Form FR LL-10(b) FR LL-10(b) Savings and Loan Holding Company Registration Statement

H-(b)10 Package
Registration Statement
General Instructions
Current Reporting Instructions

OTS Form H-(b)10

Rev. 8/2005 Previous Editions Obsolete

Office of Thrift Supervision
Registration Statement H-(b)10

The Office of Thrift Supervision will use this information to determine a savings and loan holding
company’s compliance with applicable statutes, regulations, and conditions of approval to acquire a
savings association.
Filed pursuant to Section 10(b)(1) of the Home Owners' Loan Act, as amended, and 12 C.F.R.
Section 584.1(a)(1).
Section 10(b)(1) of the Home Owners' Loan Act, as amended, and 12 C.F.R. Section 584.1(a)(1)
require each savings and loan holding company (you) to register with the Office of Thrift
Supervision (OTS) no later than ninety (90) days after becoming a savings and loan holding
company. Reports not substantially prepared in accordance with these instructions or not
containing all required information, will not be accepted for filing. Any omission or
misrepresentation of material fact may subject you to legal sanctions.
If you are a multi-tier holding company, you may file a combined Statement, provided that the
required information is supplied for each holding company. Each holding company joining in the
Statement must sign a separate certification.

PAPERWORK REDUCTION ACT STATEMENT
Public reporting burden for this collection of information is estimated to average eight hours per
response, including the time for reviewing instructions, searching existing data sources, gathering
and maintaining the data needed, formatting the information, and completing and reviewing the
collection of information. If a valid OMB Control Number does not appear on this form, you are
not required to complete this form. Send comments regarding this burden estimate or any other
aspect of this collection of information, including suggestions for reducing this burden, to the
Office of Thrift Supervision, Examination and Supervision Policy, 1700 G Street, N.W.,
Washington, D.C. 20552; and to the Office of Management and Budget, Paperwork Reduction
Project (7100-0337), Washington, D.C. 20503.

OMB NO. 7100-0337

Expires 7/31/2015

Rev. August 2005 (Previous Editions Obsolete)

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Office of Thrift Supervision
Registration Statement H-(b)10

Holding Company Docket Number H-__ __ __ __

Filed Pursuant to Section 10(b)(1) of the Home Owners' Loan Act, as amended, and
12 C.F.R. Section 584.1(a)(1).

____________________________________________________________________
Legal Name of Savings and Loan Holding Company

____________________________________________________________________
Address of Executive Office
Contact Person
Name and Title:

__________________________________________________

Telephone Number: __________________________________________________
(Include area code)
Mailing Address:

__________________________________________________
__________________________________________________
__________________________________________________

E-Mail Address:

__________________________________________________
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General Instructions
1.
2.
3.
4.
5.

Use of the Statement
Preparation of the Statement
Filing Requirements
Public Information
Definitions

1. Use of the Statement
(a)
(b)

(c)
(d)

This version of Form H-(b)10 replaces all prior versions of Form H-(b)10.
This Statement shall be used to register you as a savings and loan holding company
pursuant to Section 10(b)(1) of the Home Owners’ Loan Act, as amended, and 12
C.F.R. Section 584.1(a)(1). You may not be required to complete the entire Statement.
You must complete only Items 1 and 2, unless you are a secured creditor. If you are a
secured creditor, you must complete Items 1, and 3 through 7.
You must file this Statement no later than 90 days after you become a savings and loan
holding company.
You must file all corrections under cover of this form and clearly identify them as
corrections. Items must be numbered consecutively and comply with all pertinent
requirements of the Statement, including the certification page.

2. Preparation of the Statement
(a)

(b)
(c)
(d)
(e)

This Statement is not to be used as a blank form; however, you should follow the format
in providing the required information. You must present the information in such a
manner that the reader does not have to refer to the instructions for the Item in order to
understand what you are conveying. Add clarifying statements, as necessary, to avoid
misleading the reader. If an item is not applicable, this must be noted.
Include an index of Items and Sub-Items.
The Statement and all attachments must be clear and easily readable in English.
Unless specifically noted otherwise, you may omit information regarding subsidiaries of
the savings association(s).
If required information is not economically or reasonably available, you may omit it;
however, you must state why the information cannot be obtained.

3. Filing Requirements
One original Statement, including exhibits, pertinent papers, and documents, must be filed in
hard copy with the OTS Regional Office associated with the savings association. One
additional copy shall be converted to PDF format and submitted on disc along with the hard
copy. Both copies should clearly note the type of filing and must include all exhibits, pertinent
papers, and documents.

