Agency Information Collection Activities: Proposed Collection; Comment Request, 66423-66433 [E5-6057]
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Federal Register / Vol. 70, No. 211 / Wednesday, November 2, 2005 / Notices
FEDERAL MARITIME COMMISSION
Ocean Transportation Intermediary
License Applicants
Notice is hereby given that the
following applicants have filed with the
Federal Maritime Commission an
application for license as a Non-VesselOperating Common Carrier and Ocean
Freight Forwarder—Ocean
Transportation Intermediary pursuant to
section 19 of the Shipping Act of 1984
as amended (46 U.S.C. app. 1718 and 46
CFR part 515).
Persons knowing of any reason why
the following applicants should not
receive a license are requested to
contact the Office of Transportation
Intermediaries, Federal Maritime
Commission, Washington, DC 20573.
Non-Vessel-Operating Common Carrier
Ocean Transportation Intermediary
Applicants
Caribbean West Indies Shipping Inc.,
6710 Cornelius Street, Philadelphia,
PA. Officers: Randolph Waithe,
President. (Qualifying Individual)
Mark K. Waithe, Director.
Embarque La Isla, Inc., 440 E. 182nd
Street, Bronx, NY 10457. Officer:
Nelson R. Bravo, President.
(Qualifying Individual)
CN Worldwide B.V., Lichtenauerlaan
102–120, 3062 ME Rotterdam, The
Netherlands. Officers: Tjeerd
Greidanus, Director. (Qualifying
Individual) Anita Ernesaks, Managing
Director.
Non-Vessel-Operating Common Carrier
and Ocean Freight Forwarder
Transportation Intermediary
Applicants
Transmax Logistics Corporation, 1550 E.
Higgins Road, Suite 114, Elk Grove
Village, IL 60007. Officers: Sharia J.
Lee, President. (Qualifying
Individual) Lewis S. Lee, Director.
Unity Logistics And Transportation,
Inc., 9010 S.W. 137th Avenue, Suite
246, Miami, FL 33186. Officer: Pedro
Streb, President. (Qualifying
Individual).
Ocean Freight Forwarder—Ocean
Transportation Intermediary
Applicants
Euro Shippers Inc., 7667 West 95th
Street, Suite 308, Hickory Hills, IL
60457. Officer: Ulick M. O’Sullivan,
President. (Qualifying Individual).
Smart International Cargo Express, Inc.,
1841 Carter Avenue, (Esq. 176 Street),
Bronx, NY 10457. Officer: Eunice B.
Acosta, President. (Qualifying
Individual).
66423
Carrie International Freight Services,
LLC, 215 East Bay Street, Suite 201–
L, Charleston, SC 29401. Officer:
Donald O. Montgomery, Member.
(Qualifying Individual)
Macro Express Services, 4164 Sta
Monica Blvd., Los Angeles, CA 90029.
Jabonillo Vincent, Sole Proprietor.
Dated: October 28, 2005.
Bryant L. VanBrakle,
Secretary.
[FR Doc. 05–21849 Filed 11–1–05; 8:45 am]
BILLING CODE 6730–01–P
FEDERAL MARITIME COMMISSION
Ocean Transportation Intermediary
License Reissuances
Notice is hereby given that the
following Ocean Transportation
Intermediary licenses have been
reissued by the Federal Maritime
Commission pursuant to section 19 of
the Shipping Act of 1984, as amended
by the Ocean Shipping Reform Act of
1998 (46 U.S.C. app. 1718) and the
regulations of the Commission
pertaining to the licensing of Ocean
Transportation Intermediaries, 46 CFR
part 515.
License
No.
Name/Address
Date reissued
017466N
283F
Compass Shipping, Inc., 525 Empire Blvd., Brooklyn, NY 11125 .....................................................................
Saima Avendero USA, Inc., 550 Broad Street, Suite 1001, Newark, NJ 07102 ...............................................
September 21, 2005.
August 4, 2003.
Sandra L. Kusumoto,
Director, Bureau of Consumer Complaints
and Licensing.
[FR Doc. 05–21846 Filed 11–1–05; 8:45 am]
BILLING CODE 6730–01–P
FEDERAL RESERVE SYSTEM
Agency Information Collection
Activities: Proposed Collection;
Comment Request
Board of Governors of the
Federal Reserve System
SUMMARY: Background
On June 15, 1984, the Office of
Management and Budget (OMB)
delegated to the Board of Governors of
the Federal Reserve System (Board) its
approval authority under the Paperwork
Reduction Act, as per 5 CFR 1320.16, to
approve of and assign OMB control
numbers to collection of information
requests and requirements conducted or
sponsored by the Board under
conditions set forth in 5 CFR 1320
Appendix A.1. Board–approved
AGENCY:
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collections of information are
incorporated into the official OMB
inventory of currently approved
collections of information. Copies of the
OMB 83–Is and supporting statements
and approved collection of information
instruments are placed into OMB’s
public docket files. The Federal Reserve
may not conduct or sponsor, and the
respondent is not required to respond
to, an information collection that has
been extended, revised, or implemented
on or after October 1, 1995, unless it
displays a currently valid OMB control
number.
Request for comment on information
collection proposals
The following information
collections, which are being handled
under this delegated authority, have
received initial Board approval and are
hereby published for comment. At the
end of the comment period, the
proposed information collections, along
with an analysis of comments and
recommendations received, will be
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submitted to the Board for final
approval under OMB delegated
authority. Comments are invited on the
following:
a. Whether the proposed collection of
information is necessary for the proper
performance of the Federal Reserve’s
functions; including whether the
information has practical utility;
b. The accuracy of the Federal
Reserve’s estimate of the burden of the
proposed information collection,
including the validity of the
methodology and assumptions used;
c. Ways to enhance the quality,
utility, and clarity of the information to
be collected; and
d. Ways to minimize the burden of
information collection on respondents,
including through the use of automated
collection techniques or other forms of
information technology.
DATES: Comments must be submitted on
or before January 3, 2006.
ADDRESSES: You may submit comments,
identified by FR Y–9, FR Y–11, or FR
2314 by any of the following methods:
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Federal Register / Vol. 70, No. 211 / Wednesday, November 2, 2005 / Notices
• Agency Web Site: https://
www.federalreserve.gov. Follow the
instructions for submitting comments at
https://www.federalreserve.gov/
generalinfo/foia/ProposedRegs.cfm.
• Federal eRulemaking Portal: https://
www.regulations.gov. Follow the
instructions for submitting comments.
• E–mail:
regs.comments@federalreserve.gov.
Include docket number in the subject
line of the message.
• FAX: 202/452–3819 or 202/452–
3102.
• Mail: Jennifer J. Johnson, Secretary,
Board of Governors of the Federal
Reserve System, 20th Street and
Constitution Avenue, N.W.,
Washington, DC 20551.
All public comments are available
from the Board’s web site at
www.federalreserve.gov/generalinfo/
foia/ProposedRegs.cfm as submitted,
unless modified for technical reasons.
Accordingly, your comments will not be
edited to remove any identifying or
contact information. Public comments
may also be viewed electronically or in
paper in Room MP–500 of the Board’s
Martin Building (20th and C Streets,
N.W.) between 9:00a.m. and 5:00p.m. on
weekdays.
FOR FURTHER INFORMATION CONTACT: A
copy of the proposed form and
instructions, the Paperwork Reduction
Act Submission (OMB 83–I), supporting
statement, and other documents that
will be placed into OMB’s public docket
files once approved may be requested
from the agency clearance officer, whose
name appears below.
Michelle Long, Federal Reserve Board
Clearance Officer (202–452–3829),
Division of Research and Statistics,
Board of Governors of the Federal
Reserve System, Washington, DC 20551.
Telecommunications Device for the Deaf
(TDD) users may contact (202–263–
4869), Board of Governors of the Federal
Reserve System, Washington, DC 20551.
Proposal to approve under OMB
delegated authority the revision,
without extension, of the following
reports:
1. Report title: Financial Statements for
Bank Holding Companies.
Agency form number: FR Y–9C, FR Y–
9LP, and FR Y–9SP
OMB control number: 7100–0128
Frequency: Quarterly and semiannually.
Reporters: Bank holding companies.
Annual reporting hours: FR Y–9C:
116,279; FR Y–9LP: 18,639; FR Y–9SP:
47,379.
Estimated average hours per response:
FR Y–9C: 37.95; FR Y–9LP: 4.75; FR Y–
9SP: 5.10.
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Number of respondents: FR Y–9C: 766;
FR Y–9LP: 981; FR Y–9SP: 4,645.
General description of report: This
information collection is mandatory (12
U.S.C. 1844(c)). Confidential treatment
is not routinely given to the data in
these reports. However, confidential
treatment for the reporting information,
in whole or in part, can be requested in
accordance with the instructions to the
form, pursuant to sections (b)(4),
(b)(6)and (b)(8) of the Freedom of
Information Act (5 U.S.C. §§522(b)(4),
(b)(6) and (b)(8)).
Abstract: The FR Y–9C, FR Y–9LP, and
FR Y–9SP are standardized financial
statements for the consolidated bank
holding company (BHC) and its parent.
The FR Y–9 family of reports
historically has been, and continues to
be, the primary source of financial
information on BHCs between on–site
inspections. Financial information from
these reports is used to detect emerging
financial problems, to review
performance and conduct pre–
inspection analysis, to monitor and
evaluate capital adequacy, to evaluate
BHC mergers and acquisitions, and to
analyze a BHC’s overall financial
condition to ensure safe and sound
operations.
The FR Y–9C consists of standardized
financial statements similar to the
Consolidated Reports of Condition and
Income (Call Reports) (FFIEC 031 & 041;
OMB No. 7100–0036) filed by
commercial banks. The FR Y–9C
collects consolidated data from the
BHC. The FR Y–9C is filed by top–tier
BHCs with total consolidated assets of
$150 million or more and lower–tier
BHCs that have total consolidated assets
of $1 billion or more. (Under certain
circumstances defined in the General
Instructions, BHCs under $150 million
may be required to file the FR Y–9C.) In
addition, multibank holding companies
with total consolidated assets of less
than $150 million with debt outstanding
to the general public or engaged in
certain nonbank activities must file the
FR Y–9C.
The FR Y–9LP includes standardized
financial statements filed quarterly on a
parent company only basis from each
BHC that files the FR Y–9C. In addition,
for tiered BHCs, a separate FR Y–9LP
must be filed for each lower tier BHC.
The FR Y–9SP is a parent company
only financial statement filed by smaller
BHCs. Respondents include one–bank
holding companies with total
consolidated assets of less than $150
million and multibank holding
companies with total consolidated
assets of less than $150 million that
meet certain other criteria. This form is
a simplified or abbreviated version of
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the more extensive parent company
only financial statement for large BHCs
(FR Y–9LP). This report is designed to
obtain basic balance sheet and income
information for the parent company,
information on intangible assets, and
information on intercompany
transactions.
Current actions: The Federal Reserve
proposes to modify information
collected on the FR Y–9C, FR Y–9LP
and FR Y–9SP to (1) increase the asset–
size threshold for filing the FR Y–9C
and FR Y–9LP from $150 million to
$500 million; (2) increase the asset–size
threshold for filing the FR Y–9SP from
under $150 million to under $500
million; (3) revise other current filing
criteria affecting the reporting of the FR
Y–9C, FR Y–9LP and FR Y–9SP; and (4)
revise the text of the attestation
requirement on the cover page of each
report and require signatures
specifically from the chief executive
officer and chief financial officer. The
Federal Reserve proposes the following
revisions to the FR Y–9C: (1) add item
on loans for purchasing and carrying
securities; (2) add item for additional
regulatory capital detail; (3) add items
for further detail on construction, land
development, and land loans; (4) add
items for further detail on loans secured
by nonfarm nonresidential properties;
(5) redefine breakouts for lease
financing receivables; (6) add items for
further information on credit
derivatives; (7) add items for further
detail on mortgage banking activities; (8)
reclassify reporting of annuity sales
revenue; (9) add items for further detail
on investment banking, advisory,
brokerage, and underwriting income;
(10) add items to identify certain
secured borrowings; (11) remove
threshold for reporting of life insurance
assets; (12) revise scope of
securitizations to be included in
Schedule HC–S; (13) remove the FR Y–
9C filing requirement for lower–tier
BHCs with total assets of $1 billion or
more; (14) delete or impose a reporting
threshold on a number of items; and
(15) make revisions to the reporting
instructions. Finally, the Federal
Reserve proposes to revise the FR Y–
9SP by collecting two new items on
Schedule SC–M, Memoranda, to
identify total off–balance–sheet
activities conducted either directly or
through a nonbank subsidiary and to
identify total debt and equity securities
(other than trust preferred securities)
outstanding that are registered with the
Securities and Exchange Commission
(SEC).
The Federal Reserve recognizes that
several comments were received by the
banking agencies on proposed Call
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Report revisions that parallel some of
these proposed revisions. The
comments received on the Call Report
proposal will also be taken into
consideration for this proposal.
Proposed Revisions Not Related to Call
Report Revisions
The Federal Reserve proposes to make
the following revisions to the FR Y–9C
effective as of March 31, 2006. The
following proposed revisions are not
related to the revisions proposed to the
Call Report.
Filing Criteria: Asset–Size Threshold
The Federal Reserve proposes to
increase the asset–size threshold of the
FR Y–9C from $150 million to $500
million. BHCs with consolidated assets
of less than $500 million generally
would file the parent–only FR Y–9SP.
The Federal Reserve further proposes to
revise the other criteria used in
determining whether a BHC is subject to
consolidated FR Y–9C reporting
requirements. The revised criteria
would more accurately reflect current
supervisory views of factors that would
warrant consolidated financial reporting
and compliance with the capital
guidelines. However, the Federal
Reserve would retain the current policy
that allows a Reserve Bank to require a
BHC to file consolidated financial
reports if the Reserve Bank determines
that such action is warranted for
supervisory reasons.
The current reporting requirements
that govern the frequency and the level
of detail of financial reports filed by
BHCs have been in place since 1986 and
are principally driven by the asset size
of the BHC. Generally, BHCs with
consolidated assets of less than $150
million submit summary parent
company financial data semi–annually
(FR– Y)9SP). BHCs with consolidated
assets of $150 million or more submit
detailed consolidated (FR Y–9C) and
parent company (FR Y–9LP) financial
data quarterly. When these reporting
thresholds were established, $150
million in consolidated assets
represented a reasonable threshold for
identifying those BHCs whose
operations warranted more extensive
consolidated reporting for monitoring
risks to safety and soundness.
However, over the last two decades,
inflation, industry consolidation, and
normal asset growth of BHCs have
caused the $150 million threshold to
lose much of its relevance. While the
number of BHCs with less than $500
million in consolidated assets has
increased over this time frame, these
BHCs hold a smaller percentage of total
assets for all BHCs filing the FR Y–9C.
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The number of non–complex FR Y–9C
respondents with consolidated assets of
less than $500 million has increased by
about 560, while their share of total
assets of all FR Y–9C respondents has
decreased from about 7 percent to about
4 percent. In addition, raising the
threshold to $500 million goes well
beyond the level (approximately $255
million) necessary to adjust the current
threshold for inflation. The Federal
Reserve believes that raising the
threshold to $500 million achieves an
appropriate balance between the goals
of reducing regulatory burden and
ensuring access to supervisory data
necessary for the safety and soundness
of BHCs.
