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Fiduciary Trust Company International

FEDERAL DEPOSIT INSURANCE CORPORATION

IN RE: Fiduciary Trust Company International
New York, New York
Application for Consent to Indirectly Acquire and Hold All of the Shares of a Foreign Financial Entity to be Organized Under the Laws of Australia

STATEMENT

Pursuant to the provisions of Section 18(l) of the Federal Deposit Insurance Act and Parts 347 and 303 of the Federal Deposit Insurance Corporation (FDIC) Rules and Regulations, Fiduciary Trust International, New York, New York (Fiduciary Trust), a state-chartered nonmember insured bank, has applied for the FDIC's consent to hold, via a wholly-owned subsidiary, 100 percent of the issued and outstanding shares of a company, a foreign financial entity, to be organized under Australian law.

Fiduciary Trust is registered with the Australian Securities and Investment Commission (ASIC) and has operated a regional representative office in Melbourne, Australia, since 1997, for the purpose of liaison activities, business development and providing local servicing support for its Australian and New Zealand clients. The representative office operates under the authority of the Reserve Bank of Australia

The purpose of the proposed investment is to allow Fiduciary Trust to establish a foreign financial entity which will organize and manage unit trusts in Australia. Australia's regulators require that the unit trusts with the size and purpose to be organized and operated by Fiduciary Australia have a "single responsible entity" responsible for the unit trusts and compliance with regulatory matters. Fiduciary Australia will serve as such a "single responsibility entity" for the unit trusts and will obtain the requisite "dealer's license" from the ASIC to operate and manage the unit trusts.

Fiduciary Australia intends to delegate administration and custody of the unit trust to an unrelated firm and will delegate investment management duties to Fiduciary Trust, or its subsidiaries. The unit trusts will not exercise any management control over any company in which they invest. Interests in the unit trusts will not be offered in the United States, or to United States' residents.

The FDIC has fully considered all available facts and information relevant to the Fiduciary Trust application. Based on Fiduciary Trust's satisfactory condition, and the level of investment in the proposed Australian entity and the aggregate investment in foreign organizations by Fiduciary Trust in relation to its capital, the FDIC has concluded that the application should be conditionally approved. In order to fulfill the FDIC's supervisory responsibilities, the conditions address regulatory concerns including, but not limited to, the FDIC's ability to assess the impact of the Australian entity on Fiduciary Trust. The Order includes conditions to ensure FDIC access to information about the Australian entity's activities, and Fiduciary Trust's consent to FDIC examination of the Australian entity.

DEPUTY DIRECTOR
FEDERAL DEPOSIT INSURANCE CORPORATION


FEDERAL DEPOSIT INSURANCE CORPORATION

IN RE: Fiduciary Trust Company International
New York, New York
Application for Consent to Indirectly Acquire and Hold All the Shares of a Foreign Financial Entity to be Organized Under the Laws of Australia

ORDER

The undersigned, acting under delegated authority, has fully considered all available facts and information relevant to the application of Fiduciary Trust Company International, New York City, New York (Fiduciary Trust), for consent to hold, via a wholly-owned subsidiary, all of the issued and outstanding shares of a foreign financial entity (Fiduciary Australia) to be established in Melbourne, Australia, and has concluded that the application should be approved.

Accordingly, it is hereby ORDERED, that the application submitted by Fiduciary Trust for consent to hold all of the issued and outstanding shares of Fiduciary Australia be and the same hereby is approved, subject to the following conditions:

1. Fiduciary Trust shall take all steps within its control to ensure that Fiduciary Trust, Fiduciary Australia and all of their affiliates (as that term is defined by section 2(k) of the Bank Holding Company Act, 12 U.S.C. section 1841(k)), directors, officers, employees, agents, and independent contractors, shall not take any action which would, under the laws of Australia or otherwise, result in the FDIC, in connection with its regulatory authority, not being able to obtain information relating to, or obtaining access to any record of, any aspect of any business activities or other transactions or activities of Fiduciary Australia, whether from Fiduciary Trust, Fiduciary Australia, or any other entity;

2. In addition to the records, controls, and reports required by Part 347 of the FDIC?s Rules and Regulations, 12 C.F.R. Part 347 (1999), Fiduciary Trust shall take all steps within its control to ensure that Fiduciary Australia and its affiliates (as thast term is defined by sectin 2(k) of the Bank Holding Company Act, 112 U.S.C. Section 1841(k)) directors, officers, employees, agents, and independent contractors, provide Fiduciary Trust with access to all information and any records concerning Fiduciary Australia's business operations and transactions. In addition to the requirements of Part 347 of the FDIC?s Rules and Regulations, Fiduciary Trust shall, upon request in connection with an FDIC examination of Fiduciary Trust or otherwise, provide such information to the FDIC;

3. Fiduciary Australia shall consent to FDIC's examination of Fiduciary Australia in Australia, in connection with FDIC's examination of Fiduciary Trust or otherwise;

4. If any law is created in Australia which would limit the FDIC's access to information about Fiduciary Australia's customers for supervisory purposes, Fiduciary Trust and Fiduciary Australia shall ensure that appropriate consent provisions are obtained from Fiduciary Australia's customers to permit Fiduciary Australia to disclose to the FDIC and Fiduciary Trust all documents and information concerning customer relationships and customer accounts;

5. Fiduciary Australia shall not engage in the business of underwriting, distributing, or dealing equity securities (which for purposes of this Order shall not be considered to include Fiduciary Australia's authorized sponsorship, organization, operation and management of trust funds in Australia);

6. All necessary and final approvals shall have been obtained from the appropriate state, federal, and foreign authorities;

7. The consent granted herein is based on facts, circumstances and commitments presented to the FDIC in connection with this request. Fiduciary Trust shall notify the FDIC of any significant change in facts or circumstances. The FDIC's action is conditioned on its ability to alter, suspend, or withdraw its approval should any development be deemed to warrant such action;

8. That, if the proposed acquisition has not been consummated within twelve months from the date of this Order, or unless, in the interim, a request for an extension of time has been approved by the FDIC, the consent shall expire at the end of the twelve month period.

Dated at Washington, D.C., this day of August 1999.

By: _____________________________
Michael J. Zamorski
Deputy Director
DIVISION OF SUPERVISION



Last Updated 03/24/2011 Legal@fdic.gov