Interagency Charter and Federal Deposit Insurance Applic

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Federal Deposit Insurance Corporation

INTERAGENCY CHARTER AND FEDERAL DEPOSIT INSURANCE APPLICATION

STATEMENT OF BURDEN
Public reporting burden for this collection of information is estimated to average 250 hours per response (125 hours for
the charter application and 125 hours for the insurance application), including the time to review instructions, search, and
to review and 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: Office of the Executive Secretary, Federal
Deposit Insurance Corporation, 550 17th Street, NW, Washington, DC 20429; or Licensing Policy and Systems Division,
Comptroller of the Currency, 250 E Street, S.W., Washington, DC 20219; and to the Office of Management and Budget,
Paperwork Reduction Project, Washington, DC 20503.
An organization or a person is not required to respond to a collection of information unless it displays a currently valid
OMB control number.

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GENERAL INFORMATION AND INSTRUCTIONS
Preparation and Use
This application is used to effect a transaction under:
■ Sections 5 and 6 of the Federal Deposit Insurance Act (FDIA), as amended (12 U.S.C. 1815, 1816), for federal
deposit insurance.
■ Section 5(e) of the Home Owners’ Loan Act (HOLA), as amended (12 U.S.C. 1464(e)), for a federal savings
association charter.
■ The National Bank Act, as amended (12 U.S.C. 21 et seq.), for a national bank charter.
■ The state law for applying for state depository charters, as approved by state regulatory authorities.
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 application 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 such cross-reference must be made to a specific cite or location in the documents, so the information
can be located easily. Supporting information for all relevant factors, setting forth the basis for Applicant's conclusions,
should accompany the application. The regulatory agency may request additional information.
This application form collects information that the regulatory agencies will need to evaluate a charter or insurance
application. While most of the information will be available when the organizers submit the application, some information
will not be available at that time. Each agency has specific purposes and different timing requirements in collecting some
of this information; for example, receipt of the organizers’ draft policies. For any question about when to submit a specific
item, organizers should contact the appropriate regulatory agencies to discuss the specific timing for submission.
The regulatory agency must consider the applicable statutory requirements set forth in the preceding provisions, as well
as applicable regulatory requirements, when acting on this application. For additional information regarding these
statutory and regulatory requirements, as well as processing procedures and guidelines and any supplemental
information that may be required, please refer to the appropriate regulatory agency's procedural guidelines [i.e.,
Comptroller’s Corporate Manual, the OCC’s rules and regulations (12 C.F.R. 5, 143), the FDIC's rules and regulations (12
C.F.R. 303, 309) and Statement of Policy on “Applications for Deposit Insurance”, or the application guidelines for the
state in which the Applicant seeks a state charter]. The Applicant may contact the agency directly for specific instruction
or visit their websites at www.fdic.gov, www.occ.treas.gov, and www.csbs.org, (through “Links” to each state banking
department).
Notice of Publication
The Applicant must publish notice of the proposed organization in a newspaper of general circulation in the community or
communities in which the proposed financial institution will be located. Contact the appropriate regulatory agency for the
specific requirements of the notice of publication.

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Electronic Submission
In addition to an original application and the appropriate number of signed copies, the regulatory agencies would like to
have an electronic copy of the information in the application, especially of the business plan’s financial projections.
Submission of an electronic copy is voluntary. It will be used only for internal review and processing and will not be
released to the public. The electronic copy may be provided on a computer diskette, using common word processing
and spreadsheet software. For email submissions, contact the appropriate regulatory agency for instructions and
information about secure transmission of confidential material.
Confidentiality
Any Applicant desiring confidential treatment of specific portions of the application must submit a request in writing with
the application. 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 U.S.C. 552 or relevant state law). Information for which
confidential treatment is requested should be: (1) specifically identified in the public portion of the application (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
application.
The Applicant should contact the appropriate regulatory agency for specific instructions regarding requests for
confidential treatment. The appropriate regulatory agency will determine whether the information will be treated as
confidential and will advise the Applicant of any decision to publicly release information labeled as "Confidential."

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Federal Deposit Insurance Corporation

INTERAGENCY CHARTER AND FEDERAL DEPOSIT INSURANCE APPLICATION
SECTION I - GENERAL INFORMATION
1. Type of Charter (Select all appropriate boxes).
National Bank

State Bank

Federal Savings Bank or Association

State Savings Association

Other (Specify):
2. Chartering Agency (Select all appropriate boxes).
Comptroller of the Currency

State:

3. Special Focus (Select all appropriate boxes).
Community Development

Cash Management

Credit Card:

Non-CEBA

CEBA

Trust

Other (Specify):
4. Type of Insurance Application (Select all appropriate boxes).
De Novo

Operating Non-Insured Institution

Other (Specify):
5. For OCC (Select all appropriate boxes).
Standard

Expedited

6. Federal Reserve Status (Select all appropriate boxes).
Member Bank

Non-Member Bank

SECTION II - PROPOSED DEPOSITORY INSTITUTION
7. Name

8. Street

9. City

10. State

11. ZIP Code

SECTION III - HOLDING COMPANY IDENTIFYING INFORMATION (If applicable)
12. Name

13. Street

14. City

15. State

16. ZIP Code

20. State

21. ZIP Code

SECTION IV - CONTACT PERSON
17. Name

18. Street

19. City

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1.