One consideration in proposing to
increase the threshold for filing the FR
Y–9C is that the loss of data could
potentially be an issue for BHC
management. The Federal Reserve
currently produces Bank Holding
Company Performance Reports
(BHCPRs) that compare a BHC’s
financial data to those of its peers. BHCs
may use the BHCPRs to evaluate and
monitor their financial performance.
However, most of the BHCs that would
be affected are shell, one–bank holding
companies; therefore, the Uniform Bank
Performance Report1 should provide
most of the information. Nevertheless,
the Federal Reserve seeks public
comment on any consolidated
information BHC management may
want to continue reporting and see from
BHCs with between $150 million and
$500 million in total assets for peer
review or other internal management
purposes.
Other Filing Criteria
The Federal Reserve’s current risk–
based and leverage–capital standards do
not apply to BHCs with consolidated
assets of less than $150 million if the
parent holding company is not engaged
in nonbank activity involving
significant leverage and the parent
holding company does not have a
significant amount of debt held by the
general public. If either of these
additional criteria is met, the BHC
would be deemed subject to the Federal
Reserve’s capital guidelines. The FR Y–
9C reporting instructions use slightly
different criteria and currently exempt
BHCs with one bank subsidiary and less
than $150 million in consolidated assets
from filing consolidated statements and
risk–based capital schedules even if
they have public debt or engage in
nonbanking activities involving
1 The Uniform Bank Performance Report is
similar to the BHCPR and compares bank financial
data to those of its peers.
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significant leverage. The Federal
Reserve separately has proposed to
revise and expand the other criteria
under which a BHC would be required
to comply with the Federal Reserve’s
capital guidelines.2 The Federal Reserve
believes that for BHCs under $500
million in total consolidated assets,
other than those BHCs that meet the
additional criteria noted below, bank–
level compliance with risk–based and
leverage capital requirements would be
sufficient for supervisory purposes. The
Federal Reserve proposes to modify the
FR Y–9C reporting criteria to conform
directly with criteria proposed for
applicability of these guidelines.
Specifically, the Federal Reserve
proposes to require BHCs with
consolidated assets of less than $500
million to comply with the Federal
Reserve’s capital guidelines and to
continue to comply with the FR Y–9C
and FR Y–9LP reporting requirements, if
the holding company (1) is engaged in
significant nonbanking activities either
directly or through a nonbank
subsidiary; (2) conducts significant off–
balance–sheet activities, including
securitizations or managing or
administering assets for third parties,
either directly or through a nonbank
subsidiary; or (3) has a material amount
of debt or equity securities (other than
trust preferred securities) outstanding
that are registered with the SEC.3 While
the incidence of BHCs with
consolidated assets of less than $500
million meeting any of these criteria is
expected to be infrequent, any such
holding companies would be notified
and given a reasonable timetable for
meeting the consolidated capital and
reporting requirements.
In addition, the Federal Reserve
separately has proposed to amend its
capital guidelines to make explicit the
Federal Reserve’s authority to subject a
small BHC to the guidelines if the
Federal Reserve determines that such
action is warranted for supervisory
purposes (comparable to existing to
current instructions for FR Y–9C
reporting requirements). Furthermore,
the proposed amendments to the
2 Refer to Federal Reserve Board press release of
September 7, 2005. https://www.federalreserve.gov/
boarddocs/press/bcreg/2005/20050907/default.htm
3 As noted above, these proposed criteria would
conform directly with proposed criteria for
applicability of capital adequacy guidelines.
Responsibility for determination whether such
activities are significant or material for any given
BHC would rest with the supervisory function at
each Federal Reserve district bank. If a Reserve
Bank finds that a BHC meet any of these criteria,
the Reserve Bank would be responsible for notifying
the BHC and establishing the time frame for
meeting the capital adequacy guidelines and FR Y–
9C reporting requirements.
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guidelines would explicitly provide that
a small BHC may voluntarily comply
with the guidelines. The Federal
Reserve proposes that a BHC electing to
comply with the guidelines would be
required to file the consolidated FR Y–
9C. Any BHC that volunteers to file the
FR Y–9C would be required to file a
complete report and generally would
not be permitted to revert back to filing
the FR Y–9SP report in any subsequent
periods.
Lower–tier Reporting Requirements—
The Federal Reserve also proposes to
eliminate the reporting exception
requiring top–tier BHCs to submit an FR
Y–9C for each lower–tier BHC with total
consolidated assets of $1 billion or
more. The Federal Reserve has
determined that information from such
lower–tier institutions is no longer
needed for supervisory or safety and
soundness reasons.
Schedule HC–C––Loans and Lease
Financing Receivables
The Federal Reserve proposes to
revise Schedule HC–C, item 9, All other
loans, to break out a new item 9.a, Loans
for purchasing or carrying securities
(secured and unsecured). Current item 9
would be renumbered as 9.b. This item
would be defined the same as a
comparable item currently reported by
banks on the Call Report and is
predominantly composed of margin
loans with broker–dealers. Margin loans
have been growing at the BHC level,
particularly due to significant growth in
lending to hedge funds. The Federal
Reserve proposes collecting this item in
order to measure and monitor BHCs
involvement in this higher risk activity.
Schedule HC–M––Memoranda
The Federal Reserve proposes to
delete Schedule HC–M, item 7, Total
assets of unconsolidated subsidiaries
and associated companies. This item is
no longer needed for supervisory and
safety and soundness purposes.
Schedule HC–R––Regulatory Capital
The Federal Reserve proposes to add
a new memorandum item 6, Market risk
equivalent assets attributable to specific
risk (included in Schedule HC–R, item
58). The Federal Reserve’s risk–based
capital standards require all BHCs with
significant market risk to measure their
market risk exposure and hold sufficient
capital to mitigate this exposure. In
general, a BHC is subject to the market
risk capital guidelines if its consolidated
trading activity, defined as the sum of
trading assets and liabilities reported in
its FR Y–9C for the previous quarter,
equals: (1) 10 percent or more of the
BHC’s total assets as reported in its FR
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Y–C for the previous quarter or (2) $1
billion or more.
A BHC that is subject to the market
risk guidelines must hold capital to
support its exposure to general market
risk and specific risk. General market
risk means changes in the market value
of covered positions resulting from
broad market movements, such as
changes in the general level of interest
rates, equity prices, foreign exchange
rates, or commodity prices. Covered
positions include all positions in a
BHCs trading account and foreign
exchange and commodity positions,
whether or not in the trading account.
Specific risk means changes in the
market value of specific positions due to
factors other than broad market
movements and includes event and
default risk.
The specific risk exposure of specific
positions is significantly higher than the
general market risk of covered positions.
The Federal Reserve proposes to break
out market risk equivalent assets4
attributable to specific risk to better
measure and monitor the BHCs market
risk position and to better compare such
risk positions taken across BHCs subject
to the market risk guidelines.
Schedule HC–B––Securities – The
Federal Reserve proposes to modify the
reporting instructions for Schedule HC–
B, memorandum item 2, Remaining
maturity of debt securities, to instruct
BHCs to report the remaining maturity
of holdings of floating rate debt
securities according to the amount of
time remaining until the next repricing
date. This instruction would be
consistent with the current reporting
treatment for a comparable item in the
Call Report. The instructions for this
item would also be expanded to define
the terms fixed interest rate, floating
rate, and next repricing date to make
them consistent with the Call Report
instructions.
Schedule HC–K––Quarterly
Averages—The Federal Reserve
proposes to modify Schedule HC–K,
item 11, Equity capital, to no longer
exclude net unrealized losses on
marketable equity securities, other net
unrealized gains and losses on
available–for–sale securities, and
accumulated net gains (losses) on cash
flow hedges when calculating average
equity capital. This revision would
ensure a more accurate calculation of
return on equity.
Instructions
Proposed Revisions Related to Call
Report Revisions
The Federal Reserve proposes to make
the following revisions to the FR Y–9C
to parallel proposed changes to the Call
Report.
In addition to modifying instructions
to incorporate the proposed reporting
changes, the Federal Reserve proposes
to revise the following reporting
instructions.
General Instructions—The Federal
Reserve proposes to modify the
reporting instructions under ‘‘Who Must
Report,’’ section C, Shifts in Reporting
Status: A top–tier BHC that reaches
$500 million or more in total
consolidated assets as of June 30 of the
preceding year should begin reporting
on the FR Y–9C in March of the current
year. If a BHC reaches $500 million or
more in total consolidated assets due to
a business combination, then the BHC
would be instructed to begin reporting
the FR Y–9C beginning with the first
quarterly report date following the
effective date of the business
combination. In general, once a BHC
reaches or exceeds $500 million in total
assets and begins filing the FR Y–9C, it
should file a complete FR Y–9C going
forward. If a BHC’s total assets should
subsequently fall to less than $500
million for four consecutive quarters,
then the BHC may revert to filing the FR
Y–9SP.
4 A BHC’s market risk equivalent assets is equal
to its measure for market risk multiplied by 12.5
(the reciprocal of the minimum 8.0 percent capital
ratio). For further information, see the Federal
Reserve’s risk–based capital standards.
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Attestation
The Federal Reserve proposes to
revise the current attestation by one
director of the BHC that he or she has
reviewed the data filed and has
transmitted a copy to the Board of
Directors for their information. Given
the importance placed upon the quality
of the information reported, the Federal
Reserve believes that the chief executive
officer (or person performing similar
functions) and chief financial officer (or
person performing similar functions) are
the most appropriate officers within a
BHC to sign a declaration concerning
the preparation of the data. The Federal
Reserve recognizes that at some BHCs
the same individual may perform the
functions of both chief executive officer
and chief financial officer. The note on
the cover page would be replaced with
the following text:
‘‘We, the undersigned officers of this
bank holding company, are responsible
for establishing and maintaining
adequate internal controls over financial
reporting, including controls over
regulatory reports. We attest that the
Consolidated Financial Statements for
Bank Holding Companies (including the
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supporting schedules) for this report
date have been prepared in accordance
with the instructions issued by the
Federal Reserve and to the best of our
knowledge and belief are true and
correct.’’
This statement would be followed
with the signatures and printed names
of the chief executive officer (or person
performing similar functions) and chief
financial officer (or person performing
similar functions) of the BHC and the
date of these signatures.
Holdings of Asset–Backed Securities
Schedule HC–B, Securities collects a
six–way breakdown of BHCs’ holdings
of asset–backed securities (not held for
trading purposes) in items 5.a through
5.f.5 Because BHCs with domestic
offices only and less than $1 billion in
total assets hold only a nominal
percentage of the industry’s investments
in asset–backed securities, the Federal
Reserve has determined that continuing
to request a breakdown by category of
these institutions’ limited holdings of
asset–backed securities is no longer
warranted. Instead, these BHCs would
report only their total holdings of asset–
backed securities in Schedule HC–B.
However, all BHCs with foreign offices
and other BHCs with $1 billion or more
in total assets would continue to report
the existing breakdown of their asset–
backed securities in this schedule.
Impact of Derivatives on Income
BHCs report the effect that their use
of derivatives outside the trading
account has had on their year–to–date
interest income, interest expense, and
net noninterest income in income
statement (Schedule HI) memoranda
items 10.a through 10.c. The amounts
reported in these memoranda items are
aggregates of all nontrading derivative
positions and combine derivatives that
may have substantially different
underlying risk exposures (e.g., interest
rate risk, foreign exchange risk, and
credit risk). In recognition of proposed
new data on credit derivatives (below),
the Federal Reserve proposes to delete
the three income statement memoranda
items since they are of lesser utility.
Bankers Acceptances
The FR Y–9C balance sheet (Schedule
HC) has long required BHCs to
separately disclose the amount of their
Customers’ liability on acceptances
outstanding (item 9) and their BHC’s
Liability on acceptances executed and
outstanding (item 18) and provide an
5 In Schedule HC–B, the asset–backed securities
reported in items 5.a through 5.f exclude mortgage–
backed securities, which are reported separately in
items 4.a.(1) through 4.b.(3) of the schedule.
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indication of whether the BHC has
reduced the liabilities on acceptances
executed and outstanding by the
amount of any participations in bankers
acceptances (Schedule HC–M, item 10).
In addition, BHCs also report the
amount of Participations in acceptances
conveyed to others by the reporting
bank holding company (Schedule HC–L,
item 5). Over time, the volume of
acceptance assets and liabilities as a
percentage of industry assets and
liabilities has declined substantially to a
nominal amount, with only a small
number of BHCs reporting these items.
The Federal Reserve proposes to delete
these four items and instruct BHCs to
include any acceptance assets and
liabilities in Other assets and Other
liabilities, respectively, on the balance
sheet and to include in the ‘‘Other’’
category of Schedule HC–F, Other
Assets, and Schedule HC–G, Other
Liabilities.
Construction, Land Development, and
Other Land Loans
Construction, land development, and
other land (CLD&OL) lending is a highly
specialized set of activities with
inherent risks that must be managed and
controlled to ensure that these activities
remain profitable. Management’s ability
to identify, measure, monitor, and
control the risks from these types of
loans through effective underwriting
policies, systems, and internal controls
is crucial to a sound lending program.
In areas of the country that experience
high levels of construction activity and
an extremely competitive lending
environment, these factors often lead to
thinner profit margins on CLD&OL loans
and looser underwriting standards.
Moreover, the risk profiles, including
loss rates, of CLD&OL loans vary across
loan types because of differences in
such factors as underwriting and
repayment source. The Federal
Reserve’s real estate lending standards
recognize these differences in risk, for
example, by setting higher supervisory
loan–to–value limits for 1–4 family
residential construction loans than for
other construction loans.
The Federal Reserve has seen
substantial growth in the volume of
CLD&OL loans in recent years. To
improve the Federal Reserve’s ability to
monitor the construction lending
activities of individual BHCs and the
industry as a whole, the Federal Reserve
proposes to obtain separate data on 1–
4 family residential CLD&OL loans and
all other CLD&OL loans. Such
information would also enable the
Federal Reserve to identify institutions
that significantly shift between 1–4
family residential construction lending
and other construction lending and to
identify when institutions that had been
solely 1–4 family residential
construction lenders move into other
types of construction lending.
Specifically, the Federal Reserve
proposes to split the existing item for
Construction, land development, and
other land loans in the loan schedule
(Schedule HC–C, item 1.a), the past due
and nonaccrual schedule (Schedule HC–
N, item 1.a), and the charge–offs and
recoveries schedule (Schedule HI–B,
item 1.a) into separate items for 1–4
family residential construction, land
development, and other land loans and
Other construction, land development,
and other land loans. In addition, the
Federal Reserve proposes to similarly
split the item for Commitments to fund
commercial real estate, construction,
and land development loans secured by
real estate in the off–balance–sheet
items schedule (Schedule HC–L, item
1.c.(1)) into two items.
Loans Secured by Nonfarm
Nonresidential Properties
Loans secured by nonfarm
nonresidential properties (commercial
real estate loans) include loans made to
the occupants of such properties and
loans to non–occupant investors. These
two types of commercial real estate
loans present different risk profiles.
