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the Regional Director, as the case may be, shall take such action as shall be deemed necessary or appropriate in the premises.

(c) Opportunity to present views. With respect to any application, the Board of Directors will afford the applicant or other properly interested persons, including Government agencies, an opportunity to present views orally before its designated representative or representatives, either at informal conference discussions or at informal presentations of evidence.

(d) Notice of disposition of applications. Prompt notice will be given of the grant or denial, in whole or in part, of any written application, petition, or other request of any interested person made in connection with any agency proceeding. In the case of denial, except in affirming a prior denial, or where the same is self-explanatory, such notice will be accompanied by a simple statement of the reasons therefor. (35 FR 19747, Dec. 30, 1970, as amended at 38 FR 14263, May 31, 1973) § 303.11 Delegation of authority to act

on certain applications. (a) General. Except as provided in § 303.12, and subject to the provisions of paragraphs (b) and (c) of this section, the Board of Directors of the Federal Deposit Insurance Corporation has delegated to the Director of the Division of Bank Supervision, or, where confirmed in writing by the Director of the Division of Bank Supervision, to the Regional Director of the Region in which the applicant bank is located, the authority on behalf of the Board of Directors to act on the following applications and requests from any insured State nonmember bank:

(1) Applications for the prior written consent of the Corporation to establish and operate any new teller's window, drive-in facility, or any like office, as an adjunct to a main office or a branch office (including offices not considered branches under State law), or to move its main office or any branch from one location to another;

(2) Applications for the prior written consent of the Corporation to operate temporary banking facilities as a public service during conventions, State and local fairs, college registration periods, and similar occasions, as well as during emergencies, so long as such service does not exceed a period of 1 month;

(3) Applications for the prior written consent of the Corporation to issue subordinated capital debt pursuant to the provisions to $ 329.10(b) (3) of this chapter, or to reduce the amount or retire any part of its common or preferred capital stock, or retire any part of its capital notes or debentures;

(4) Application for the prior written consent of the Corporation to exercise any trust powers;

(5) Requests for extensions of time, not to exceed 1 year on any 1 request and 3 years in the aggregate on requests relating to the same application, within which to perform acts or conditions required by prior Corporation action on bank applications;

(6) Requests for approval of minor or nominal (10 percent or less of dollar requirements where applicable) deviations from requirements prescribed by prior Corporation action.

(7) Applications for the prior written consent of the Corporation to establish and operate any new branch: Provided, however, That this authority shall extend to the approval but not to the denial of such applications.

(8) Applications for deposit insurance filed by State members banks upon withdrawal from membership in the Federal Reserve System; Provided, however, That this authority shall extend to the approval but not to the denial of such applications.

(9) Applications for “phantom" bank mergers; 2* Provided, however, That this authority shall extend to the approval but not to the denial of such applications.

(10) Applications for deposit insurance filed by proposed State nonmember banks which are formed in connection with a "phantom" bank merger; Provided, however, That this authority shall extend to the approval but not to the denial of such applications.

(b) Confirmation, limitations, and rescission. The authority delegated in paragraph (a) of this section by the Board of Directors to the Regional Director of the Region in which the applicant bank is located is subject, as to each Regional Director in each Region, to written confirmation, limitations, or subsequent rescission of any confirmation, by the Di

21 As used in paragraph (a) (9) and (10) of this section, the term "'phantom' bank merger" applies to any merger or other transaction in the nature of a corporate reorganization which, in and of itself, would have no effect on competition.

rector of the Division of Bank Supervision. Such written confirmation, limitations, or rescission shall be filed with the Executive Secretary of the Corporation at its offices in Washington, D.C. and at the office of the Regional Director concerned, and shall be available for public inspection by interested parties.

(c) Special cases. In special cases the Director of the Division of Bank Supervision may, in writing, rescind the authority of a Regional Director to act on an application or request, and may himself act on the same. In special cases a Regional Director may, in writing, recommend that the authority to act on an application or request not be exercised by him; in such cases the authority to act on such application or request may be exercised by the Director of the Division of Bank Supervision. In special cases the Director of the Division of Bank Supervision may, in writing, recommend that the authority to act on an application or request not be exercised by him; in such cases the Board of Directors will act on the application or request.

