FRY9_20200609_omb

Supporting Statement for the
Financial Statements for Holding Companies
(FR Y-9 Reports; OMB No. 7100-0128)
Regulations Q, Y, and YY: Regulatory Capital, Capital Plan, and Stress Test Rules
(Docket No. R-1603; RIN 7100-AF02)
Summary
The Board of Governors of the Federal Reserve System (Board), under authority
delegated by the Office of Management and Budget (OMB), has extended for three years, with
revision, the Financial Statements for Holding Companies (FR Y-9; OMB No. 7100-0128). This
information collection comprises the following five reports:
• 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), and
• Supplement to the Consolidated Financial Statements for Holding Companies
(FR Y-9CS).
The Board requires bank holding companies (BHCs), most savings and loan holding
companies (SLHCs), any securities holding companies, and U.S. intermediate holding companies
(IHCs) (collectively HCs) to provide standardized financial statements through one or more of
the FR Y-9 reports.1 The information collected on the FR Y-9 reports is necessary for the Board
to identify emerging financial risks and monitor the safety and soundness of HC operations.
The Board adopted changes to the FR Y-9C related to a final rule (SCB rule) that
simplifies the Board’s capital framework while preserving strong capital requirements for large
firms.2 In connection with the SCB rule, the Board modified the FR Y-9C for HCs subject to the
capital plan rule in order to collect information regarding a firm’s stress capital buffer
requirement, global systemically important bank (GSIB) surcharge, countercyclical capital buffer
amount, as applicable, and any applicable distribution limitations under the regulatory capital
rule. The revisions are effective for the December 31, 2020, report date. No revisions were made
to the FR Y-9LP, FR Y-9SP, FR Y-9ES, or FR Y-9CS
The current estimated total annual burden for the FR Y-9 is 123,841 hours, and would
increase to 124,000 hours. The adopted revisions would result in an increase of 159 hours. The
FR Y-9 forms and instructions are available on the Board’s public website at
http://www.federalreserve.gov/apps/reportforms/default.aspx.

1

An SLHC must file one or more of the FR Y-9 family of reports unless it is (1) a grandfathered unitary SLHC with
primarily commercial assets and thrifts that make up less than 5 percent of its consolidated assets or (2) a SLHC that
primarily holds insurance-related assets and does not otherwise submit financial reports with the U.S. Securities and
Exchange Commission pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934.
2
85 FR 15576 (March 18, 2020).