Loans secured by owner–occupied
properties perform more like a
commercial and industrial loan because
the success of the occupant’s business is
the primary source of repayment. To
ensure repayment of loans to non–
occupant investors, the property must
generate sufficient cash flow from the
parties who are the occupants.
Because of the significant and
growing level of BHC involvement in
commercial real estate lending and the
different risk characteristics of owner–
occupied and other commercial
properties, separate reporting of these
two categories of commercial real estate
would enhance the Federal Reserve’s
monitoring and risk–scoping
capabilities. The Federal Reserve
proposes to split the existing item for
loans Secured by nonfarm
nonresidential properties in the loan
schedule (Schedule HC–C, item 1.e), the
past due and nonaccrual schedule
(Schedule HC–N, item 1.e), and the
charge–offs and recoveries schedule
(Schedule HI–B, part I, item 1.e) into
separate items for owner–occupied
nonfarm nonresidential properties and
other nonfarm nonresidential
properties.
When a commercial property that is
partially occupied by the owner and
partially occupied (or available to be
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occupied) by other parties, the property
would be considered owner–occupied
when the owner occupies more than
half of the property’s usable space.
Properties such as hotels and motels
would not be considered owner–
occupied. The Federal Reserve requests
comment on the reporting of partially
owner–occupied properties and on any
other definitional issues that may arise
when determining whether to report a
loan as secured by owner–occupied
property.
Retail and Commercial Leases
BHCs currently report a breakdown of
their lease financing receivables
between those from U.S. and non–U.S.
addressees in Schedule HC–C, items
10.a and 10.b, and certain related
schedules. BHCs lease various types of
property to various types of customers,
and the current addressee breakdown,
in which only a limited number of BHCs
report having leases to non–U.S.
addressees, does not provide
satisfactory risk–related information
about this type of financing activity.
When reporting information on their
loans that are not secured by real estate
in the loan schedule and related
schedules, BHCs distinguish, for
example, between consumer (retail)
loans and commercial loans. As with
retail and commercial loans, there are
differences between the underwriting of,
and repayment sources for, retail and
commercial leases.
The Federal Reserve believes that the
different risk characteristics of these two
types of leases warrant replacing the
existing addressee breakdown of leases
with a retail versus commercial lease
breakdown in the schedules for loans
and leases (Schedule HC–C, items 10.a
and 10.b), past due and nonaccrual
assets (Schedule HC–N, items 8.a and
8.b), and charge–offs and recoveries
(Schedule HI–B, Part I, items 8.a and
8.b). Retail (consumer) leases would be
defined in a manner similar to
consumer loans (that is, as leases to
individuals for household, family, and
other personal expenditures).
Commercial leases would encompass all
other lease financing receivables.
Information on Credit Derivatives
The volume of credit derivatives, as
measured by their notional amount, has
increased significantly at BHCs over the
past several years. A limited number of
BHCs, almost all of which have in
excess of $1 billion in assets, currently
participate in the credit derivatives
market. To gain a better understanding
of the nature and trends of the credit
derivative activities that are
concentrated in a small number of large
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BHCs, the Federal Reserve proposes to
expand the information collected in
several schedules.
First, in Schedule HC–L, item 7,
where BHCs currently report the
notional amounts of the credit
derivatives on which they are the
guarantor and on which they are the
beneficiary, BHCs participating in this
activity would be required to provide a
breakdown of these notional amounts by
type of credit derivative: credit default
swaps, total return swaps, credit
options, and other credit derivatives.
BHCs would also report the maximum
amounts they would pay and receive on
credit derivatives on which they are the
guarantor and on which they are the
beneficiary, respectively.
Second, in Schedule HC–R,
memorandum item 2, where BHCs
currently present a maturity distribution
of their derivative contracts that are
subject to the risk–based capital
requirements, credit derivatives would
be added as a new category of
derivatives with their remaining
maturities reported separately for those
that are investment grade and those that
are subinvestment grade.
Third, in Schedule HI, memorandum
item 9, BHCs that reported average
trading assets of $2 million or more for
any quarter of the preceding calendar
year currently provide a four–way
breakdown of trading revenue by type of
risk exposure. When BHCs that must
complete memorandum item 9 hold
credit derivatives for trading purposes,
they have to report the revenue from
these derivatives in one of the four
existing risk exposure categories, none
of which is particularly suitable for
reporting such revenue. Accordingly,
the Federal Reserve proposes to add a
new risk exposure category for credit
derivatives. This information would
address the current weakness in the
reporting of trading revenue, but, more
importantly, it would enable the Federal
Reserve to begin to identify the extent
to which credit derivatives held for
trading purposes contribute to a BHC’s
trading revenue each period and over
time.
Finally, the Federal Reserve proposes
to replace memorandum item 10 to
Schedule HI, Income Statement, with an
item to collect the changes in fair value
recognized in earnings on credit
derivatives that are held for purposes
other than trading (for example, to
economically hedge credit exposures
arising from nontrading assets, such as
available–for–sale securities or loans
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held for investment,6 or unused lines of
credit). In this regard, the Federal
Reserve reiterates that credit derivatives
held for purposes other than trading
should not be reported as trading assets
or liabilities and the changes in fair
value of such credit derivatives should
not be reported as trading revenue.
Consistent with the existing guidance in
the Glossary entry for ‘‘Derivative
contracts’’ in the FR Y–9C instructions,
credit derivatives held for purposes
other than trading with positive and
negative fair values should be reported
in Other assets and Other liabilities on
the balance sheet (Schedule HC).
Changes in fair value of derivatives held
for purposes other than trading that are
not designated as hedging instruments
should be reported consistently as either
Other noninterest income or Other
noninterest expense in the income
statement.
1–4 Family Residential Mortgage
Banking Activities
Mortgage banking activities,
particularly those involving closed–end
1–4 family residential mortgages, have
become an increasingly important line
of business for many BHCs. Mortgage
banking revenues are a significant
component of earnings for these
institutions and have been critical to the
recent record earnings achieved by the
banking industry as a whole. The
growth of the industry’s mortgage
banking activities also reflects the
central role that securitization
mechanisms now play in the mortgage
market.
However, these activities and the
revenues they generate can be quite
volatile over the business and interest
rate cycle. Furthermore, a BHC’s
mortgage banking operations can raise
significant management and supervisory
concerns related to credit, liquidity,
interest rate, and operational risk.
Understanding the importance of
mortgage banking activities to an
institution’s financial condition and risk
profile requires information about the
transactional flows associated with
residential mortgages. In this regard, the
Office of Thrift Supervision (OTS) has
collected a large set of cash flow data on
mortgage loan disbursements,
purchases, and sales in the Thrift
Financial Report (TFR) (Form 1313,
OMB No. 1550–0023) for more than a
decade.
After considering the OTS’s reporting
requirements as well as the types of
information commonly disclosed by
6 Loans held for investment are loans that that the
bank has the intent and ability to hold for the
foreseeable future or until maturity or payoff.
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banking organizations with large
mortgage banking operations, the
Federal Reserve proposes to add a new
Schedule HC–P that would contain a
series of items that are focused on
closed–end 1–4 family residential
mortgage loans, with data reported
separately for first liens and junior liens.
The new items would cover loans
originated, purchased, and sold during
the quarter, loans held for sale at
quarter–end, and the year–to–date
noninterest income earned from closed–
end 1–4 family residential mortgage
banking activities. This income would
consist of the portion of a BHC’s Net
servicing fees, Net securitization
income, and Net gains (losses) on sales
of loans and leases (Schedule HI, items
5.f, 5.g, and 5.i) attributable to closed–
end 1–4 family residential mortgage
loans.
The proposed new items would be
reported by any BHC with $1 billion or
more in total assets or by any BHC that
has a bank subsidiary that is required to
report this information by the bank
subsidiary’s primary regulator. For loans
originated, purchased, and sold during
the quarter, BHCs would report the
principal amount of these loans.
Originations would include those loans
for which the origination and
underwriting process was handled by
the BHC or a consolidated subsidiary of
the BHC, but would exclude those loans
for which the origination and
underwriting process was handled by
another party, including a
correspondent or mortgage broker, even
if the loan was closed in the name of the
BHC or a consolidated subsidiary of the
BHC. Such loans would be treated as
purchases as would acquisitions of
loans closed in the name of another
party. Sales of loans would include
those transfers of loans that have been
accounted for as sales in accordance
with generally accepted accounting
principles (that is, where the loans are
no longer included in the BHC’s
consolidated total assets). Loans held for
sale at quarter–end would be reported at
the lower of cost or fair value, consistent
with their presentation in the FR Y–9C
balance sheet. The Federal Reserve
requests comment on the reporting
approach discussed in this paragraph.
other insurance activities.7 Because
annuities are deemed to be financial
investment products rather than
insurance, the Federal Reserve proposes
to revise the instructions for item 5.h.(2)
and item 5.d, Investment banking,
advisory, brokerage, and underwriting
fees and commissions, by moving the
references to annuities in the former
item to the latter item.
Income from Annuity Sales
7 However, commissions and fees from sales of
annuities by a BHCs trust department (or a
consolidated trust company subsidiary) that are
executed in a fiduciary capacity are to be reported
in Income from fiduciary activities in Schedule HI,
item 5.a, and income from sales of annuities to BHC
customers by the BHC’s securities brokerage
subsidiary are reported in Investment banking,
advisory, brokerage, and underwriting fees and
commissions in Schedule HI, item 5.d.
In the income statement (Schedule
HI), BHCs currently report commissions
and fees from sales of annuities (fixed,
variable, and deferred) and related
referral and management fees as a
component of item 5.h.(2), Income from
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Investment Banking, Advisory,
Brokerage, and Underwriting Income
As the caption for Schedule HI, item
5.d, Investment banking, advisory,
brokerage, and underwriting fees and
commissions, indicates, this income
statement item commingles noninterest
income from a variety of activities. In
order to better understand the sources of
BHCs’ noninterest income, the Federal
Reserve proposes to distinguish between
banks’ investment banking (dealer)
activities and their sales (brokerage)
activities by splitting item 5.d (after
moving commissions and fees from
annuity sales and related income into
this income statement category from
item 5.h.(2) as discussed in the
preceding section) into three separate
items. As revised, item 5.d would be
subdivided into items for Fees and
commissions from securities brokerage,
Fees and commissions from annuity
sales, and Investment banking, advisory,
and underwriting fees and commissions.
Securities brokerage income would
include fees and commissions from
sales of mutual funds and from
purchases and sales of other securities
and money market instruments for
customers (including other financial
institutions) where the BHC is acting as
agent.
Certain Secured Borrowings
When BHCs raise funds from sources
other than deposit liabilities, they may
do so on a secured or unsecured basis.
Securities sold under agreements to
repurchase (Schedule HC, item 14.b)
always represent secured borrowings,
whereas Subordinated notes and
debentures (Schedule HC, item 19.a)
must be unsecured. However, amounts
included in Federal funds purchased in
domestic offices (Schedule HC, item
14.a) and Other borrowed money
(Schedule HC–M, item 14) can be
secured or unsecured, but this cannot be
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determined at present from the FR Y–
9C. This uncertainty adversely affects
the assessment of BHCs’ liquidity
positions. Moreover, as a BHC’s
condition deteriorates, it usually
encounters increasing difficulty in
rolling over existing unsecured debt or
borrowing additional funds on an
unsecured basis.
Thus, to better understand the
structure of BHCs’ nondeposit liabilities
and the effect of these liabilities on
liquidity, the Federal Reserve proposes
to add two items to Schedule HC–M
(items 23.a and 23.b) in which banks
would report the secured portion of
their Federal funds purchased and their
Other borrowed money.
Life Insurance Assets
BHCs include their holdings of life
insurance assets (that is, the cash
surrender value reported to the BHC by
the insurance carrier, less any
applicable surrender charges not
reflected by the carrier in this reported
value) in Schedule HC–F, item 5, Other
assets. If the carrying amount of a BHC’s
life insurance assets included in item 5
exceed 25 percent of its Other assets, the
BHC must disclose this carrying amount
in item 5.a.
In December 2004, the Office of the
Controller of the Currency, the Board of
Governors of the Federal Reserve
System, the Federal Deposit Insurance
Corporation, and the OTS issued an
Interagency Statement on the Purchase
and Risk Management of Life Insurance
to provide guidance to institutions to
help ensure that their risk management
processes for bank–owned life insurance
(BOLI) are consistent with safe and
sound banking practices. Given the risks
associated with BOLI, the Interagency
Statement advises institutions that it is
generally not prudent for an institution
to hold BOLI with an aggregate cash
surrender value that exceeds 25 percent
of the institution’s capital as measured
in accordance with its primary federal
regulator’s concentration guidelines.
Although more than 40 percent of all
BHCs report the amount of their life
insurance assets in item 5.a under the
current disclosure threshold of 25
percent of Other assets, this reporting
mechanism does not ensure that the
Federal Reserve is able to monitor
whether all BHCs holding life insurance
assets are approaching or have exceeded
the concentration threshold of 25
percent of capital. As a consequence,
the Federal Reserve proposes to revise
Schedule HC–F, item 5.a, by removing
the disclosure threshold of 25 percent of
Other assets. The Federal Reserve notes
that all savings associations are
currently required to report the amount
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of their life insurance assets in the TFR
on Schedule SC, lines SC615 and
SC625.
Scope of Securitizations to be Included
in Schedule HC–S
In column G of Schedule HC–S,
Servicing, Securitization, and Asset Sale
Activities, BHCs report information on
securitizations and on asset sales with
recourse or other seller–provided credit
enhancements involving loans and
leases other than those covered in
columns A through F. Although the
scope of Schedule HC–S was intended
to cover all of a BHC’s securitizations
and credit–enhanced asset sales, as
currently structured column G does not
capture transactions involving assets
other than loans and leases. As a result,
securitization transactions involving
such assets as securities, for example,
have not been reported in Schedule HC–
S. Therefore, the Federal Reserve
proposes to revise the scope of column
G to encompass All Other Loans, All
Leases, and All Other Assets to ensure
that they can identify and monitor the
full range of BHCs’ involvement in and
credit exposure to securitizations and
asset sales. The proposed change in the
scope of column G is expected to affect
only a nominal number of BHCs.
Instructional Clarification
BHCs report the outstanding principal
balance of assets serviced for others in
Schedule HC–S, memorandum item 2.
In memoranda items 2.a and 2.b, the
amounts of 1–4 family residential
mortgages serviced with recourse and
without recourse, respectively, are
reported. Memorandum item 2.c covers
all other financial assets serviced for
others, but BHCs are required to report
the amount of such servicing only if the
servicing volume is more than $10
million. The instructions for
memoranda items 2.a and 2.b do not
explicitly define 1–4 family residential
mortgages. However, the caption for
column A of the body of Schedule HC–
S is 1–4 family residential loans, which
the instructions for column A describe
as closed–end loans secured by first or
junior liens on 1–4 family residential
properties as defined for Schedule HC–
C, items 1.c.(2)(a) and (b).