(d) Deputy Director (Operations Branch). In the absence of the Director of Bank Supervision, all powers granted to him under the provisions of this part may be exercised instead by the Deputy Director of the Division of Bank Supervision (Operations Branch). [35 FR 19747, Dec. 30, 1970, as amended at 38 FR 4572, Feb. 16, 1973; 38 FR 14263, May 31, 1973; 39 FR 16230, May 8, 1974; 39 FR 21044, June 18, 1974) § 303.12 Applications where authority

to act is not delegated. (a) Circumstances precluding delegation, Authority to act on applications listed in § 303.11 is not delegated by the Board of Directors in the following circumstances:

(1) Where a condition other than one agreed to in writing by the bank, or other than a time limitation, is to be prescribed in approving an application;

(2) Where all necessary final approvals have not been obtained from the appropriate State authority.3

(b) Approving authority. In all cases where authority to act on applications or requests listed in this part is not delegated to the Director of the Division of

& Where the State authority has given its approval subject only to the approval of the Federal Deposit Insurance Corporation, such approval is to be considered as final.

Bank Supervision (or, in his absence, the Deputy Director (Operations Branch)), or to a Regional Director, the authority to act on such applications or requests remains vested in the Board of Directors of the Corporation.

(c) Conditions precedent to delegation to approve branch applications. (Important: The requirements set forth in this paragraph (c) are procedural in nature only and should not be construed as standards or criteria which will be used in determining whether a specific application will be approved or denied.) Authority to approve branch applications pursuant to $ 303.11(a) (7) is delegated only where each of the six factors set forth in section 6 of the Federal Deposit Insurance Act has been considered and favorably resolved" and, in addition, all of the following requisites have been satisfied:

(1) The applicant is in substantial compliance with the rules and regulations of the Corporation.

(2) The applicant has adequate fidelity coverage.

(3) Legal fees and other expenses incurred in connection with the proposed branch are consistent with the policy announced by the Board of Directors on August 25, 1972.8

(4) Establishment of the proposed branch will not have a significantly adverse effect on competition in any relevant area or lead to destructive competition.

(5) In the case of a mutual or guaranty savings bank, the applicant's adjusted' capital and reserves, including written commitments for additional capital funds, constitute at least 6 percent of its adjusted' gross assets.

• The six factors are: (1) The financial history and condition of the applicant, (2) the adequacy of its capital structure, (3) its future earnings prospects, (4) the general character of its management, (5) the convenience and needs of the community to be served by the applicant, and (6) whether or not its corporate powers are consistent with the purposes of the Federal Deposit Insurance Act (12 U.S.C. 1816).

5 Including a $1 million excess bond ir primary blanket bond coverage is less than $1 million.

Statement of Policy re: "Legal Fees and Other Expenses Incident to Applications for Insurance and Consent to Establish Branches" (Aug. 25, 1972).

? Based on classifications made at the last examination of the applicant.

39-057—752

9

(5a) In the case of a commercial bank, matters and with the payment of claims the applicant's adjusted' capital and re for insured deposits, the Board of Direcserves, including written commitments tors does not delegate its authority and for additional capital funds, are deter no delegations of final authority are mined to be adequate relative to its ad made by the Board of Directors. Any justed' gross assets; Provided, however, person having a proper and direct conThat the authority to make such a de cern therein may ascertain the scope of termination is not delegated to any authority of any oficer, agent, or emRegional Director where the applicant's ployee of the Corporation by communiadjusted capital and reserves, including cating with the Executive Secretary of written commitments for additional the Corporation. capital funds, constitute less than 7.5 (b) Disclosure law and regulations, percent of its adjusted' gross assets. Except as provided in paragraph (c) of

(6) The applicant's aggregate direct this section, the Board of Directors has and indirect fixed asset investment, in delegated to the Director of the Division cluding its direct and indirect invest of Bank Supervision, or, where confirmed ment in the proposed branch, is deter in writing by the Director of the Division mined to be reasonable relative to its of Bank Supervision, to the Regional earnings capacity and other pertinent Director of the Region in which the apbases of consideration.

plicant bank is located, the authority on (7) The estimated income of the pro behalf of the Board of Directors to act on posed branch is equal to or in excess of its disclosure matters under and pursuant expenses during the third year of its to section 12, 13 or 14 of the Securities operation, or, alternatively, the appli Exchange Act of 1934 (15 U.S.C. 78) or cant's earnings are adequate to support Part 335 of the Corporation's rules and limited operating losses incurred by the regulations in this chapter. branch during its formative years.