Overview
(a) Provide a brief overview of the application. The overview should describe the institution’s business and any
special market niche, including the products, market, services, and any nontraditional activities.
(b) Describe any issues about the permissibility of the proposal with regard to applicable state or federal laws or
regulations. Identify any regulatory waiver requests and provide adequate justification.
(c) List and provide a copy of all applications filed in conjunction with this proposal, such as applications for holding
company, trust powers, branch offices, service corporations, and other subsidiaries.
(d) When available, provide a copy of all public or private offering materials and the proposed form of stock
certificate, including any required restrictive legends.
(e) Provide a copy of the proposed articles of association, articles of incorporation, or charter, and proposed bylaws.
(f) Provide a copy of the business plan. The business plan should address, at a minimum, the topics contained in
the appropriate regulatory agency’s Business Plan Guidelines.

2.

Management
(a) Provide a list of the organizers, proposed directors, senior executive officers, and any individual, or group of
proposed shareholders acting in concert, that will own or control 10 percent or more of the institution’s stock.
For each person listed, attach an Interagency Biographical and Financial Report, a fingerprint card, and indicate
all positions and offices currently held or to be held with the institution’s holding company and its affiliates, if
applicable. Include the signed “Oath of Director” for each proposed director. For an FSA filing, provide a RB
20a Certification for each person listed.
(b) Describe each proposed director’s qualifications and experience to serve and oversee management’s
implementation of the business plan. Describe the extent, if any, to which directors or major stockholders are or
will be involved in the day-to-day management of the institution. Also list the forms of compensation, if any.
(c) Provide a list of board committees and members.
(d) Describe any plans to provide ongoing director education or training.
(e) Describe each proposed senior executive officer’s duties and responsibilities and qualifications and experience
to serve in his/her position. If a person has not yet been selected for a key position, list the criteria that will be
required in the selection process. Discuss the proposed terms of employment, including compensation and
benefits, and attach a copy of all pertinent documents, including an employment contract or compensation
arrangement. Provide the aggregate compensation of all officers.
(f) Describe any potential management interlocking relationships (12 U.S.C. 1467a(h)(2), 3201-3208, or applicable
state law) that could occur with the establishment or ownership of the institution. Include a discussion of the
permissibility of the interlock with regard to relevant law and regulations or include a request for an exemption.
(g) Describe any potential conflicts of interest.

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(h) Describe any transaction, contract, professional fees, or any other type of business relationship involving the
institution, the holding company, and its affiliates (if applicable), and any organizer, director, senior executive
officer, shareholder owning or controlling 10 percent or more, and other insiders. Include professional services
or goods with respect to organizational expenses and bank premises and fixed asset transactions.
(Transactions between affiliates of the holding company that do not involve the institution need not be
described.)
1) State whether the business relationship is made in the ordinary course of business, is made on substantially
the same terms as those prevailing at the time for comparable transactions with non-insiders, and does not
present more than the normal risk of such transaction or present other unfavorable features.
2) Specify those organizers that approved each transaction and whether the transaction was disclosed to
proposed directors and prospective shareholders.
3) Provide all relevant documentation, including contracts, independent appraisals, market valuations, and
comparisons.
(i) Describe all stock benefit plans of the institution and holding company, including stock options, stock warrants,
and other similar stock-based compensation plans, for senior executive officers, organizers, directors, and other
insiders. Include in the description:
1) The duration limits.
2) The vesting requirements.
3) Transferrability restrictions.
4) Exercise price requirements.
5) Rights upon termination.
6) Any “exercise or forfeiture” clause.
7) Number of shares to be issued or covered by the plans.
Provide a list of participants, allocation of benefits to each participant, and a copy of each proposed plan. (Plans
must conform to applicable law, regulation and regulatory guidelines.)

3.

Capital
(a) For each class of stock, provide the number of authorized shares, the number of shares to be issued, par value,
voting rights, convertibility features, liquidation rights, and the projected sales price per share. Indicate the
amount of net proceeds to be allocated to common stock, paid-in surplus, and other capital segregations.
(b) Describe any non-cash contributions to capital, and provide supporting documents for assigned values,
including an independent evaluation or appraisal.
(c) Discuss the adequacy of the proposed capital structure relative to internal and external risks, planned
operational and financial assumptions, including technology, branching, and projected organization and
operating expenses. Present a thorough justification to support the proposed capital, including any off-balancesheet activities contemplated. Describe any plans for the payment of dividends.

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(d) List all known subscribers to stock. For organizers, directors, 10 percent shareholders, senior executive officers,
and other insiders, include the number of shares and anticipated investment and the amount of direct and
indirect borrowings to finance the investment. Discuss how any debt will be serviced.
(e) List recipients and amounts of any fees, commissions, or other considerations in connection with the sale of
stock.
(f) Indicate whether the institution plans to file for S Corporation tax status.
4.

