TO:
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CHIEF EXECUTIVE OFFICER
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SUBJECT:
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New Expedited Processing Procedure for Certain Applications
FILed Under the Bank Merger Act
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The Federal Deposit Insurance Corporation (FDIC) has implemented a new processing procedure for certain
applications FILed under the Bank Merger Act (Section 18(c) of the
Federal Deposit Insurance Act) that are also otherwise eligible for expedited processing. An institution
need not specifically request the new processing procedure in its application FILing. This action is in keeping with the FDIC's ongoing efforts to
minimize regulatory burden and streamline its application processes.
The new processing procedure allows applicants to benefit from
a "prospective competitive- factors report" recently issued by the Department of Justice
(DOJ). The prospective report applies to those merger transactions, such as corporate
reorganizations, that are inherently competitively neutral. For such mergers, the prospective
report serves as the DOJ's competitive-factors report required under the Bank Merger Act.
Essentially, the new procedure allows the normally required 15-day post-approval waiting period to
run concurrently with the statutory 30-day competitive-factors report period, shortening the
merger application process for these transactions by up to 15 days.
The following types of transactions, when otherwise eligible for expedited processing as
indicated in Subparts A and D of Part 303 of the FDIC Rules and Regulations, are eligible for
the new procedure:
- Mergers of afFILiated institutions, provided
all parties to the merger transaction are already commonly owned when the
application is FILed with the FDIC; or
- Mergers of a state-chartered interim
bank or savings association and an operating bank or savings
association undertaken to facilitate the formation of a one-bank
holding company or unitary thrift holding company, provided all
parties to the merger transaction are already commonly owned
when the application is FILed with the FDIC.
The FDIC intends to process qualifying applications under the expedited processing
timeframes contained in Section 303.64, except that the review period relating to the
Attorney General's report on the competitive factors involved is not applicable. To
maximize the benefits of the new procedure, qualifying applicants should ensure that:
- The required public notice is published in a timely manner, and
- Submitted application materials are
complete.
In its review, the FDIC will continue to evaluate the financial and managerial
resources and future prospects of the existing and proposed institutions, as
well as the convenience and needs of the community to be served. Once the
review is complete, and provided approval is considered appropriate, the FDIC
will send the applicant an approval order indicating in the transmittal letter
that the transaction may be consummated immediately.
For further information, please contact Examination Specialist Mindy West
Schwartzstein (202-898-7221) or Review Examiner Kevin W. Hodson
(202-898-6919) in the Division of Supervision; or Martha Coulter, Counsel
in the Legal Division (202-898-7348).
Distribution: FDIC-Supervised Banks
(Commercial and Savings)
NOTE: Paper copies of FDIC financial
institutions letters may be obtained
through the FDIC's Public Information Center, 801 17th
Street, NW, Room100, Washington, DC 20434 (800-276-6003 or (703)
562-2200).
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