Some institutions have asked whether
memoranda items 2.a and 2.b should
include servicing of home equity lines
of credit because such lines are also
secured by 1–4 family residential
properties. Information on
securtizations and asset sales involving
home equity lines is reported in column
B of the body of Schedule HC–S. To
resolve the questions about the scope of
memoranda items 2.a and 2.b, the
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Federal Reserve proposes to clarify the
instructions by stating that these two
items should include servicing of
closed–end loans secured by first or
junior liens on 1–4 family residential
properties only. Servicing of home
equity lines would be included in
memorandum item 2.c.
FR Y–9LP
The Federal Reserve proposes to make
the following revisions to the FR Y–9LP
effective as of March 31, 2006.
Filing Criteria
The Federal Reserve proposes to
increase the asset–size threshold of the
FR Y–9LP from $150 million to $500
million. The Federal Reserve further
proposes to modify the other criteria
and include additional criteria that
would be used in determining whether
a BHC is subject to FR Y–9LP filing
requirements.
Specifically, the Federal Reserve
proposes to require BHCs with
consolidated assets of less than $500
million to comply with the Federal
Reserve’s capital guidelines, and to
continue to comply with the FR Y–9C
and FR Y–9LP reporting requirements, if
the holding company (1) is engaged in
significant nonbanking activities either
directly or through a nonbank
subsidiary; (2) conducts significant off–
balance–sheet activities, including
securitizations or managing or
administering assets for third party,
either directly or through a nonbank
subsidiary; or (3) has a material amount
debt or equity securities (other than
trust preferred securities) outstanding
that are registered with the SEC. While
the incidence of BHCs with
consolidated assets of less than $500
million meeting any of these criteria is
expected to be infrequent, any such
BHCs would be notified and given a
reasonable timetable for meeting the
consolidated capital and reporting
requirements.
The proposed changes are consistent
with the proposed revisions to filing
criteria to the FR Y–9C, as fully
described above. These filing
requirements would apply to all BHCs
in multi–tiered organizations.
Attestation
The Federal Reserve proposes to
revise the current attestation of one
director of the BHC that he or she has
reviewed the data filed and has
transmitted a copy of the data to the
Board of Directors for their information.
Given the importance placed upon the
quality of the information reported, the
Federal Reserve believes that the chief
executive officer (or person performing
similar functions) and chief financial
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officer (or person performing similar
functions) are the most appropriate
officers within a BHC to sign a
declaration concerning the preparation
of the report. The Federal Reserve
recognizes that at some BHCs the same
individual may perform the functions of
both chief executive officer and chief
financial officer. The note on the cover
page would be replaced with the
following text:
‘‘We, the undersigned officers of this
bank holding company, are responsible
for establishing and maintaining
adequate internal controls over financial
reporting, including controls over
regulatory reports. We attest that the
Parent Company Only Financial
Statements for Large Bank Holding
Companies (including the supporting
schedules) for this report date have been
prepared in accordance with the
instructions issued by the Federal
Reserve and to the best of our
knowledge and belief are true and
correct.’’
This statement would be followed
with the signatures and printed names
of the chief executive officer (or person
performing similar functions) and chief
financial officer (or person performing
similar functions) of the BHC and the
date of these signatures.
Instructions
Instructions would be clarified in an
attempt to achieve greater consistency
in reporting by respondents.
FR Y–9SP
The Federal Reserve proposes to make
the following changes to the FR Y–9SP
effective as of June 30, 2006.
Filing Criteria
The Federal Reserve proposes to
increase the asset–size threshold of the
FR Y–9SP from companies with total
consolidated assets of less than $150
million to companies with total
consolidated assets of less than $500
million. The Federal Reserve further
proposes to modify the other criteria
and include additional criteria that
would be used in determining whether
a BHC is subject to FR Y–9SP filing
requirements.
Specifically, the Federal Reserve
proposes to require BHCs with
consolidated assets of less than $500
million to comply with the Federal
Reserve’s capital guidelines, and to
continue to comply with the FR Y–9C
and FR Y–9LP reporting requirements, if
the holding company (1) is engaged in
significant nonbanking activities either
directly or through a nonbank
subsidiary; (2) conducts significant off–
balance–sheet activities, including
securitizations or managing or
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administering assets for third party,
either directly or through a nonbank
subsidiary; or (3) has a material amount
debt or equity securities (other than
trust preferred securities) outstanding
that are registered with the SEC.
Although the incidence of BHCs with
consolidated assets of less than $500
million meeting any of these criteria is
not expected to be frequent, information
is not currently available to identify
BHCs meeting the second and third
criteria. Therefore the Federal Reserve
proposes to collect two new items on
Schedule SC–M, Memoranda, to
identify total off–balance–sheet
activities conducted either directly or
through a nonbank subsidiary and to
identify total debt and equity securities
(other than trust preferred securities)
outstanding that are registered with the
SEC. BHCs meeting any of the criteria
would be notified and given a
reasonable timetable for meeting the
consolidated capital and reporting
requirements.
Attestation
The Federal Reserve proposes to
revise the current attestation of one
director of the BHC that he or she has
reviewed the data filed and has
transmitted a copy of the data to the
Board of Directors for their information.
Given the importance placed upon the
quality of the information reported, the
Federal Reserve believes that the chief
executive officer (or the person
performing similar functions) and chief
financial officer (or the person
performing similar functions) are the
most appropriate officers within a BHC
to sign a declaration concerning the
preparation of the report. The Federal
Reserve recognizes that at some BHCs
the same individual may perform the
functions of both chief executive officer
and chief financial officer. The note on
the cover page would be replaced with
the following text:
‘‘We, the undersigned officers of this
bank holding company, are responsible
for establishing and maintaining
adequate internal controls over financial
reporting, including controls over
regulatory reports. We attest that the
Parent Company Only Financial
Statements for Small Bank Holding
Companies (including the supporting
schedules) for this report date have been
prepared in accordance with the
instructions issued by the Federal
Reserve and to the best of our
knowledge and belief are true and
correct.’’
This statement would be followed
with the signatures and printed names
of the chief executive officer (or person
performing similar functions) and chief
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17:22 Nov 01, 2005
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financial officer (or person performing
similar functions) of the BHC and the
date of these signatures.
Instructions
In addition to modifying instructions
to incorporate the proposed reporting
changes, instructions would be revised
and clarified in an attempt to achieve
greater consistency in reporting by
respondents.
2. Report title: Financial Statements of
U.S. Nonbank Subsidiaries of U.S. Bank
Holding Companies.
Agency form number: FR Y–11 and FR
Y–11S.
OMB control number: 7100–0244.
Frequency: Quarterly and annually.
Reporters: Bank holding companies
Annual reporting hours: FR Y–11
(quarterly): 24,725; FR Y–11 (annual):
1,769; FR Y–11S (annual): 1,195
Estimated average hours per response:
FR Y–11 (quarterly): 6.25; FR Y–11
(annual): 6.25; FR Y–11S (annual): 1.0
Number of respondents: FR Y–11
(quarterly): 989; FR Y–11 (annual): 283;
FR Y–11S (annual): 1,195
General description of report: This
information collection is mandatory (12
U.S.C. §§ 1844(c)). Confidential
treatment is not routinely given to the
data in these reports. However,
confidential treatment for the reporting
information, in whole or in part, can be
requested in accordance with the
instructions to the form, pursuant to
sections (b)(4), (b)(6)and (b)(8) of the
Freedom of Information Act [5 U.S.C. §§
522(b)(4), (b)(6) and (b)(8)].
Abstract: The FR Y–11 reports collect
financial information for individual U.S.
nonbank subsidiaries of domestic bank
holding companies (BHCs). BHCs file
the FR Y–11 on a quarterly or annual
basis according to filing criteria or file
the FR Y–11S annually. The FR Y–11
data are used with other BHC data to
assess the condition of BHCs that are
heavily engaged in nonbanking
activities and to monitor the volume,
nature, and condition of their
nonbanking operations.
Current Actions: The Federal Reserve
proposes to raise the asset–size
threshold for filing the quarterly FR Y–
11 to make it consistent with the
proposed filing threshold for reporting
the Consolidated Financial Statements
for Bank Holding Companies (FR Y–9C;
OMB No. 7100–0128) and to further
reduce reporting burden. The Federal
Reserve also proposes to (1) add one
new equity capital component on the
balance sheet for reporting partnership
interests and (2) reclassify reporting of
certain annuity sales revenue on the
income statement. The Federal Reserve
also proposes to revise several balance
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Fmt 4703
Sfmt 4703
66431
sheet memoranda items to capture
securitization information on
transactions involving assets other than
loans. No revisions are proposed to the
content of the FR Y–11S; however,
several respondents would shift to filing
the FR Y–11S because of the proposed
threshold revisions.
Revisions to Filing Criteria
The Federal Reserve proposes to
revise the reporting criteria for the
quarterly FR Y–11 to be consistent with
the proposed threshold for the FR Y–9C
and reduce reporting burden.
Specifically, the Federal Reserve
proposes that a BHC must file the FR Y–
11 quarterly for its subsidiary if the
subsidiary is owned or controlled by a
top–tier BHC that files the FR Y–9C8
and the subsidiary has (a) total assets of
$1 billion or more, or (b) total off–
balance–sheet activities of at least $5
billion, or (c) equity capital of at least
5 percent of the top–tier BHC’s
consolidated equity capital; or (d)
operating revenue of at least 5 percent
of the top–tier BHC’s consolidated
operating revenue.
Currently the primary criterion for
determining quarterly reporting for the
FR Y–11 is linked to the asset–size
threshold for FR Y–9C reporting.
Retaining the current asset–size
threshold of $150 million may cause an
inconsistency by requiring a BHC to file
quarterly nonbank subsidiary reports for
certain nonbank subsidiaries even when
the BHC is not required to file the FR
Y–9C quarterly. Revising the threshold
for nonbank subsidiary reporting as
described above would maintain
consistency. Linking the primary
nonbank reporting criterion to whether
the BHC files a FR Y–9C would trigger
the quarterly filing of the nonbank
reports by nonbank subsidiaries meeting
the filing requirements. If the BHC has
assets less than $500 million but is
engaged in significant activities that
warrant filing of the FR Y–9C and meets
one or more of the additional FR Y–11
quarterly reporting criteria, the Federal
Reserve believes that it is also necessary
for supervisory purposes to collect
nonbank subsidiary reports on a
quarterly basis.
As currently required, a BHC must file
the FR Y–11 for any nonbank subsidiary
that satisfies the quarterly filing criteria
8 The Federal Reserve is proposing to raise the
asset–size threshold for purposes of consolidated
FR Y–9C reporting, the Small Bank Holding
Company Policy Statement and the Capital
Guidelines from $150 million to $500 million. In
addition, a limited number of holding companies
with assets less than $500 million may be required
to file the FR Y–9C because they meet certain
conditions.
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Federal Register / Vol. 70, No. 211 / Wednesday, November 2, 2005 / Notices
for any quarter during the calendar year
and must continue to report quarterly
for the remainder of the calendar year
even if the nonbank subsidiary no
longer satisfies the requirements for
quarterly reporting. The Federal Reserve
proposes to modify this reporting
requirement to be more consistent with
the FR Y–9C. The Federal Reserve
proposes to revise the reporting
instructions for quarterly filers under
‘‘Who Must Report’’ to indicate that if
a nonbank subsidiary meets the criteria
for quarterly filing as of June 30 of the
preceding year, its BHC should begin
reporting the FR Y–11 quarterly for the
nonbank subsidiary beginning in March
of the current year and continue to
report for the entire calendar year. In
addition, if a nonbank subsidiary meets
the quarterly filing criteria due to a
business combination, then the BHC
would report the FR Y–11 quarterly
beginning with the first quarterly report
date following the effective date of the
business combination. If a nonbank
subsidiary subsequently does not meet
the quarterly filing criteria for four
consecutive quarters, then the BHC
would revert to annual filing.
Schedule IS–Income Statement
The Federal Reserve proposes to
change the category of noninterest
income in which nonbank subsidiaries
report income from certain sales of
annuities from item 5.a.(8), Insurance
commissions and fees, to item 5.a.(4),
Investment banking, advisory,
brokerage, and underwriting fees and
commissions, to be consistent with the
proposed revision to the FR Y–9C.
Currently, nonbank subsidiaries report
income from the sales of annuities and
related commissions and fees in item
5.a.(8). Since annuities are deemed to be
financial investment products rather
than insurance, the Federal Reserve
proposes to revise the instructions for
item 5.a.(8) and item 5.a.(4) by moving
the reference to annuities in the former
item to the latter item.
Schedule BS–M–Memoranda
The Federal Reserve proposes to
expand the scope of item 2.a. Number
of loans in servicing portfolio, item 2.b,
Dollar amount of loans in servicing
portfolio, and item 3, Loans that have
been securitized and sold without
recourse with servicing rights retained,
to include assets other than loans. The
captions and instructions for these items
would be revised to include other
assets. The proposed change would
ensure that the Federal Reserve can
monitor the full range of the nonbank
subsidiaries’ involvement in
securitization.
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17:22 Nov 01, 2005
Jkt 208001
Schedule BS–Balance Sheet
The Federal Reserve proposes to add
a new item, 18.e, General and limited
partnership shares and interests,
renumber current item, 18.e, Other
equity capital components, as item 18.f.,
and renumber current item 18.f, Total
equity capital, as item 18.g. Currently,
the instructions for item 18, Equity
capital, directs subsidiaries that are not
corporate in form (that is, those that do
not have capital structures consisting of
capital stock and the other components
of equity capital currently listed under
item 18) to report their entire net worth
in item 18.f, Total equity. The reporting
form and the instructions for item 18.f,
Total equity, state that item 18.f must
equal the sum of the components of
item 18. However, equity capital of
those entities not in corporate form
cannot appropriately be reported in any
of the components of item 18. The
proposed item and clarifications to the
instructions for item 18 would remove
this inconsistency and improve the
accuracy of the information reported. In
addition, the Federal Reserve proposes
to clarify that Schedule IS–A, Changes
in Equity Capital, item 6, Other
adjustments to equity capital, should
include contributions and distributions
to and from partners or limited liability
company (LLC) shareholders when the
company is a partnership or a LLC.
Schedule IS–A, item 6 is a component
of Schedule IS–A, item 7, Total equity
at end of current period. Schedule IS–
A, item 7 must equal Schedule BS, item
18.f, Total equity.
3. Report title: Financial Statements of
Foreign Subsidiaries of U.S. Banking
Organizations.
Agency form number: FR 2314 and FR
2314S.
OMB control number: 7100–0073.
Frequency: Quarterly and annually.
Reporters: Foreign subsidiaries of U.S.
state member banks, bank holding
companies, and Edge or agreement
corporations.
Annual reporting hours: FR 2314
(quarterly): 4,800; FR 2314 (annual):
950; FR 2314S (annual): 255
Estimated average hours per response:
FR 2314 (quarterly): 6.25; FR 2314
(annual): 6.25; FR 2314S (annual): 1.0
Number of respondents: FR 2314
(quarterly): 192; FR 2314 (annual): 152;
FR 2314S (annual): 255
General description of report: This
information collection is mandatory (12
U.S.C. §§ 324, 602, 625, and 1844).