Convenience and Needs of the Community
NOTE: This information must be consistent with the proposed business plan.
(a) Market Characteristics
1) Define the intended geographical market area(s). Include a map of the market area, pinpointing the location
of proposed bank’s offices and offices of competing depository institutions.
2) Describe the competitive factors the institution faces in the proposed market and how the institution will
address the convenience and needs of that market to maintain its long-term viability.
3) Discuss the economic environment and the need for the institution in terms of population trends, income,
and industry and housing patterns.
(b) Community Reinvestment Act (CRA) Plan1
NOTE: The CRA Plan must be bound separately.
1) Identify the assessment area(s) according to the CRA regulations.2
2) Summarize the performance context for the institution based on the factors discussed in the CRA
regulations.3
3) Summarize the credit needs of the institution’s proposed assessment area(s).
4) Identify the CRA evaluation test4 under which the institution proposes to be assessed.
5) Discuss the institution’s programs, products, and activities that will help meet the existing or anticipated
needs of its community(ies) under the applicable criteria of the CRA regulation, including the needs of low
and moderate income geographies and individuals.

5.

Premises and Fixed Assets
(a) Provide a physical description for permanent premises and discuss whether they will be publicly and
handicapped accessible. Indicate the level and type of property insurance to be carried.

1See applicable state requirements.
2See 12 C.F.R. 25.41, 195.41, 345.41.
3See 12 C.F.R. 25.21(b), 195.21(b), 345.21(b).
4See 12 C.F.R. 25.21(a); 195.21(a), 345.21(a).

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(b) If the permanent premises are to be purchased, provide name of seller, purchase price, cost and description of
necessary repairs and alterations, and annual depreciation. If the premises are to be constructed, provide the
name of the seller, the cost of the land, and the construction costs. Indicate the percentage of the building that
will be occupied by the bank. Provide a copy of the appraisal.
(c) If the permanent premises are to be leased, provide name of owner, terms of the lease, and cost and description
of leasehold improvements. Provide a copy of the proposed lease when available.
(d) If temporary quarters are planned, provide a description of interim facility, length of use, lease terms, and other
associated commitments and costs.
(e) State whether proposed premises and fixed asset expenditures conform to applicable statutory limitations.
(f) Outline the security program that will be developed and implemented, including the security devices.5
(g) Discuss any significant effect the proposal will have on the quality of the human environment. Include in the
discussion changes in 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, 42 U.S.C. 4321, et seq.
(h) Describe any plan to establish branches or relocate the main office within the first three years. Any acquisition
or operating expenses should be reflected in the financial projections.
(i) Indicate if the establishment of the proposed main office and/or any branch site may affect any district, site,
building, structure, or object listed in, or eligible for listing in, the National Register of Historic Places pursuant to
the National Historic Preservation Act, 54 U.S.C. 306108. See the Advisory Council on Historic Preservation at
www.achp.gov for the Act and implementing regulations. Specify how such determination was made:
1) Consultation with the State Historic Preservation Officer (SHPO) and/or Tribal Historic Preservation Officer
(THPO) (when tribal lands or historic properties of significance to a tribe are involved).
2) Reviewed National Register of Historic Places (see https://www.nps.gov/subjects/nationalregister/
index.htm).
3) Applied National Register criteria to unlisted properties.6
4) Reviewed historical records.
5) Contact with preservation organizations.
6) Other (describe).
As appropriate, provide a copy of any documentation of consultation with the SHPO and/or THPO. You are
reminded that if a historic property may be affected, no site preparation, demolition, alterations, construction or
renovation may occur without the appropriate regulatory agency’s authorization.
6.

Information Systems
(a) State whether the institution plans to market its products and services (the ability to do transactions or account
maintenance) via electronic means. If yes, specifically state the products and services that will be offered via
electronic banking or the Internet.

5See 12 C.F.R. 21, 168, 326, 391 Subpart A.
6See 36 C.F.R. 60.4.

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(b) Outline the proposed or existing information systems architecture and any proposed changes or upgrades. The
information should describe how: (1) the information system will work within existing technology; (2) the
information system is suitable to the type of business in which the institution will engage; (3) the security
hardware, software, and procedures will be sufficient to protect the institution from unauthorized tampering or
access; and (4) the organizers and directors will allocate sufficient resources to the entire technology plan.
(c) Provide lists or descriptions of the primary systems and flowcharts of the general processes related to the
products and services. The level of detail in these system descriptions should be sufficient to enable verification
of the cost projections in the pro formas.
(d) Estimate the start-up budget for the information systems related to the products and services and the expected
annual operating and maintenance costs (including telecommunications, hardware, software, and personnel).
(e) Describe the physical and logical components of security. Describe the security system and discuss the
technologies used and key elements for the security controls, internal controls, and audit procedures. Discuss
the types of independent testing7 the institution will conduct to ensure the integrity of the system and its controls.
(f) Describe the information security program that will be in place to comply with the "Interagency Guidelines
Establishing Standards for Safeguarding Customer Information."8
7.

