30-Day FR Notice

1557-0249 30-Day FRN - Credit Risk Retention (Part 43).pdf

Credit Risk Retention by Securitizers

30-Day FR Notice

OMB: 1557-0249

Document [pdf]
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Federal Register / Vol. 89, No. 143 / Thursday, July 25, 2024 / Notices
workshop. Please review the ADDRESSES
section of this notice for information on
how to submit written comments.
Issued in Washington, DC, on July 22,
2024, under authority delegated in 49 CFR
1.97.
Alan K. Mayberry,
Associate Administrator for Pipeline Safety.
[FR Doc. 2024–16414 Filed 7–24–24; 8:45 am]

DEPARTMENT OF THE TREASURY
Office of the Comptroller of the
Currency
Agency Information Collection
Activities: Information Collection
Renewal; Submission for OMB Review;
Credit Risk Retention
Office of the Comptroller of the
Currency (OCC), Treasury.
ACTION: Notice and request for comment.
AGENCY:

BILLING CODE 4910–60–P

DEPARTMENT OF TRANSPORTATION

The OCC, as part of its
continuing effort to reduce paperwork
and respondent burden, invites
comment on a continuing information
collection, as required by the Paperwork
Reduction Act of 1995 (PRA). In
accordance with the requirements of the
PRA, the OCC may not conduct or
sponsor, and the respondent is not
required to respond to, an information
collection unless it displays a currently
valid Office of Management and Budget
(OMB) control number. The OCC is
soliciting comment concerning the
renewal of its information collection
titled, ‘‘Credit Risk Retention.’’ The OCC
also is giving notice that it has sent the
collection to OMB for review.
DATES: Comments must be received by
August 26, 2024.
ADDRESSES: Commenters are encouraged
to submit comments by email, if
possible. You may submit comments by
any of the following methods:
• Email: [email protected].
• Mail: Chief Counsel’s Office,
Attention: Comment Processing, Office
of the Comptroller of the Currency,
Attention: 1557–0249, 400 7th Street
SW, Suite 3E–218, Washington, DC
20219.
• Hand Delivery/Courier: 400 7th
Street SW, Suite 3E–218, Washington,
DC 20219.
• Fax: (571) 293–4835.
Instructions: You must include
‘‘OCC’’ as the agency name and ‘‘1557–
0249’’ in your comment. In general, the
OCC will publish comments on
www.reginfo.gov without change,
including any business or personal
information provided, such as name and
address information, email addresses, or
phone numbers. Comments received,
including attachments and other
supporting materials, are part of the
public record and subject to public
disclosure. Do not include any
information in your comment or
supporting materials that you consider
confidential or inappropriate for public
disclosure.
Written comments and
recommendations for the proposed
information collection should also be
SUMMARY:

Office of the Secretary
[Docket No. DOT–OST–2024–0041]

Notice To Renew the Transforming
Transportation Advisory Committee
(TTAC)
Office of the Secretary (OST),
Department of Transportation (DOT).
ACTION: Notice of the charter renewal of
the Transforming Transportation
Advisory Committee (TTAC), and TTAC
Membership Balance Plan.
AGENCY:

The Office of the Secretary of
Transportation (OST) issues this notice
to clarify its renewal of the charter for
TTAC.
DATES: The TTAC Charter will be
effective for two years after date of
publication of this Federal Register
Notice.
FOR FURTHER INFORMATION CONTACT:
TTAC Designated Federal Officer, c/o
Benjamin Ross Levine, Director of
Strategic Initiatives, Office of the
Assistant Secretary for Research and
Technology, Office of the Secretary of
Transportation, [email protected], (202) 941–
6180.
SUPPLEMENTARY INFORMATION: Certain
content published on July 12, 2024 in
the Notice To Renew the Transforming
Transportation Advisory Committee
(TTAC) should be disregarded. The
sections of that notice titled ‘‘Current
Charter of the Transforming
Transportation Advisory Committee’’
and ‘‘Redline Comparison of Changes
Made to the Charter of the Transforming
Transportation Advisory Committee’’
were included in error. The current
charter of the Transforming
Transportation Advisory Committee is
available at https://
www.transportation.gov/ttac. All other
information in the notice remains valid.