(c) Limitations on delegation. Au(8) The applicant's management has thority to act on disclosure matters under been rated fair or better at its most re paragraph (b) of this section is not cent examination.

delegated by the Board of Directors when (9) Any financial arrangements which such matters involve: have been made in connection with the (1) Exemption from disclosure reproposed branch 10 and involve the appli quirements pursuant to section 12(h) of cant's directors, officers, major share the Securities Exchange Act of 1934 (15 holders," or their interests, are fair and U.S.C. 781(h)); reasonable in comparison to similar ar (2) Exemption from tender offer rerangements that could have been made quirements pursuant to section 14(d) (8) with independent third parties.

of the Securities Exchange Act of 1934 (35 FR 19748, Dec. 30, 1970, as amended at

(15 U.S.C. 78n(d) (8)); 38 FR 4572, Feb. 16, 1973; 38 FR 14263, (3) Authority, pursuant to $ 335.3(c) May 31, 1973; 39 FR 16230, May 8, 1974) of the Corporation's regulations in this

chapter, to accord confidential treatment $ 303.13 Other delegations of authority.

to information required to be filed in & (a) In general. Except as otherwise disclosure report; provided in this part, or with respect to (4) Authority, pursuant to § 335.5(f) matters which generally involve condi (5) of the Corporation's regulations in tions or circumstances requiring prompt this chapter, to disclose to departments action in the field for the better protec and agencies of the United States othertion of the interests of the Corporation wise confidential information submitted and to achieve flexibility and expedition

in copies of preliminary proxy solicitation in its operations and in the exercise of

material. its functions in connection with the Cor

(d) Security devices and procedures poration's litigation and liquidation

and bank service arrangements. The ? See footnote on page 9.

Board of Directors has delegated to the On a consolidated basis.

Director of the Division of Bank Super10 Including arrangements relating to fees, vision, or where confirmed in writing by the acquisition of property, rentals, and con the Director of Bank Supervision, to the struction contracts.

Regional Director of the Region in which , 11 The term "major shareholder" means any shareholder who directly or indirectly con

the applicant bank is located, the authortrols 5 percent or more of any class of the ity on behalf of the Board of Directors applicant's outstanding voting stock.

to administer the provisions of Parts 326

11b

and 334 of the Corporation's rules and procedures set forth in this section shall regulations in this chapter.

be followed in connection therewith. (e) In emergencies. For the purpose of (b) Notice of filing of application assuring the performance of, and con (15 Notice by publication. The applicant tinuity in the management functions and shall, within 15 days after the Regional activities of the Corporation, the Board Director has notified the applicant in of Directors has delegated, to the extent iting that an application has been acdeemed necessary, authority with respect cepted for filing, publish one time in a to the management of the Corporation's newspaper of general circulation in the affairs to certain designated officers, such community in which the applicant's head authority to be exercised only in the office is located and in a newspaper of event of an emergency involving an general circulation in the community in enemy attack on the continental United which the applicant proposes to engage States or other warlike occurrence which in business a notice containing the name renders the Board of Directors unable to of the applicant or applicants, the subject perform the management functions and matter of the application, the location at activities normally performed by it.

which the applicant proposes to engage (f) Competitive factor reports on in business, and the date upon which the phantom" bank mergers. The Board of application was accepted for filing. ImDirectors has delegated to the Director mediately after publication, the appliof the Division of Bank Supervision, or, cant shall furnish the Regional Director where confirmed in writing by the Di with a certification from the publisher rector of the Division of Bank Super and a tear sheet or clipping evidencing vision, to the Regional Director of the such publication. Region in which the applicant bank 118 is (2) Comments and protests. Anyone located, the authority on behalf of the who wishes to comment on the applicaBoard of Directors to furnish reports to tion may do so by filing his comments the Board of Governors of the Federal

in writing with the Regional Director. Reserve System or the Comptroller of the

Anyone who wishes to protest the grantCurrency on the competitive factors in

ing of the application has a right to do

so if he files a written notice of his volved in any “phantom" bank merger

intent with the Regional Director within required to be approved by one or the

15 days of the date of publication of the other of those agencies.

notice described in paragraph (b) (1) of [35 FR 19748, Dec. 30, 1970, as amended at

this section. In order to fully apprise 38 FR 14263, May 31, 1973; 39 FR 16230, May 8,

the public of its rights under this para1974]

graph (b) (2), the notice described in $ 303.14 Application procedures.

paragraph (b) (1) of this section shall

include the following statement: (a) Scope of section. This section applies to: (1) Applications for deposit in Any person wishing to comment on this surance by proposed new banks; (2) ap

application may file his comments in writ

ing with the Regional Director of the Federal plications by insured State nonmember