Other Information
(a) List activities and functions, including data processing, that will be outsourced to third parties, identifying the
parties and noting any affiliations. Describe all terms and conditions of the vendor management activities and
provide a copy of the proposed agreement when available. Describe the due diligence conducted and the
planned oversight and management program of the vendors’ or service providers’ relationships (for general
vendor management guidance, see the Appendix of the FFIEC’s guidance, Risk Management of Outsourced
Technology Services).
(b) List all planned expenses related to the organization of the institution and include the name of recipient, type of
professional service or goods, and amount. Describe how organization expenses will be paid.
(c) Provide evidence that the institution will obtain sufficient fidelity coverage on its officers and employees to
conform with generally accepted banking practices.
(d) If applicable, list names and addresses of all correspondent depository institutions that have been established or
are planned.
(e) Provide a copy of management’s policies for loans, investments, liquidity, funds management, interest rate risk,
and other relevant policies. Provide a copy of the Bank Secrecy Act program. Contact the appropriate
regulatory agencies to discuss the specific timing for submission.
(f) For Federal Savings Banks or Associations, include information addressing the proposed institution’s
compliance with qualified thrift lender requirements.
(g) If the institution is, or will be, affiliated with a company engaged in insurance activities that are subject to
supervision by a state insurance regulator, provide:

7Independent tests should cover general and environmental controls as well as audit, monitoring, and balancing controls. Independent testing will

provide an objective opinion on the adequacy of these controls.
8See 15 U.S.C. 6801, 6805(b); 12 C.F.R. 30, 168, 170, 364, 390 Subpart B.

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1) The name of insurance company.
2) A description of the insurance activity that the company is engaged in and has plans to conduct.
3) A list of each state and the lines of business in that state in which the company holds, or will hold, an
insurance license. Indicate the state where the company holds a resident license or charter, as applicable.

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SECTION V - OCC CERTIFICATION
We, the organizers, certify that the information contained in this application has been examined carefully and is true,
correct, and complete, and is current as of the date of this submission. We also certify that any misrepresentations or
omissions of material facts with respect to this application, any attachments to it, and any other documents or information
provided in connection with the application for the organization of the proposed financial institution and federal deposit
insurance may be grounds for denial or revocation of the charter and/or insurance, or grounds for an objection to the
undersigned as proposed director(s) or officer(s) of the proposed financial institution, and may subject the undersigned to
other legal sanctions, including the criminal sanctions provided for in 18 U.S.C. 1001, 1007, and 1014. We request that
examiners be assigned to make any investigations necessary.
We acknowledge that approval of this application is in the discretion of the appropriate federal banking agency or
agencies. Actions or communications, whether oral, written, or electronic, by an agency or its employees in connection
with this filing, including approval of the application if granted, do not constitute a contract, either express or implied, or
any other obligation binding upon the agency, other federal banking agencies, the United States, any other agency or
entity of the United States, or any officer or employee of the United States. Such actions or communications will not
affect the ability of any federal banking agency to exercise its supervisory, regulatory, or examination powers under
applicable law and regulations. We further acknowledge that the foregoing may not be waived or modified by any
employee or agent of a federal banking agency or of the United States.
Name (Print Name)

FDIC 6200/05 (7-21)

Signature

Date

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SECTION VI - FDIC CERTIFICATION
We, the organizers, certify that the information contained in this application has been examined carefully and is true,
correct, and complete, and is current as of the date of this submission. We also certify that any misrepresentations or
omissions of material facts with respect to this application, any attachments to it, and any other documents or information
provided in connection with the application for the organization of the proposed financial institution and federal deposit
insurance may be grounds for denial or revocation of the charter and/or insurance, or grounds for an objection to the
undersigned as proposed director(s) or officer(s) of the proposed financial institution, and may subject the undersigned to
other legal sanctions, including the criminal sanctions provided for in 18 U.S.C. 1001, 1007, and 1014. We request that
examiners be assigned to make any investigations necessary.
We acknowledge that approval of this application is in the discretion of the appropriate federal banking agency or
agencies. Actions or communications, whether oral, written, or electronic, by an agency or its employees in connection
with this filing, including approval of the application if granted, do not constitute a contract, either express or implied, or
any other obligation binding upon the agency, other federal banking agencies, the United States, any other agency or
entity of the United States, or any officer or employee of the United States. Such actions or communications will not
affect the ability of any federal banking agency to exercise its supervisory, regulatory, or examination powers under
applicable law and regulations. We further acknowledge that the foregoing may not be waived or modified by any
employee or agent of a federal banking agency or of the United States.
It is understood that the Board of Directors of the Federal Deposit Insurance Corporation (Corporation), in applying the
factors set out in federal statutes, will consider the application only with respect to the general character or type of
business stated and that the depository institution will not engage in any other business without the prior written consent
of the Corporation.
It is further understood that federal deposit insurance will not become effective (a) until the proposed depository institution
has been incorporated and authorized to engage in the business of receiving deposits, (b) until the board of directors of
the depository institution has adopted a resolution ratifying and confirming the action of the incorporators in making this
application with supporting information, (c) until the depository institution has fulfilled such requirements, if any, as the
Corporation may impose as a condition of its approval of this application, and (d) until the depository institution has been
notified that its membership in the Corporation has been approved.
Name (Print Name)

FDIC 6200/05 (7-21)

Signature

Date

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SECTION VII - EXHIBITS
(Select all that apply)