Confidential treatment is not routinely
given to the data in these reports.
However, confidential treatment for the
reporting information, in whole or in
part, can be requested in accordance
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Fmt 4703
Sfmt 4703
with the instructions to the form,
pursuant to sections (b)(4), (b)(6) and
(b)(8) of the Freedom of Information Act
[5 U.S.C. §§ 522(b)(4) (b)(6) and (b)(8)].
Abstract: The FR 2314 reports collect
financial information for direct or
indirect foreign subsidiaries of U.S. state
member banks (SMBs), Edge and
agreement corporations, and BHCs.
Parent organizations (SMBs, Edge and
agreement corporations, or BHCs) file
the FR 2314 on a quarterly or annual
basis according to filing criteria or file
the FR 2314S annually. The FR 2314
data are used to identify current and
potential problems at the foreign
subsidiaries of U.S. parent companies,
to monitor the activities of U.S. banking
organizations in specific countries, and
to develop a better understanding of
activities within the industry, in
general, and of individual institutions,
in particular.
Current Actions: The Federal Reserve
proposes to raise the asset–size
threshold for filing the quarterly FR
2314 to make it consistent with the
proposed filing threshold for reporting
the Consolidated Financial Statements
for Bank Holding Companies (FR Y–9C;
OMB No. 7100–0128) and to further
reduce reporting burden. The Federal
Reserve also proposes to (1) add one
new equity capital component on the
balance sheet for reporting partnership
interests and (2) reclassify reporting of
certain annuity sales revenue on the
income statement. The changes in the
reporting thresholds would have no
immediate effect on the FR 2314 panel
because there are currently no quarterly
filers owned by parent organizations
with assets less than $500 million.
Revisions to Filing Criteria
The Federal Reserve proposes to
revise the reporting criteria for the
quarterly FR 2314 to be consistent with
the proposed threshold for the FR Y–9C
and reduce reporting burden.
Specifically, the Federal Reserve
proposes that a BHC must file the FR
2314 quarterly for its subsidiary if the
subsidiary is owned or controlled by a
parent U.S. BHC that files the FR Y–9C
or a state member bank or an Edge or
agreement cooperation that has total
consolidated assets equal to or greater
than $500 million and the subsidiary
has (a) total assets of $1 billion or more,
or (b) total off–balance–sheet activities
of at least $5 billion, or (c) equity capital
of at least 5 percent of the top–tier
organization’s consolidated equity
capital, or (d) operating revenue of at
least 5 percent of the top–tier
organization’s consolidated operating
revenue.
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Federal Register / Vol. 70, No. 211 / Wednesday, November 2, 2005 / Notices
Currently the primary criterion for
determining quarterly reporting for the
FR 2314 is linked to the asset–size
threshold for FR Y–9C reporting.
Retaining the current asset–size
threshold of $150 million may cause an
inconsistency by requiring a BHC to file
quarterly nonbank subsidiary reports for
certain nonbank subsidiaries even when
the BHC is not required to file the FR
Y–9C quarterly. Revising the threshold
for nonbank subsidiary reporting as
described above would maintain
consistency. Linking the primary
nonbank reporting criterion to whether
the BHC files a FR Y–9C would trigger
the quarterly filing of the nonbank
reports by nonbank subsidiaries meeting
the filing requirements. If the BHC has
assets less than $500 million but is
engaged in significant activities that
warrant filing of the FR Y–9C and meets
one or more of the additional FR 2314
quarterly reporting criteria, the Federal
Reserve believes that it is also necessary
for supervisory purposes to collect
nonbank subsidiary reports on a
quarterly basis.
The criteria for filing the FR 2314
would be revised to maintain the
consistency in the reporting criteria for
nonbank subsidiary reports. Revising
the quarterly reporting threshold for the
FR 2314 filers would have no immediate
effect on the panel because currently
there are no quarterly filers owned by
parent organizations with assets less
than $500 million. However, the Federal
Reserve believes that there may be a
small number of additional FR 2314
reports filed for subsidiaries owned by
a BHC that has assets under $500
million and that files the FR Y–9C
because they meet certain conditions.
As currently required, a parent
organization must file the FR 2314 for
any nonbank subsidiary that satisfies
the quarterly filing criteria for any
quarter during the calendar year and
must continue to report quarterly for the
remainder of the calendar year even if
the nonbank subsidiary no longer
satisfies the requirements for quarterly
reporting. The Federal Reserve proposes
to modify this reporting requirement to
be more consistent with the FR Y–9C.
The Federal Reserve proposes to revise
the reporting instructions for quarterly
filers under ‘‘Who Must Report’’ to
indicate that if a nonbank subsidiary
meets the criteria for quarterly filing as
of June 30 of the preceding year, its
parent organization should begin
reporting the FR 2314 quarterly for the
nonbank subsidiary beginning in March
of the current year and continue to
report for the entire calendar year. In
addition, if a nonbank subsidiary meets
the quarterly filing criteria due to a
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17:22 Nov 01, 2005
Jkt 208001
business combination, then the parent
organization would report the FR 2314
quarterly beginning with the first
quarterly report date following the
effective date of the business
combination. If a nonbank subsidiary
subsequently does not meet the
quarterly filing criteria for four
consecutive quarters, then the parent
organization would revert to annual
filing.
Schedule IS–Income Statement
The Federal Reserve proposes to
change the category of noninterest
income in which nonbank subsidiaries
report income from certain sales of
annuities from item 5.a.(8), Insurance
commissions and fees, to item 5.a.(4),
Investment banking, advisory,
brokerage, and underwriting fees and
commissions, to be consistent with the
proposed revision to the FR Y–9C.
Currently, nonbank subsidiaries report
income from the sales of annuities and
related commissions and fees in item
5.a.(8). Since annuities are deemed to be
financial investment products rather
than insurance, the Federal Reserve
proposes to revise the instructions for
item 5.a.(8) and item 5.a.(4) by moving
the reference to annuities in the former
item to the latter item.
Schedule BS–Balance Sheet
The Federal Reserve proposes to add
a new item, 18.e, General and limited
partnership shares and interests,
renumber current item, 18.e, Other
equity capital components, as item 18.f.,
and renumber current item 18.f, Total
equity capital, as item 18.g. Currently,
the instructions for item 18, Equity
capital, directs subsidiaries that are not
corporate in form (that is, those that do
not have capital structures consisting of
capital stock and the other components
of equity capital currently listed under
item 18) to report their entire net worth
in item 18.f, Total equity. The reporting
form and the instructions for item 18.f,
Total equity, state that item 18.f must
equal the sum of the components of
item 18. However, equity capital of
those entities not in corporate form
cannot appropriately be reported in any
of the components of item 18. The
proposed item and clarifications to the
instructions for item 18 would remove
this inconsistency and improve the
accuracy of the information reported. In
addition, the Federal Reserve proposes
to clarify that Schedule IS–A, Changes
in Equity Capital, item 6, Other
adjustments to equity capital, should
include contributions and distributions
to and from partners or limited liability
company (LLC) shareholders when the
company is a partnership or a LLC.
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Fmt 4703
Sfmt 4703
66433
Schedule IS–A, item 6 is a component
of Schedule IS–A, item 7, Total equity
at end of current period. Schedule IS–
A, item 7 must equal Schedule BS, item
18.f, Total equity.
Board of Governors of the Federal Reserve
System, October 25, 2005.
Robert deV. Frierson,
Deputy Secretary of the Board.
[FR Doc. E5–6057 Filed 11–1–05; 8:45 am]
BILLING CODE 6210–01–S
FEDERAL RESERVE SYSTEM
Proposed Agency Information
Collection Activities; Comment
Request
Board of Governors of the
Federal Reserve System
SUMMARY: Background.
On June 15, 1984, the Office of
Management and Budget (OMB)
delegated to the Board of Governors of
the Federal Reserve System (Board) its
approval authority under the Paperwork
Reduction Act, as per 5 CFR 1320.16, to
approve of and assign OMB control
numbers to collection of information
requests and requirements conducted or
sponsored by the Board under
conditions set forth in 5 CFR 1320
Appendix A.1. Board–approved
collections of information are
incorporated into the official OMB
inventory of currently approved
collections of information. Copies of the
OMB 83–Is and supporting statements
and approved collection of information
instruments are placed into OMB’s
public docket files. The Federal Reserve
may not conduct or sponsor, and the
respondent is not required to respond
to, an information collection that has
been extended, revised, or implemented
on or after October 1, 1995, unless it
displays a currently valid OMB control
number.
AGENCY:
Request for comment on information
collection proposal
The following information
collections, which are being handled
under this delegated authority, have
received initial Board approval and are
hereby published for comment. At the
end of the comment period, the
proposed information collections, along
with an analysis of comments and
recommendations received, will be
submitted to the Board for final
approval under OMB delegated
authority. Comments are invited on the
following:
a. Whether the proposed collections
of information is necessary for the
proper performance of the Federal
E:\FR\FM\02NON1.SGM
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Agencies
[Federal Register Volume 70, Number 211 (Wednesday, November 2, 2005)]
[Notices]
[Pages 66423-66433]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E5-6057]
=======================================================================
-----------------------------------------------------------------------
FEDERAL RESERVE SYSTEM
Agency Information Collection Activities: Proposed Collection;
Comment Request
AGENCY: Board of Governors of the Federal Reserve System
SUMMARY: Background
On June 15, 1984, the Office of Management and Budget (OMB)
delegated to the Board of Governors of the Federal Reserve System
(Board) its approval authority under the Paperwork Reduction Act, as
per 5 CFR 1320.16, to approve of and assign OMB control numbers to
collection of information requests and requirements conducted or
sponsored by the Board under conditions set forth in 5 CFR 1320
Appendix A.1. Board-approved collections of information are
incorporated into the official OMB inventory of currently approved
collections of information. Copies of the OMB 83-Is and supporting
statements and approved collection of information instruments are
placed into OMB's public docket files. The Federal Reserve may not
conduct or sponsor, and the respondent is not required to respond to,
an information collection that has been extended, revised, or
implemented on or after October 1, 1995, unless it displays a currently
valid OMB control number.
Request for comment on information collection proposals
The following information collections, which are being handled
under this delegated authority, have received initial Board approval
and are hereby published for comment. At the end of the comment period,
the proposed information collections, along with an analysis of
comments and recommendations received, will be submitted to the Board
for final approval under OMB delegated authority. Comments are invited
on the following:
a. Whether the proposed collection of information is necessary for
the proper performance of the Federal Reserve's functions; including
whether the information has practical utility;
b. The accuracy of the Federal Reserve's estimate of the burden of
the proposed information collection, including the validity of the
methodology and assumptions used;
c. Ways to enhance the quality, utility, and clarity of the
information to be collected; and
d. Ways to minimize the burden of information collection on
respondents, including through the use of automated collection
techniques or other forms of information technology.
DATES: Comments must be submitted on or before January 3, 2006.
ADDRESSES: You may submit comments, identified by FR Y-9, FR Y-11, or
FR 2314 by any of the following methods:
[[Page 66424]]
Agency Web Site: https://www.federalreserve.gov. Follow the
instructions for submitting comments at https://www.federalreserve.gov/
generalinfo/foia/ProposedRegs.cfm.
Federal eRulemaking Portal: https://www.regulations.gov.
Follow the instructions for submitting comments.
E-mail: regs.comments@federalreserve.gov. Include docket
number in the subject line of the message.
FAX: 202/452-3819 or 202/452-3102.
Mail: Jennifer J. Johnson, Secretary, Board of Governors
of the Federal Reserve System, 20th Street and Constitution Avenue,
N.W., Washington, DC 20551.
All public comments are available from the Board's web site at
www.federalreserve.gov/generalinfo/foia/ProposedRegs.cfm as submitted,
unless modified for technical reasons. Accordingly, your comments will
not be edited to remove any identifying or contact information. Public
comments may also be viewed electronically or in paper in Room MP-500
of the Board's Martin Building (20th and C Streets, N.W.) between
9:00a.m. and 5:00p.m. on weekdays.
FOR FURTHER INFORMATION CONTACT: A copy of the proposed form and
instructions, the Paperwork Reduction Act Submission (OMB 83-I),
supporting statement, and other documents that will be placed into
OMB's public docket files once approved may be requested from the
agency clearance officer, whose name appears below.
Michelle Long, Federal Reserve Board Clearance Officer (202-452-
3829), Division of Research and Statistics, Board of Governors of the
Federal Reserve System, Washington, DC 20551. Telecommunications Device
for the Deaf (TDD) users may contact (202-263-4869), Board of Governors
of the Federal Reserve System, Washington, DC 20551.
Proposal to approve under OMB delegated authority the revision, without
extension, of the following reports:
1. Report title: Financial Statements for Bank Holding Companies.
Agency form number: FR Y-9C, FR Y-9LP, and FR Y-9SP
OMB control number: 7100-0128
Frequency: Quarterly and semiannually.
Reporters: Bank holding companies.
Annual reporting hours: FR Y-9C: 116,279; FR Y-9LP: 18,639; FR Y-9SP:
47,379.
Estimated average hours per response: FR Y-9C: 37.95; FR Y-9LP: 4.75;
FR Y-9SP: 5.10.
Number of respondents: FR Y-9C: 766; FR Y-9LP: 981; FR Y-9SP: 4,645.
General description of report: This information collection is mandatory
(12 U.S.C. 1844(c)). Confidential treatment is not routinely given to
the data in these reports. However, confidential treatment for the
reporting information, in whole or in part, can be requested in
accordance with the instructions to the form, pursuant to sections
(b)(4), (b)(6)and (b)(8) of the Freedom of Information Act (5 U.S.C.
Sec. Sec. 522(b)(4), (b)(6) and (b)(8)).
Abstract: The FR Y-9C, FR Y-9LP, and FR Y-9SP are standardized
financial statements for the consolidated bank holding company (BHC)
and its parent. The FR Y-9 family of reports historically has been, and
continues to be, the primary source of financial information on BHCs
between on-site inspections. Financial information from these reports
is used to detect emerging financial problems, to review performance
and conduct pre-inspection analysis, to monitor and evaluate capital
adequacy, to evaluate BHC mergers and acquisitions, and to analyze a
BHC's overall financial condition to ensure safe and sound operations.
The FR Y-9C consists of standardized financial statements similar
to the Consolidated Reports of Condition and Income (Call Reports)
(FFIEC 031 & 041; OMB No. 7100-0036) filed by commercial banks. The FR
Y-9C collects consolidated data from the BHC. The FR Y-9C is filed by
top-tier BHCs with total consolidated assets of $150 million or more
and lower-tier BHCs that have total consolidated assets of $1 billion
or more. (Under certain circumstances defined in the General
Instructions, BHCs under $150 million may be required to file the FR Y-
9C.) In addition, multibank holding companies with total consolidated
assets of less than $150 million with debt outstanding to the general
public or engaged in certain nonbank activities must file the FR Y-9C.
The FR Y-9LP includes standardized financial statements filed
quarterly on a parent company only basis from each BHC that files the
FR Y-9C. In addition, for tiered BHCs, a separate FR Y-9LP must be
filed for each lower tier BHC.
