Legal Interpretations
Bank Holding Company/Change in Control - 1997 Letters
December 12, 1997
To Mr. Thomas Lowther stating the opinion that Stupp Brothers, Inc., may retain its exemption under the grandfather provisions of section 4(c)(ii) of the BHCA (12 USC 1843(c)(ii)), if Stupp Brothers establishes a subsidiary bank holding company to directly hold the shares of Stupp Brothers' subsidiary bank.
December 11, 1997
To Suntrust Banks, Inc., opining that no formal approval is required under section 4 of the BHCA (12 USC 1843) to establish two new operating subsidiaries that will own all the common stock of a real estate investment trust. In addition, staff believes that the proposed subsidiaries would not violate section 16 of the Glass-Steagall Act (12 USC 24).
December 2, 1997
To Mr. Michael Wiseman opining that an application under section 4 of the BHCA (12 USC 1843) is not necessary for CLS Services Ltd. (CLSSL) to acquire Multinet and Exchange Clearing House Limited (ECHO). The shareholders of CLSSL include bank holding companies and foreign banks and bank holding companies that are subject to the BHCA. Multinet serves as a clearinghouse for multilateral netting of foreign exchange transactions, which have been found to be closely related to banking, and ECHO provides similar services outside the United States. Thus, this investment by the CLSSL shareholders is permissible under BHCA 4(c)(6).
November 26, 1997
To Transamerica Corporation stating that staff would not recommend that the Board object on the basis of section 20 of the Glass-Steagall Act (12 USC 377) to the proposed acquisition of Whirlpool Financial National Bank by Transamerica as part of a larger transaction involving the acquisition of all inventory financing, consumer financing, and international factoring business of Whirlpool Financial Corporation.
November 25, 1997
To National City Corporation holding that certain data processing services provided by its subsidiaries to health care insurers and airline companies are permissible activities for bank holding companies under section 4(c)(8) of the Bank Holding Company Act and section 225.28 of Regulation Y.
November 24, 1997
To Mr. Mark Weiss regarding the proposal of a bank holding company to allow individuals that are dual employees of the securities subsidiary and bank subsidiary to sell annuities from the premises of the bank subsidiary. (Cites the Interagency Statement on Retail Sales of Nondeposit Investment Products.)
September 2, 1997
To Mr. Robert Mannion stating that the Board has no objection under 12 CFR 225.125 to Firstar Corporation acting as investment adviser to investment companies called "The Firstar Funds," but Firstar is expected to comply with the Interagency Statement on the Retail Sale of Nondeposit Investment Products.
July 21, 1997
To Mr. Bradley Sabel stating that investment in the Emerging Markets Clearing Corporation by foreign banks and bank holding companies would be permissible, based on the circumstances, under section 4(c)(6) of the Bank Holding Company Act, and Regulation Y, 12 CFR 225.137
July 1, 1997
To Mr. John W. McPartland determining that management interlocks between CME Depository Trust and unaffiliated depository organizations would not be prohibited by the Depository Institutions Management Interlocks Act (12 USC 3201) or Regulation L, 12 CFR 212.
June 17, 1997
To Mr. Michael Wiseman, regarding the proposed reorganization of the New York Clearing House into a limited liability holding company, stating that the anticipated investment made by each Clearing House member would be permissible for the state member banks under the Federal Reserve Act, and for the foreign banks under BHCA 4(c)(6).
May 20, 1997
Staff no action letter regarding certain reinsurance activities proposed to be conducted by a bank holding company through its offshore subsidiary, consistent with BHCA 4(c)(13), and section 211.5(d)(16) of Regulation K.
April 15, 1997
To Mr. Michael Bradfield stating that his clarification of the lending and leasing activities of Sakura Bank did not affect the opinion dated, February 21, 1997, that no application is necessary under section 225.23(g)(1) of Regulation Y.
April 15, 1997
To Mr. John D. Robertson stating that a bank holding company would not be established under section 2 of the Bank Holding Company Act (12 USC 1841) in connection with the formation of a charitable remainder trust that would hold approximately 51 percent of the shares of a bank and would terminate on the death of its beneficiaries.
April 10, 1997
To SouthTrust Corporation, stating that staff would have no objection to a limited expansion of the products offered through a dual employee arrangement between SouthTrust and a third party insurance agent to allow the dual employees to sell insurance products on behalf of the agent in addition to the annuities already being sold. (Cites the Interagency Statement on Retail Sales of Non-deposit Investment Products.)
March 21, 1997
To Providian Bancorp regarding its grandfathered status under the Competitive Equality Banking Act should its parent company spin off ownership of Providian Bancorp directly to the shareholders of the parent company. Providian Bancorp will retain its grandfathered status because the spin off will convert the indirect ownership of the Bank to a direct ownership interest. 12 USC 1841(f).
March 3, 1997
An opinion to RoProperty Services and Rodamco that the inclusion of two directors of Rodamco and RoProperty on an international advisory committee of Robeco Groep would not affect the Board's determination that Rabobank would not control RoProperty or Rodamco by virtue of certain relationships between Rabobank and Robeco on the one hand, and RoProperty and Rodamco on the other. 12 USC 1841.
March 3, 1997
An opinion to Rabobank that its control of a minimal percent of voting shares of Rodamco does not affect the Board's formal control determination, dated January 30, 1997, regarding Rodamco and RoProperty Services, under section 2 of the Bank Holding Company Act, 12 USC 1841.
February 28, 1997
To Mr. S. Alan Rosen regarding the conversion of a state-chartered trust company into a state-chartered commercial bank with trust powers, and whether it would qualify for the trust company exemption from the definition of "bank" under the Bank Holding Company Act, 12 USC 1841(c)(2)(D).
February 21, 1997
To Mr. Michael Bradfield regarding the transfer by Sakura of certain lending and leasing activities from its subsidiary bank to a newly formed subsidiary or to an existing nonbank subsidiary. This may be done without filing an application pursuant to section 225.23(g)(1) of Regulation Y.
January 31, 1997
To Mr. John Hopper regarding formation of a subsidiary that would own 50 percent of a limited liability company that will act as an investment adviser. No Board approval of this acquisition is necessary pursuant to section 225.22(d)(2) of Regulation Y.
January 30, 1997
To Mr. Paul Watterson regarding the divestiture period applicable to an oil refinery that was acquired by Dai-Ichi Kangyo Bank in satisfaction of a debt previously contracted, pursuant to section 4(c)(2) of the Bank Holding Company Act. (12 USC 1843(c)(2))