Comptroller's Licensing Manual

Application to Establish an Initial/Additional Federal Branch or
Agency
For OCC Use Only
Control No.
License No.
Date Received
Filing Fee Amount
Date Receipt
Acknowledged
Type of Proposal (Check the appropriate box)
G
G
G

Initial Federal Branch
Initial Limited Federal Branch
Initial Federal Agency

G
G
G

Additional Federal Branch
Additional Limited Federal Branch
Additional Federal Agency

Foreign Bank Identifying Information
Foreign Bank Name
Address

(exact corporate title of bank)

(headquarters office address of foreign bank, city, state, country)

Country in which foreign bank is organized
Date of incorporation of foreign bank
Is the application being filed by or on behalf of a foreign bank currently operating banking
related institutions in the U.S.?
Yes G
No G
If ”yes,” please provide the most recent U.S. supervisory rating(s) for each of the applicant
bank’s U.S. entities.

Federal Branch or Agency Identifying Information
A fee of $
Name of Proposed Federal
Branch or Agency

is enclosed.

(exact corporate title for the proposed U.S. office)

Proposed Address
City

County

State

ZIP Code

Mailing Address
City

County

State

ZIP Code

Representative Information
Name
Address
City
Phone No.

State

ZIP Code

Fax No.
(include country code and area code as applicable)

Proposed Officers
.

The proposed general manager is
Other proposed officers and their titles are
,

.

Biographical and experience information for each is enclosed.
Streamlined Submission
Does this application qualify for or has it been approved for streamlined submission?
Yes G
No G
If ”yes,” include supporting information, and the following application questions
need not be answered nor requested information provided: 3, 4, 5 (unless the information
requested has changed in the last three years), 9, 10, 12, and 16.

Publication Information
Public notice is being published in
on

,

.

A copy and certification of publication

(name and address of newspaper)
G is enclosed

G will be forwarded.

General Information
Note: Questions with an asterisk (*) may be omitted in streamlined submissions.
1.

State how the proposed federal branch or agency will further the development of the
applicant’s international business and any other reasons for applying.

2.

Describe the type(s) of services and financing that will be offered at the proposed
federal branch or agency, including whether any existing or planned future business
will be transferred from another office. If applicable, describe how other offices of the
foreign bank, including those in offshore banking centers, will be managed or
controlled through the proposed federal branch or agency.

3.*

Provide a brief history of the foreign bank applicant, including ranking by asset size
in the home country, number of offices operated domestically and internationally,
and a brief description of any nonfinancial enterprises related to or affiliated with the
operations of the applicant. Describe the extent to which the applicant engages
directly in the business of banking outside of the U.S.

4.*

Describe the type(s) of business conducted primarily by the foreign bank applicant
and its subsidiaries. Comment on any areas of specialization and nonbanking and
fiduciary business. If applicable, comment on the nature and volume of fiduciary
activities.

5.

[This question may be omitted by applicants filing under streamlined submission,
provided that no changes were made to the information requested below during the
previous three years.] Describe the existing operations of the foreign bank applicant
and its ultimate parent, if any, in the U.S. Provide a list of all business, commercial, or
financial enterprises that the applicant bank controls through ownership of more than
25 percent of the stock, or otherwise, and that the bank presently operates or intends
to operate within the U.S. (In addition to branches, agencies, and direct or indirect
subsidiaries, the listing should include representative offices, loan production offices,
commercial lending offices, etc., and the dates the entity either commenced
operating or filed with any U.S. regulatory authority for permission to operate. The
type of entity, address, and place of incorporation of all U.S. companies also must be
furnished.)

When the applicant foreign bank is owned or controlled by another foreign bank,
provide similar information for the parent foreign bank.
If the appropriate U.S. regulator has informed the foreign bank applicant that its
existing U.S. operations are considered to be in less than satisfactory condition, the
applicant should discuss why it should be permitted to expand in the U.S.,
notwithstanding that condition.
6.