Business Plan
Financial Projections
CRA Plan
Articles of Association, Articles of Incorporation, or Charter
Bylaws
Oath of Director
Interagency Biographical and Financial Reports
Fingerprint cards (appropriate regulatory agency)
Publication Certification/Affidavit/Notice of Publication
Copies of contracts/agreements
Employment/compensation
Service providers
Other
Stock Benefit Plans
Economic survey or market feasibility study
Market Area Map
Waiver request. Specify:
Offering Materials
Proposed stock certificate
Corporate or holding company audited statements or financial reports
OCC/ state filing fee
Copy of policies. Specify:
FSA Only
RB 20a Certification
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SECTION VIII - OATH OF THE BANK DIRECTOR
Date:

Bank Name:
State of:
County of:

I, the undersigned, a (proposed) director of the above-named bank do solemnly swear (affirm) that:
As a director, I have a legal responsibility and a fiduciary duty to shareholders to administer the depository institution’s
affairs faithfully and to oversee its management. In carrying out my duties and responsibilities, I shall exercise
reasonable care and place the interests of the depository institution before my own interests. I shall fulfill my duties of
loyalty and care to the above-named depository institution.
I shall, commensurate with my duties, diligently and honestly administer the affairs of the depository institution, and I shall
not knowingly violate, or willingly permit to be violated, any applicable statute or regulation. I shall ensure that I learn of
changes in statutes, regulations, and policies of the Office of Comptroller of the Currency, the Federal Deposit Insurance
Corporation, or any state to whose jurisdiction my association is subject, which affect my duties, responsibilities, or
obligations as a director and affiliated person of the association.
I am the owner, in good faith and in my own right, of the number of shares of stock that the law requires. I have either
subscribed for this stock or it is issued and outstanding, and it is not hypothecated, or in any way pledged, as security for
any loan or debt.
I shall attend meetings of the board of directors and participate fully on all committees of the board to which I am
appointed.

Name (Print Name)

Signature
Mailing Address
State

City

ZIP Code

NOTARY'S AFFIRMATION
Sworn to before me and subscribed in my presence, this

Printed Name of Notary Public
MY COMMISSION EXPIRES:

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,

.

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SECTION IX - OATH OF THE SAVINGS ASSOCIATION DIRECTOR
Date:

Name of Savings Association:
City:
County:
State:

I, the undersigned, a [proposed] director of the above-named savings association, do solemnly swear (affirm) as follows:
1. I acknowledge that service as a director of a federally insured savings association is an important undertaking
that carries with it significant duties and responsibilities. I have read and understand the OCC’s Directors’
Responsibilities Guide describing the duties of directors and officers of savings association.
2. As a director of the above-named savings association, I have a legal responsibility and a fiduciary duty to its
shareholders and creditors and to the applicable federal deposit insurance funds to administer the savings
association’s affairs faithfully and to oversee its management. In carrying out my duties and responsibilities, I
shall exercise reasonable care and place the interests of the savings association before my own interests. I
shall fulfill my duties of loyalty and care to the above-named savings association.
3. I shall diligently and honestly administer the affairs of the savings association, and I shall not knowingly violate,
or willingly permit to be violated, any applicable statute or regulation. I shall ensure that I learn of changes in
statutes, regulations, and policies of the Office of Comptroller of the Currency and the Federal Deposit Insurance
Corporation or any state to whose jurisdiction my association is subject, which affect my duties, responsibilities,
or obligations as a director and affiliated person of the savings association.
4. I shall attend meetings of the board of directors and participate fully on all committees of the board to which I am
appointed.

Name (Print Name)

Signature
Mailing Address
State

City

ZIP Code

NOTARY'S AFFIRMATION
Sworn to before me and subscribed in my presence, this

Printed Name of Notary Public
MY COMMISSION EXPIRES:

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,

.

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SECTION X - BUSINESS PLAN GUIDELINES
Preparation and Use
The business plan should be an integral part of the management and oversight of a financial institution (institution). It
should establish the institution’s goals and objectives. It is a written summary of how the business will organize its
resources to meet its goals and how the institution will measure progress.
The business plan should be a comprehensive plan, which is the result of in-depth planning by the institution’s organizers
and management. It should realistically forecast market demand, customer base, competition, and economic conditions.
The plan must reflect sound banking principles and demonstrate realistic assessment of risk in light of economic and
competitive conditions in the market to be served. An institution with a special purpose or focus (for example, credit card,
trust only, cash management, or bankers’ bank) should address this special or unique feature in detail in the appropriate
sections of the plan.
The business plan should cover three years and provide detailed explanations of actions that are proposed to accomplish
the primary functions of the institution. The description should provide enough detail to demonstrate that the institution
has a reasonable chance for success, will operate in a safe and sound manner, and will have adequate capital to support
the risk profile.
For any institution with an Internet or alternative electronic delivery channel, the plan should contain a clear and detailed
definition of the market the institution plans to serve and the products and services it will provide through electronic
channels. Because the Internet has a potential global market and can reach anyone with Internet access, the selected
information on market area and products and services is essential. The marketing plan should explain how the institution
would achieve brand recognition.
Confidentiality
Any Applicant desiring confidential treatment of specific portions of the plan and projections must submit the request in
writing. 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 its competitive position, invasion of privacy)
that would result from public release of information (5 U.S.C. 552 or relevant state law). Information for which confidential
treatment is requested should be: (1) specifically identified in the public portion of the application (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 plan.
The Applicant should contact the appropriate regulatory agency for specific instructions regarding requests for
confidential treatment. The appropriate regulatory agency will determine whether the information will be treated as
confidential and will advise the Applicant of any decision to publicly release information labeled as "Confidential."