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SUMMARY:

Issued in Washington, DC, on July 19,
2024, under authority delegated at 49 CFR
1.25a.
Benjamin Ross Levine,
Director of Strategic Initiatives.
[FR Doc. 2024–16324 Filed 7–24–24; 8:45 am]
BILLING CODE 4910–9X–P

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sent within 30 days of publication of
this notice to www.reginfo.gov/public/
do/PRAMain. You can find this
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function.
You may review comments and other
related materials that pertain to this
information collection following the
close of the 30-day comment period for
this notice by the method set forth in
the next bullet.
• Viewing Comments Electronically:
Go to www.reginfo.gov. Hover over the
‘‘Information Collection Review’’ tab
and click on ‘‘Information Collection
Review’’ from the drop-down menu.
From the ‘‘Currently under Review’’
drop-down menu, select ‘‘Department of
Treasury’’ and then click ‘‘submit.’’ This
information collection can be located by
searching OMB control number ‘‘1557–
0249’’ or ‘‘Credit Risk Retention.’’ Upon
finding the appropriate information
collection, click on the related ‘‘ICR
Reference Number.’’ On the next screen,
select ‘‘View Supporting Statement and
Other Documents’’ and then click on the
link to any comment listed at the bottom
of the screen.
• For assistance in navigating
www.reginfo.gov, please contact the
Regulatory Information Service Center
at (202) 482–7340.
FOR FURTHER INFORMATION CONTACT:
Shaquita Merritt, Clearance Officer,
(202) 649–5490, Chief Counsel’s Office,
Office of the Comptroller of the
Currency, 400 7th Street, SW,
Washington, DC 20219. If you are deaf,
hard of hearing, or have a speech
disability, please dial 7–1–1 to access
telecommunications relay services.
SUPPLEMENTARY INFORMATION: Under the
PRA (44 U.S.C. 3501 et seq.), Federal
agencies must obtain approval from the
OMB for each collection of information
that they conduct or sponsor.
‘‘Collection of information’’ is defined
in 44 U.S.C. 3502(3) and 5 CFR
1320.3(c) to include agency requests or
requirements that members of the public
submit reports, keep records, or provide
information to a third party. The OCC
asks the OMB to extend its approval of
the collection in this notice.
Title: Credit Risk Retention.
OMB Control No.: 1557–0249.
Description: This information
collection request relates to 12 CFR part
43, which implemented section 941(b)
of the Dodd-Frank Act.1 Section 941(b)
of the Dodd-Frank Act required the
OCC, Board of Governors of the Federal
1 Dodd-Frank Wall Street Reform and Consumer
Protection Act (Pub. L. 111–203, 124 Stat. 1376
(July 21, 2010)).

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Federal Register / Vol. 89, No. 143 / Thursday, July 25, 2024 / Notices

Reserve System (Board), Federal Deposit
Insurance Corporation (FDIC), Securities
and Exchange Commission (SEC), and,
in the case of the securitization of any
residential mortgage asset, the Federal
Housing Finance Agency (FHFA), and
the Department of Housing and Urban
Development (HUD) (collectively, the
agencies) to issue rules that, subject to
certain exemptions: require a securitizer
to retain not less than 5% of the credit
risk of any asset that the securitizer,
through the issuance of an asset-backed
security, transfers, sells, or conveys to a
third party; and prohibit a securitizer
from directly or indirectly hedging or
otherwise transferring the credit risk
that the securitizer is required to retain
under the statute and implementing
regulations.
Part 43 sets forth permissible forms of
risk retention for securitizations that
involve the issuance of asset-backed
securities. Section 15G of the Exchange
Act also exempts certain types of
securitization transactions from these
risk retention requirements and
authorizes the agencies to exempt or
establish a lower risk retention
requirement for other types of
securitization transactions. Section 15G
also states that the agencies must permit
a securitizer to retain less than five
percent of the credit risk of commercial
mortgages, commercial loans, and
automobile loans that are transferred,
sold, or conveyed through the issuance
of ABS by the securitizer if the loans
meet underwriting standards
established by the Federal banking
agencies.2
Part 43 sets forth permissible forms of
risk retention for securitizations that
involve issuance of asset-backed
securities, as well as exemptions from
the risk retention requirements, and
contains requirements subject to the
PRA.
Section 43.4 sets forth the conditions
that must be met by sponsors electing to
use the standard risk retention option,
which may consist of an eligible vertical
interest or an eligible horizontal
residual interest, or any combination
thereof. Sections 43.4(c)(1) and
43.4(c)(2) specify the disclosures
required with respect to eligible
horizontal residual interests and eligible
vertical interests, respectively.
A sponsor retaining any eligible
horizontal residual interest (or funding
a horizontal cash reserve account) is
required to disclose: the fair value (or a
range of fair values and the method used
to determine such range) of the eligible
horizontal residual interest that the
sponsor expects to retain at the closing
2 15

