Agency Information Collection Activities: Proposed Collection Renewal; Comment Request (OMB No. 3064-0029; -0030; -0070; -0104; -0204), 57869-57874 [2019-23527]
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57869
Federal Register / Vol. 84, No. 209 / Tuesday, October 29, 2019 / Notices
Interested parties are
invited to submit written comments to
the FDIC by any of the following
methods:
• https://www.FDIC.gov/regulations/
laws/federal.
• Email: comments@fdic.gov. Include
the name and number of the collection
in the subject line of the message.
• Mail: Manny Cabeza (202–898–
3767), Regulatory Counsel, MB–3128,
Federal Deposit Insurance Corporation,
550 17th Street NW, Washington, DC
20429.
• Hand Delivery: Comments may be
hand-delivered to the guard station at
the rear of the 17th Street building
(located on F Street), on business days
between 7:00 a.m. and 5:00 p.m.
All comments should refer to the
relevant OMB control number. A copy
of the comments may also be submitted
to the OMB desk officer for the FDIC:
ADDRESSES:
FEDERAL DEPOSIT INSURANCE
CORPORATION
Agency Information Collection
Activities: Proposed Collection
Renewal; Comment Request (OMB No.
3064–0029; –0030; –0070; –0104;
–0204)
Federal Deposit Insurance
Corporation (FDIC).
ACTION: Notice and request for comment.
AGENCY:
The FDIC, as part of its
obligations under the Paperwork
Reduction Act of 1995 (PRA), invites the
general public and other Federal
agencies to take this opportunity to
comment on the renewal of the existing
information collections described below
(OMB No. 3064–0029; –0030; –0070;
–0104; –0204).
DATES: Comments must be submitted on
or before December 30, 2019.
SUMMARY:
Office of Information and Regulatory
Affairs, Office of Management and
Budget, New Executive Office Building,
Washington, DC 20503.
FOR FURTHER INFORMATION CONTACT:
Manny Cabeza, Regulatory Counsel,
202–898–3767, mcabeza@fdic.gov, MB–
3128, Federal Deposit Insurance
Corporation, 550 17th Street NW,
Washington, DC 20429.
SUPPLEMENTARY INFORMATION:
Proposal to renew the following
currently approved collections of
information:
1. Title: Notification of Performance of
Bank Services.
OMB Number: 3064–0029.
Form Number: 6120/06.
Affected Public: Insured state
nonmember banks and state savings
associations.
Burden Estimate:
SUMMARY OF ANNUAL BURDEN
Information collection description
Type of
burden
Obligation to
respond
Notification of Performance of Bank Services (FDIC Form 6120/06) .....
Reporting ......
Mandatory .....
Total Estimated Annual Burden: 318.
General Description of Collection:
Insured state nonmember banks are
required to notify the FDIC, under
section 7 of the Bank Service Company
Act (12 U.S.C. 1867), of the relationship
with a bank service company. The Form
FDIC 6120/06, Notification of
Performance of Bank Services, may be
used by banks to satisfy the notification
Estimated
number of
respondents
Estimated
frequency of
responses
634
On Occasion
requirement. There is no change in the
method or substance of the collection.
The estimated number of respondents is
estimated to increase based on the
response rate observed over the last
three years. The estimated time per
response and the frequency of response
is expected to remain the same.
Estimated
time per
response
(minutes)
Estimated
annual
burden
(hours)
30
318
2. Title: Securities of State
Nonmember Banks and State Savings
Associations.
OMB Number: 3064–0030.
Affected Public: Insured state
nonmember banks and state savings
associations.
Type of Burden: Reporting.
Obligation to Respond: Mandatory.
Burden Estimate:
SUMMARY OF BURDEN
Estimated
number of
responses
Form 3—Initial Statement of Beneficial Ownership ............
Form 4—Statement of Changes in Beneficial Ownership ..
Form 5—Annual Statement of Beneficial Ownership .........
Form 8–A .............................................................................
Form 8–C .............................................................................
Form 8–K .............................................................................
Form 10 ...............................................................................
Form 10–C ...........................................................................
Form10–K ............................................................................
Form 10–Q ..........................................................................
Form 12b–25 .......................................................................
Form 15 ...............................................................................
Form 25 ...............................................................................
Schedule 13D ......................................................................
Schedule 13E–3 ..................................................................
Schedule 13G ......................................................................
Schedule 14A ......................................................................
Schedule 14C ......................................................................
Schedule 14D–1 (Schedule TO) .........................................
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Estimated time
to respond
(hours)
58
297
69
2
2
21
2
1
21
21
6
2
2
2
2
2
21
2
2
Fmt 4703
Sfmt 4703
1
0.5
1
3
2
2
215
1
140
100
3
1
1
3
3
3
40
40
5
Frequency of
response
On Occasion ..
On Occasion ..
Annual ............
On Occasion ..
On Occasion ..
On Occasion ..
On Occasion ..
On Occasion ..
Annual ............
Quarterly ........
On Occasion ..
On Occasion ..
On Occasion ..
On Occasion ..
On Occasion ..
On Occasion ..
Annual ............
On Occasion ..
On Occasion ..
E:\FR\FM\29OCN1.SGM
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Estimated
number of
responses
per year
Estimated
annual burden
(hours)
1
4
1
2
1
4
1
1
1
3
1
1
1
1
1
1
1
1
1
58
594
69
12
4
168
430
1
2,940
6,300
18
2
2
6
6
6
840
80
10
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Federal Register / Vol. 84, No. 209 / Tuesday, October 29, 2019 / Notices
SUMMARY OF BURDEN—Continued
Total Estimated Annual Burden ...................................
General Description of Collection:
Section 12(i) of the Exchange Act grants
authority to the Federal banking
agencies to administer and enforce
sections 10A(m), 12, 13, 14(a), 14(c),
14(d), 14(f), and 16 of the Exchange Act
and sections 302, 303, 304, 306, 401(b),
404, 406, and 407 of the Sarbanes-Oxley
Act of 2002. Pursuant to section 12(i),
the FDIC has the authority, including
rulemaking authority, to administer and
enforce these enumerated provisions as
may be necessary with respect to state
nonmember banks and state savings
associations over which it has been
designated the appropriate Federal
banking agency. Section 12(i) generally
requires the FDIC to issue regulations
substantially similar to those issued by
the Securities and Exchange
Commission (SEC) regulations to carry
out these responsibilities. Thus, part
335 of the FDIC regulations incorporates
by cross-reference the SEC rules and
regulations regarding the disclosure and
filing requirements of registered
securities of state nonmember banks and
state savings associations.
This information collection includes
the following:
Beneficial Ownership Forms: FDIC
Forms 3, 4, and 5 (FDIC Form Numbers
6800/03, 6800/04, and 6800/05).
Pursuant to section 16 of the Exchange
Act, every director, officer, and owner of
more than ten percent of a class of
equity securities registered with the
FDIC under section 12 of the Exchange
Act must file with the FDIC a statement
of ownership regarding such securities.
The initial filing is on Form 3 and
changes are reported on Form 4. The
Annual Statement of beneficial
ownership of securities is on Form 5.
The forms contain information on the
reporting person’s relationship to the
company and on purchases and sales of
such equity securities. 12 CFR 335.601
through 336.613 of the FDIC’s
regulations, which cross-reference 17
CFR 240.16a of the SEC’s regulations,
provide the FDIC form requirements for
FDIC Forms 3, 4, and 5 in lieu of SEC
Forms 3, 4, and 5, which are described
at 17 CFR 249.103 (Form 3), 249.104
(Form 4), and 249.105 (Form 5).
Forms 8–A and 8–C for Registration of
Certain Classes of Securities. Form 8–A
is used for registration pursuant to
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Estimated
number of
responses
Estimated time
to respond
(hours)
Frequency of
response
Estimated
number of
responses
per year
........................
........................
........................
........................
section 12(b) or (g) of the Exchange Act
of any class of securities of any issuer
which is required to file reports
pursuant to section 13 or 15(d) of that
Act or pursuant to an order exempting
the exchange on which the issuer has
securities listed from registration as a
national securities exchange. Form 8–C
has been replaced by Form 8–A. Form
8–A is described at 17 CFR 249.208a.
There is no actual ‘‘Form 8–A’’ as filers
must produce a customized narrative
document in compliance with the
requirements in accordance with the
filer’s particular circumstances.