The FR Y-9SP is a parent company only financial statement filed by
smaller BHCs. Respondents include one-bank holding companies with total
consolidated assets of less than $150 million and multibank holding
companies with total consolidated assets of less than $150 million that
meet certain other criteria. This form is a simplified or abbreviated
version of the more extensive parent company only financial statement
for large BHCs (FR Y-9LP). This report is designed to obtain basic
balance sheet and income information for the parent company,
information on intangible assets, and information on intercompany
transactions.
Current actions: The Federal Reserve proposes to modify information
collected on the FR Y-9C, FR Y-9LP and FR Y-9SP to (1) increase the
asset-size threshold for filing the FR Y-9C and FR Y-9LP from $150
million to $500 million; (2) increase the asset-size threshold for
filing the FR Y-9SP from under $150 million to under $500 million; (3)
revise other current filing criteria affecting the reporting of the FR
Y-9C, FR Y-9LP and FR Y-9SP; and (4) revise the text of the attestation
requirement on the cover page of each report and require signatures
specifically from the chief executive officer and chief financial
officer. The Federal Reserve proposes the following revisions to the FR
Y-9C: (1) add item on loans for purchasing and carrying securities; (2)
add item for additional regulatory capital detail; (3) add items for
further detail on construction, land development, and land loans; (4)
add items for further detail on loans secured by nonfarm nonresidential
properties; (5) redefine breakouts for lease financing receivables; (6)
add items for further information on credit derivatives; (7) add items
for further detail on mortgage banking activities; (8) reclassify
reporting of annuity sales revenue; (9) add items for further detail on
investment banking, advisory, brokerage, and underwriting income; (10)
add items to identify certain secured borrowings; (11) remove threshold
for reporting of life insurance assets; (12) revise scope of
securitizations to be included in Schedule HC-S; (13) remove the FR Y-
9C filing requirement for lower-tier BHCs with total assets of $1
billion or more; (14) delete or impose a reporting threshold on a
number of items; and (15) make revisions to the reporting instructions.
Finally, the Federal Reserve proposes to revise the FR Y-9SP by
collecting two new items on Schedule SC-M, Memoranda, to identify total
off-balance-sheet activities conducted either directly or through a
nonbank subsidiary and to identify total debt and equity securities
(other than trust preferred securities) outstanding that are registered
with the Securities and Exchange Commission (SEC).
The Federal Reserve recognizes that several comments were received
by the banking agencies on proposed Call
[[Page 66425]]
Report revisions that parallel some of these proposed revisions. The
comments received on the Call Report proposal will also be taken into
consideration for this proposal.
Proposed Revisions Not Related to Call Report Revisions
The Federal Reserve proposes to make the following revisions to the
FR Y-9C effective as of March 31, 2006. The following proposed
revisions are not related to the revisions proposed to the Call Report.
Filing Criteria: Asset-Size Threshold
The Federal Reserve proposes to increase the asset-size threshold
of the FR Y-9C from $150 million to $500 million. BHCs with
consolidated assets of less than $500 million generally would file the
parent-only FR Y-9SP. The Federal Reserve further proposes to revise
the other criteria used in determining whether a BHC is subject to
consolidated FR Y-9C reporting requirements. The revised criteria would
more accurately reflect current supervisory views of factors that would
warrant consolidated financial reporting and compliance with the
capital guidelines. However, the Federal Reserve would retain the
current policy that allows a Reserve Bank to require a BHC to file
consolidated financial reports if the Reserve Bank determines that such
action is warranted for supervisory reasons.
The current reporting requirements that govern the frequency and
the level of detail of financial reports filed by BHCs have been in
place since 1986 and are principally driven by the asset size of the
BHC. Generally, BHCs with consolidated assets of less than $150 million
submit summary parent company financial data semi-annually (FR- Y)9SP).
BHCs with consolidated assets of $150 million or more submit detailed
consolidated (FR Y-9C) and parent company (FR Y-9LP) financial data
quarterly. When these reporting thresholds were established, $150
million in consolidated assets represented a reasonable threshold for
identifying those BHCs whose operations warranted more extensive
consolidated reporting for monitoring risks to safety and soundness.
However, over the last two decades, inflation, industry
consolidation, and normal asset growth of BHCs have caused the $150
million threshold to lose much of its relevance. While the number of
BHCs with less than $500 million in consolidated assets has increased
over this time frame, these BHCs hold a smaller percentage of total
assets for all BHCs filing the FR Y-9C. The number of non-complex FR Y-
9C respondents with consolidated assets of less than $500 million has
increased by about 560, while their share of total assets of all FR Y-
9C respondents has decreased from about 7 percent to about 4 percent.
In addition, raising the threshold to $500 million goes well beyond the
level (approximately $255 million) necessary to adjust the current
threshold for inflation. The Federal Reserve believes that raising the
threshold to $500 million achieves an appropriate balance between the
goals of reducing regulatory burden and ensuring access to supervisory
data necessary for the safety and soundness of BHCs.
One consideration in proposing to increase the threshold for filing
the FR Y-9C is that the loss of data could potentially be an issue for
BHC management. The Federal Reserve currently produces Bank Holding
Company Performance Reports (BHCPRs) that compare a BHC's financial
data to those of its peers. BHCs may use the BHCPRs to evaluate and
monitor their financial performance. However, most of the BHCs that
would be affected are shell, one-bank holding companies; therefore, the
Uniform Bank Performance Report\1\ should provide most of the
information. Nevertheless, the Federal Reserve seeks public comment on
any consolidated information BHC management may want to continue
reporting and see from BHCs with between $150 million and $500 million
in total assets for peer review or other internal management purposes.
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\1\ The Uniform Bank Performance Report is similar to the BHCPR
and compares bank financial data to those of its peers.
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Other Filing Criteria
The Federal Reserve's current risk-based and leverage-capital
standards do not apply to BHCs with consolidated assets of less than
$150 million if the parent holding company is not engaged in nonbank
activity involving significant leverage and the parent holding company
does not have a significant amount of debt held by the general public.
If either of these additional criteria is met, the BHC would be deemed
subject to the Federal Reserve's capital guidelines. The FR Y-9C
reporting instructions use slightly different criteria and currently
exempt BHCs with one bank subsidiary and less than $150 million in
consolidated assets from filing consolidated statements and risk-based
capital schedules even if they have public debt or engage in nonbanking
activities involving significant leverage. The Federal Reserve
separately has proposed to revise and expand the other criteria under
which a BHC would be required to comply with the Federal Reserve's
capital guidelines.\2\ The Federal Reserve believes that for BHCs under
$500 million in total consolidated assets, other than those BHCs that
meet the additional criteria noted below, bank-level compliance with
risk-based and leverage capital requirements would be sufficient for
supervisory purposes. The Federal Reserve proposes to modify the FR Y-
9C reporting criteria to conform directly with criteria proposed for
applicability of these guidelines.
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\2\ Refer to Federal Reserve Board press release of September 7,
2005. https://www.federalreserve.gov/boarddocs/press/bcreg/2005/
20050907/default.htm
_____________________________________-
Specifically, the Federal Reserve proposes to require BHCs with
consolidated assets of less than $500 million to comply with the
Federal Reserve's capital guidelines and to continue to comply with the
FR Y-9C and FR Y-9LP reporting requirements, if the holding company (1)
is engaged in significant nonbanking activities either directly or
through a nonbank subsidiary; (2) conducts significant off-balance-
sheet activities, including securitizations or managing or
administering assets for third parties, either directly or through a
nonbank subsidiary; or (3) has a material amount of debt or equity
securities (other than trust preferred securities) outstanding that are
registered with the SEC.\3\ While the incidence of BHCs with
consolidated assets of less than $500 million meeting any of these
criteria is expected to be infrequent, any such holding companies would
be notified and given a reasonable timetable for meeting the
consolidated capital and reporting requirements.
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\3\ As noted above, these proposed criteria would conform
directly with proposed criteria for applicability of capital
adequacy guidelines. Responsibility for determination whether such
activities are significant or material for any given BHC would rest
with the supervisory function at each Federal Reserve district bank.
If a Reserve Bank finds that a BHC meet any of these criteria, the
Reserve Bank would be responsible for notifying the BHC and
establishing the time frame for meeting the capital adequacy
guidelines and FR Y-9C reporting requirements.
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In addition, the Federal Reserve separately has proposed to amend
its capital guidelines to make explicit the Federal Reserve's authority
to subject a small BHC to the guidelines if the Federal Reserve
determines that such action is warranted for supervisory purposes
(comparable to existing to current instructions for FR Y-9C reporting
requirements). Furthermore, the proposed amendments to the
[[Page 66426]]
guidelines would explicitly provide that a small BHC may voluntarily
comply with the guidelines. The Federal Reserve proposes that a BHC
electing to comply with the guidelines would be required to file the
consolidated FR Y-9C. Any BHC that volunteers to file the FR Y-9C would
be required to file a complete report and generally would not be
permitted to revert back to filing the FR Y-9SP report in any
subsequent periods.
Lower-tier Reporting Requirements--The Federal Reserve also
proposes to eliminate the reporting exception requiring top-tier BHCs
to submit an FR Y-9C for each lower-tier BHC with total consolidated
assets of $1 billion or more. The Federal Reserve has determined that
information from such lower-tier institutions is no longer needed for
supervisory or safety and soundness reasons.
Schedule HC-C--Loans and Lease Financing Receivables
The Federal Reserve proposes to revise Schedule HC-C, item 9, All
other loans, to break out a new item 9.a, Loans for purchasing or
carrying securities (secured and unsecured). Current item 9 would be
renumbered as 9.b. This item would be defined the same as a comparable
item currently reported by banks on the Call Report and is
predominantly composed of margin loans with broker-dealers. Margin
loans have been growing at the BHC level, particularly due to
significant growth in lending to hedge funds. The Federal Reserve
proposes collecting this item in order to measure and monitor BHCs
involvement in this higher risk activity.
Schedule HC-M--Memoranda
The Federal Reserve proposes to delete Schedule HC-M, item 7, Total
assets of unconsolidated subsidiaries and associated companies. This
item is no longer needed for supervisory and safety and soundness
purposes.
Schedule HC-R--Regulatory Capital
The Federal Reserve proposes to add a new memorandum item 6, Market
risk equivalent assets attributable to specific risk (included in
Schedule HC-R, item 58). The Federal Reserve's risk-based capital
standards require all BHCs with significant market risk to measure
their market risk exposure and hold sufficient capital to mitigate this
exposure. In general, a BHC is subject to the market risk capital
guidelines if its consolidated trading activity, defined as the sum of
trading assets and liabilities reported in its FR Y-9C for the previous
quarter, equals: (1) 10 percent or more of the BHC's total assets as
reported in its FR Y-C for the previous quarter or (2) $1 billion or
more.
A BHC that is subject to the market risk guidelines must hold
capital to support its exposure to general market risk and specific
risk. General market risk means changes in the market value of covered
positions resulting from broad market movements, such as changes in the
general level of interest rates, equity prices, foreign exchange rates,
or commodity prices. Covered positions include all positions in a BHCs
trading account and foreign exchange and commodity positions, whether
or not in the trading account. Specific risk means changes in the
market value of specific positions due to factors other than broad
market movements and includes event and default risk.
The specific risk exposure of specific positions is significantly
higher than the general market risk of covered positions. The Federal
Reserve proposes to break out market risk equivalent assets\4\
attributable to specific risk to better measure and monitor the BHCs
market risk position and to better compare such risk positions taken
across BHCs subject to the market risk guidelines.
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\4\ A BHC's market risk equivalent assets is equal to its
measure for market risk multiplied by 12.5 (the reciprocal of the
minimum 8.0 percent capital ratio). For further information, see the
Federal Reserve's risk-based capital standards.
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Instructions
In addition to modifying instructions to incorporate the proposed
reporting changes, the Federal Reserve proposes to revise the following
reporting instructions.
General Instructions--The Federal Reserve proposes to modify the
reporting instructions under ``Who Must Report,'' section C, Shifts in
Reporting Status: A top-tier BHC that reaches $500 million or more in
total consolidated assets as of June 30 of the preceding year should
begin reporting on the FR Y-9C in March of the current year. If a BHC
reaches $500 million or more in total consolidated assets due to a
business combination, then the BHC would be instructed to begin
reporting the FR Y-9C beginning with the first quarterly report date
following the effective date of the business combination. In general,
once a BHC reaches or exceeds $500 million in total assets and begins
filing the FR Y-9C, it should file a complete FR Y-9C going forward. If
a BHC's total assets should subsequently fall to less than $500 million
for four consecutive quarters, then the BHC may revert to filing the FR
Y-9SP.
Schedule HC-B--Securities - The Federal Reserve proposes to modify
the reporting instructions for Schedule HC-B, memorandum item 2,
Remaining maturity of debt securities, to instruct BHCs to report the
remaining maturity of holdings of floating rate debt securities
according to the amount of time remaining until the next repricing
date. This instruction would be consistent with the current reporting
treatment for a comparable item in the Call Report. The instructions
for this item would also be expanded to define the terms fixed interest
rate, floating rate, and next repricing date to make them consistent
with the Call Report instructions.
Schedule HC-K--Quarterly Averages--The Federal Reserve proposes to
modify Schedule HC-K, item 11, Equity capital, to no longer exclude net
unrealized losses on marketable equity securities, other net unrealized
gains and losses on available-for-sale securities, and accumulated net
gains (losses) on cash flow hedges when calculating average equity
capital. This revision would ensure a more accurate calculation of
return on equity.
Proposed Revisions Related to Call Report Revisions
The Federal Reserve proposes to make the following revisions to the
FR Y-9C to parallel proposed changes to the Call Report.
Attestation
The Federal Reserve proposes to revise the current attestation by
one director of the BHC that he or she has reviewed the data filed and
has transmitted a copy to the Board of Directors for their information.
Given the importance placed upon the quality of the information
reported, the Federal Reserve believes that the chief executive officer
(or person performing similar functions) and chief financial officer
(or person performing similar functions) are the most appropriate
officers within a BHC to sign a declaration concerning the preparation
of the data. The Federal Reserve recognizes that at some BHCs the same
individual may perform the functions of both chief executive officer
and chief financial officer. The note on the cover page would be
replaced with the following text:
``We, the undersigned officers of this bank holding company, are
responsible for establishing and maintaining adequate internal controls
over financial reporting, including controls over regulatory reports.
We attest that the Consolidated Financial Statements for Bank Holding
Companies (including the
[[Page 66427]]
supporting schedules) for this report date have been prepared in
accordance with the instructions issued by the Federal Reserve and to
the best of our knowledge and belief are true and correct.''
This statement would be followed with the signatures and printed
names of the chief executive officer (or person performing similar
functions) and chief financial officer (or person performing similar
functions) of the BHC and the date of these signatures.
Holdings of Asset-Backed Securities
Schedule HC-B, Securities collects a six-way breakdown of BHCs'
holdings of asset-backed securities (not held for trading purposes) in
items 5.a through 5.f.\5\ Because BHCs with domestic offices only and
less than $1 billion in total assets hold only a nominal percentage of
the industry's investments in asset-backed securities, the Federal
Reserve has determined that continuing to request a breakdown by
category of these institutions' limited holdings of asset-backed
securities is no longer warranted. Instead, these BHCs would report
only their total holdings of asset-backed securities in Schedule HC-B.