U.S.C. 78o–11(c)(1)(B)(ii) and (2).

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of the securitization transaction
(§ 43.4(c)(1)(i)(A)); the material terms of
the eligible horizontal residual interest
(§ 43.4(c)(1)(i)(B)); the methodology
used to calculate the fair value (or range
of fair values) of all classes of ABS
interests (§ 43.4(c)(1)(i)(C)); the key
inputs and assumptions used in
measuring the estimated total fair value
(or range of fair values) of all classes of
ABS interests (§ 43.4(c)(1)(i)(D)); the
reference data set or other historical
information used to develop the key
inputs and assumptions
(§ 43.4(c)(1)(i)(G)); the fair value of the
eligible horizontal residual interest
retained by the sponsor
(§ 43.4(c)(1)(ii)(A)); the fair value of the
eligible horizontal residual interest
required to be retained by the sponsor
(§ 43.4(c)(1)(ii)(B)); a description of any
material differences between the
methodology used in calculating the fair
value disclosed prior to sale and the
methodology used to calculate the fair
value at the time of closing
(§ 43.4(c)(1)(ii)(C)); and if the sponsor
retains risk through the funding of an
eligible horizontal cash reserve account,
the amount placed by the sponsor in the
horizontal cash reserve account at
closing, the fair value of the eligible
horizontal residual interest that the
sponsor is required to fund through
such account, and a description of such
account (§ 43.4(c)(1)(iii)).
For eligible vertical interests, the
sponsor is required to disclose: the form
of the eligible vertical interest
(§ 43.4(c)(2)(i)(A)); the percentage that
the sponsor is required to retain as a
vertical interest (§ 43.4(c)(2)(i)(B)); a
description of the material terms of the
vertical interest and the amount the
sponsor expects to retain at closing
(§ 43.4(c)(2)(i)(C)); and the amount of
vertical interest retained by the sponsor
at closing, if that amount is materially
different from the amount disclosed
((§ 43.4(c)(2)(ii)).
Section 43.4(d) requires a sponsor to
retain the certifications and disclosures
required in paragraphs (a) and (c) of this
section in its records and must provide
the disclosure upon request to the
Commission and the sponsor’s
appropriate Federal banking agency, if
any, until three years after all ABS
interests are no longer outstanding.
Section 43.5(k) requires sponsors
relying on the master trust (or revolving
pool securitization) risk retention option
to disclose: the material terms of the
seller’s interest and the percentage of
the seller’s interest that the sponsor
expects to retain at the closing of the
transaction (§ 43.5(k)(1)(i)); the amount
of the seller’s interest that the sponsor
retained at closing, if that amount is