Form 8–K: Current Report. This is the
current report that is used to report the
occurrence of any material events or
corporate changes that are of importance
to investors or security holders and have
not been reported previously by the
registrant. It provides more current
information on certain specified events
than would Forms 10–Q and 10–K. The
form description is at 17 CFR 249.308.
There is no actual ‘‘Form 8–K’’ as filers
must produce a customized narrative
document in compliance with the
requirements in accordance with the
filer’s particular circumstances.
Forms 10 and 10–C: Forms for
Registration of Securities. Form 10 is the
general reporting form for registration of
securities pursuant to section 12(b) or
(g) of the Exchange Act of classes of
securities of issuers for which no other
reporting form is prescribed. It requires
certain business and financial
information about the issuer. Form 10–
C has been replaced by Form 10. Form
10 is described at 17 CFR 249.210.
There is no actual ‘‘Form 10’’ as filers
must produce a customized narrative
document in compliance with the
requirements in accordance with the
filer’s particular circumstances.
Form 10–K: Annual Report. This
annual report is used by issuers
registered under the Exchange Act to
provide information described in
Regulation S–K, 17 CFR 229. The form
is described at 17 CFR 249.310. There is
no actual ‘‘Form 10–K’’ as filers must
produce a customized narrative
document in compliance with the
requirements in accordance with the
filer’s particular circumstances.
Form 10–Q: Quarterly Reports. The
Form 10–Q is a report filed quarterly by
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Estimated
annual burden
(hours)
11,546
most reporting companies. It includes
unaudited financial statements and
provides a continuing overview of major
changes in the company’s financial
position during the year, as compared to
the prior corresponding period. The
report must be filed for each of the first
three fiscal quarters of the company’s
fiscal year and is due within 40 or 45
days of the close of the quarter,
depending on the size of the reporting
company. The description of Form 10–
Q is at 17 CFR 249.308a. There is no
actual ‘‘Form 10–Q’’ as filers must
produce a customized narrative
document in compliance with the
requirements in accordance with the
filer’s particular circumstances.
Form 12b–25: Notification of Late
Filing. This notification extends the
reporting deadlines for filing quarterly
and annual reports for qualifying
companies. There is no FDIC Form 12b–
25. The form is described at 17 CFR
249.322.
Form 15: Certification and Notice of
Termination of Registration. This form
is filed by each issuer to certify that the
number of holders of record of a class
of security registered under section
12(g) of the Exchange Act is reduced to
a specified level in order to terminate
the registration of the class of security.
For a bank, the number of holders of
record of a class of registered security
must be reduced to less than 1,200
persons. For a savings association, the
number of record holders of a class of
registered security must be reduced to
(1) less than 300 persons or (2) less than
500 persons and the total assets of the
issuer have not exceeded $10 million on
the last day of each of the issuer’s most
recent three fiscal years. In general,
registration terminates 90 days after the
filing of the certification. There is no
FDIC Form 15. This form is described at
17 CFR 249.323.
Schedule 13D: Certain Beneficial
Ownership Changes. This Schedule
discloses beneficial ownership of
certain registered equity securities. Any
person or group of persons who acquire
a beneficial ownership of more than 5
percent of a class of registered equity
securities of certain issuers must file a
Schedule 13D reporting such
acquisition together with certain other
information within ten days after such
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acquisition. Moreover, any material
changes in the facts set forth in the
Schedule generally precipitates a duty
to promptly file an amendment on
Schedule 13D. The SEC’s rules define
the term beneficial owner to be any
person who directly or indirectly shares
voting power or investment power (the
power to sell the security). There is no
FDIC form for Schadule13D. This
schedule is described at 17 CFR
240.13d–101.
Schedule 13E–3: Going Private
Transactions by Certain Issuers or Their
Affiliates. This schedule must be filed if
an issuer engages in a solicitation
subject to Regulation 14A or a
distribution subject to Regulation 14C,
in connection with a going private
merger with its affiliate. An affiliate and
an issuer may be required to complete,
file, and disseminate a Schedule 13E–3,
which directs that each person filing the
schedule state whether it reasonably
believes that the Rule 13e–3 transaction
is fair or unfair to unaffiliated security
holders. There is no FDIC form for
Schedule13E–3. This schedule is
described at 17 CFR 240.13e–100.
Schedule 13G: Certain Acquisitions of
Stock. Certain acquisitions of stock that
are over than 5 percent of an issuer must
be reported to the public. Schedule 13G
is a much abbreviated version of
Schedule 13D that is only available for
use by a limited category of persons
(such as banks, broker/dealers, and
insurance companies) and even then
only when the securities were acquired
in the ordinary course of business and
not with the purpose or effect of
changing or influencing the control of
the issuer. There is no FDIC form for
Schadule13G. This schedule is
described at 17 CFR 240.13d–102.
Schedule 14A: Proxy Statements.
State law governs the circumstances
under which shareholders are entitled
to vote. When a shareholder vote is
required and any person solicits proxies
with respect to securities registered
under section 12 of the Exchange Act,
that person generally is required to
furnish a proxy statement containing the
information specified by Schedule 14A.
The proxy statement is intended to
provide shareholders with the proxy
information necessary to enable them to
vote in an informed manner on matters
intended to be acted upon at
shareholders’ meetings, whether the
traditional annual meeting or a special
meeting. Typically, a shareholder is also
provided with a proxy card to authorize
designated persons to vote his or her
securities on the shareholder’s behalf in
the event the holder does not vote in
person at the meeting. Copies of
preliminary and definitive (final) proxy
statements and proxy cards are filed
with the FDIC. There is no FDIC form
for Schadule14A. The description of
this schedule is at 17 CFR 240.14a–101.
Schedule 14C: Information Required
in Information Statements. An
information statement prepared in
accordance with the requirements of the
SEC’s Regulation 14C is required
whenever matters are submitted for
shareholder action at an annual or
special meeting when there is no proxy
solicitation under the SEC’s Regulation
14A. There is no FDIC form for
Schadule14C. This schedule is
described at 17 CFR 240.14c–101.
Schedule 14D–1: Tender Offer. This
schedule is also known as Schedule TO.
Any person, other than the issuer itself,
making a tender offer for certain equity
securities registered pursuant to section
12 of the Exchange Act is required to
file this schedule if acceptance of the
offer would cause that person to own
over 5 percent of that class of the
securities. This schedule must be filed
and sent to various parties, such as the
issuer and any competing bidders. In
addition, the SEC’s Regulation 14D sets
forth certain requirements that must be
complied with in connection with a
tender offer. This schedule is described
at 17 CFR 240.14d–100. There is no
actual form for Schedule 14D–1 as filers
must produce a customized narrative
document in compliance with the
requirements in accordance with the
filer’s particular circumstances.
There is no change in the method or
substance of the collection. The
estimated number of respondents, as
well as the estimated time per response
and the frequency of response, is
expected to remain the same.
3. Title: Application for a Bank to
Establish a Branch or Move its Main
Office or a Branch.
OMB Number: 3064–0070.
Affected Public: Insured state
nonmember banks and state savings
associations.
Type of Burden: Reporting.
Obligation to Respond: Mandatory.
Burden Estimate:
SUMMARY OF ANNUAL BURDEN
Information collection description
Type of
burden
Obligation to
respond
Application to Establish a Branch, Move Main Office or Move Branch ..
Reporting ......
Mandatory .....
Total Estimated Annual Burden:
3,590.
General Description of Collection:
Section 18(d) of the Federal Deposit
Insurance Act (12 U.S.C. 1828(d)) (FDI
Act) provides that no FDIC insured state
nonmember bank or state savings
association shall establish and operate
any new domestic branch or move its
main office or any such branch from one
location to another without the prior
written consent of the FDIC. In granting
or withholding consent to the applicant,
FDIC considers: (a) The financial history
and condition of the depository
institution; (b) the adequacy of its
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Estimated
number of
respondents
Estimated
frequency of
response
718
On Occasion
capital structure; (c) its future earnings
prospects; (d) the general character and
fitness of its management; (e) the risk
presented by the depository institution
to the Deposit Insurance Fund; (f) the
convenience and needs of the
community to be served; and (g)
whether its corporate powers are
consistent with the purposes of the FDI
Act. FDIC regulations found at 12 CFR
303, subpart C, specify the steps that
respondents must take to comply with
the statutory mandate. There is no
change in the method or substance of
the collection. The estimated number of
respondents has been revised based on
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Estimated
time
per
response
(hours)
Estimated
annual
burden
(hours)
5
3,590
the number of responses recorded over
the last three years. The estimated time
per response and the frequency of
response, is expected to remain the
same.