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Material on file with OTS may be incorporated by reference in answer or partial answer to any
Item. Clearly specify the location of the incorporated material.
4. Public Information
Unless you make special arrangements with OTS, all materials filed as part of this Statement
are available for public inspection. Should you desire to have "confidential" treatment
accorded any information submitted as part of this Statement (such as biographical data or
financial projections), such material should be:
• Separately bound,
• Provided in PDF format on a separate disc,
• Labeled "confidential," and
• Accompanied by a formal request stating the reasons for filing such information
confidentially.
You should describe any circumstances under which material is subject to confidential
treatment by state or federal laws, or by a government agency. You should also indicate and
describe whether public disclosure would be contrary to the policies or rules of the New York
Stock Exchange or the Securities and Exchange Commission, or the requirements of other
sovereign countries. OTS will advise you of any decision to make information that you labeled
"confidential" available to the public. You should understand that, in the settlement of
litigation, it might be necessary for OTS to release materials in accordance with applicable
provisions of the Freedom of Information Act (FOIA), that are given "confidential" treatment.
5. Definitions
The terms used in this Statement, unless specifically defined in the instructions to an Item, have
the meaning specified in Section 10 of the Home Owners' Loan Act, as amended, in 12 C.F.R.
Sections 583, 584, 574, or 561, or as commonly ascribed to them in commercial and financial
usage.

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Index of Items of the Registration Statement
Item 1.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
Item 7.

General Information
Amendments and Revisions to Information Provided in Holding Company Application
Type of Business
Holding Company Status and Basis of Control
Directors, Officers, Partners, and Trustees
Disposition of Control
Financial Statements

Item 1. General Information
(a)

Provide your date and state of incorporation, organization, or creation, and describe the legal
form in which you conduct business (e.g., corporation, partnership, joint stock company, or
trust). If you are a trust, state (1) the type of trust (e.g., pension, profit sharing, shareholders’
voting, or business trust), (2) the names of all trustees, (3) the date when the trust agreement
became effective, (4) the dates of any amendments, and (5) the date of its expiration.

(b)

Provide the date of the end of your fiscal year, and state whether you are subject to the
reporting requirements of the Securities Exchange Act of 1934.

(c)

Briefly describe how you became a savings and loan holding company. You must provide
the following for each acquired savings association or savings and loan holding company: (1)
name; (2) address of executive office; (3) date of consummation of the transaction; (4) type
(class) of stock acquired; (5) number of shares acquired; and (6) percentage of the shares
acquired in relation to the acquired savings association’s or holding company’s outstanding
shares.

Item 2. Amendments and Revisions to Information Provided
in Holding Company Application
Describe any changes related to the financial condition, ownership, operations, intercompany
relationships, and management of the holding company and its subsidiaries since you filed your
application to become a savings and loan holding company. Make reference to the respective Item
number of the holding company application.
Note: Information required under this Item is not intended to duplicate information
previously submitted in the holding company acquisition application. Submit changes only.

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Item 3. Type of Business
Describe the nature and types of businesses you conduct (e.g., manufacturing, banking, insurance,
financial services, etc.).

Item 4. Holding Company Status and Basis of Control
Furnish a copy of any instruments or documents relating to the acquisition of the savings
association or the savings and loan holding company.

Item 5. Directors, Officers, Partners, and Trustees
List the names of all your directors and executive officers (include partners or trustees, where
applicable).

Item 6. Disposition of Control
If applicable, briefly discuss any plans you have to divest control of the savings association or the
savings and loan holding company.
If you acquired control of a savings association or savings and loan holding company solely
because of a pledge or hypothecation of stock to secure a loan, or the liquidation of a loan, you may
be subject to the provisions of 12 C.F.R. Section 574.3(c)(1)(iv). This regulation would prohibit
you from retaining control for a period in excess of one year without prior approval of OTS.

Item 7. Financial Statements
Furnish copies of your consolidated and parent-only balance sheet and statement of operations for
the immediately preceding fiscal year, including applicable footnotes and supporting schedules. To
the extent that these statements are included in annual reports to shareholders, you may substitute
copies of such annual reports.
Any savings and loan holding company that has a class of securities registered with the SEC must
comply with the enhanced financial disclosure requirements of Section 906 of the Sarbanes-Oxley
Act of 2002 (18 U.S.C. Section 1350).

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Certification
Pursuant to the requirements of Section 10(b)(1) of the Home Owners’ Loan Act, as
amended, and 12 C.F.R. Section 584.1(a)(1), the undersigned, by filing this
Statement intends to register with OTS as a savings and loan holding company and
has authorized the undersigned individual to sign the Statement on its behalf.
____________________________________________________________________
Name of Savings and Loan Holding Company
The undersigned principal executive or principal financial officer of the savings and
loan holding company making this Statement acknowledges and certifies that the
information contained herein, including exhibits, pertinent papers and documents has
been carefully reviewed, and that such information is true, correct, and complete.

____________________________________________________________________
Name and title of officer signing on behalf of the Savings and Loan Holding
Company

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