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materially different from the amount
disclosed (§ 43.5(k)(1)(ii)); the material
terms of any horizontal residual
interests offsetting the seller’s interest
under § 43.5(g), § 43.5(h) and § 43.5(i)
(§ 43.5(k)(1)(iii)); and the fair value of
any horizontal residual interests
retained by the sponsor (§ 43.5(k)(1)(iv)).
Additionally, a sponsor must retain the
disclosures required in § 43.5(k)(1) in its
records and must provide the disclosure
upon request to the Commission and the
sponsor’s appropriate Federal banking
agency, if any, until three years after all
ABS interests are no longer outstanding
(§ 43.5(k)(3)).
Section 43.6 addresses the
requirements for sponsors utilizing the
eligible ABCP conduit risk retention
option. The requirements for the eligible
ABCP conduit risk retention option
include disclosure to each purchaser of
ABCP and periodically to each holder of
commercial paper issued by the ABCP
conduit of the name and form of
organization of the regulated liquidity
provider that provides liquidity
coverage to the eligible ABCP conduit,
including a description of the material
terms of such liquidity coverage, and
notice of any failure to fund; and with
respect to each ABS interest held by the
ABCP conduit, the asset class or brief
description of the underlying
securitized assets, the standard
industrial category code for each
originator-seller that retains an interest
in the securitization transaction, and a
description of the percentage amount
and form of interest retained by each
originator-seller (§ 43.6(d)(1)). An ABCP
conduit sponsor relying upon this
section shall provide, upon request, to
the Commission and the sponsor’s
appropriate Federal banking agency, if
any, the information required under
§ 43.6(d)(1), in addition to the name and
form of organization of each originatorseller that retains an interest in the
securitization transaction (§ 43.6(d)(2)).
A sponsor relying on the eligible
ABCP conduit risk retention option
shall maintain and adhere to policies
and procedures to monitor compliance
by each originator-seller which is
satisfying a risk retention obligation in
respect to ABS interests acquired by an
eligible ABCP conduit (§ 43.6(f)(2)(i)). If
the ABCP conduit sponsor determines
that an originator-seller is no longer in
compliance, the sponsor must promptly
notify the holders of the ABCP, and
upon request, the Commission and the
sponsor’s appropriate Federal banking
agency, in writing of the name and form
of organization of any originator-seller
that fails to retain, and the amount of
ABS interests issued by an intermediate
SPV of such originator-seller and held

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Federal Register / Vol. 89, No. 143 / Thursday, July 25, 2024 / Notices
by the ABCP conduit
(§ 43.6(f)(2)(ii)(A)(1)); the name and
form of organization of any originatorseller that hedges, directly or indirectly
through an intermediate SPV, its risk
retention in violation of the rule, and
the amount of ABS interests issued by
an intermediate SPV of such originatorseller and held by the ABCP conduit
(§ 43.6(f)(2)(ii)(A)(2)); and any remedial
actions taken by the ABCP conduit
sponsor or other party with respect to
such ABS interests
(§ 43.6(f)(2)(ii)(A)(3)).
Section 43.7 sets forth the
requirements for sponsors relying on the
commercial mortgage-backed securities
risk retention option, and includes
disclosures of: the name and form of
organization of each initial third-party
purchaser (§ 43.7(b)(7)(i)); each initial
third-party purchaser’s experience in
investing in commercial mortgagebacked securities (§ 43.7(b)(7)(ii)); other
material information (§ 43.7(b)(7)(iii));
the fair value and purchase price of the
eligible horizontal residual interest
retained by each initial third-party
purchaser, and the fair value of the
eligible horizontal residual interest that
the sponsor would have retained if the
sponsor had relied on retaining an
eligible horizontal residual interest
under the standard risk retention option
(§ 43.7(b)(7)(iv) and (v)); a description of
the material terms of the eligible
horizontal residual interest retained by
each initial third-party purchaser,
including the same information as is
required to be disclosed by sponsors
retaining horizontal interests pursuant
to § 43.4 (§ 43.7(b)(7)(vi)); the material
terms of the applicable transaction
documents with respect to the
Operating Advisor (§ 43.7(b)(7)(vii));
and representations and warranties
concerning the securitized assets, a
schedule of any securitized assets that
are determined not to comply with such
representations and warranties, and the
factors used to determine that such
securitized assets should be included in
the pool notwithstanding that they did
not comply with the representations and
warranties (§ 43.7(b)(7)(viii)). A sponsor
relying on the commercial mortgagebacked securities risk retention option is
also required to provide in the
underlying securitization transaction
documents certain provisions related to
the Operating Advisor (§ 43.7(b)(6)), to
maintain and adhere to policies and
procedures to monitor compliance by
third-party purchasers with regulatory
requirements (§ 43.7(c)(2)(i)), and to
notify the holders of the ABS interests
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third-party purchaser with such
regulatory requirements (§ 43.7(c)(2)(ii)).
Section 43.8 requires that a sponsor
relying on the Federal National
Mortgage Association and Federal Home
Loan Mortgage Corporation risk
retention option must disclose a
description of the manner in which it
has met the credit risk retention
requirements (§ 43.8(c)).
Section 43.9 sets forth the
requirements for sponsors relying on the
open market CLO risk retention option,
and includes disclosures of a complete
list of, and certain information related
to, every asset held by an open market
CLO (§ 43.9(d)(1)), and the full legal
name and form of organization of the
CLO manager (§ 43.9(d)(2)).
Section 43.10 sets forth the
requirements for sponsors relying on the
qualified tender option bond risk
retention option, and includes
disclosures of the name and form of
organization of the qualified tender
option bond entity, a description of the
form and subordination features of the
retained interest in accordance with the
disclosure obligations in section 43.4(c),
the fair value of any portion of the
retained interest that is claimed by the
sponsor as an eligible horizontal
residual interest, and the percentage of
ABS interests issued that is represented
by any portion of the retained interest
that is claimed by the sponsor as an
eligible vertical interest (§ 43.10(e)(1)–
(4)). In addition, to the extent any
portion of the retained interest claimed
by the sponsor is a municipal security
held outside of the qualified tender
option bond entity, the sponsor must
disclose the name and form of
organization of the qualified tender
option bond entity, the identity of the
issuer of the municipal securities, the
face value of the municipal securities
deposited into the qualified tender
option bond entity, and the face value
of the municipal securities retained
outside of the qualified tender option
bond entity by the sponsor or its
majority-owned affiliates (§ 43.10(e)(5)).
Section 43.11 sets forth the conditions
that apply when the sponsor of a
securitization allocates to originators of
securitized assets a portion of the credit
risk the sponsor is required to retain,
including disclosure of the name and
form of organization of any originator
that acquires and retains an interest in
the transaction, a description of the
form, amount and nature of such
interest, and the method of payment for
such interest (§ 43.11(a)(2)). A sponsor
relying on this section is required to
maintain and adhere to policies and
procedures that are reasonably designed
to monitor originator compliance with

