Notification of Change of Corporate Title

Comptroller's Licensing Manual

121 - Change in Corporate Title 5.2015 FINALOMB

Comptroller's Licensing Manual

OMB: 1557-0014

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Office of the Comptroller of the Currency

OMB no. 1557-0014

Expiration date: See www.occ.gov


Change of Corporate Title – Notice


General Information and Instructions


Preparation and Use


Pursuant to 12 CFR 5.42, a national bank or federal savings association shall notify the Office of the Comptroller of the Currency (OCC) if it changes its corporate title. The national bank or federal savings association may change its corporate title provided that the new title complies with applicable laws, including 18 USC 709.


All questions must be answered with complete and accurate information that is subject to verification. If the answer is “none,” “not applicable,” or “unknown,” so state. Answers of “unknown” should be explained.


The questions in the notice are not intended to limit the applicant’s presentation nor are the questions intended to duplicate information supplied on another form or in an exhibit. For such information, a cross-reference to the information is acceptable. Any cross-reference must be made to a specific cite or location in the documents, so the information can be found easily. Supporting information for all relevant factors, setting forth the basis for the applicant's conclusions, should accompany the notice. The regulatory agency may request additional information.


This notice collects information that the OCC will need to evaluate a change of corporate title notice. The OCC must consider the applicable statutory requirements, as well as applicable regulatory requirements, when reviewing this notice. For additional information regarding these statutory and regulatory requirements, as well as processing procedures and guidelines and any supplemental information that may be required, refer to the OCC’s procedural guidelines in the Comptroller’s Licensing Manual. The applicant may contact the OCC directly for specific instruction or visit the OCC’s Web site at www.occ.gov.


Electronic Submission


In addition to an original notice and the appropriate number of signed copies, submit an electronic copy of the information in the notice, especially of the business plan’s financial projections, if applicable. For e-mail submissions, contact the OCC for instructions and information about secure transmission of confidential material.


Confidentiality


Any applicant desiring confidential treatment of specific portions of the notice must submit a request in writing with the notice. The request must discuss the justification for the requested treatment. The applicant'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 USC 552 or relevant state law). Information for which confidential treatment is requested should be (1) specifically identified in the public portion of the notice (by reference to the confidential section); (2) separately bound; and (3) labeled “Confidential.” The applicant should follow the same procedure when requesting confidential treatment for the subsequent filing of supplemental information to the notice. Contact the OCC for any further questions regarding requests for confidential treatment.



Change of Corporate Title – Notice


Applicant


_____________________________________________________________________

Name Charter no.

_____________________________________________________________________

Current street address

_____________________________________________________________________

City County State Zip code



Parent Company Identifying Information (if applicable)


_____________________________________________________________________

Name

_____________________________________________________________________

Street

_____________________________________________________________________

City State Zip code



Contact Person


_____________________________________________________________________

Name Title

_____________________________________________________________________

Employer

_____________________________________________________________________

Street

_____________________________________________________________________

City State Zip code

_____________________________________________________________________

Telephone no. Fax no. E-mail address



  1. Overview


Indicate the following:

  • Old corporate title

  • New corporate title

  • Effective date of change


If using a “doing business as” name, indicate that name


  1. Other Information


The applicant acknowledges that the new corporate title will be used in advertising and/or signage and understands that official documents must use the bank’s legal title. The new corporate title must comply with applicable laws, including 18 USC 709, regarding false advertising and the misuse of names to indicate a federal agency, and any applicable OCC guidance.


If applicable:


Amendment to Articles of Association (National Banks)


The Articles of Association have been approved by the shareholders and


  • the original revised Articles of Association were acknowledged by the OCC on [date], or

  • the Articles of Association were sent to the OCC on [date] and were written in accordance with the requirements of 12 USC 21(a).


Amendment to Charter (Federal Savings Associations)


An amendment to the charter was approved by the shareholders and


  • the amendment was approved by the OCC on [date], or

  • the amendment was sent to the OCC on [date] and was prepared in accordance with 12 CFR 5.21 or 5.22.



OCC CERTIFICATION


I certify that the bank’s board of directors, shareholders, or a designated official has authorized the filing of this notice. I certify that the information contained in this notice has been examined carefully and is true, correct, complete and current as of the date of this submission.


I acknowledge that any misrepresentation or omission of a material fact with respect to this notice, any attachments to it, and any other documents or information provided in connection with this notice may be grounds for the OCC to require cessation of the proposed activity, and may subject the undersigned to legal sanctions, including the criminal sanctions provided for in Title 18 of the United States Code.


I acknowledge that the activities and communications by OCC employees in connection with the filing do not constitute a contract, express or implied, or any other obligation binding upon the OCC, the United States, any agency or entity of the United States, or any officer or employee of the United States, and do not affect the ability of the OCC to exercise its supervisory, regulatory and examination authorities under applicable law and regulations. I further acknowledge that the foregoing may not be waived or modified by any employee or agent of the OCC or the United States.


_______________________________________

President or other authorized officer


_______________________________________

Typed name


_______________________________________

Title


_______________________________________

Employer

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