4. Title: Activities and Investments of
Savings Associations.
OMB Number: 3064–0104.
Affected Public: Insured state savings
associations.
Type of Burden: Reporting.
Obligation to Respond: Mandatory.
Burden Estimate:
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SUMMARY OF ANNUAL BURDEN
Estimated
number of
respondents
Estimated
frequency of
response
Mandatory .....
18
On Occasion
.......................
....................
Information collection description
Type of
burden
Obligation to
respond
Application for Exemption—§ 28 and Subsidiary Notice—§ 18(m) .........
Reporting ......
Total Estimated Annual Burden .......................................................
.......................
General Description of Collection:
Section 28 of the Federal Deposit
Insurance Act limits the powers of state
savings associations to acquire or retain
equity investments of a type or amount
not permitted for a federal savings
association. Section 28 also prohibits
insured state savings associations and
their subsidiaries from engaging as
principal in any activity of a type or in
an amount that is not permitted for a
federal savings association or its
subsidiaries. Section 28 charges the
FDIC with the responsibility of
enforcing the restrictions and filing
requirements, and permits the FDIC to
grant exceptions under certain
circumstances.
12 CFR part 362 details the activities
that state savings associations and/or
their subsidiaries may engage in, under
certain criteria and conditions, and
identifies the information that banks
must furnish to the FDIC in order to
obtain the FDIC’s approval or nonobjection.
There is no change in the method or
substance of the collection. The
estimated number of respondents has
been revised upward based on the
number of responses recorded over the
last three years. The estimated time per
1,000
10
5
1
1
4
4
Recordkeeping
Reporting ..........
Recordkeeping
1
1
1
1
1
1
100
240
40
100
240
40
Reporting ..........
Recordkeeping
Reporting ..........
Recordkeeping
1
1
1
1
1
1
3
250
50
20
10
1
50
20
30
250
...........................
........................
........................
........................
1,749
Recordkeeping
Totals .........................................................................
These capital and margin requirements
apply to swaps that are not cleared by
a registered derivatives clearing
731 and 764 of the Dodd-Frank Act added a new
section 4s to the Commodity Exchange Act of 1936,
as amended, and a new section, section 15F, to the
Securities Exchange Act of 1934, as amended,
respectively, which require registration with the
Commodity Futures Trading Commission (CFTC) of
swap dealers and major swap participants and the
U.S. Securities and Exchange Commission (SEC) of
security-based swap dealers and major securitybased swap participants (each a swap entity and,
collectively, swap entities). Section 1a(39) of the
Commodity Exchange Act of 1936, as amended,
defines the term ‘‘prudential regulator’’ for
purposes of the margin requirements applicable to
swap dealers, major swap participants, securitybased swap dealers and major security-based swap
participants. See 7 U.S.C. 1a(39).
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1,000
10
5
1
1
1
Jkt 250001
....................
1
1
1
Reporting ..........
Disclosure .........
Recordkeeping
17:05 Oct 28, 2019
216
Estimated
annual burden
hours
§ 349.1(d)(1), (d)(2) Meeting criteria for exemption ..........
§ 349.1(h) ..........................................................................
§ 349.2 Definition of ‘‘Eligible Master Netting Agreement,’’ paragraphs (4)(i) and (ii).
§ 349.8(g) Documentation.
§ 349.10 Documentation of Margin Matters.
40+50++20+20++10++250+§ 349.5(c)(2)(i)
Required
Margin.
§ 349.7(c) Custody Agreement .........................................
§ 349.8(c) and (d) Initial Margin Model .............................
§ 349.8(e) Periodic Review ...............................................
§ 349.8(f) Control, Oversight, and Validation Mechanisms.
§ 349.8(f)(3) Initial Margin Modeling Report .....................
§ 349.8(h) Escalation Procedures .....................................
§ 349.9(e) Requests for Determinations ...........................
§ 349.11(b)(1) Posting Initial Margin .................................
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Estimated
average hours
per response
Type of burden
1 Dodd-Frank Wall Street Reform and Consumer
Protection Act, Public Law 111–203, 124 Stat. 1376
(2010). See 7 U.S.C. 6s; 15 U.S.C. 78o–10. Sections
Estimated
annual
burden
(hours)
response and the frequency of response,
is expected to remain the same.
5. Title: Margin and Capital
Requirements for Covered Swap
Entities.
OMB Number: 3064–0204.
Affected Public: Any FDIC-insured
state-chartered bank that is not a
member of the Federal Reserve System
or FDIC-insured state-chartered savings
association that is registered as a swap
dealer, major swap participant, securitybased swap dealer, or major securitybased swap participant.
Obligation to Respond: Mandatory.
Burden Estimate:
Estimated
annual
frequency
Number of
respondents
Regulation
General Description of Collection: The
Dodd-Frank Wall Street Reform and
Consumer Protection Act (Dodd-Frank
Act) required the Office of the
Comptroller of the Currency, the Board
of Governors of the Federal Reserve
System, the FDIC, the Farm Credit
Administration, and Federal Home
Finance Agency (each, an agency, and
collectively, the agencies) to jointly
adopt rules that establish capital and
margin requirements for swap entities
that are prudentially regulated by one of
the agencies (covered swap entities).1
.......................
Estimated
time
per
response
(hours)
Frm 00029
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organization or a registered clearing
agency (non-cleared swaps).2 The
agencies published regulations that
require swap dealers and security-based
swap dealers under the agencies’
respective jurisdictions to exchange
margin with their counterparties for
swaps that are not centrally cleared
(Swap Margin Rule or Rule). First issued
in 2015, the Swap Margin Rule includes
2 A ‘‘swap’’ is defined in section 721 of the DoddFrank Act to include, among other things, an
interest rate swap, commodity swap, equity swap,
and credit default swap, and a security-based swap
is defined in section 761 of the Dodd-Frank Act to
include a swap based on a single security or loan
or on a narrow-based security index. See 7 U.S.C.
1a(47); 15 U.S.C. 78c(a)(68).
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Federal Register / Vol. 84, No. 209 / Tuesday, October 29, 2019 / Notices
a phased compliance schedule from
2016 to 2020 and generally applies only
to a non-cleared swap entered into on or
after the applicable compliance date. A
non-cleared swap entered into prior to
an entity’s applicable compliance date
is ‘‘grandfathered’’ by this regulatory
provision and is generally not subject to
the margin requirements in the Swap
Margin Rule (legacy swap) unless it is
amended or novated on or after the
applicable compliance date. The FDIC’s
Swap Margin Rule can be found at 12
CFR part 349.
The reporting requirements found in
12 CFR 349.1(d) refer to statutory
provisions that set forth conditions for
an exemption from clearing. Section
349.1(d)(1) provides an exemption for
non-cleared swaps if one of the
counterparties to the swap is not a
financial entity, is using swaps to hedge
or mitigate commercial risk, and notifies
the Commodity Futures Trading
Commission of how it generally meets
its financial obligations associated with
entering into non-cleared swaps.
Section 349.1(d)(2) provides an
exemption for security-based swaps if
the counterparty notifies the Securities
and Exchange Commission (SEC) of how
it generally meets its financial
obligations associated with entering into
non-cleared security-based swaps.
Section 349.2 defines terms used in part
349, including the definition of ‘‘eligible
master netting agreement,’’ which
provides that a covered swap entity that
relies on the agreement for purpose of
calculating the required margin must:
(1) Conduct sufficient legal review of
the agreement to conclude with a wellfounded basis that the agreement meets
specified criteria; and (2) establish and
maintain written procedures for
monitoring relevant changes in law and
to ensure that the agreement continues
to satisfy the requirements of this
section. The term ‘‘eligible master
netting agreement’’ is used elsewhere in
part 349 to specify instances in which
a covered swap entity may: (1) Calculate
variation margin on an aggregate basis
across multiple non-cleared swaps and
security-based swaps and (2) calculate
initial margin requirements under an
initial margin model for one or more
swaps and security-based swaps.