Deposit Insurance Corp. at its Regional banks to establish branches; (3) appli Office (address of the Regional Office). It cations by insured State nonmember any person desires to protest the granting banks to relocate their main offices or of this application he has a right to do so 11 branch offices; and (4) any other appli

he files & written notice of his intent with the

Regional Director within 15 days of the date cations, requests or submittals which the

of this publication. The nonconfidential porBoard of Directors in its sole discretion tion of the application are on file in the deems appropriate. In the case of appli Regional Office as part of the public fille cations, requests, or submittals which

maintained by the Corporation. This file is come within this fourth category, the

available for public inspection during regular

business hours. applicant will be notified at the time its application is accepted for filing that the

(3) Solicitation of comments by Re

gional Director. Whenever he deems it 11a As used in this paragraph (f), the term

appropriate, the Regional Director may "applicant bank" means the bank which is solicit comments from any person or inapplying for merger approval either to the

stitution which, in his opinion, might Board of Governors of the Federal Reserve have an interest in or be affected by the System or to the Comptroller of the Currency. pending application.

11h The term "'phantom' bank merger” is (c) Public file.-(1) Contents. Subject defined in footnote 2a of this Part 303.

to the provisions of paragraph (c) (2) of

this section, the public file in each case shall consist of:

(i) The application with supporting data and supplementary information.

(ii) Data and information submitted by interested persons in favor of or in opposition to such application.

(iii) Those portions of the investigation report prepared by the Corporation's field examiner in connection with the application which cover future earnings prospects and the convenience and needs of the community to be served by the applicant."

(iv) Where a hearing has been held pursuant to paragraph (e) of this section, any evidence submitted pursuant to paragraph (f) (3) of this section and the hearing transcript described in paragraph (f) (5) of this section.

(2) Withholding of confidential information. No material described in paragraph (c) (1) of this section shall be included in the public file if it is determined to be confidential by the Corporation under the provisions of 5 U.S.C. 552. In making such determination, the Corporation will generally consider the following information as confidential:

(i) Personal information, the release of which would constitute a clearly unwarranted invasion of privacy.

(ii) Trade secrets and commercial or financial information obtained from a person and deemed by the Corporation to be privileged or confidential.

(iii) Information whose disclosure could seriously affect the financial condition of any financial institution.

(3) Inspection of public file. Any person may inspect the public file. The public file shall be available for inspection in the office of the Regional Director during regular business hours. No documents in the public file may be removed from the Regional Director's office by persons other than employees of the Corporation. Photocopies will be made available, on request, to all persons. The charge for such copies shall be made in accordance with a written schedule approved by the Board of Directors and maintained by the Regional Director.

(d) Proceedings—(1) Requests for hearing or other proceeding. Once the Corporation's field examiner has completed his investigation of an application

subject to the provisions of this section, anyone who, within the 15-day period prescribed in paragraph (b) (2) of this section, filed a written notice of his intent to protest the granting of the application, shall be entitled to file a formal protest and request an opportunity to be heard so long as he does so within 15 days after receipt of the notice set forth in paragraph (d) (2) of this section. He may also request that a hearing be held on the application pursuant to paragraph (e) of this section.

(2) Notice. Upon completion of the investigation by the field examiner or the Regional Office, the Regional Director shall give notice to all persons who filed a written notice of intent to protest the granting of the application within the 15-day period prescribed in paragraph (b) (2) of this section. This notice will be sent by registered or certified mail and shall take substantially the following form:

You are advised that the Federal Deposit Insurance Corporation's field examiner (or Regional Office) has completed the investigation of the application filed by (name of appiicant) on (date accepted for filing) in connection with (subject matter of application). Portions of the report of investigation (or Regional Office report) have been made a part of the public file on this appli. cation. The public file is available for inspection in the Corporation's Regional Office (address) during the hours of -a.m. to —p.m. Photocopies of information in the public file will be made available on request. A schedule of the charges for such copies can be obtained from the Regional Office.

You have 15 days from the date of receipt of this notice within which to file a formal protest to the granting of the subject application and to request an opportunity to be heard. You may also ask that a hearing be held on the application pursuant to $ 303. 14(e) of the Corporation's rules and regulations. Should you desire to present your views orally before a representative of the Corporation designated for that purpose, or at a hearing held pursuant to $ 303.14(e), you must accompany your request with a brief statement of your interest in the application and the matters which you wish to discuss.

If the Corporation determines that a hearIng or other form of oral presentation should be allowed, you will be advised of its date, time, and location.

A copy of this notice has been sent to the applicant.

19 Where no field investigation has been conducted, the public file will include comparable information from the Regional Office report.

13 Where no field investigation has been conducted, the notice in paragraph (d) (2) of this section will be given up in completion of the Regional Office report.

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