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retention amount and hedging,
transferring and pledging requirements
(§ 43.11(b)(2)(i)), and to promptly notify
the holders of the ABS interests in the
transaction in the event of originator
non-compliance with such regulatory
requirements (§ 43.11(b)(2)(ii)).
Sections 43.13 and 43.19(g) provide
exemptions from the risk retention
requirements for qualified residential
mortgages and qualifying 3-to-4 unit
residential mortgage loans that meet
certain specified criteria, including that
the depositor with respect to the
securitization transaction certify that it
has evaluated the effectiveness of its
internal supervisory controls and
concluded that the controls are effective
(§§ 43.13(b)(4)(i) and 43.19(g)(2)), and
that the sponsor provide a copy of the
certification to potential investors prior
to sale of asset-backed securities in the
issuing entity (§§ 43.13(b)(4)(iii) and
43.19(g)(2)). In addition, §§ 43.13(c)(3)
and 43.19(g)(3) provide that a sponsor
that has relied upon the exemptions will
not lose the exemptions if, after closing
of the transaction, it is determined that
one or more of the residential mortgage
loans does not meet all of the criteria;
provided that the depositor complies
with certain specified requirements,
including prompt notice to the holders
of the asset-backed securities of any
loan that is required to be repurchased
by the sponsor, the amount of such
repurchased loan, and the cause for
such repurchase.
Section 43.15 provides exemptions
from the risk retention requirements for
qualifying commercial loans that meet
the criteria specified in § 43.16,
qualifying CRE loans that meet the
criteria specified in § 43.17, and
qualifying automobile loans that meet
the criteria specified in § 43.18. Section
43.15 also requires the sponsor to
disclose a description of the manner in
which the sponsor determined the
aggregate risk retention requirement for
the securitization transaction after
including qualifying commercial loans,
qualifying CRE loans, or qualifying
automobile loans with 0 percent risk
retention (§ 43.15(a)(4)). In addition, the
sponsor is required to disclose
descriptions of the qualifying
commercial loans, qualifying CRE loans,
and qualifying automobile loans
(‘‘qualifying assets’’), and descriptions
of the assets that are not qualifying
assets, and the material differences
between the group of qualifying assets
and the group of assets that are not
qualifying assets with respect to the
composition of each group’s loan
balances, loan terms, interest rates,
borrower credit information, and
characteristics of any loan collateral