Section 349.5(c)(2)(i) specifies that a
covered swap entity shall not be
deemed to have violated its obligation to
collect or post margin from or to a
counterparty if the covered swap entity
has made the necessary efforts to collect
or post the required margin, including
the timely initiation and continued
pursuit of formal dispute resolution
mechanisms, or has otherwise
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17:05 Oct 28, 2019
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demonstrated upon request to the
satisfaction of the agency that it has
made appropriate efforts to collect or
post the required margin. Section 349.7
generally requires a covered swap entity
to ensure that any initial margin
collateral that it collects or posts is held
at a third-party custodian. Section
349.7(c) requires the custodian to act
pursuant to a custody agreement that:
(1) Prohibits the custodian from
rehypothecating, repledging, reusing, or
otherwise transferring (through
securities lending, securities borrowing,
repurchase agreement, reverse
repurchase agreement or other means)
the collateral held by the custodian,
except that cash collateral may be held
in a general deposit account with the
custodian if the funds in the account are
used to purchase an asset held in
compliance with § 349.7, and such
purchase takes place within a time
period reasonably necessary to
consummate such purchase after the
cash collateral is posted as initial
margin and (2) is a legal, valid, binding,
and enforceable agreement under the
laws of all relevant jurisdictions,
including in the event of bankruptcy,
insolvency, or a similar proceeding. A
custody agreement may permit the
posting party to substitute or direct any
reinvestment of posted collateral held
by the custodian under certain
conditions. With respect to collateral
collected by a covered swap entity
pursuant to § 349.3(a) or posted by a
covered swap entity pursuant to
§ 349.3(b), the agreement must require
the posting party to substitute only
funds or other property that would
qualify as eligible collateral under
§ 349.6 and for which the amount net of
applicable discounts described in
Appendix B would be sufficient to meet
the requirements of § 349.3 and direct
reinvestment of funds only in assets that
would qualify as eligible collateral
under § 349.6. Section 349.8 establishes
standards for the use of initial margin
models. These standards include: (1) A
requirement that the covered swap
entity receive prior approval from the
relevant Agency based on
demonstration that the initial margin
model meets specific requirements
(§§ 349.8(c)(1) and 349.8(c)(2)); (2) a
requirement that a covered swap entity
notify the relevant Agency in writing 60
days before extending use of the model
to additional product types, making
certain changes to the initial margin
model, or making material changes to
modeling assumptions (§ 349.8(c)(3));
and (3) a variety of quantitative
requirements, including requirements
that the covered swap entity validate
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Fmt 4703
Sfmt 4703
57873
and demonstrate the reasonableness of
its process for modeling and measuring
hedging benefits, demonstrate to the
satisfaction of the relevant Agency that
the omission of any risk factor from the
calculation of its initial margin is
appropriate, demonstrate to the
satisfaction of the relevant Agency that
incorporation of any proxy or
approximation used to capture the risks
of the covered swap entity’s non-cleared
swaps or noncleared security-based
swaps is appropriate, periodically
review and, as necessary, revise the data
used to calibrate the initial margin
model to ensure that the data
incorporate an appropriate period of
significant financial stress
(§§ 349.8(d)(5), 349.8(d)(10),
349.8(d)(11), 349.8(d)(12), and
349.8(d)(13)). Also, if the validation
process reveals any material problems
with the initial margin model, the
covered swap entity must promptly
notify the Agency of the problems,
describe to the Agency any remedial
actions being taken, and adjust the
initial margin model to ensure an
appropriately conservative amount of
required initial margin is being
calculated (§ 349.8(f)(3)). Section 349.8
also establishes requirements for the
ongoing review and documentation of
initial margin models. These standards
include: (1) A requirement that a
covered swap entity review its initial
margin model annually (§ 349.8(e)); (2)
a requirement that the covered swap
entity validate its initial margin model
at the outset and on an ongoing basis,
describe to the relevant Agency any
remedial actions being taken, and report
internal audit findings regarding the
effectiveness of the initial margin model
to the covered swap entity’s board of
directors or a committee thereof
(§§ 349.8(f)(2), 349.8(f)(3), and
349.8(f)(4)); (3) a requirement that the
covered swap entity adequately
document all material aspects of its
initial margin model (§ 349.8(g)); and (4)
that the covered swap entity must
adequately document internal
authorization procedures, including
escalation procedures, that require
review and approval of any change to
the initial margin calculation under the
initial margin model, demonstrable
analysis that any basis for any such
change is consistent with the
requirements of this section, and
independent review of such
demonstrable analysis and approval
(§ 349.8(h)). Section 349.9 addresses the
treatment of cross-border transactions
and, in certain limited situations, will
permit a covered swap entity to comply
with a foreign regulatory framework for
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Federal Register / Vol. 84, No. 209 / Tuesday, October 29, 2019 / Notices
noncleared swaps (as a substitute for
compliance with the prudential
regulators’ rule) if the prudential
regulators jointly determine that the
foreign regulatory framework is
comparable to the requirements in the
prudential regulators’ rule. Section
349.9(e) allows a covered swap entity to
request that the prudential regulators
make a substituted compliance
determination and must provide the
reasons therefore and other required
supporting documentation. A request
for a substituted compliance
determination must include: (1) A
description of the scope and objectives
of the foreign regulatory framework for
non-cleared swaps and non-cleared
security-based swaps; (2) the specific
provisions of the foreign regulatory
framework for non-cleared swaps and
security-based swaps (scope of
transactions covered; determination of
the amount of initial and variation
margin required; timing of margin
requirements; documentation
requirements; forms of eligible
collateral; segregation and
rehypothecation requirements; and
approval process and standards for
models); (3) the supervisory compliance
program and enforcement authority
exercised by a foreign financial
regulatory authority or authorities in
such system to support its oversight of
the application of the non-cleared swap
and security-based swap regulatory
framework; and (4) any other
descriptions and documentation that the
prudential regulators determine are
appropriate. A covered swap entity may
make a request under this section only
if directly supervised by the authorities
administering the foreign regulatory
framework for non-cleared swaps and
non-cleared security-based swaps.
Section 349.10 requires a covered swap
entity to execute trading documentation
with each counterparty that is either a
swap entity or financial end user
regarding credit support arrangements
that: (1) Provides the contractual right to
collect and post initial margin and
variation margin in such amounts, in
such form, and under such
circumstances as are required and (2)
specifies the methods, procedures,
rules, and inputs for determining the
value of each non-cleared swap or
noncleared security-based swap for
purposes of calculating variation margin
requirements and the procedures for
resolving any disputes concerning
valuation. Section 349.11(b)(1) provides
that the requirement for a covered swap
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17:05 Oct 28, 2019
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entity to post initial margin under
§ 349.3(b) does not apply with respect to
any noncleared swap or non-cleared
security based swap with a counterparty
that is an affiliate. A covered swap
entity shall calculate the amount of
initial margin that would be required to
be posted to an affiliate that is a
financial end user with material swaps
exposure pursuant to § 349.3(b) and
provide documentation of such amount
to each affiliate on a daily basis.
There is no change in the method or
substance of the collection. The FDIC
currently does not supervise any
institutions that are subject to this
information collection but is reporting
one respondent as a placeholder to
preserve the burden estimates. For
clarity, the burden presentation has
been changed to correspond to the
burden presentation made by the other
agencies in their respective information
collections. There is no change in the
total estimated annual burden.
Request for Comment
Comments are invited on: (a) Whether
the collection of information is
necessary for the proper performance of
the FDIC’s functions, including whether
the information has practical utility; (b)
the accuracy of the estimates of the
burden of the 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 the collection of information
on respondents, including through the
use of automated collection techniques
or other forms of information
technology. All comments will become
a matter of public record.
Federal Deposit Insurance Corporation.
Dated at Washington, DC, on October 23,
2019.
Annmarie H. Boyd,
Assistant Executive Secretary.
[FR Doc. 2019–23527 Filed 10–28–19; 8:45 am]
BILLING CODE 6714–01–P
FEDERAL RESERVE SYSTEM
Change in Bank Control Notices;
Acquisitions of Shares of a Bank or
Bank Holding Company
The notificants listed below have
applied under the Change in Bank
Control Act (Act) (12 U.S.C. 1817(j)) and
§ 225.41 of the Board’s Regulation Y (12
PO 00000
Frm 00031
Fmt 4703
Sfmt 4703
CFR 225.41) to acquire shares of a bank
or bank holding company. The factors
that are considered in acting on the
notices are set forth in paragraph 7 of
the Act (12 U.S.C. 1817(j)(7)).
The applications listed below, as well
as other related filings required by the
Board, if any, are available for
immediate inspection at the Federal
Reserve Bank indicated. The
applications will also be available for
inspection at the offices of the Board of
Governors. Interested persons may
express their views in writing on the
standards enumerated in paragraph 7 of
the Act.