The applicant and its ultimate parent (bank or holding company), if any, should
provide adequate assurances that information on the operations or activities of the
foreign bank and any of its affiliates will be provided to the OCC as deemed
necessary to determine and enforce compliance with the IBA, and other applicable
federal laws.
Secrecy laws or other impediments that exist that could hinder the foreign bank
applicant (and its ultimate parent, if any) from providing information to the OCC as
needed to determine and enforce compliance with U.S. law should be discussed
fully. If impediments exist, explain how the foreign bank applicant plans to provide
the OCC with adequate assurances of access to such information.
Describe the policies, procedures, and internal and external audit measures planned
to ensure compliance with U.S. law. For an additional branch application, describe
only those that will deviate from existing U.S. operations.

7.

List those U.S. banks and branches or agencies of other foreign banks with which the
proposed office expects to compete directly and comment on the degree of expected
competition with those banking facilities.

8.

State how and to what extent the proposed office will contribute to the promotion of
U.S. domestic and foreign commerce.

Ownership/Management
9.*

Describe briefly the ownership of the applicant bank. Include a list of any legal
entities, persons, or group(s) of persons that own or influence a controlling interest in
the foreign bank applicant. The term ”controlling interest” means the power directly
or indirectly to direct or cause the direction of the management or policies of the
bank. For those persons, groups of persons, or legal entities listed, provide the
following information:
C

For persons—countries of citizenship, other enterprises owned or controlled,
biographical information, present addresses, and references. Include the
number and percentage of shares owned, controlled, or held with power to
vote, including those held by the person’s spouse and dependents.

C

For corporations—countries of incorporation, ownership, other enterprises
owned or controlled, and a brief description of the type(s) of business in
which each corporation is engaged. Include the number and percentage of
each class of the foreign bank applicant’s shares owned, controlled, or held
with power to vote by the corporation.

C

For sovereign governments or entities of sovereign governments— information
on how and to what extent the government controls the normal business
functions of the foreign bank applicant; the services the applicant bank
provides to the general public on behalf of the government; and the duties
and functions the applicant bank provides for, or on behalf of, the sovereign
government. Include the number and percentage of each class of the
applicant’s shares owned, controlled, or held with power to vote by the
government.

10.*

Provide a listing of all directors and principal officers of the applicant bank. A
”principal officer” is any officer, who participates or has authority to participate, other
than in the capacity of director, in major policymaking functions within the bank.
The listing should include the name, address, position, number of years with the
bank, citizenship, and other occupation, for each person listed. (Limit the listing of
principal officers to no more than the top 10.)

11.

Provide biographical reports (see ”Background Investigations” booklet), or in
streamlined submissions a resume, detailing the relevant experience of each of the
three proposed senior officers and the principal foreign exchange trader, if any, of the
proposed federal branch or agency.

12.*

Provide the names, addresses, and occupations of any advisory members of the
proposed federal branch or agency.

13.

Provide details of criminal offenses involving any member of the board of directors of
the applicant bank, or any officer, employee, or advisory member of the proposed
federal branch or agency, who has been convicted of a criminal offense involving
dishonesty or breach of trust in any court of any sovereign nation or instrumentality
thereof.

14.

Describe the manner in which, and the extent to which, the foreign bank applicant
and the ultimate parent entity, if any, proposes to direct and supervise the activities of
the proposed federal branch or agency.

15.

Discuss how the foreign bank applicant serves as a source of financial and
managerial strength for the proposed federal branch or agency. If the applicant
bank’s home country maintains foreign exchange restrictions or other capital export

controls, detail the limitations that such restrictions or controls would place on the
applicant bank’s ability to serve as a source of strength for its U.S. banking interests.
Financial Resources and Future Prospects
16.*

List the major U.S. correspondent bank relationships of the foreign bank applicant.
Indicate those relationships that provide the bank with lines of credit of any type and
the amounts of those lines of credit. For each account, include the name and
telephone number of the bank, address, type of account, and the name of the
responsible correspondent bank officer.

17.

Provide the date the applicant bank’s fiscal year ends, and two copies of each of the
following financial reports in English and denominated in U.S. dollars:
*

C

The latest annual report of the foreign bank applicant.