Background and Justification
The FR Y-9 reports are the Board’s primary source of financial data on HCs. Federal
Reserve System examiners rely on the FR Y-9 reports to supervise financial institutions between
on-site inspections. The Board uses the collected data to detect emerging financial problems,
conduct pre-inspection analysis, monitor and evaluate capital adequacy, evaluate mergers and
acquisitions, and analyze a HC’s overall financial condition to monitor the safety and soundness
of its operations. The information collected by the FR Y-9 reports is not available from other
sources.
Description of Information Collection
The FR Y-9C consists of standardized financial statements similar to the Call Reports
filed by commercial banks. The FR Y-9C collects consolidated data from HCs and is filed
quarterly by top-tier HCs with total consolidated assets of $3 billion or more.3
The FR Y-9LP, which collects parent company only financial data, must be submitted by
each HC that files the FR Y-9C, as well as by each of its subsidiary HCs.4 The report consists of
standardized financial statements.
The FR Y-9SP is a parent company only financial statement filed semiannually by HCs
with total consolidated assets of less than $3 billion. In a banking organization with total
consolidated assets of less than $3 billion that has tiered HCs, each HC in the organization must
submit, or have the top-tier HC submit on its behalf, a separate FR Y-9SP. This report collects
basic balance sheet and income data for the parent company, as well as data on its intangible
assets and intercompany transactions.
The FR Y-9ES is filed annually by each employee stock ownership plan (ESOP) that is
also an HC. The report collects financial data on the ESOP’s benefit plan activities. The
FR Y-9ES consists of four schedules: a Statement of Changes in Net Assets Available for
Benefits, a Statement of Net Assets Available for Benefits, Memoranda, and Notes to the
Financial Statements.
The instructions to each of the FR Y-9C, FR Y-9LP, FR Y-9SP, and FR Y-9ES state that
respondent HCs should retain workpapers and other records used in the preparation of the
reports.
The FR Y-9CS is a voluntary, free-form supplemental report that the Board may utilize to
collect critical additional data from HCs deemed to be needed in an expedited manner. The
FR Y-9CS data collections are used to assess and monitor emerging issues related to HCs, and
the report is intended to supplement the other FR Y-9 reports. The data requested by the
FR Y-9CS would depend on the Board’s data needs in a given situation. For example, changes
made by the Financial Accounting Standards Board may introduce into U.S. generally accepted
Under certain circumstances described in the FR Y-9C’s General Instructions, HCs with assets under $3 billion
may be required to file the FR Y-9C.
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A top-tier HC may submit a separate FR Y-9LP on behalf of each of its lower-tier HCs.
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accounting principles new data items that are not currently collected by the other FR Y-9 reports.
The Board could use the FR Y-9CS report to collect these data until the items are implemented
into the other FR Y-9 reports.5
Respondent Panel
The FR Y-9 reports panel is comprised of HCs. Specifically, the FR Y-9C panel consists
of top-tier HCs with total consolidated assets of $3 billion or more; FR Y-9LP panel consists of
each HC that files the FR Y-9C, as well as by each of its subsidiary HCs; FR Y-9SP panel
consists of HCs with total consolidated assets of less than $3 billion; FR Y-9ES panel consists of
each employee stock ownership plan (ESOP) that is also an HC; and FR Y-9CS panel consists of
any HC the Board selects.
Adopted Revisions
The SCB rule integrated the Board’s regulatory capital rule with the Comprehensive
Capital Analysis and Review (CCAR), as implemented through the Board’s capital plan rule.
The final rule made amendments to the capital rule, capital plan rule, stress test rules, and Stress
Testing Policy Statement. Under the SCB rule, the Board will use the results of its supervisory
stress test to establish the size of a firm’s stress capital buffer requirement, which replaces the
static 2.5 percent of risk-weighted assets component of a firm’s capital conservation buffer
requirement. Through the integration of the capital rule and CCAR, the SCB rule removed
redundant elements of the current capital and stress testing frameworks that currently operate in
parallel rather than together, including the CCAR quantitative objection and the assumption that
a firm makes all capital actions under stress.
In connection with the SCB rule, the Board modified the FR Y-9C for HCs subject to the
capital plan rule in order to collect information regarding a firm’s stress capital buffer
requirement, GSIB surcharge, countercyclical capital buffer amount, as applicable, and any
applicable distribution limitations under the regulatory capital rule. Specifically, the Board added
new line items to the FR Y-9C Schedule HC-R Part I to collect the following information from
HCs subject to the capital plan rule: (1) the firm’s capital conservation buffer requirements
(including its standardized approach capital conservation buffer requirement and the advanced
approaches capital conservation buffer requirement) and leverage buffer requirement, (2) the
firm’s capital conservation buffer, advanced approaches capital conservation buffer, and, as
applicable, leverage buffer as of the preceding quarter-end, which is the difference between the
firm’s relevant capital ratio and the relevant minimum requirement, and (3) information needed
to calculate the firm’s maximum payout amount, including the firm’s planned total capital
distributions, eligible retained income, and maximum payout ratio. The new line items apply to
top-tier HCs subject to the Board’s capital plan rule (BHCs and IHCs with total consolidated
assets of $100 billion or more), for a total of 39 of the existing FR Y-9C respondents.

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The FR Y-9CS was most recently used by the Board on June 30, 2008. In that collection, data were requested from
banking organizations implementing an Advanced Measurement Approach to calculate operational risk capital
under the Basel II Risk-Based Capital Framework. The report was used to conduct a voluntary Loss Data Collection
Exercise relating to operational risk.