However, all BHCs with foreign offices and other BHCs with $1 billion
or more in total assets would continue to report the existing breakdown
of their asset-backed securities in this schedule.
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\5\ In Schedule HC-B, the asset-backed securities reported in
items 5.a through 5.f exclude mortgage-backed securities, which are
reported separately in items 4.a.(1) through 4.b.(3) of the
schedule.
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Impact of Derivatives on Income
BHCs report the effect that their use of derivatives outside the
trading account has had on their year-to-date interest income, interest
expense, and net noninterest income in income statement (Schedule HI)
memoranda items 10.a through 10.c. The amounts reported in these
memoranda items are aggregates of all nontrading derivative positions
and combine derivatives that may have substantially different
underlying risk exposures (e.g., interest rate risk, foreign exchange
risk, and credit risk). In recognition of proposed new data on credit
derivatives (below), the Federal Reserve proposes to delete the three
income statement memoranda items since they are of lesser utility.
Bankers Acceptances
The FR Y-9C balance sheet (Schedule HC) has long required BHCs to
separately disclose the amount of their Customers' liability on
acceptances outstanding (item 9) and their BHC's Liability on
acceptances executed and outstanding (item 18) and provide an
indication of whether the BHC has reduced the liabilities on
acceptances executed and outstanding by the amount of any
participations in bankers acceptances (Schedule HC-M, item 10). In
addition, BHCs also report the amount of Participations in acceptances
conveyed to others by the reporting bank holding company (Schedule HC-
L, item 5). Over time, the volume of acceptance assets and liabilities
as a percentage of industry assets and liabilities has declined
substantially to a nominal amount, with only a small number of BHCs
reporting these items. The Federal Reserve proposes to delete these
four items and instruct BHCs to include any acceptance assets and
liabilities in Other assets and Other liabilities, respectively, on the
balance sheet and to include in the ``Other'' category of Schedule HC-
F, Other Assets, and Schedule HC-G, Other Liabilities.
Construction, Land Development, and Other Land Loans
Construction, land development, and other land (CLD&OL) lending is
a highly specialized set of activities with inherent risks that must be
managed and controlled to ensure that these activities remain
profitable. Management's ability to identify, measure, monitor, and
control the risks from these types of loans through effective
underwriting policies, systems, and internal controls is crucial to a
sound lending program. In areas of the country that experience high
levels of construction activity and an extremely competitive lending
environment, these factors often lead to thinner profit margins on
CLD&OL loans and looser underwriting standards. Moreover, the risk
profiles, including loss rates, of CLD&OL loans vary across loan types
because of differences in such factors as underwriting and repayment
source. The Federal Reserve's real estate lending standards recognize
these differences in risk, for example, by setting higher supervisory
loan-to-value limits for 1-4 family residential construction loans than
for other construction loans.
The Federal Reserve has seen substantial growth in the volume of
CLD&OL loans in recent years. To improve the Federal Reserve's ability
to monitor the construction lending activities of individual BHCs and
the industry as a whole, the Federal Reserve proposes to obtain
separate data on 1-4 family residential CLD&OL loans and all other
CLD&OL loans. Such information would also enable the Federal Reserve to
identify institutions that significantly shift between 1-4 family
residential construction lending and other construction lending and to
identify when institutions that had been solely 1-4 family residential
construction lenders move into other types of construction lending.
Specifically, the Federal Reserve proposes to split the existing
item for Construction, land development, and other land loans in the
loan schedule (Schedule HC-C, item 1.a), the past due and nonaccrual
schedule (Schedule HC-N, item 1.a), and the charge-offs and recoveries
schedule (Schedule HI-B, item 1.a) into separate items for 1-4 family
residential construction, land development, and other land loans and
Other construction, land development, and other land loans. In
addition, the Federal Reserve proposes to similarly split the item for
Commitments to fund commercial real estate, construction, and land
development loans secured by real estate in the off-balance-sheet items
schedule (Schedule HC-L, item 1.c.(1)) into two items.
Loans Secured by Nonfarm Nonresidential Properties
Loans secured by nonfarm nonresidential properties (commercial real
estate loans) include loans made to the occupants of such properties
and loans to non-occupant investors. These two types of commercial real
estate loans present different risk profiles. Loans secured by owner-
occupied properties perform more like a commercial and industrial loan
because the success of the occupant's business is the primary source of
repayment. To ensure repayment of loans to non-occupant investors, the
property must generate sufficient cash flow from the parties who are
the occupants.
Because of the significant and growing level of BHC involvement in
commercial real estate lending and the different risk characteristics
of owner-occupied and other commercial properties, separate reporting
of these two categories of commercial real estate would enhance the
Federal Reserve's monitoring and risk-scoping capabilities. The Federal
Reserve proposes to split the existing item for loans Secured by
nonfarm nonresidential properties in the loan schedule (Schedule HC-C,
item 1.e), the past due and nonaccrual schedule (Schedule HC-N, item
1.e), and the charge-offs and recoveries schedule (Schedule HI-B, part
I, item 1.e) into separate items for owner-occupied nonfarm
nonresidential properties and other nonfarm nonresidential properties.
When a commercial property that is partially occupied by the owner
and partially occupied (or available to be
[[Page 66428]]
occupied) by other parties, the property would be considered owner-
occupied when the owner occupies more than half of the property's
usable space. Properties such as hotels and motels would not be
considered owner-occupied. The Federal Reserve requests comment on the
reporting of partially owner-occupied properties and on any other
definitional issues that may arise when determining whether to report a
loan as secured by owner-occupied property.
Retail and Commercial Leases
BHCs currently report a breakdown of their lease financing
receivables between those from U.S. and non-U.S. addressees in Schedule
HC-C, items 10.a and 10.b, and certain related schedules. BHCs lease
various types of property to various types of customers, and the
current addressee breakdown, in which only a limited number of BHCs
report having leases to non-U.S. addressees, does not provide
satisfactory risk-related information about this type of financing
activity. When reporting information on their loans that are not
secured by real estate in the loan schedule and related schedules, BHCs
distinguish, for example, between consumer (retail) loans and
commercial loans. As with retail and commercial loans, there are
differences between the underwriting of, and repayment sources for,
retail and commercial leases.
The Federal Reserve believes that the different risk
characteristics of these two types of leases warrant replacing the
existing addressee breakdown of leases with a retail versus commercial
lease breakdown in the schedules for loans and leases (Schedule HC-C,
items 10.a and 10.b), past due and nonaccrual assets (Schedule HC-N,
items 8.a and 8.b), and charge-offs and recoveries (Schedule HI-B, Part
I, items 8.a and 8.b). Retail (consumer) leases would be defined in a
manner similar to consumer loans (that is, as leases to individuals for
household, family, and other personal expenditures). Commercial leases
would encompass all other lease financing receivables.
Information on Credit Derivatives
The volume of credit derivatives, as measured by their notional
amount, has increased significantly at BHCs over the past several
years. A limited number of BHCs, almost all of which have in excess of
$1 billion in assets, currently participate in the credit derivatives
market. To gain a better understanding of the nature and trends of the
credit derivative activities that are concentrated in a small number of
large BHCs, the Federal Reserve proposes to expand the information
collected in several schedules.
First, in Schedule HC-L, item 7, where BHCs currently report the
notional amounts of the credit derivatives on which they are the
guarantor and on which they are the beneficiary, BHCs participating in
this activity would be required to provide a breakdown of these
notional amounts by type of credit derivative: credit default swaps,
total return swaps, credit options, and other credit derivatives. BHCs
would also report the maximum amounts they would pay and receive on
credit derivatives on which they are the guarantor and on which they
are the beneficiary, respectively.
Second, in Schedule HC-R, memorandum item 2, where BHCs currently
present a maturity distribution of their derivative contracts that are
subject to the risk-based capital requirements, credit derivatives
would be added as a new category of derivatives with their remaining
maturities reported separately for those that are investment grade and
those that are subinvestment grade.
Third, in Schedule HI, memorandum item 9, BHCs that reported
average trading assets of $2 million or more for any quarter of the
preceding calendar year currently provide a four-way breakdown of
trading revenue by type of risk exposure. When BHCs that must complete
memorandum item 9 hold credit derivatives for trading purposes, they
have to report the revenue from these derivatives in one of the four
existing risk exposure categories, none of which is particularly
suitable for reporting such revenue. Accordingly, the Federal Reserve
proposes to add a new risk exposure category for credit derivatives.
This information would address the current weakness in the reporting of
trading revenue, but, more importantly, it would enable the Federal
Reserve to begin to identify the extent to which credit derivatives
held for trading purposes contribute to a BHC's trading revenue each
period and over time.
Finally, the Federal Reserve proposes to replace memorandum item 10
to Schedule HI, Income Statement, with an item to collect the changes
in fair value recognized in earnings on credit derivatives that are
held for purposes other than trading (for example, to economically
hedge credit exposures arising from nontrading assets, such as
available-for-sale securities or loans held for investment,\6\ or
unused lines of credit). In this regard, the Federal Reserve reiterates
that credit derivatives held for purposes other than trading should not
be reported as trading assets or liabilities and the changes in fair
value of such credit derivatives should not be reported as trading
revenue. Consistent with the existing guidance in the Glossary entry
for ``Derivative contracts'' in the FR Y-9C instructions, credit
derivatives held for purposes other than trading with positive and
negative fair values should be reported in Other assets and Other
liabilities on the balance sheet (Schedule HC). Changes in fair value
of derivatives held for purposes other than trading that are not
designated as hedging instruments should be reported consistently as
either Other noninterest income or Other noninterest expense in the
income statement.
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\6\ Loans held for investment are loans that that the bank has
the intent and ability to hold for the foreseeable future or until
maturity or payoff.
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1-4 Family Residential Mortgage Banking Activities
Mortgage banking activities, particularly those involving closed-
end 1-4 family residential mortgages, have become an increasingly
important line of business for many BHCs. Mortgage banking revenues are
a significant component of earnings for these institutions and have
been critical to the recent record earnings achieved by the banking
industry as a whole. The growth of the industry's mortgage banking
activities also reflects the central role that securitization
mechanisms now play in the mortgage market.
However, these activities and the revenues they generate can be
quite volatile over the business and interest rate cycle. Furthermore,
a BHC's mortgage banking operations can raise significant management
and supervisory concerns related to credit, liquidity, interest rate,
and operational risk. Understanding the importance of mortgage banking
activities to an institution's financial condition and risk profile
requires information about the transactional flows associated with
residential mortgages. In this regard, the Office of Thrift Supervision
(OTS) has collected a large set of cash flow data on mortgage loan
disbursements, purchases, and sales in the Thrift Financial Report
(TFR) (Form 1313, OMB No. 1550-0023) for more than a decade.
After considering the OTS's reporting requirements as well as the
types of information commonly disclosed by
[[Page 66429]]
banking organizations with large mortgage banking operations, the
Federal Reserve proposes to add a new Schedule HC-P that would contain
a series of items that are focused on closed-end 1-4 family residential
mortgage loans, with data reported separately for first liens and
junior liens. The new items would cover loans originated, purchased,
and sold during the quarter, loans held for sale at quarter-end, and
the year-to-date noninterest income earned from closed-end 1-4 family
residential mortgage banking activities. This income would consist of
the portion of a BHC's Net servicing fees, Net securitization income,
and Net gains (losses) on sales of loans and leases (Schedule HI, items
5.f, 5.g, and 5.i) attributable to closed-end 1-4 family residential
mortgage loans.
The proposed new items would be reported by any BHC with $1 billion
or more in total assets or by any BHC that has a bank subsidiary that
is required to report this information by the bank subsidiary's primary
regulator. For loans originated, purchased, and sold during the
quarter, BHCs would report the principal amount of these loans.
Originations would include those loans for which the origination and
underwriting process was handled by the BHC or a consolidated
subsidiary of the BHC, but would exclude those loans for which the
origination and underwriting process was handled by another party,
including a correspondent or mortgage broker, even if the loan was
closed in the name of the BHC or a consolidated subsidiary of the BHC.
Such loans would be treated as purchases as would acquisitions of loans
closed in the name of another party. Sales of loans would include those
transfers of loans that have been accounted for as sales in accordance
with generally accepted accounting principles (that is, where the loans
are no longer included in the BHC's consolidated total assets). Loans
held for sale at quarter-end would be reported at the lower of cost or
fair value, consistent with their presentation in the FR Y-9C balance
sheet. The Federal Reserve requests comment on the reporting approach
discussed in this paragraph.
Income from Annuity Sales
In the income statement (Schedule HI), BHCs currently report
commissions and fees from sales of annuities (fixed, variable, and
deferred) and related referral and management fees as a component of
item 5.h.(2), Income from other insurance activities.\7\ Because
annuities are deemed to be financial investment products rather than
insurance, the Federal Reserve proposes to revise the instructions for
item 5.h.(2) and item 5.d, Investment banking, advisory, brokerage, and
underwriting fees and commissions, by moving the references to
annuities in the former item to the latter item.
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\7\ However, commissions and fees from sales of annuities by a
BHCs trust department (or a consolidated trust company subsidiary)
that are executed in a fiduciary capacity are to be reported in
Income from fiduciary activities in Schedule HI, item 5.a, and
income from sales of annuities to BHC customers by the BHC's
securities brokerage subsidiary are reported in Investment banking,
advisory, brokerage, and underwriting fees and commissions in
Schedule HI, item 5.d.
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Investment Banking, Advisory, Brokerage, and Underwriting Income
As the caption for Schedule HI, item 5.d, Investment banking,
advisory, brokerage, and underwriting fees and commissions, indicates,
this income statement item commingles noninterest income from a variety
of activities. In order to better understand the sources of BHCs'
noninterest income, the Federal Reserve proposes to distinguish between
banks' investment banking (dealer) activities and their sales
(brokerage) activities by splitting item 5.d (after moving commissions
and fees from annuity sales and related income into this income
statement category from item 5.h.(2) as discussed in the preceding
section) into three separate items. As revised, item 5.d would be
subdivided into items for Fees and commissions from securities
brokerage, Fees and commissions from annuity sales, and Investment
banking, advisory, and underwriting fees and commissions. Securities
brokerage income would include fees and commissions from sales of
mutual funds and from purchases and sales of other securities and money
market instruments for customers (including other financial
institutions) where the BHC is acting as agent.
Certain Secured Borrowings
When BHCs raise funds from sources other than deposit liabilities,
they may do so on a secured or unsecured basis. Securities sold under
agreements to repurchase (Schedule HC, item 14.b) always represent
secured borrowings, whereas Subordinated notes and debentures (Schedule
HC, item 19.a) must be unsecured. However, amounts included in Federal
funds purchased in domestic offices (Schedule HC, item 14.a) and Other
borrowed money (Schedule HC-M, item 14) can be secured or unsecured,
but this cannot be determined at present from the FR Y-9C. This
uncertainty adversely affects the assessment of BHCs' liquidity
positions. Moreover, as a BHC's condition deteriorates, it usually
encounters increasing difficulty in rolling over existing unsecured
debt or borrowing additional funds on an unsecured basis.