C

Parent only and consolidated balance sheets, showing, separately each
principal group of assets, liabilities, and capital accounts as of the end of the
most recent fiscal quarter and for the comparable quarter of the preceding
year. Include information on all contingent liabilities (e.g., standby and
commercial letters of credit, guarantees, commitments to grant or purchase
loans and securities, and contracts to purchase/sell foreign exchange).

C

Parent only and consolidated profit and loss statements, showing separately
each principal source of revenue and expense, year-to-date through the end
of the most recent fiscal quarter, the comparable quarter of the preceding
year, and for the most recent three fiscal years.

C

On a consolidated basis, a breakdown of risk-based assets as of the end of the
most recent fiscal quarter, showing each principal group of on- and offbalance sheet assets and the relevant risk weights. Also, identify the
components of tier 1 and tier 2 capital under the risk-based capital guidelines
and provide calculations of the applicant’s tier 1 and total capital to risk-based
assets.
Since a federal branch or agency can use the total capital accounts of its
parent foreign bank in determining limitations and restrictions, the applicant
bank must describe its capital structure in terms that equate to U.S. banking
standards. Such information facilitates an assessment of capital adequacy.
Twelve CFR 3 outlines the accounts the OCC considers as capital. Describe
those items on the applicant bank’s balance sheet that correspond to the
indicated capital accounts in 12 CFR 3 and indicate where they are presently
carried on the applicant’s annual statement of condition.

C

Current information that will enable the OCC to judge the quality of the
applicant bank’s assets. The information should be presented for the
applicant’s consolidated organization and, if available, include, but not be
limited to:
—
—
—
—

Delinquencies.
Nonaccrual assets.
Assets acquired in satisfaction of debts previously contracted.
Loans with reduced interest charges.

Applicant’s definitions of those terms should be provided.
Financial statements may be prepared according to local accounting practices.
However, an explanation of the accounting terminology and the major features of the
accounting standards used to prepare the financial statements must be provided and
explained further when they differ from International Accounting Standards. Fiscal
financial statements must be certified by an independent and reputable auditing firm.
18.

19.

Provide the following financial data (year one should be considered as the first full
calendar year of operation):
C

Balance sheet projections for the proposed federal branch or agency for the
first three years of operation. Describe the assumptions made in formulating
the projections. Include an estimate of the total net direct and indirect country
exposure of the proposed federal branch or agency to the applicant’s home
country for the first three years of operation. (See Balance Sheet Projection —
Document.)

C

Summary projections of contingent liabilities for the proposed federal branch
or agency for the first three years of operation. Describe the assumptions made
in formulating the projections. (See Summary of Projected Contingent
Liabilities — Document.)

C

Income and expense projections for the proposed federal branch or agency
for the first three years of operation. Describe the assumptions made in
formulating the projections. If the projections do not show profitable
operations by the third year of operation, state when profitable operations are
anticipated. (See Income and Expense Projections Document.)

C

If the proposal includes fiduciary activities, provide the volume of business,
number of accounts, and fiduciary income and expense projections. (See
Fiduciary Income and Expense Projections — Document.)

Comment on how and from what sources the proposed federal branch or agency will
be funded, and provide the name and address of the state member bank or national

bank that will serve as the depository bank for the required capital equivalency
deposit (CED) for the proposed federal branch or agency (see 12 CFR 28).
20.

Comment on how the proposed federal branch or agency will attract sufficient
business to ensure financial and economic success.

Home Country Supervision
21.

Provide the name(s) of the person(s) to contact in the office of the home country bank
supervisory authority or similar government agency, who can respond to questions
about the applicant bank. If the foreign bank or its subsidiaries offer services, such as
insurance or securities, which are regulated by a supervisor other than the bank
supervisor, also provide an appropriate contact person. Include names, titles,
addresses, and telephone and facsimile numbers (including country and city code).

Corporate Papers and Legal Opinions
22.

23.