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SECTION XI - BUSINESS PLAN
I.

Table of Contents

II.

Executive Summary
Describe the highlights of the plan.

III.

Description of Business
A. Describe the institution’s business and any special market niche, including the products, market, services, and
nontraditional activities.
B. If in a holding company structure, discuss the operations of the organization, including a brief detail of the
organizational structure and interaction between the institution and its affiliates.
C. Describe the extent, if any, that there are or will be transactions with affiliated entities or persons. Include terms.
D. Discuss the legal form and stock ownership of the institution and any investment in subsidiaries or service
corporations.
E. For an operating company, describe the present financial condition and current resources, such as office
network, staff, and customer base. Specifically discuss the strengths and weaknesses.
F. Describe the proposed location, office quarters, and any branch structure.
G. Discuss any growth or expansion plans, including additional branches, other offices, mergers, or acquisitions.

IV.

Marketing Plan
A marketing plan should provide in detail factual support that the institution has reasonable prospects to achieve the
revenue projections, customer volume, and key marketing and income targets. The analysis should be based on
the most current data available, and the sources of information should be referenced. This section should contain
an in-depth discussion of the major planning assumptions for the market analysis, economic, and competitive
components used to develop the plans, objectives, and the basis for the assumptions.
A. Product Strategy
1) List and describe the general terms of the planned products and services, including activities of any
subsidiaries. Discuss any plans to engage in any subprime or speculative lending, including plans to
originate loans with high loan-to-value ratios.
2) Discuss how the institution will offer products and services over the three years, indicating any variation in
the different market areas or distribution channels, and include the time frame for the introduction and the
anticipated cost associated with each.
3) Describe the institution’s plans to engage in any secondary market/mortgage banking activity, including loan
participations. Discuss plans to use forward take-out commitments or engage in loan securitization.
Describe any plans to engage in hedging activity to mitigate the risks of this activity. Also, discuss plans to
retain recourse and servicing.

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4) Describe the primary sources of loans and deposits and the major methods to solicit them. If using brokers
or agents, provide full details of the nature and extent of all such activities, including sources, amounts, fees,
and any intended tie-in of compensatory arrangements with the broker or agent.
B. Market Analysis
1) Describe the intended target market and the geographical market area(s).
2) Describe the demographics of the target market population (for example, age, education, and occupation).
3) For a savings association filing, discuss in detail any current and/or proposed actions to accomplish the
institution’s commitment to promote home financing.
C. Economic Component9
1) Describe the economic forecast for the three years of the plan. The plan should cover the most likely
scenario and discuss possible economic downturns.
2) Indicate any national, regional, or local economic factors that may affect the operations of the institution.
Include an analysis of any anticipated changes in the market, the factors influencing those changes, and the
effect they will have on the institution.
3) Describe the current economic characteristics of the proposed market(s), for example, size, income, and
industry and housing patterns.
4) Based on the economic characteristics described previously, discuss the economic factors that influence the
products and services to be offered. A more in-depth discussion is warranted when different types of
services are identified for different market areas in the Description of Business section.
D. Competitive Analysis
1) Compare and contrast the institution’s product strategy with its principal competitors in the target market(s).
Include expected results in terms of relative strength, market share, and pricing.
2) Discuss the overall marketing/advertising strategy, including approaches to reach target market through the
marketing of brand, products, and services. Outline the specific medium that will be used, including timing
and level of advertising efforts.
3) Discuss potential competition in the target market(s).
V.

Management Plan - Directors and Officers
A. Provide the number of organizers and/or directors. Provide a list of board committees and a brief explanation of
the responsibilities of each committee.
B. Describe the organizational structure and provide an organizational chart, indicating the number of officers and
employees. Describe the duties and responsibilities of the senior executive officers. Describe any management
committees that are or will be established.
C. Discuss the institution’s plans to address management succession, including any management training program
or other available resources.

9If obtained, discuss any independent economic survey or market feasibility study.

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VI.