Comments regarding each of these
applications must be received at the
Federal Reserve Bank indicated or the
offices of the Board of Governors, Ann
E. Misback, Secretary of the Board, 20th
and Constitution Avenue NW,
Washington, DC 20551–0001, not later
than November 7, 2019.
A. Federal Reserve Bank of Dallas
(Robert L. Triplett III, Senior Vice
President) 2200 North Pearl Street,
Dallas, Texas 75201–2272:
1. Ferne S. Frosch, Huntsville, Texas;
to retain voting shares of First National
Bancshares of Huntsville, Inc. and
thereby indirectly retain voting shares of
First National Bank of Huntsville, both
of Huntsville, Texas. In addition, The
Wilbourne T. Robinson Family Trust
No. 1, Huntsville, Texas, Ferne S.
Frosch, Huntsville, Texas, Frances R.
Snipes, Houston, Texas, and Florine R.
Klussmann, Katy, Texas, as co-trustees;
The Wilbourne T. Robinson Family
Trust No. 2, Ferne S. Frosch, Frances R.
Snipes, and Florine R. Klussmann, as
co-trustees; The J. Philip Gibbs Trust
No. 2, Huntsville, Texas, Ferne S.
Frosch, trustee; Wayne B. Frosch;
Walter M. Woodward, Jr.; and Clyde
Michael Williams, all of Huntsville,
Texas; Janet Smyth and Mary K.
Basquin, both of New York, New York;
Virginia S. Low, London, N1; Elizabeth
H. Hawley, Dallas, Texas; and a minor
child; to be approved as members acting
in concert with the Smyth Gibbs Aker
Group to retain voting shares of First
National Bancshares of Huntsville, Inc.
and thereby retain voting shares of First
National Bank of Huntsville.
Board of Governors of the Federal Reserve
System, October 23, 2019.
Yao-Chin Chao,
Assistant Secretary of the Board.
[FR Doc. 2019–23531 Filed 10–28–19; 8:45 am]
BILLING CODE 6210–01–P
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]]>Agencies
[Federal Register Volume 84, Number 209 (Tuesday, October 29, 2019)]
[Notices]
[Pages 57869-57874]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-23527]
[[Page 57869]]
=======================================================================
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FEDERAL DEPOSIT INSURANCE CORPORATION
Agency Information Collection Activities: Proposed Collection
Renewal; Comment Request (OMB No. 3064-0029; -0030; -0070; -0104; -
0204)
AGENCY: Federal Deposit Insurance Corporation (FDIC).
ACTION: Notice and request for comment.
-----------------------------------------------------------------------
SUMMARY: The FDIC, as part of its obligations under the Paperwork
Reduction Act of 1995 (PRA), invites the general public and other
Federal agencies to take this opportunity to comment on the renewal of
the existing information collections described below (OMB No. 3064-
0029; -0030; -0070; -0104; -0204).
DATES: Comments must be submitted on or before December 30, 2019.
ADDRESSES: Interested parties are invited to submit written comments to
the FDIC by any of the following methods:
https://www.FDIC.gov/regulations/laws/federal.
Email: [email protected]. Include the name and number of
the collection in the subject line of the message.
Mail: Manny Cabeza (202-898-3767), Regulatory Counsel, MB-
3128, Federal Deposit Insurance Corporation, 550 17th Street NW,
Washington, DC 20429.
Hand Delivery: Comments may be hand-delivered to the guard
station at the rear of the 17th Street building (located on F Street),
on business days between 7:00 a.m. and 5:00 p.m.
All comments should refer to the relevant OMB control number. A
copy of the comments may also be submitted to the OMB desk officer for
the FDIC: Office of Information and Regulatory Affairs, Office of
Management and Budget, New Executive Office Building, Washington, DC
20503.
FOR FURTHER INFORMATION CONTACT: Manny Cabeza, Regulatory Counsel, 202-
898-3767, [email protected], MB-3128, Federal Deposit Insurance
Corporation, 550 17th Street NW, Washington, DC 20429.
SUPPLEMENTARY INFORMATION:
Proposal to renew the following currently approved collections of
information:
1. Title: Notification of Performance of Bank Services.
OMB Number: 3064-0029.
Form Number: 6120/06.
Affected Public: Insured state nonmember banks and state savings
associations.
Burden Estimate:
Summary of Annual Burden
--------------------------------------------------------------------------------------------------------------------------------------------------------
Estimated Estimated
Estimated Estimated frequency of time per annual
Information collection description Type of burden Obligation to respond number of responses response burden
respondents (minutes) (hours)
--------------------------------------------------------------------------------------------------------------------------------------------------------
Notification of Performance of Bank Reporting............... Mandatory.............. 634 On Occasion............ 30 318
Services (FDIC Form 6120/06).
--------------------------------------------------------------------------------------------------------------------------------------------------------
Total Estimated Annual Burden: 318.
General Description of Collection: Insured state nonmember banks
are required to notify the FDIC, under section 7 of the Bank Service
Company Act (12 U.S.C. 1867), of the relationship with a bank service
company. The Form FDIC 6120/06, Notification of Performance of Bank
Services, may be used by banks to satisfy the notification requirement.
There is no change in the method or substance of the collection. The
estimated number of respondents is estimated to increase based on the
response rate observed over the last three years. The estimated time
per response and the frequency of response is expected to remain the
same.
2. Title: Securities of State Nonmember Banks and State Savings
Associations.
OMB Number: 3064-0030.
Affected Public: Insured state nonmember banks and state savings
associations.
Type of Burden: Reporting.
Obligation to Respond: Mandatory.
Burden Estimate:
Summary of Burden
----------------------------------------------------------------------------------------------------------------
Estimated
Estimated Estimated time Frequency of number of Estimated
number of to respond response responses per annual burden
responses (hours) year (hours)
----------------------------------------------------------------------------------------------------------------
Form 3--Initial Statement of 58 1 On Occasion....... 1 58
Beneficial Ownership.
Form 4--Statement of Changes 297 0.5 On Occasion....... 4 594
in Beneficial Ownership.
Form 5--Annual Statement of 69 1 Annual............ 1 69
Beneficial Ownership.
Form 8-A.................... 2 3 On Occasion....... 2 12
Form 8-C.................... 2 2 On Occasion....... 1 4
Form 8-K.................... 21 2 On Occasion....... 4 168
Form 10..................... 2 215 On Occasion....... 1 430
Form 10-C................... 1 1 On Occasion....... 1 1
Form10-K.................... 21 140 Annual............ 1 2,940
Form 10-Q................... 21 100 Quarterly......... 3 6,300
Form 12b-25................. 6 3 On Occasion....... 1 18
Form 15..................... 2 1 On Occasion....... 1 2
Form 25..................... 2 1 On Occasion....... 1 2
Schedule 13D................ 2 3 On Occasion....... 1 6
Schedule 13E-3.............. 2 3 On Occasion....... 1 6
Schedule 13G................ 2 3 On Occasion....... 1 6
Schedule 14A................ 21 40 Annual............ 1 840
Schedule 14C................ 2 40 On Occasion....... 1 80
Schedule 14D-1 (Schedule TO) 2 5 On Occasion....... 1 10
-----------------------------------------------------------------------------------
[[Page 57870]]
Total Estimated Annual .............. .............. .................. .............. 11,546
Burden.
----------------------------------------------------------------------------------------------------------------
General Description of Collection: Section 12(i) of the Exchange
Act grants authority to the Federal banking agencies to administer and
enforce sections 10A(m), 12, 13, 14(a), 14(c), 14(d), 14(f), and 16 of
the Exchange Act and sections 302, 303, 304, 306, 401(b), 404, 406, and
407 of the Sarbanes-Oxley Act of 2002. Pursuant to section 12(i), the
FDIC has the authority, including rulemaking authority, to administer
and enforce these enumerated provisions as may be necessary with
respect to state nonmember banks and state savings associations over
which it has been designated the appropriate Federal banking agency.
Section 12(i) generally requires the FDIC to issue regulations
substantially similar to those issued by the Securities and Exchange
Commission (SEC) regulations to carry out these responsibilities. Thus,
part 335 of the FDIC regulations incorporates by cross-reference the
SEC rules and regulations regarding the disclosure and filing
requirements of registered securities of state nonmember banks and
state savings associations.