Attach and make a part of this application copies, in English, of the resolution(s)
adopted by the applicant bank’s governing board for:
C

Authorization for bank officer(s) or agent/representative to file an application
for a federal branch, agency, or limited federal branch license.

C

A designation of a representative(s) or bank officer(s), who will be permitted to
sign the application and a designation to them of authority to represent the
board fully in all matters regarding this application.

C

The applicant bank’s agreement to conduct its operation in the U.S. in full
compliance with any provisions of any U.S. laws that apply to national banks
and that prohibit discrimination against any person on the basis of race, color,
religion, sex, marital status, age, or national origin.

Attach and make a part of this application an opinion of U.S. counsel that the
proposal complies with relevant state laws and a letter from the applicant bank’s
foreign legal counsel certifying that:
C

The applicant bank’s charter authorizes the applicant to conduct the business
contemplated by the application.

C

The applicant has conducted, and is now conducting, its business as
authorized by its charter and bylaws.
The filing of this application complies with the local laws of the country in
which the applicant is organized and/or operates/conducts its principal
business.

C

24.

[For Limited Federal Branches Only] Please attach a notarized copy of the executed
agreement between the applicant and the FRB as required by 12 USC 3103 section 5
of the IBA.

Convenience and Needs of the Community
25.

State to what extent the proposed office will provide convenience to the public and
fill needs not presently served by other existing banking facilities.

Other Information
26.

Will the proposal have any significant effect on the quality of the human
environment, (e.g., air and/or water quality, noise levels, energy consumption,
congestion of population, solid waste disposal, or environmental integrity of private
land) within the meaning of the National Environmental Policy Act (NEPA), 42 USC
4321, et seq.?
Yes G No G
If ”yes,” discuss plans to comply with NEPA’s requirements.

27.

Does the establishment of the proposed federal branch’s or agency’s office affect any
district, site, building, or structure listed in, or eligible for listing in, the ”National
Register of Historic Places” (National Register) pursuant to the National Historic
Preservation Act (NHPA), 16 USC 470?
Yes G No G
If ”yes,” has the applicant bank contacted the State Historic Preservation
Office (SHPO)?
Yes G No G
If ”yes,” has the SHPO communicated its determination of the effects of the
proposal?
Yes G No G
If ”yes,” please provide a copy. If ”no,” discuss efforts taken or planned.

28.

If automated recordation of any kind is planned for the proposed federal branch or
agency, describe the scope and nature of the records that will be automated, the
planned location of the data processing facility and equipment, and the name and
location of the planned data processing service company.

I hereby certify that the bank’s board of directors, or a designated official, has authorized the
filing of this application and that to the best of my knowledge, the information contained
herein is true and complete. A copy of the authorization is enclosed. In addition, I agree to
notify the OCC if the facts described in the filing change materially prior to receiving a
decision.
I further certify that any misrepresentations or omissions of material facts about this
application, any attachments to it, and any other documents or information provided in

connection with the application for the establishment of this federal branch or agency may
be grounds for denial or revocation of the license, or grounds for an objection to the
proposed officer(s) of the proposed federal branch or agency, and may subject the
undersigned to other legal sanctions, including the criminal sanctions provided for in 18
USC 1001 and 1014.
Executed the

day of

(Signature)
(Typed name of foreign bank representative)
(Typed title of foreign bank representative)

,

.

Attachments (as applicable)*:
G
G
G
G
G
G
G
G
G
G
G

Board of directors’ authorization to bank representative
Streamlined submission supporting information
Newspaper publication copy and certification
General information about the applicant bank, such as its ownership,
corporate structure, and home country supervision
Biographical information on general manager and other proposed
officers
Consolidated financial reports for foreign bank applicant, in English and
U.S. dollars
Operating plan and assumptions used
A strategic plan, describing how the federal branch or agency will fit
into the foreign bank’s global and U.S. strategy
A legal opinion, certifying that the proposed U.S. operation is in
compliance with U.S. and home country laws
Fiduciary powers request
Filing fee

*
No enclosures are required for information that relates to questions in
the application that may be omitted in a streamlined submission.