Records, Systems, and Controls

A. Describe the institution’s current and/or proposed accounting and internal control systems, indicating any use of
electronic processing systems.
B. Describe management’s proposed internal audit function. The description should set forth the independence of
the department and the scope and frequency of audits. Discuss the experience and education of the audit staff.
If external auditors will be used for internal audits, provide similar information for the external auditors.
C. Describe the compliance management programs, addressing independence, scope, frequency, and staff
qualifications. Discuss how the institution will respond to consumer complaints.
D. State plans for an annual audit by independent public accountants.
E. Discuss the functions that will be outsourced and what the institution will do in-house.
VII. Financial Management Plan
A. Capital and Earnings
1) Discuss the capital goals and the means to achieve them.
2) Discuss the earnings goals in terms of return on assets, net interest margin, or other profitability
measurements, and summarize the strategies to achieve those goals.
3) Discuss the plan for raising capital and for financing growth, with particular emphasis on conformance with
regulatory capital requirements.
4) Discuss the adequacy of the proposed capital structure relative to internal and external risks, planned
operational and financial assumptions, including technology, branching, and projected organization and
operating expenses. Present a thorough justification to support the proposed capital, including any offbalance-sheet activities contemplated.
5) Describe the debt service requirements for any debt that will be issued at the holding company level to
capitalize the institution.
6) Discuss the use of options, warrants, and/or other benefits associated with the institution’s capital.
7) Summarize the dividend policy.
B. Liquidity and Funds Management
1) Discuss how the institution will identify and measure liquidity risk.
2) Discuss the institution’s plan to monitor and control its liquidity risk, including funding sources (deposits,
borrowings, securitizations). Include holding company support, if any.
3) Describe any plans to borrow funds from any financial institutions or other sources, including the amount,
composition, interest rate, maturity, purpose, and collateral.
4. Discuss the type of investment securities the institution plans to purchase.

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C. Sensitivity to Market Risk
1. Discuss the institution’s objectives, strategies, and risk tolerance for interest rate risk.
2. Discuss how the institution will identify and measure interest rate risk.
3. Discuss the institution’s asset and liability portfolio in terms of sensitivity to interest rate changes and the
impact of earnings and capital and net portfolio value. Discuss the risk limits to control interest rate risk.
4. Describe any plans to use hedging activities (for example, futures, options, interest rate swaps, or other
derivative instruments).
D. Credit Risk
1. Discuss how the institution will identify and measure credit risk.
2. Describe the loan review program, addressing independence, scope, frequency, and staff qualifications.
3. Describe the methodology used to determine the allowance for loan and lease losses.
VIII. Monitoring and Revising the Plan
A. Describe how the board of directors will monitor adherence to the business plan.
B. Describe how the board of directors will adjust and amend the plan to accommodate significant or material
economic changes.
IX.

Alternative Business Strategy (Optional unless your regulator requires)
An alternative business strategy details how an institution will operate under scenarios in which market conditions
differ significantly from those projected in this business plan. This alternative business strategy should be realistic
about the business risks and incorporate sound management of such risks. This alternative strategy should
consider potential adverse scenarios relating to the asset or liability mixes, interest rates, operating expenses,
marketing costs, and growth rates. This discussion should include realistic plans for how the bank would access
additional capital, if needed, in the future and, if applicable, contingency funding plans that address strategies for
managing potential liquidity fluctuations. This plan also should discuss any financial safeguards to offset
unexpected costs and remain well capitalized.
Periodically, the institution should update this section, especially as the institution becomes more complex and as
industry conditions change.

X.

Financial Projections
A. Provide financial information for opening day pro forma and quarterly projections for the three years of
operations. Also provide annual totals for the Income Statement. The line items in the financial statements
should be consistent with the Consolidated Reports of Condition and Income (Report)10 so that projected items
may be compared conveniently with actual performance. The following reports should be used:

10See FDIC’s website, http://www.fdic.gov/regulations/resources/call/crinst/callinst.html.

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Projected Balance Sheet (Schedule RC)
Projected Income Statement (Schedule RI)
Regulatory Capital Schedule (Schedule RI-A)
The financial statements should be presented in two ways: (1) showing the dollar amounts, and (2) as a percentage
of total assets.
1) Describe in detail all of the assumptions used to prepare the projected statements, including the assumed
interest rate scenario for each interest earning asset and interest costing liability over the term of the
business plan. Also present a thorough justification to support proposed capital, including any branch
expansion and off-balance-sheet activities contemplated.
2) Provide the basis for the assumptions used for noninterest income and noninterest expense. Indicate the
amount of lease expense, capital improvements, and furniture, fixtures, and equipment, including systems
and equipment upgrades.
3) Describe the assumptions for the start-up costs, volumes, expected returns, and expected time frame to
introduce each new product and service.
B. Discuss how the institution used marketing studies or surveys to support the institution’s projected growth.
C. Discuss the level of marketing expenses necessary to achieve the projected market share for both loan and
deposit products. Assumptions should be consistent with those experienced by other institutions in the target
market. Explain any significant variances between the assumptions in the target market.
D. Provide a sensitivity analysis of the financial projections. A sensitivity analysis provides a realistic stress test of
the major underlying assumptions used in the business plan and the resultant financial projections. For
example, adjust the financials to reflect the effects of adverse changes in the interest rate environment, changes
in the asset/liability mix, higher than expected operating expenses, marketing costs, and/or growth rates.