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(§ 43.15(b)(3)). Additionally, a sponsor
must retain the disclosures required in
§§ 43.15(a) and (b) in its records and
must provide the disclosure upon
request to the Commission and the
sponsor’s appropriate Federal banking
agency, if any, until three years after all
ABS interests are no longer outstanding
(§ 43.15(d)).
Sections 43.16, 43.17 and 43.18 each
require that: the depositor of the assetbacked security certify that it has
evaluated the effectiveness of its
internal supervisory controls and
concluded that its internal supervisory
controls are effective (§§ 43.16(a)(8)(i),
43.17(a)(10)(i), and 43.18(a)(8)(i)); the
sponsor is required to provide a copy of
the certification to potential investors
prior to the sale of asset-backed
securities in the issuing entity
(§§ 43.16(a)(8)(iii), 43.17(a)(10)(iii), and
43.18(a)(8)(iii)); and the sponsor must
promptly notify the holders of the assetbacked securities of any loan included
in the transaction that is required to be
cured or repurchased by the sponsor,
including the principal amount of such
loan and the cause for such cure or
repurchase (§§ 43.16(b)(3), 43.17(b)(3),
and 43.18(b)(3)). Additionally, a sponsor
must retain the disclosures required in
§§ 43.16(a)(8), 43.17(a)(10) and
43.18(a)(8) in its records and must
provide the disclosure upon request to
the Commission and the sponsor’s
appropriate Federal banking agency, if
any, until three years after all ABS
interests are no longer outstanding
(§ 43.15(d)).
Type of Review: Regular.
Affected Public: Businesses or other
for-profit.
Estimated Frequency of Response: On
occasion.

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Estimated Number of Respondents:
35.
Estimated Total Annual Burden:
2,835 hours.
Comments: On May 20, 2024, the OCC
published a 60-day notice for this
information collection, (89 FR 43976).
No comments were received.
Comments continue to be invited on:
(a) Whether the collection of
information is necessary for the proper
performance of the functions of the
OCC, including whether the information
has practical utility;
(b) The accuracy of the OCC’s
estimate of the burden of the collection
of information;
(c) Ways to enhance the quality,
utility, and clarity of the information to
be collected;
(d) Ways to minimize the burden of
the collection on respondents, including
through the use of automated collection
techniques or other forms of information
technology; and
(e) Estimates of capital or start-up
costs and costs of operation,
maintenance, and purchase of services
to provide information.
Patrick T. Tierney,
Assistant Director, Office of the Comptroller
of the Currency.
[FR Doc. 2024–16364 Filed 7–24–24; 8:45 am]
BILLING CODE 4810–33–P

The U.S. Department of the
Treasury’s Office of Foreign Assets
Control (OFAC) is publishing the names
of two individuals that have been
placed on OFAC’s Specially Designated
Nationals and Blocked Persons List
based on OFAC’s determination that one
or more applicable legal criteria were
satisfied. All property and interests in
property subject to U.S. jurisdiction of
these individuals are blocked, and U.S.
persons are generally prohibited from
engaging in transactions with them.

SUMMARY:

See SUPPLEMENTARY INFORMATION
section for applicable date(s).

DATES:

FOR FURTHER INFORMATION CONTACT:

OFAC: Bradley T. Smith, Director, tel.:
202–622–2490; Associate Director for
Global Targeting, tel.: 202–622–2420;
Assistant Director for Licensing, tel.:
202–622–2480; Assistant Director for
Regulatory Affairs, tel.: 202–622–4855;
or the Assistant Director for
Compliance, tel.: 202–622–2490.
SUPPLEMENTARY INFORMATION:

Electronic Availability
The Specially Designated Nationals
and Blocked Persons List and additional
information concerning OFAC sanctions
programs are available on OFAC’s
website (https://ofac.treasury.gov/).

DEPARTMENT OF THE TREASURY

Notice of OFAC Action

Office of Foreign Assets Control

On July 19, 2024, OFAC determined
that the property and interests in
property subject to U.S. jurisdiction of
the following individuals are blocked
under the relevant sanctions authorities
listed below.

Notice of OFAC Sanctions Action
Office of Foreign Assets
Control, Treasury.
ACTION: Notice.
AGENCY:

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