCs) that would file a request
to become a supervised SHC.
Background and Justification
The Dodd-Frank Act eliminated the previous supervision framework that applied to
SHCs under the Securities and Exchange Commission and permitted SHCs to be supervised by
the Federal Reserve. An SHC may seek supervision by the Federal Reserve to meet
requirements by a regulator in another country that the firm be subject to comprehensive,
consolidated supervision in the United States in order to operate in the country. An SHC that
registers with the Board under section 618 is subject to the full examination, supervision, and
enforcement regime applicable to a registered bank holding company (BHC), including capital
requirements set by the Board (although the statute allows the Board to modify its capital rules to
account for differences in activities and structure of SHCs and BHCs). The primary difference in
regulatory frameworks between SHCs and BHCs is that the restrictions on nonbanking activities
that apply to BHCs do not apply to SHCs.
Under section 618 of the Dodd-Frank Act, an SHC that elects to be subject to supervision
by the Board must submit a registration form that includes all such information and documents
the Board, by regulation, deems necessary or appropriate. The Dodd-Frank Act also specifies
that registration as a supervised SHC becomes effective 45 days after the date the Board receives
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2
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See 44 U.S.C. § 3501 et seq.
Dodd-Frank Act, Public Law 111-203- 1 24 STAT. 1376 (2010).
http://www.federalreserve.gov/apps/reportforms/default.aspx.

all required information, or within such shorter period as the Board, by rule or order, may
determine.
Section 618 of the Dodd-Frank Act makes a registered SHC subject to all of the
provisions of the Bank Holding Company Act of 1956 (BHC Act)4 in the same manner as a
BHC, other than the restrictions on nonbanking activities contained in section 4 of the BHC Act.
Consistent with the Dodd-Frank Act, the Board anticipates applying the same supervisory
program, including examination procedures, reporting requirements, supervisory guidance, and
capital standards, to supervised SHCs that the Board currently applies to BHCs. However, the
Board may, based on experience gained during the supervision of supervised SHCs, modify
these requirements as appropriate and consistent with section 618.
Description of Information Collection
Section 241.3(a)(1) requires SHCs that elect to register to become supervised SHCs to
file a registration form with the responsible Federal Reserve Bank. The registration form asks
for information on: the organization chart (including all subsidiaries), shareholders, senior
officers and directors, methods used to monitor and control its operations, and foreign bank
subsidiaries and the bank regulatory system in which these foreign bank subsidiaries operate.
Section 241.3(b)(3)(i) requires supervised SHCs to be subject to supervision and
regulation by the Board as if such companies were BHCs. Accordingly, the Federal Reserve
requires supervised SHCs to file the same reports as BHCs as follows:
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

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


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Annual Report of Holding Companies (FR Y-6) and Annual Report of Foreign Banking
Organizations (FR Y-7) (OMB No. 7100-0297);
Consolidated Financial Statements for Holding Companies (FR Y-9C), Parent Company
Only Financial Statements for Large Holding Companies (FR Y-9LP), Parent Company
Only Financial Statements for Small Holding Companies (FR Y-9SP), Financial
Statements for Employee Stock Ownership Plan Holding Companies (FR Y-9ES),
Supplement to the Consolidated Financial Statements for Bank Holding Companies
(FR Y-9CS) (OMB No. 7100-0128);
Financial Statements of U.S. Nonbank Subsidiaries of U.S. Holding Companies
(FR Y-11 and FR Y-11S; OMB No. 7100-0244);
Financial Statements of Foreign Subsidiaries of U.S. Banking Organizations (FR 2314
and FR 2314S; OMB No. 7100-0073);
Bank Holding Company Report of Insured Depository Institutions’ Section 23A
Transactions with Affiliates (FR Y-8; OMB No. 7100-0126);
Consolidated Holding Company Report of Equity Investments in Nonfinancial
Companies (FR Y-12) and Annual Report of Merchant Banking Investments Held for an
Extended Period (FR Y-12A) (OMB No. 7100-0300); and
Capital and Asset Report of Foreign Banking Organizations (FR Y-7Q) and Financial
Statements of U.S. Nonbank Subsidiaries Held by Foreign Banking Organizations (FR Y7N and FR Y-7NS) (OMB No. 7100-0125).