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The Board did not adopt proposed changes to the FR Y-9C that would have collected
information related to a stress leverage buffer requirement, as this requirement was omitted from
the SCB final rule.
Time Schedule for Information Collection
The FR Y-9C and FR Y-9LP are filed quarterly as of the last calendar day of March,
June, September, and December. The filing deadline for the FR Y-9C is 40 calendar days after
the March 31, June 30, and September 30 as-of dates and 45 calendar days after the
December 31 as-of date. The filing deadline for the FR Y-9LP is 45 calendar days after the
quarter-end as-of date. The FR Y-9SP is filed semiannually as of the last calendar day of June
and December, and the filing deadline is 45 calendar days after the as-of date. The annual
FR Y-9ES is collected as of December 31, and the filing deadline is July 31 of the following
year, unless an extension to file by October 15 is granted. Respondents will be notified of the
filing deadline for the FR Y-9CS if it is utilized by the Board.
Public Availability of Data
Data from the FR Y-9 reports that are not granted confidential treatment are publicly
available on the FFIEC website: https://www.ffiec.gov/NPW.
Legal Status
The Board has the authority to impose the reporting and recordkeeping requirements
associated with the FR Y-9 family of reports on bank holding companies pursuant to section 5 of
the Bank Holding Company Act of 1956 (BHC Act) (12 U.S.C. § 1844); on savings and loan
holding companies pursuant to section 10(b)(2) and (3) of the Home Owners’ Loan Act
(12 U.S.C. § 1467a(b)(2) and (3)), as amended by sections 369(8) and 604(h)(2) of the DoddFrank Wall Street and Consumer Protection Act (Dodd-Frank Act); on U.S. intermediate holding
companies pursuant to section 5 of the BHC Act (12 U.S.C § 1844), as well as pursuant to
sections 102(a)(1) and 165 of the Dodd-Frank Act (12 U.S.C. §§ 511(a)(1) and 5365);6 and on
securities holding companies pursuant to section 618 of the Dodd-Frank Act (12 U.S.C. §
1850a(c)(1)(A)). Except for the FR Y-9CS report, which is expected to be collected on a
voluntary basis, the obligation to submit the remaining reports in the FR Y-9 series of reports
and to comply with the recordkeeping requirements set forth in the respective instructions to
each of the other reports, is mandatory.
Section 165(b)(2) of Title I of the Dodd-Frank Act (12 U.S.C. § 5365(b)(2)), refers to “foreign-based bank holding
company.” Section 102(a)(1) of the Dodd-Frank Act (12 U.S.C. § 5311(a)(1)), defines “bank holding company” for
purposes of Title I of the Dodd-Frank Act to include foreign banking organizations that are treated as bank holding
companies under section 8(a) of the International Banking Act of 1978 (12 U.S.C. § 3106(a)). The Board has
required, pursuant to section 165(b)(1)(B)(iv) of the Dodd-Frank Act (12 U.S.C. § 5365(b)(1)(B)(iv)), certain
foreign banking organizations subject to section 165 of the Dodd-Frank Act to form U.S. intermediate holding
companies. Accordingly, the parent foreign-based organization of a U.S. intermediate holding company is treated as
a bank holding company for purposes of the BHC Act and section 165 of the Dodd-Frank Act. Because section 5(c)
of the BHC Act authorizes the Board to require reports from subsidiaries of bank holding companies, section 5(c)
provides additional authority to require U.S. intermediate holding companies to report the information contained in
the FR Y-9 series of reports.
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With respect to the FR Y-9C report, Schedule HI’s data item 7(g) “FDIC deposit
insurance assessments,” Schedule HC P’s data item 7(a) “Representation and warranty reserves
for 1-4 family residential mortgage loans sold to U.S. government agencies and government
sponsored agencies,” and Schedule HC P’s data item 7(b) “Representation and warranty reserves
for 1-4 family residential mortgage loans sold to other parties” are considered confidential
commercial and financial information. Such treatment is appropriate under exemption 4 of the
Freedom of Information Act (FOIA) (5 U.S.C. § 552(b)(4)) because these data items reflect
commercial and financial information that is both customarily and actually treated as private by
the submitter, and which the Board has previously assured submitters will be treated as
confidential. It also appears that disclosing these data items may reveal confidential examination
and supervisory information, and in such instances, this information would also be withheld
pursuant to exemption 8 of the FOIA (5 U.S.C. § 552(b)(8)), which protects information related
to the supervision or examination of a regulated financial institution.
In addition, for both the FR Y-9C report, Schedule HC’s memorandum item 2.b and the
FR Y-9SP report, Schedule SC’s memorandum item 2.b, the name and email address of the
external auditing firm’s engagement partner, is considered confidential commercial information
and protected by exemption 4 of the FOIA (5 U.S.C. § 552(b)(4)) if the identity of the
engagement partner is treated as private information by HCs. The Board has assured respondents
that this information will be treated as confidential since the collection of this data item was
proposed in 2004.
Aside from the data items described above, the remaining data items on the FR Y-9C
report and the FR Y-9SP report are generally not accorded confidential treatment. The data items
collected on FR Y-9LP, FR Y-9ES, and FR Y-9CS7 reports, are also generally not accorded
confidential treatment. As provided in the Board’s Rules Regarding Availability of Information
(12 CFR Part 261), however, a respondent may request confidential treatment for any data items
the respondent believes should be withheld pursuant to a FOIA exemption. The Board will
review any such request to determine if confidential treatment is appropriate, and will inform the
respondent if the request for confidential treatment has been denied.
To the extent the instructions to the FR Y-9C, FR Y-9LP, FR Y-9SP, and FR Y-9ES
reports each respectively direct the financial institution to retain the workpapers and related
materials used in preparation of each report, such material would only be obtained by the Board
as part of the examination or supervision of the financial institution. Accordingly, such
information is considered confidential pursuant to exemption 8 of the FOIA (5 U.S.C. §
552(b)(8)). In addition, the financial institution’s workpapers and related materials may also be
protected by exemption 4 of the FOIA, to the extent such financial information is treated as
confidential by the respondent (5 U.S.C. § 552(b)(4)).