This information collection includes the following:
Beneficial Ownership Forms: FDIC Forms 3, 4, and 5 (FDIC Form
Numbers 6800/03, 6800/04, and 6800/05). Pursuant to section 16 of the
Exchange Act, every director, officer, and owner of more than ten
percent of a class of equity securities registered with the FDIC under
section 12 of the Exchange Act must file with the FDIC a statement of
ownership regarding such securities. The initial filing is on Form 3
and changes are reported on Form 4. The Annual Statement of beneficial
ownership of securities is on Form 5. The forms contain information on
the reporting person's relationship to the company and on purchases and
sales of such equity securities. 12 CFR 335.601 through 336.613 of the
FDIC's regulations, which cross-reference 17 CFR 240.16a of the SEC's
regulations, provide the FDIC form requirements for FDIC Forms 3, 4,
and 5 in lieu of SEC Forms 3, 4, and 5, which are described at 17 CFR
249.103 (Form 3), 249.104 (Form 4), and 249.105 (Form 5).
Forms 8-A and 8-C for Registration of Certain Classes of
Securities. Form 8-A is used for registration pursuant to section 12(b)
or (g) of the Exchange Act of any class of securities of any issuer
which is required to file reports pursuant to section 13 or 15(d) of
that Act or pursuant to an order exempting the exchange on which the
issuer has securities listed from registration as a national securities
exchange. Form 8-C has been replaced by Form 8-A. Form 8-A is described
at 17 CFR 249.208a. There is no actual ``Form 8-A'' as filers must
produce a customized narrative document in compliance with the
requirements in accordance with the filer's particular circumstances.
Form 8-K: Current Report. This is the current report that is used
to report the occurrence of any material events or corporate changes
that are of importance to investors or security holders and have not
been reported previously by the registrant. It provides more current
information on certain specified events than would Forms 10-Q and 10-K.
The form description is at 17 CFR 249.308. There is no actual ``Form 8-
K'' as filers must produce a customized narrative document in
compliance with the requirements in accordance with the filer's
particular circumstances.
Forms 10 and 10-C: Forms for Registration of Securities. Form 10 is
the general reporting form for registration of securities pursuant to
section 12(b) or (g) of the Exchange Act of classes of securities of
issuers for which no other reporting form is prescribed. It requires
certain business and financial information about the issuer. Form 10-C
has been replaced by Form 10. Form 10 is described at 17 CFR 249.210.
There is no actual ``Form 10'' as filers must produce a customized
narrative document in compliance with the requirements in accordance
with the filer's particular circumstances.
Form 10-K: Annual Report. This annual report is used by issuers
registered under the Exchange Act to provide information described in
Regulation S-K, 17 CFR 229. The form is described at 17 CFR 249.310.
There is no actual ``Form 10-K'' as filers must produce a customized
narrative document in compliance with the requirements in accordance
with the filer's particular circumstances.
Form 10-Q: Quarterly Reports. The Form 10-Q is a report filed
quarterly by most reporting companies. It includes unaudited financial
statements and provides a continuing overview of major changes in the
company's financial position during the year, as compared to the prior
corresponding period. The report must be filed for each of the first
three fiscal quarters of the company's fiscal year and is due within 40
or 45 days of the close of the quarter, depending on the size of the
reporting company. The description of Form 10-Q is at 17 CFR 249.308a.
There is no actual ``Form 10-Q'' as filers must produce a customized
narrative document in compliance with the requirements in accordance
with the filer's particular circumstances.
Form 12b-25: Notification of Late Filing. This notification extends
the reporting deadlines for filing quarterly and annual reports for
qualifying companies. There is no FDIC Form 12b-25. The form is
described at 17 CFR 249.322.
Form 15: Certification and Notice of Termination of Registration.
This form is filed by each issuer to certify that the number of holders
of record of a class of security registered under section 12(g) of the
Exchange Act is reduced to a specified level in order to terminate the
registration of the class of security. For a bank, the number of
holders of record of a class of registered security must be reduced to
less than 1,200 persons. For a savings association, the number of
record holders of a class of registered security must be reduced to (1)
less than 300 persons or (2) less than 500 persons and the total assets
of the issuer have not exceeded $10 million on the last day of each of
the issuer's most recent three fiscal years. In general, registration
terminates 90 days after the filing of the certification. There is no
FDIC Form 15. This form is described at 17 CFR 249.323.
Schedule 13D: Certain Beneficial Ownership Changes. This Schedule
discloses beneficial ownership of certain registered equity securities.
Any person or group of persons who acquire a beneficial ownership of
more than 5 percent of a class of registered equity securities of
certain issuers must file a Schedule 13D reporting such acquisition
together with certain other information within ten days after such
[[Page 57871]]
acquisition. Moreover, any material changes in the facts set forth in
the Schedule generally precipitates a duty to promptly file an
amendment on Schedule 13D. The SEC's rules define the term beneficial
owner to be any person who directly or indirectly shares voting power
or investment power (the power to sell the security). There is no FDIC
form for Schadule13D. This schedule is described at 17 CFR 240.13d-101.
Schedule 13E-3: Going Private Transactions by Certain Issuers or
Their Affiliates. This schedule must be filed if an issuer engages in a
solicitation subject to Regulation 14A or a distribution subject to
Regulation 14C, in connection with a going private merger with its
affiliate. An affiliate and an issuer may be required to complete,
file, and disseminate a Schedule 13E-3, which directs that each person
filing the schedule state whether it reasonably believes that the Rule
13e-3 transaction is fair or unfair to unaffiliated security holders.
There is no FDIC form for Schedule13E-3. This schedule is described at
17 CFR 240.13e-100.
Schedule 13G: Certain Acquisitions of Stock. Certain acquisitions
of stock that are over than 5 percent of an issuer must be reported to
the public. Schedule 13G is a much abbreviated version of Schedule 13D
that is only available for use by a limited category of persons (such
as banks, broker/dealers, and insurance companies) and even then only
when the securities were acquired in the ordinary course of business
and not with the purpose or effect of changing or influencing the
control of the issuer. There is no FDIC form for Schadule13G. This
schedule is described at 17 CFR 240.13d-102.
Schedule 14A: Proxy Statements. State law governs the circumstances
under which shareholders are entitled to vote. When a shareholder vote
is required and any person solicits proxies with respect to securities
registered under section 12 of the Exchange Act, that person generally
is required to furnish a proxy statement containing the information
specified by Schedule 14A. The proxy statement is intended to provide
shareholders with the proxy information necessary to enable them to
vote in an informed manner on matters intended to be acted upon at
shareholders' meetings, whether the traditional annual meeting or a
special meeting. Typically, a shareholder is also provided with a proxy
card to authorize designated persons to vote his or her securities on
the shareholder's behalf in the event the holder does not vote in
person at the meeting. Copies of preliminary and definitive (final)
proxy statements and proxy cards are filed with the FDIC. There is no
FDIC form for Schadule14A. The description of this schedule is at 17
CFR 240.14a-101.
Schedule 14C: Information Required in Information Statements. An
information statement prepared in accordance with the requirements of
the SEC's Regulation 14C is required whenever matters are submitted for
shareholder action at an annual or special meeting when there is no
proxy solicitation under the SEC's Regulation 14A. There is no FDIC
form for Schadule14C. This schedule is described at 17 CFR 240.14c-101.
Schedule 14D-1: Tender Offer. This schedule is also known as
Schedule TO. Any person, other than the issuer itself, making a tender
offer for certain equity securities registered pursuant to section 12
of the Exchange Act is required to file this schedule if acceptance of
the offer would cause that person to own over 5 percent of that class
of the securities. This schedule must be filed and sent to various
parties, such as the issuer and any competing bidders. In addition, the
SEC's Regulation 14D sets forth certain requirements that must be
complied with in connection with a tender offer. This schedule is
described at 17 CFR 240.14d-100. There is no actual form for Schedule
14D-1 as filers must produce a customized narrative document in
compliance with the requirements in accordance with the filer's
particular circumstances.
There is no change in the method or substance of the collection.
The estimated number of respondents, as well as the estimated time per
response and the frequency of response, is expected to remain the same.
3. Title: Application for a Bank to Establish a Branch or Move its
Main Office or a Branch.
OMB Number: 3064-0070.
Affected Public: Insured state nonmember banks and state savings
associations.
Type of Burden: Reporting.
Obligation to Respond: Mandatory.