See 12 U.S.C. § 1841 et seq.

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Time Schedule for Information Collection
This information collection is event-generated. The FR 2082 is used whenever an SHC
elects to be subject to supervision by the Board. The registration becomes effective 45 days after
the date the Board receives all required information, or within such shorter period as the Board,
by rule or order, may determine.
Legal Status
The Board’s Legal Division has determined that the reporting requirements associated
with Regulation OO are authorized pursuant to section 618 of the Dodd-Frank Act (12 U.S.C. §
1850a). The institutions’ obligation to report is mandatory for companies that elect to register
under section 618. The confidentiality of the forms required to be filed pursuant to section
241.3(b)(3)(i) is covered in specific memoranda relating to those forms. With respect to the
“Registration of a Securities Holding Company” form required pursuant to section 241.3(a)(1),
the information submitted on and with the form is normally public. However, a company may
seek confidential treatment for any such information that it believes is exempt from disclosure
under the Freedom of Information Act (FOIA) (5 U.S.C. §§ 552(b)(1)-(9)). For example, a
company may seek confidential treatment for any information submitted on or with the form the
disclosure of which it believes would cause substantial competitive harm, pursuant to exemption
4 of the FOIA (5 U.S.C. § 552(b)(4)). A determination of confidentiality would be made on a
case-by-case basis.
Consultation Outside the Agency
On July 23, 2015, the Federal Reserve published a notice in the Federal Register
(80 FR 43777) requesting public comment for 60 days on the FR 2082. The comment period for
this notice expired on September 21, 2015. The Federal Reserve did not receive any comments.
On October 8, 2015, the Federal Reserve published a final notice in the Federal Register
(80 FR 60901). The information collection will be extended for three years, without revision, as
proposed.
Estimate of Respondent Burden
The total annual burden for the FR 2082 is estimated to be 40 hours, as shown in the table
below. The estimated burden per filing for the registration form in section 241.3(a)(1) is eight
hours (one business day). The Federal Reserve estimates that approximately five SHCs may file
a request to become a supervised SHC. Effective upon registration, and except as otherwise
provided by order of the Board, a supervised SHC must file the existing BHC reporting forms
listed above on the calendar quarter-end under section 241.3(b)(3)(i). The FR 2082 represents
less than 1 percent of the total Federal Reserve System paperwork burden.

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FR 2082

Number of
respondents5

Annual
frequency

Estimated
average hours
per response

Estimated
annual burden
hours

5

1

8

40

Registration
Section 241.3(a)(1)

The estimated cost to the public for this information collection is $2,070.6
Sensitive Questions
This collection of information contains no questions of a sensitive nature, as defined by
OMB guidelines.
Estimate of Cost to the Federal Reserve System
The annual cost to the Federal Reserve System for collecting this information is
negligible.

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The Federal Reserve estimates that only five SHCs may possibly register to become supervised SHCs, and at this
time, only one company has expressed interest in electing to become a supervised SHC. Therefore, the Federal
Reserve does not believe there would be a significant economic impact on a substantial number of small entities as
defined by the Small Business Administration (i.e., entities with less than $550 million in total assets)
www.sba.gov/content/small-business-size-standards.
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Total cost to the public was estimated using the following formula: percent of staff time, multiplied by annual
burden hours, multiplied by hourly rates (30% Office & Administrative Support at $17, 45% Financial Managers at
$63, 15% Lawyers at $64, and 10% Chief Executives at $87). Hourly rates for each occupational group are the
(rounded) mean hourly wages from the Bureau of Labor and Statistics (BLS), Occupational Employment and Wages
May 2014, published March 25, 2015, www.bls.gov/news.release/ocwage.t01.htm. Occupations are defined using
the BLS Occupational Classification System, www.bls.gov/soc/.

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