Interagency Notice of Change in Bank Control

Interagency Notice of Change in Control; Interagency Notice of Change in Director or Senior Executive Officer; Interagency Biographical and Financial Report

FR2081a_20171002_f_draft

Interagency Notice of Change in Bank Control

OMB: 7100-0134

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Board of Governors of the Federal Reserve System
301, 20173
Federal Deposit Insurance Corporation
Office of the Comptroller of the Currency
20183

OMB Number 7100-0134 Approval expires SeptemberDecember
OMB Number 3064-0019 Approval expires AprilMay 310, 20174
OMB Number 1557-0014 Approval expires June November 30,
Page 1 of 7

Board of Governors of the Federal Reserve System

Interagency Notice of Change in Control-FR 2081a
DRAFT 7/12/17 Shows All Changes
AAn organization or a person is not required to respond to a collection of information unless it displays a currently valid OMB control number.

General Information and Instructions
Preparation and Use
This form is used to file notice to acquire control of a depository
institution or a holding company, pursuant to the Change in Bank
Control Act, as amended (12 U.S.C. §1817(j)U)). As used in this
form, "holding company" means a bank holding company, a savings and loan holding company, or other company that controls a
depository institution. The information must be submitted to the
appropriate regulatory Federal banking agency of the institution
whose shares are to be acquired. All inquiries on preparation of the
notice should be directed to that agency which, in some
circumstances, may modify the information requested.
The regulatoryFederal banking agency will review the submitted
notice to deter- mine if it is complete. If the submitted notice is not
complete, the regulatoryFederal banking agency may either request
additional information or it may return the notice. If the required
information is not available, please explain. When the notice is
complete, the regulatoryFederal banking agency will confirm its
determination in writing. The questions are not intended to duplicate
information supplied on another form or in an exhibit; a crossreference to the information is acceptable. Any cross-reference
must be made to a specific location in the
documents, so the information can be found easily. A narrative
description of transactions that do not involve the acquisition of
additional sharessecurities should be provided for each such
transaction.
convertiblesecurities by the holding company or
depository institution that may be converted into voting securities or that
is treated as regulatory capitalIf additional space is needed to provide
complete answers, please attach additional sheets or exhibits.
For additional information regarding the processing procedures
and guidelines, and any supplemental information that may be
required, refer to the appropri ate appropriate F e d e r a l b a n k i n g
regulatory agency's procedural guidelines (for examplethat is, the
OCC’s Rules and Regulations (12 C.F.R Part 5.50), the Comptroller's
Licensing Manual, the FDIC's Rules and Regulations (12 C.F.R.
Part 303), and the Federal Reserve’s Regulations Y and LL (12 C.F.R.
Part 225 and 12 C.F.R. Part 238, respectively)) and relevant policy
statements}) ,. C contact the agency directly for specific instruction,
or visit its Website at www.occ.treas.gov, www.fdic.gov, or www.federalreserve.gov..
Biographical and Financial Report
To assist the a p p r o p r i a t e regulatoryFederal banking agencies
in evaluating the factors speci- fied in the Change in Bank
Control Act, consult the appropriate regulatory agency to determine

which individuals should submit an Interagency Biographical and
Financial Report must be submitted for each person named in
the notice is generally is requiredmust be submitted for each person
named in the notice.
Supporting Information
The formal questions in the notice are not intended to limit the
acquirer's r e s p o n s e s presentation, and the regulatoryFederal
banking agency may request
additional necessary information. If any information furnished in the
notice changes materially during the processing of the notice or
prior to consummation, such changes should be communicated
promptly to the regulatoryFederal banking agency with which the
notice was filed.
Compliance
The proposed acquirer is expected to comply with all representations and commitments made in connection with this notice.
Transactions subject
to
the
Hart-Scott-Rodino Antitrust
Improvements Act of 1976 (15 U.S.C. § 18a), which applies to
certain very large transactions, require a pre-merger filing with
the Federal Trade Commission and the Department of Justice.
Notice of Publication
An acquirer must publish an announcement soliciting public
comment onof the proposed acquisition in a newspaper of
general circulation in the com- munity in which the head office
of the depository institution or holding company is located. In the
case of a bank holding com- pany or savings and loan holding
company, an announcement also must be published in each
community in which the head office of a bank or savings association
subsidiary of the holding company is located. A copy of the
affidavit(s) of publication should be submitted to the appropriate
regulatoryFederal banking
agency. Contact the appropriate
regulatoryFederal banking agency for the specific requirements of the
notice of publication.
Confidentiality
Any acquirer desiring confidential treatment of specific portions of the
notice must submit a request in writing with the submission
of the notice. The request must discuss the justification for the
requested treatment. An acquirer's reasons for requesting confidentiality should specifically demonstrate the harm (for example, loss of competitive position, invasion of privacy) that would result from public
release of information (5 U.S.C. § 552). Information for which confidential treatment is requested should be (1) specifically identified in the
12/2011
public portion of the notice (by reference to the confidential section);
(2)

separately bound; and (3) labeled "Confidential." An acquirer should
follow the same procedure for a request for confidential treatment for
the subsequent filing of supplemental information to the notice.
An acquirer should contact the appropriate regulatoryFederal banking

agency for specific instructions regarding requests for confidential
treatment. The appropriate regulatoryFederal banking agency will
determine whether the infor- mation will be treated as confidential and
will advise the acquirer of any decision to publicly release information
labeled as "Confidential."

Public reporting burden for the collection of information for this notice is estimated to average 30 hours, including the time to gather and maintain data in the required form, to review instructions,
and to complete the information collection. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden to:
Paperwork Reduction Act, Legal Division, Federal Deposit Insurance Corporation, 550 17th Street, NW, Washington, DC 20429; Secretary, Board of Governors of the Federal Reserve System,
201h Street and Constit ution Ave., NW, Washington, DC 20551; or Licensing Activit ies Division, Office of the Comptroller of the Currency, 400 7th 250 E Street, SW, Washington, DC 20219;
and to the Office of
Management and Budget, Paperwor1
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