Burden Estimate:
Summary of Annual Burden
--------------------------------------------------------------------------------------------------------------------------------------------------------
Estimated Estimated
Estimated Estimated frequency of time per annual
Information collection description Type of burden Obligation to respond number of response response burden
respondents (hours) (hours)
--------------------------------------------------------------------------------------------------------------------------------------------------------
Application to Establish a Branch, Reporting............... Mandatory.............. 718 On Occasion............ 5 3,590
Move Main Office or Move Branch.
--------------------------------------------------------------------------------------------------------------------------------------------------------
Total Estimated Annual Burden: 3,590.
General Description of Collection: Section 18(d) of the Federal
Deposit Insurance Act (12 U.S.C. 1828(d)) (FDI Act) provides that no
FDIC insured state nonmember bank or state savings association shall
establish and operate any new domestic branch or move its main office
or any such branch from one location to another without the prior
written consent of the FDIC. In granting or withholding consent to the
applicant, FDIC considers: (a) The financial history and condition of
the depository institution; (b) the adequacy of its capital structure;
(c) its future earnings prospects; (d) the general character and
fitness of its management; (e) the risk presented by the depository
institution to the Deposit Insurance Fund; (f) the convenience and
needs of the community to be served; and (g) whether its corporate
powers are consistent with the purposes of the FDI Act. FDIC
regulations found at 12 CFR 303, subpart C, specify the steps that
respondents must take to comply with the statutory mandate. There is no
change in the method or substance of the collection. The estimated
number of respondents has been revised based on the number of responses
recorded over the last three years. The estimated time per response and
the frequency of response, is expected to remain the same.
4. Title: Activities and Investments of Savings Associations.
OMB Number: 3064-0104.
Affected Public: Insured state savings associations.
Type of Burden: Reporting.
Obligation to Respond: Mandatory.
Burden Estimate:
[[Page 57872]]
Summary of Annual Burden
--------------------------------------------------------------------------------------------------------------------------------------------------------
Estimated Estimated
Estimated Estimated frequency of time per annual
Information collection description Type of burden Obligation to respond number of response response burden
respondents (hours) (hours)
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Application for Exemption--Sec. 28 Reporting............... Mandatory.............. 18 On Occasion............ 12 216
and Subsidiary Notice--Sec. 18(m).
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Total Estimated Annual Burden.... ........................ ....................... ........... ....................... ........... 216
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General Description of Collection: Section 28 of the Federal
Deposit Insurance Act limits the powers of state savings associations
to acquire or retain equity investments of a type or amount not
permitted for a federal savings association. Section 28 also prohibits
insured state savings associations and their subsidiaries from engaging
as principal in any activity of a type or in an amount that is not
permitted for a federal savings association or its subsidiaries.
Section 28 charges the FDIC with the responsibility of enforcing the
restrictions and filing requirements, and permits the FDIC to grant
exceptions under certain circumstances.
12 CFR part 362 details the activities that state savings
associations and/or their subsidiaries may engage in, under certain
criteria and conditions, and identifies the information that banks must
furnish to the FDIC in order to obtain the FDIC's approval or non-
objection.
There is no change in the method or substance of the collection.
The estimated number of respondents has been revised upward based on
the number of responses recorded over the last three years. The
estimated time per response and the frequency of response, is expected
to remain the same.
5. Title: Margin and Capital Requirements for Covered Swap
Entities.
OMB Number: 3064-0204.
Affected Public: Any FDIC-insured state-chartered bank that is not
a member of the Federal Reserve System or FDIC-insured state-chartered
savings association that is registered as a swap dealer, major swap
participant, security-based swap dealer, or major security-based swap
participant.
Obligation to Respond: Mandatory.
Burden Estimate:
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Estimated Estimated Estimated
Regulation Type of burden Number of annual average hours annual burden
respondents frequency per response hours
--------------------------------------------------------------------------------------------------------------------------------------------------------
Sec. 349.1(d)(1), (d)(2) Meeting criteria for Reporting.............................. 1 1 1,000 1,000
exemption.
Sec. 349.1(h)................................ Disclosure............................. 1 1 10 10
Sec. 349.2 Definition of ``Eligible Master Recordkeeping.......................... 1 1 5 5
Netting Agreement,'' paragraphs (4)(i) and
(ii).
Sec. 349.8(g) Documentation..................
Sec. 349.10 Documentation of Margin Matters..
40+50++20+20++10++250+Sec. 349.5(c)(2)(i) Recordkeeping.......................... 1 1 4 4
Required Margin.
Sec. 349.7(c) Custody Agreement.............. Recordkeeping.......................... 1 1 100 100
Sec. 349.8(c) and (d) Initial Margin Model... Reporting.............................. 1 1 240 240
Sec. 349.8(e) Periodic Review................ Recordkeeping.......................... 1 1 40 40
Sec. 349.8(f) Control, Oversight, and
Validation Mechanisms..
Sec. 349.8(f)(3) Initial Margin Modeling Reporting.............................. 1 1 50 50
Report.
Sec. 349.8(h) Escalation Procedures.......... Recordkeeping.......................... 1 1 20 20
Sec. 349.9(e) Requests for Determinations.... Reporting.............................. 1 3 10 30
Sec. 349.11(b)(1) Posting Initial Margin..... Recordkeeping.......................... 1 250 1 250
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Totals..................................... ....................................... .............. .............. .............. 1,749
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General Description of Collection: The Dodd-Frank Wall Street
Reform and Consumer Protection Act (Dodd-Frank Act) required the Office
of the Comptroller of the Currency, the Board of Governors of the
Federal Reserve System, the FDIC, the Farm Credit Administration, and
Federal Home Finance Agency (each, an agency, and collectively, the
agencies) to jointly adopt rules that establish capital and margin
requirements for swap entities that are prudentially regulated by one
of the agencies (covered swap entities).\1\ These capital and margin
requirements apply to swaps that are not cleared by a registered
derivatives clearing organization or a registered clearing agency (non-
cleared swaps).\2\ The agencies published regulations that require swap
dealers and security-based swap dealers under the agencies' respective
jurisdictions to exchange margin with their counterparties for swaps
that are not centrally cleared (Swap Margin Rule or Rule). First issued
in 2015, the Swap Margin Rule includes
[[Page 57873]]
a phased compliance schedule from 2016 to 2020 and generally applies
only to a non-cleared swap entered into on or after the applicable
compliance date. A non-cleared swap entered into prior to an entity's
applicable compliance date is ``grandfathered'' by this regulatory
provision and is generally not subject to the margin requirements in
the Swap Margin Rule (legacy swap) unless it is amended or novated on
or after the applicable compliance date. The FDIC's Swap Margin Rule
can be found at 12 CFR part 349.
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\1\ Dodd-Frank Wall Street Reform and Consumer Protection Act,
Public Law 111-203, 124 Stat. 1376 (2010). See 7 U.S.C. 6s; 15
U.S.C. 78o-10. Sections 731 and 764 of the Dodd-Frank Act added a
new section 4s to the Commodity Exchange Act of 1936, as amended,
and a new section, section 15F, to the Securities Exchange Act of
1934, as amended, respectively, which require registration with the
Commodity Futures Trading Commission (CFTC) of swap dealers and
major swap participants and the U.S. Securities and Exchange
Commission (SEC) of security-based swap dealers and major security-
based swap participants (each a swap entity and, collectively, swap
entities). Section 1a(39) of the Commodity Exchange Act of 1936, as
amended, defines the term ``prudential regulator'' for purposes of
the margin requirements applicable to swap dealers, major swap
participants, security-based swap dealers and major security-based
swap participants. See 7 U.S.C. 1a(39).
\2\ A ``swap'' is defined in section 721 of the Dodd-Frank Act
to include, among other things, an interest rate swap, commodity
swap, equity swap, and credit default swap, and a security-based
swap is defined in section 761 of the Dodd-Frank Act to include a
swap based on a single security or loan or on a narrow-based
security index. See 7 U.S.C. 1a(47); 15 U.S.C. 78c(a)(68).
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The reporting requirements found in 12 CFR 349.1(d) refer to
statutory provisions that set forth conditions for an exemption from
clearing. Section 349.1(d)(1) provides an exemption for non-cleared
swaps if one of the counterparties to the swap is not a financial
entity, is using swaps to hedge or mitigate commercial risk, and
notifies the Commodity Futures Trading Commission of how it generally
meets its financial obligations associated with entering into non-
cleared swaps. Section 349.1(d)(2) provides an exemption for security-
based swaps if the counterparty notifies the Securities and Exchange
Commission (SEC) of how it generally meets its financial obligations
associated with entering into non-cleared security-based swaps. Section
349.2 defines terms used in part 349, including the definition of
``eligible master netting agreement,'' which provides that a covered
swap entity that relies on the agreement for purpose of calculating the
required margin must: (1) Conduct sufficient legal review of the
agreement to conclude with a well-founded basis that the agreement
meets specified criteria; and (2) establish and maintain written
procedures for monitoring relevant changes in law and to ensure that
the agreement continues to satisfy the requirements of this section.