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The FR Y-9CS is a supplemental report that may be utilized by the Board to collect additional information that is
needed in an expedited manner from HCs. The information collected on this supplemental report is subject to
change as needed. Generally, the FR Y-9CS report is treated as public. However, where appropriate, data items on
the FR Y-9CS report may be withheld under exemptions 4 and/or 8 of the Freedom of Information Act (5 U.S.C. §
552(b)(4) and (8)).

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Consultation Outside the Agency
There has been no consultation outside the Federal Reserve System.
Public Comments
On April 25, 2018, the Board published a notice of proposed rulemaking in the Federal
Register (83 FR 18160) for public comment. The comment period for this notice expired on
June 25, 2018. The Board received one comment letter related to the Paperwork Reduction Act
analysis. The commenter suggested that it was unnecessary for firms subject to the capital plan
rule to report eligible retained income, maximum payout ratio, maximum payout amount, and
distributions and discretionary bonus payments unless the firm is subject to a maximum payout
ratio.
The FR Y-9C, as approved by the Board, retains the items discussed by the commenter.
Responses to these items will enable the Board and public to monitor a firm’s capital adequacy
relative to its requirements. The responses will also ensure that the Board and public can estimate
the potential consequences for a firm if it were to undergo a period of stress. On March 18, 2020,
the Board published a final rule in the Federal Register (85 FR 15576).
Estimate of Respondent Burden
As shown in the table below, the estimated total annual burden for the FR Y-9 is 123,841
hours, and would increase to 124,000 hours with the adopted revisions. The Board estimates that
revisions would increase the estimated average hours per response for FR Y-9C (non AA HCs)
with $5 billion or more in total assets filers by 0.11 hours and FR Y-9C (AA HCs) filers by 1
hour. These reporting and recordkeeping requirements represent 1.39 percent of the total Federal
Reserve System paperwork burden.

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FR Y-9
Current
Reporting
FR Y-9C (non AA HCs) with
less than $5 billion in total
assets
FR Y-9C (non AA HCs) with
$5 billion or more in total
assets
FR Y-9C (AA HCs)
FR Y-9LP
FR Y-9SP
FR Y-9ES
FR Y-9CS
Recordkeeping
FR Y-9C
FR Y-9LP
FR Y-9SP
FR Y-9ES
FR Y-9CS
Current Total
Proposed
Reporting
FR Y-9C (non AA HCs) with
less than $5 billion in total
assets
FR Y-9C (non AA HCs) with
$5 billion or more in total
assets
FR Y-9C (AA HCs)
FR Y-9LP
FR Y-9SP
FR Y-9ES
FR Y-9CS
Recordkeeping
FR Y-9C
FR Y-9LP
FR Y-9SP
FR Y-9ES

Estimated
number of
respondents8

Annual
frequency

Estimated
average hours
per response

Estimated
annual burden
hours

155

4

40.48

25,098

189
19
434
3,960
83
236

4
4
4
2
1
4

46.34
47.59
5.27
5.40
0.50
0.50

35,033
3,617
9,149
42,768
42
472

363
434
3,960
83
236

4
4
2
1
4

1.00
1.00
0.50
0.50
0.50

1,452
1,736
3,960
42
472
123,841

155

4

40.48

25,098

189
19
434
3,960
83
236

4
4
4
2
1
4

46.45
48.59
5.27
5.40
0.50
0.50

35,116
3,693
9,149
42,768
42
472

363
434
3,960
83

4
4
2
1

1.00
1.00
0.50
0.50

1,452
1,736
3,960
42

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Of these respondents, 4 FR Y-9C (non AA HCs non CBLR) with less than $5 billion in total assets filers; 177
FR Y-9LP filers; 3,153 FR Y-9SP filers; and 83 FR Y-9ES filers are considered small entities as defined by the
Small Business Administration (i.e., entities with less than $600 million in total assets),
https://www.sba.gov/document/support--table-size-standards.

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FR Y-9CS

236

4

0.50

Proposed Total

472
124,000

Change

159

The estimated total annual cost to the public for the FR Y-9 is $7,151,818, and would
increase to $7,161,000 with the adopted revisions.9
Sensitive Questions
These collections of information contain no questions of a sensitive nature, as defined by
OMB guidelines.
Estimate of Cost to the Federal Reserve System
The estimated cost to the Federal Reserve System for collecting and processing these
information collections is $2,050,800.

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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 $20, 45% Financial Managers at
$71, 15% Lawyers at $70, and 10% Chief Executives at $93). 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 2019, published March 31, 2020, https://www.bls.gov/news.release/ocwage.t01.htm. Occupations are defined
using the BLS Standard Occupational Classification System, https://www.bls.gov/soc/.

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