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CALL REPORT
FINANCIAL PROJECTIONS
BALANCE SHEET
Assets
Cash and balances due from depository institutions
Noninterest-bearing balances and currency and coin
Interest-bearing balances
Securities
Held-to-maturity securities
Available-for-sale securities
Federal funds sold and securities purchased under agreements to resell
Loans and lease financing receivables
Construction and land development loans secured by real estate
Secured by farmland
Revolving, open-end loans secured by 1-4 family residential
Other first lien loans secured by 1-4 family residential
Other junior lien loans secured by 1-4 family residential
Secured by multifamily residential properties
Secured by nonfarm nonresidential properties
Loans to depository institutions
Loans to finance agricultural production and other loans to farmers
Commercial and industrial loans
Acceptances of other banks
Credit card and related plans to individuals
Other loans to individuals for household, family and other personal expenditures
Obligations (other than securities and leases) of states and political subdivisions in the U.S.
All other loans (exclude consumer loans)
Lease financing receivables (net of unearned income)
Less:
Unearned income
Allowance for loan and lease losses
Total Loans and leases, net of unearned income and allowance
Other Assets
Trading assets
Premises and fixed assets
Other real estate owned
Investments in unconsolidated subsidiaries and associated companies
Customers’ liability to this bank on acceptances outstanding
Intangible assets
All other assets (describe)

Total Assets

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CALL REPORT
FINANCIAL PROJECTIONS
BALANCE SHEET (continued)
Liabilities
Transaction deposit accounts
Demand
NOW accounts, ATS accounts, and other interest bearing transaction accounts
Nontransaction Deposit Accounts
Money market deposit accounts (MMDAs)
Other savings deposits
Time deposits of $100,000 or more
Time deposits of less than $100,000
Other nontransaction accounts (describe)
Other Liabilities
Federal funds purchased and securities sold under agreements to repurchase
Demand notes issued to the U.S. Treasury
Trading liabilities
Borrowed money with remaining maturity of one year or less
Borrowed money with remaining maturity of more than one year through three years
Borrowed money with remaining maturity of more than three years
Bank's liability on acceptances executed and outstanding
Subordinated notes and debentures
All other liabilities (describe)

Total Liabilities
Equity Capital
Common stock
Surplus
Undivided profits
Other equity capital (describe)

Total Equity

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CALL REPORT
FINANCIAL PROJECTIONS
REGULATORY CAPITAL
Total Equity
Other Tier 1 Capital (describe)

Total Tier 1 Capital
Allowance for Loan and Lease Losses
Other Tier 2 Capital (describe)

Total Tier 1 and Tier 2 Capital
Total Assets
Total Risk Weighted Assets

Capital Ratios
Tier 1 Capital / Total Risk Weighted Assets
Total Tier 1 and Tier 2 Capital/Total Risk Weighted Assets
Tier 1 Capital /Total Assets

ALLOWANCE FOR LOAN AND LEASE LOSSES
Beginning balance
Current quarter's:
Recoveries
Provision for loan and lease losses
Less: Charge-offs
Allowance ending balance

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FINANCIAL PROJECTIONS
INCOME STATEMENT
Interest Income
Real estate loans
Installment loans
Credit card loans
Commercial (time and demand) and all other loans
Lease financing receivables
Balances due from depository institutions
Taxable securities issued by states and political subdivisions in the U.S.
Tax-exempt securities issued by states and political subdivisions in the U.S.
U.S. Government and other debt securities
Equity securities
Interest income from trading assets
Federal funds sold and securities purchased under agreements to resell
Other interest income (describe)
Total Interest Income
Interest Expense
Transaction accounts (NOW accounts, ATS accounts, and other)
Money market deposit accounts
Other savings deposits
Time deposits of $100,000 or more
Time deposits of less than $100,000
Federal funds purchased and securities sold under agreements to repurchase
Demand notes issued by the U.S. Treasury, trading liabilities, and other borrowed money
Subordinated notes and debentures
Other interest expense (describe)
Total Interest Income
Net Interest Income
Provision for Loan and Lease Losses
Noninterest income
Service charges on deposit accounts
Other fee income
All other noninterest income
Realized gains (losses) on held-to-maturity securities
Realized gains (losses) on available-for-sale securities
Noninterest expense
Salaries and employee benefit expense
Premises and fixed assets
Other noninterest expense
Income (loss) before income taxes and extraordinary items and other adjustments
Applicable income taxes
Extraordinary items and other adjustments, net of income taxes
Net Income (Loss)
Dividends
Other changes in capital (describe)
Ending Equity Capital
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FINANCIAL PROJECTIONS
INTEREST INCOME AND
INTEREST EXPENSE ASSUMPTIONS
For each quarter

Average Balance

Interest Rate

Average Balance

Interest Rate

Real estate loans
Installment loans
Credit card loans
Commercial (time and demand) and all other loans
Lease financing receivables
Balances due from depository institutions
Taxable securities issued by states and political subdivisions in the U.S.
Tax-exempt securities issued by states and political subdivisions in the U.S.
U.S. Government and other debt securities
Equity securities
Interest income from trading assets
Federal funds sold and securities purchased under agreements to resell
Other interest income
For each quarter
Transaction accounts (NOW accounts, ATS accounts, and other)
Money market deposit accounts
Other savings deposits
Time deposits of $100,000 or more
Time deposits of less than $100,000
Federal funds purchased and securities sold under agreements to repurchase
Demand notes issued by the U.S. Treasury, trading liabilities, and other borrowed money
Subordinated notes and debentures
Other interest expense

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