The term ``eligible master netting agreement'' is used elsewhere in
part 349 to specify instances in which a covered swap entity may: (1)
Calculate variation margin on an aggregate basis across multiple non-
cleared swaps and security-based swaps and (2) calculate initial margin
requirements under an initial margin model for one or more swaps and
security-based swaps. Section 349.5(c)(2)(i) specifies that a covered
swap entity shall not be deemed to have violated its obligation to
collect or post margin from or to a counterparty if the covered swap
entity has made the necessary efforts to collect or post the required
margin, including the timely initiation and continued pursuit of formal
dispute resolution mechanisms, or has otherwise demonstrated upon
request to the satisfaction of the agency that it has made appropriate
efforts to collect or post the required margin. Section 349.7 generally
requires a covered swap entity to ensure that any initial margin
collateral that it collects or posts is held at a third-party
custodian. Section 349.7(c) requires the custodian to act pursuant to a
custody agreement that: (1) Prohibits the custodian from
rehypothecating, repledging, reusing, or otherwise transferring
(through securities lending, securities borrowing, repurchase
agreement, reverse repurchase agreement or other means) the collateral
held by the custodian, except that cash collateral may be held in a
general deposit account with the custodian if the funds in the account
are used to purchase an asset held in compliance with Sec. 349.7, and
such purchase takes place within a time period reasonably necessary to
consummate such purchase after the cash collateral is posted as initial
margin and (2) is a legal, valid, binding, and enforceable agreement
under the laws of all relevant jurisdictions, including in the event of
bankruptcy, insolvency, or a similar proceeding. A custody agreement
may permit the posting party to substitute or direct any reinvestment
of posted collateral held by the custodian under certain conditions.
With respect to collateral collected by a covered swap entity pursuant
to Sec. 349.3(a) or posted by a covered swap entity pursuant to Sec.
349.3(b), the agreement must require the posting party to substitute
only funds or other property that would qualify as eligible collateral
under Sec. 349.6 and for which the amount net of applicable discounts
described in Appendix B would be sufficient to meet the requirements of
Sec. 349.3 and direct reinvestment of funds only in assets that would
qualify as eligible collateral under Sec. 349.6. Section 349.8
establishes standards for the use of initial margin models. These
standards include: (1) A requirement that the covered swap entity
receive prior approval from the relevant Agency based on demonstration
that the initial margin model meets specific requirements (Sec. Sec.
349.8(c)(1) and 349.8(c)(2)); (2) a requirement that a covered swap
entity notify the relevant Agency in writing 60 days before extending
use of the model to additional product types, making certain changes to
the initial margin model, or making material changes to modeling
assumptions (Sec. 349.8(c)(3)); and (3) a variety of quantitative
requirements, including requirements that the covered swap entity
validate and demonstrate the reasonableness of its process for modeling
and measuring hedging benefits, demonstrate to the satisfaction of the
relevant Agency that the omission of any risk factor from the
calculation of its initial margin is appropriate, demonstrate to the
satisfaction of the relevant Agency that incorporation of any proxy or
approximation used to capture the risks of the covered swap entity's
non-cleared swaps or noncleared security-based swaps is appropriate,
periodically review and, as necessary, revise the data used to
calibrate the initial margin model to ensure that the data incorporate
an appropriate period of significant financial stress (Sec. Sec.
349.8(d)(5), 349.8(d)(10), 349.8(d)(11), 349.8(d)(12), and
349.8(d)(13)). Also, if the validation process reveals any material
problems with the initial margin model, the covered swap entity must
promptly notify the Agency of the problems, describe to the Agency any
remedial actions being taken, and adjust the initial margin model to
ensure an appropriately conservative amount of required initial margin
is being calculated (Sec. 349.8(f)(3)). Section 349.8 also establishes
requirements for the ongoing review and documentation of initial margin
models. These standards include: (1) A requirement that a covered swap
entity review its initial margin model annually (Sec. 349.8(e)); (2) a
requirement that the covered swap entity validate its initial margin
model at the outset and on an ongoing basis, describe to the relevant
Agency any remedial actions being taken, and report internal audit
findings regarding the effectiveness of the initial margin model to the
covered swap entity's board of directors or a committee thereof
(Sec. Sec. 349.8(f)(2), 349.8(f)(3), and 349.8(f)(4)); (3) a
requirement that the covered swap entity adequately document all
material aspects of its initial margin model (Sec. 349.8(g)); and (4)
that the covered swap entity must adequately document internal
authorization procedures, including escalation procedures, that require
review and approval of any change to the initial margin calculation
under the initial margin model, demonstrable analysis that any basis
for any such change is consistent with the requirements of this
section, and independent review of such demonstrable analysis and
approval (Sec. 349.8(h)). Section 349.9 addresses the treatment of
cross-border transactions and, in certain limited situations, will
permit a covered swap entity to comply with a foreign regulatory
framework for
[[Page 57874]]
noncleared swaps (as a substitute for compliance with the prudential
regulators' rule) if the prudential regulators jointly determine that
the foreign regulatory framework is comparable to the requirements in
the prudential regulators' rule. Section 349.9(e) allows a covered swap
entity to request that the prudential regulators make a substituted
compliance determination and must provide the reasons therefore and
other required supporting documentation. A request for a substituted
compliance determination must include: (1) A description of the scope
and objectives of the foreign regulatory framework for non-cleared
swaps and non-cleared security-based swaps; (2) the specific provisions
of the foreign regulatory framework for non-cleared swaps and security-
based swaps (scope of transactions covered; determination of the amount
of initial and variation margin required; timing of margin
requirements; documentation requirements; forms of eligible collateral;
segregation and rehypothecation requirements; and approval process and
standards for models); (3) the supervisory compliance program and
enforcement authority exercised by a foreign financial regulatory
authority or authorities in such system to support its oversight of the
application of the non-cleared swap and security-based swap regulatory
framework; and (4) any other descriptions and documentation that the
prudential regulators determine are appropriate. A covered swap entity
may make a request under this section only if directly supervised by
the authorities administering the foreign regulatory framework for non-
cleared swaps and non-cleared security-based swaps. Section 349.10
requires a covered swap entity to execute trading documentation with
each counterparty that is either a swap entity or financial end user
regarding credit support arrangements that: (1) Provides the
contractual right to collect and post initial margin and variation
margin in such amounts, in such form, and under such circumstances as
are required and (2) specifies the methods, procedures, rules, and
inputs for determining the value of each non-cleared swap or noncleared
security-based swap for purposes of calculating variation margin
requirements and the procedures for resolving any disputes concerning
valuation. Section 349.11(b)(1) provides that the requirement for a
covered swap entity to post initial margin under Sec. 349.3(b) does
not apply with respect to any noncleared swap or non-cleared security
based swap with a counterparty that is an affiliate. A covered swap
entity shall calculate the amount of initial margin that would be
required to be posted to an affiliate that is a financial end user with
material swaps exposure pursuant to Sec. 349.3(b) and provide
documentation of such amount to each affiliate on a daily basis.
There is no change in the method or substance of the collection.
The FDIC currently does not supervise any institutions that are subject
to this information collection but is reporting one respondent as a
placeholder to preserve the burden estimates. For clarity, the burden
presentation has been changed to correspond to the burden presentation
made by the other agencies in their respective information collections.
There is no change in the total estimated annual burden.
Request for Comment
Comments are invited on: (a) Whether the collection of information
is necessary for the proper performance of the FDIC's functions,
including whether the information has practical utility; (b) the
accuracy of the estimates of the burden of the 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 the collection of
information on respondents, including through the use of automated
collection techniques or other forms of information technology. All
comments will become a matter of public record.
Federal Deposit Insurance Corporation.
Dated at Washington, DC, on October 23, 2019.
Annmarie H. Boyd,
Assistant Executive Secretary.
[FR Doc. 2019-23527 Filed 10-28-19; 8:45 am]
BILLING CODE 6714-01-P