Thus, to better understand the structure of BHCs' nondeposit
liabilities and the effect of these liabilities on liquidity, the
Federal Reserve proposes to add two items to Schedule HC-M (items 23.a
and 23.b) in which banks would report the secured portion of their
Federal funds purchased and their Other borrowed money.
Life Insurance Assets
BHCs include their holdings of life insurance assets (that is, the
cash surrender value reported to the BHC by the insurance carrier, less
any applicable surrender charges not reflected by the carrier in this
reported value) in Schedule HC-F, item 5, Other assets. If the carrying
amount of a BHC's life insurance assets included in item 5 exceed 25
percent of its Other assets, the BHC must disclose this carrying amount
in item 5.a.
In December 2004, the Office of the Controller of the Currency, the
Board of Governors of the Federal Reserve System, the Federal Deposit
Insurance Corporation, and the OTS issued an Interagency Statement on
the Purchase and Risk Management of Life Insurance to provide guidance
to institutions to help ensure that their risk management processes for
bank-owned life insurance (BOLI) are consistent with safe and sound
banking practices. Given the risks associated with BOLI, the
Interagency Statement advises institutions that it is generally not
prudent for an institution to hold BOLI with an aggregate cash
surrender value that exceeds 25 percent of the institution's capital as
measured in accordance with its primary federal regulator's
concentration guidelines. Although more than 40 percent of all BHCs
report the amount of their life insurance assets in item 5.a under the
current disclosure threshold of 25 percent of Other assets, this
reporting mechanism does not ensure that the Federal Reserve is able to
monitor whether all BHCs holding life insurance assets are approaching
or have exceeded the concentration threshold of 25 percent of capital.
As a consequence, the Federal Reserve proposes to revise Schedule HC-F,
item 5.a, by removing the disclosure threshold of 25 percent of Other
assets. The Federal Reserve notes that all savings associations are
currently required to report the amount
[[Page 66430]]
of their life insurance assets in the TFR on Schedule SC, lines SC615
and SC625.
Scope of Securitizations to be Included in Schedule HC-S
In column G of Schedule HC-S, Servicing, Securitization, and Asset
Sale Activities, BHCs report information on securitizations and on
asset sales with recourse or other seller-provided credit enhancements
involving loans and leases other than those covered in columns A
through F. Although the scope of Schedule HC-S was intended to cover
all of a BHC's securitizations and credit-enhanced asset sales, as
currently structured column G does not capture transactions involving
assets other than loans and leases. As a result, securitization
transactions involving such assets as securities, for example, have not
been reported in Schedule HC-S. Therefore, the Federal Reserve proposes
to revise the scope of column G to encompass All Other Loans, All
Leases, and All Other Assets to ensure that they can identify and
monitor the full range of BHCs' involvement in and credit exposure to
securitizations and asset sales. The proposed change in the scope of
column G is expected to affect only a nominal number of BHCs.
Instructional Clarification
BHCs report the outstanding principal balance of assets serviced
for others in Schedule HC-S, memorandum item 2. In memoranda items 2.a
and 2.b, the amounts of 1-4 family residential mortgages serviced with
recourse and without recourse, respectively, are reported. Memorandum
item 2.c covers all other financial assets serviced for others, but
BHCs are required to report the amount of such servicing only if the
servicing volume is more than $10 million. The instructions for
memoranda items 2.a and 2.b do not explicitly define 1-4 family
residential mortgages. However, the caption for column A of the body of
Schedule HC-S is 1-4 family residential loans, which the instructions
for column A describe as closed-end loans secured by first or junior
liens on 1-4 family residential properties as defined for Schedule HC-
C, items 1.c.(2)(a) and (b).
Some institutions have asked whether memoranda items 2.a and 2.b
should include servicing of home equity lines of credit because such
lines are also secured by 1-4 family residential properties.
Information on securtizations and asset sales involving home equity
lines is reported in column B of the body of Schedule HC-S. To resolve
the questions about the scope of memoranda items 2.a and 2.b, the
Federal Reserve proposes to clarify the instructions by stating that
these two items should include servicing of closed-end loans secured by
first or junior liens on 1-4 family residential properties only.
Servicing of home equity lines would be included in memorandum item
2.c.
FR Y-9LP
The Federal Reserve proposes to make the following revisions to the
FR Y-9LP effective as of March 31, 2006.
Filing Criteria
The Federal Reserve proposes to increase the asset-size threshold
of the FR Y-9LP from $150 million to $500 million. The Federal Reserve
further proposes to modify the other criteria and include additional
criteria that would be used in determining whether a BHC is subject to
FR Y-9LP filing requirements.
Specifically, the Federal Reserve proposes to require BHCs with
consolidated assets of less than $500 million to comply with the
Federal Reserve's capital guidelines, and to continue to comply with
the FR Y-9C and FR Y-9LP reporting requirements, if the holding company
(1) is engaged in significant nonbanking activities either directly or
through a nonbank subsidiary; (2) conducts significant off-balance-
sheet activities, including securitizations or managing or
administering assets for third party, either directly or through a
nonbank subsidiary; or (3) has a material amount debt or equity
securities (other than trust preferred securities) outstanding that are
registered with the SEC. While the incidence of BHCs with consolidated
assets of less than $500 million meeting any of these criteria is
expected to be infrequent, any such BHCs would be notified and given a
reasonable timetable for meeting the consolidated capital and reporting
requirements.
The proposed changes are consistent with the proposed revisions to
filing criteria to the FR Y-9C, as fully described above. These filing
requirements would apply to all BHCs in multi-tiered organizations.
Attestation
The Federal Reserve proposes to revise the current attestation of
one director of the BHC that he or she has reviewed the data filed and
has transmitted a copy of the data to the Board of Directors for their
information. Given the importance placed upon the quality of the
information reported, the Federal Reserve believes that the chief
executive officer (or person performing similar functions) and chief
financial officer (or person performing similar functions) are the most
appropriate officers within a BHC to sign a declaration concerning the
preparation of the report. The Federal Reserve recognizes that at some
BHCs the same individual may perform the functions of both chief
executive officer and chief financial officer. The note on the cover
page would be replaced with the following text:
``We, the undersigned officers of this bank holding company, are
responsible for establishing and maintaining adequate internal controls
over financial reporting, including controls over regulatory reports.
We attest that the Parent Company Only Financial Statements for Large
Bank Holding Companies (including the supporting schedules) for this
report date have been prepared in accordance with the instructions
issued by the Federal Reserve and to the best of our knowledge and
belief are true and correct.''
This statement would be followed with the signatures and printed
names of the chief executive officer (or person performing similar
functions) and chief financial officer (or person performing similar
functions) of the BHC and the date of these signatures.
Instructions
Instructions would be clarified in an attempt to achieve greater
consistency in reporting by respondents.
FR Y-9SP
The Federal Reserve proposes to make the following changes to the
FR Y-9SP effective as of June 30, 2006.
Filing Criteria
The Federal Reserve proposes to increase the asset-size threshold
of the FR Y-9SP from companies with total consolidated assets of less
than $150 million to companies with total consolidated assets of less
than $500 million. The Federal Reserve further proposes to modify the
other criteria and include additional criteria that would be used in
determining whether a BHC is subject to FR Y-9SP filing requirements.
Specifically, the Federal Reserve proposes to require BHCs with
consolidated assets of less than $500 million to comply with the
Federal Reserve's capital guidelines, and to continue to comply with
the FR Y-9C and FR Y-9LP reporting requirements, if the holding company
(1) is engaged in significant nonbanking activities either directly or
through a nonbank subsidiary; (2) conducts significant off-balance-
sheet activities, including securitizations or managing or
[[Page 66431]]
administering assets for third party, either directly or through a
nonbank subsidiary; or (3) has a material amount debt or equity
securities (other than trust preferred securities) outstanding that are
registered with the SEC.
Although the incidence of BHCs with consolidated assets of less
than $500 million meeting any of these criteria is not expected to be
frequent, information is not currently available to identify BHCs
meeting the second and third criteria. Therefore the Federal Reserve
proposes to collect two new items on Schedule SC-M, Memoranda, to
identify total off-balance-sheet activities conducted either directly
or through a nonbank subsidiary and to identify total debt and equity
securities (other than trust preferred securities) outstanding that are
registered with the SEC. BHCs meeting any of the criteria would be
notified and given a reasonable timetable for meeting the consolidated
capital and reporting requirements.
Attestation
The Federal Reserve proposes to revise the current attestation of
one director of the BHC that he or she has reviewed the data filed and
has transmitted a copy of the data to the Board of Directors for their
information. Given the importance placed upon the quality of the
information reported, the Federal Reserve believes that the chief
executive officer (or the person performing similar functions) and
chief financial officer (or the person performing similar functions)
are the most appropriate officers within a BHC to sign a declaration
concerning the preparation of the report. The Federal Reserve
recognizes that at some BHCs the same individual may perform the
functions of both chief executive officer and chief financial officer.
The note on the cover page would be replaced with the following text:
``We, the undersigned officers of this bank holding company, are
responsible for establishing and maintaining adequate internal controls
over financial reporting, including controls over regulatory reports.
We attest that the Parent Company Only Financial Statements for Small
Bank Holding Companies (including the supporting schedules) for this
report date have been prepared in accordance with the instructions
issued by the Federal Reserve and to the best of our knowledge and
belief are true and correct.''
This statement would be followed with the signatures and printed
names of the chief executive officer (or person performing similar
functions) and chief financial officer (or person performing similar
functions) of the BHC and the date of these signatures.
Instructions
In addition to modifying instructions to incorporate the proposed
reporting changes, instructions would be revised and clarified in an
attempt to achieve greater consistency in reporting by respondents.
2. Report title: Financial Statements of U.S. Nonbank Subsidiaries of
U.S. Bank Holding Companies.
Agency form number: FR Y-11 and FR Y-11S.
OMB control number: 7100-0244.
Frequency: Quarterly and annually.
Reporters: Bank holding companies
Annual reporting hours: FR Y-11 (quarterly): 24,725; FR Y-11 (annual):
1,769; FR Y-11S (annual): 1,195
Estimated average hours per response: FR Y-11 (quarterly): 6.25; FR Y-
11 (annual): 6.25; FR Y-11S (annual): 1.0
Number of respondents: FR Y-11 (quarterly): 989; FR Y-11 (annual): 283;
FR Y-11S (annual): 1,195
General description of report: This information collection is mandatory
(12 U.S.C. Sec. Sec. 1844(c)). Confidential treatment is not routinely
given to the data in these reports. However, confidential treatment for
the reporting information, in whole or in part, can be requested in
accordance with the instructions to the form, pursuant to sections
(b)(4), (b)(6)and (b)(8) of the Freedom of Information Act [5 U.S.C.
Sec. Sec. 522(b)(4), (b)(6) and (b)(8)].
Abstract: The FR Y-11 reports collect financial information for
individual U.S. nonbank subsidiaries of domestic bank holding companies
(BHCs). BHCs file the FR Y-11 on a quarterly or annual basis according
to filing criteria or file the FR Y-11S annually. The FR Y-11 data are
used with other BHC data to assess the condition of BHCs that are
heavily engaged in nonbanking activities and to monitor the volume,
nature, and condition of their nonbanking operations.
Current Actions: The Federal Reserve proposes to raise the asset-size
threshold for filing the quarterly FR Y-11 to make it consistent with
the proposed filing threshold for reporting the Consolidated Financial
Statements for Bank Holding Companies (FR Y-9C; OMB No. 7100-0128) and
to further reduce reporting burden. The Federal Reserve also proposes
to (1) add one new equity capital component on the balance sheet for
reporting partnership interests and (2) reclassify reporting of certain
annuity sales revenue on the income statement. The Federal Reserve also
proposes to revise several balance sheet memoranda items to capture
securitization information on transactions involving assets other than
loans. No revisions are proposed to the content of the FR Y-11S;
however, several respondents would shift to filing the FR Y-11S because
of the proposed threshold revisions.
Revisions to Filing Criteria
The Federal Reserve proposes to revise the reporting criteria for
the quarterly FR Y-11 to be consistent with the proposed threshold for
the FR Y-9C and reduce reporting burden. Specifically, the Federal
Reserve proposes that a BHC must file the FR Y-11 quarterly for its
subsidiary if the subsidiary is owned or controlled by a top-tier BHC
that files the FR Y-9C\8\ and the subsidiary has (a) total assets of $1
billion or more, or (b) total off-balance-sheet activities of at least
$5 billion, or (c) equity capital of at least 5 percent of the top-tier
BHC's consolidated equity capital; or (d) operating revenue of at least
5 percent of the top-tier BHC's consolidated operating revenue.
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\8\ The Federal Reserve is proposing to raise the asset-size
threshold for purposes of consolidated FR Y-9C reporting, the Small
Bank Holding Company Policy Statement and the Capital Guidelines
from $150 million to $500 million. In addition, a limited number of
holding companies with assets less than $500 million may be required
to file the FR Y-9C because they meet certain conditions.
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Currently the primary criterion for determining quarterly reporting
for the FR Y-11 is linked to the asset-size threshold for FR Y-9C
reporting. Retaining the current asset-size threshold of $150 million
may cause an inconsistency by requiring a BHC to file quarterly nonbank
subsidiary reports for certain nonbank subsidiaries even when the BHC
is not required to file the FR Y-9C quarterly. Revising the threshold
for nonbank subsidiary reporting as described above would maintain
consistency. Linking the primary nonbank reporting criterion to whether
the BHC files a FR Y-9C would trigger the quarterly filing of the
nonbank reports by nonbank subsidiaries meeting the filing
requirements. If the BHC has assets less than $500 million but is
engaged in significant activities that warrant filing of the FR Y-9C
and meets one or more of the additional FR Y-11 quarterly reporting
criteria, the Federal Reserve believes that it is also necessary for
supervisory purposes to collect nonbank subsidiary reports on a
quarterly basis.
As currently required, a BHC must file the FR Y-11 for any nonbank
subsidiary that satisfies the quarterly filing criteria
[[Page 66432]]
for any quarter during the calendar year and must continue to report
quarterly for the remainder of the calendar year even if the nonbank
subsidiary no longer satisfies the requirements for quarterly
reporting. The Federal Reserve proposes to modify this reporting
requirement to be more consistent with the FR Y-9C. The Federal Reserve
proposes to revise the reporting instructions for quarterly filers
under ``Who Must Report'' to indicate that if a nonbank subsidiary
meets the criteria for quarterly filing as of June 30 of the preceding
year, its BHC should begin reporting the FR Y-11 quarterly for the
nonbank subsidiary beginning in March of the current year and continue
to report for the entire calendar year. In addition, if a nonbank
subsidiary meets the quarterly filing criteria due to a business
combination, then the BHC would report the FR Y-11 quarterly beginning
with the first quarterly report date following the effective date of
the business combination. If a nonbank subsidiary subsequently does not
meet the quarterly filing criteria for four consecutive quarters, then
the BHC would revert to annual filing.
Schedule IS-Income Statement
The Federal Reserve proposes to change the category of noninterest
income in which nonbank subsidiaries report income from certain sales
of a