summary
The Office of the Comptroller of the Currency (OCC) has issued a final rule regarding the regulation of business combinations involving national banks and federal savings associations in 12 CFR 5.33. The Office also published as an appendix to 12 CFR 5, Subpart C, Policy on Statutory Elements Under the Bank Merger Act, which summarizes the principles the OCC uses when reviewing proposed bank merger transactions under the Bank Merger Act. We have added a policy statement called “Statement.” (BMA).
Notes for community banks
This regulatory reform applies to all national banks, federal savings associations, and federal branches and agents of foreign banks. This policy statement applies to insured national banks, federal savings associations, and federal branches of foreign banks.
highlights
The final rule removes the provisions of 12 CFR 5.33 related to the use of expedited reviews and streamlined business combination filings. Additionally, the policy statement describes the OCC’s review of applications filed under the BMA, including:
General principles for OCC review of applications under the BMA. Includes: Indicators of applications that will withstand scrutiny and are likely to be approved quickly. Indicators in the application that likely raise supervisory or regulatory concerns that will need to be resolved before OCC approval. The OCC is concerned with financial stability. Management/financial resources and future prospects. Statutory elements of convenience and need under the BMA. OCC’s decision-making process regarding extending public comment periods or holding public meetings.
background
This final rule, originally published in the Federal Register as a proposal on February 13, 2024 and finalized with changes based on public comments received, clarifies the OCC’s review process for transactions under the BMA. This is part of our efforts. The OCC has issued a policy statement to provide further clarity and guidance to national banks, federal savings associations, federal branches of foreign banks, other institutions, and the public regarding the OCC’s review of applications under the BMA. There is. The OCC is also finalizing changes to the way business combinations are treated under 12 CFR 5.33 to reflect its view that business combinations are significant business transactions.
Detailed information
Please contact Valerie Song, Assistant Director. Christopher Crawford, Special Counsel. or Elizabeth Small, Attorney in the Office of the Chief Counsel (202) 649-5490; or Yoo Jin Na, Director of Licensing Activities (202) 649-6260.
Theodore J. Dowd II
Senior Deputy Auditor and Deputy Chief Advisor
