Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 64579 

‘‘§§ 54.1(a)(1) through (2) of this title, or 

§§ 216.1(a)(1) through (2) of this title’’ in 

its place wherever it appears. 

■ n. Removing ‘‘[AGENCY AA 

NOTIFICATION PROVISION]’’ and 

adding ‘‘§ 324.121(d) of this chapter’’ in 

its place wherever it appears. 

■ o. Removing ‘‘[AGENCY CAPITAL 

RULE DEFINITIONS]’’ and adding 

‘‘§ 324.2 of this chapter’’ in its place 

wherever it appears. 

■ 21. Amend § 374.2 by adding 

definitions for ‘‘FDIC-supervised 

institution’’, ‘‘State nonmember bank’’, 

and ‘‘State savings association’’ in 

alphabetical order to read as follows: 

§ 374.2 Definitions. 

* * * * * 

FDIC-supervised institution means 

any state nonmember bank or state 

savings association. 

* * * * * 

State nonmember bank means a State 

bank that is not a member of the Federal 

Reserve System as defined in section 

3(e)(2) of the Federal Deposit Insurance 

Act (12 U.S.C. 1813(e)(2)), the deposits 

of which are insured by the FDIC. 

* * * * * 

State savings association means a 

State savings association as defined in 

section 3(b)(3) of the Federal Deposit 

Insurance Act (12 U.S.C. 1813(b)(3)), the 

deposits of which are insured by the 

FDIC. It includes a building and loan, 

savings and loan, or homestead 

association, or a cooperative bank (other 

than a cooperative bank which is a state 

bank as defined in section 3(a)(2) of the 

Federal Deposit Insurance Act) 

organized and operating according to 

the laws of the State in which it is 

chartered or organized, or a corporation 

(other than a bank as defined in section 

3(a)(1) of the Federal Deposit Insurance 

Act) that the Board of Directors of the 

FDIC determine to be operating 

substantially in the same manner as a 

state savings association. 

* * * * * 

Michael J. Hsu, 

Acting Comptroller of the Currency. 

By order of the Board of Governors of the 

Federal Reserve System. 

Ann E. Misback, 

Secretary of the Board. 

Federal Deposit Insurance Corporation. 

By order of the Board of Directors. 

Dated at Washington, DC, on August 29, 

2023. 

James P. Sheesley, 

Assistant Executive Secretary. 

[FR Doc. 2023–19265 Filed 9–18–23; 8:45 am] 

BILLING CODE 4810–33– 6210–01–6714–01–P 

FEDERAL DEPOSIT INSURANCE 

CORPORATION 

12 CFR Part 360 

RIN 3064–AF90 

Resolution Plans Required for Insured 

Depository Institutions With $100 

Billion or More in Total Assets; 

Informational Filings Required for 

Insured Depository Institutions With at 

Least $50 Billion But Less Than $100 

Billion in Total Assets 

AGENCY: Federal Deposit Insurance 

Corporation (FDIC). 

ACTION: Notice of proposed rulemaking 

and request for comment. 

SUMMARY: The FDIC is seeking comment 

on a proposal to revise its current rule 

that requires the submission of 

resolution plans by insured depository 

institutions (IDIs) with $50 billion or 

more in total assets. The proposal would 

modify the current rule by revising the 

requirements regarding the content and 

timing of resolution submissions as well 

as interim supplements to those 

submissions provided to the FDIC by 

IDIs with $50 billion or more in total 

assets in order to support the FDIC’s 

resolution readiness in the event of 

material distress and failure of these 

large IDIs. IDIs with $100 billion or 

more in total assets will submit full 

resolution plans, while IDIs with total 

assets between $50 and $100 billion will 

submit informational filings. The 

proposed rule would also enhance how 

the credibility of resolution submissions 

will be assessed, expand expectations 

regarding engagement and capabilities 

testing, and explain expectations 

regarding the FDIC’s review and 

enforcement of IDIs’ compliance with 

the rule. 

DATES: Comments must be received by 

November 30, 2023. 

ADDRESSES: You may submit comments 

on the notice of proposed rulemaking, 

identified by RIN 3064–AF90, by any of 

the following methods: 

• Agency Website: https://

www.fdic.gov/resources/regulations/ 

federal-register-publications/. Follow 

instructions for submitting comments on 

the FDIC’s website. 

• Email: comments@fdic.gov. Include 

‘‘RIN 3064–AF90’’ in the subject line of 

the message. 

• Mail: James P. Sheesley, Assistant 

Executive Secretary, Attention: 

Comments/Legal OES (RIN 3064–AF90), 

Federal Deposit Insurance Corporation, 

550 17th Street NW, Washington, DC 

20429. 

• Hand Delivery/Courier: Comments 

may be hand delivered to the guard 

station at the rear of the 550 17th Street 

NW building (located on F Street NW) 

on business days between 7:00 a.m. and 

5:00 p.m. 

Public Inspection: All comments 

received, including any personal 

information provided, will be posted 

without change to https://www.fdic.gov/ 

resources/regulations/federal-registerpublications/. Commenters should 

submit only information that the 

commenter wishes to make available 

publicly. The FDIC may review, redact, 

or refrain from posting all or any portion 

of any comment that it may deem to be 

inappropriate for publication, such as 

irrelevant or obscene material. The FDIC 

may post only a single representative 

example of identical or substantially 

identical comments, and in such cases 

will generally identify the number of 

identical or substantially identical 

comments represented by the posted 

example. All comments that have been 

redacted, as well as those that have not 

been posted, that contain comments on 

the merits of this document will be 

retained in the public comment file and 

will be considered as required under all 

applicable laws. All comments may be 

accessible under the Freedom of 

Information Act. 

FOR FURTHER INFORMATION CONTACT: 

Elizabeth Falloon, Senior Advisor, 

Division of Complex Institution 

Supervision and Resolution, 202–898– 

6626, efalloon@fdic.gov; Kent R. Bergey, 

Associate Director, Division of Complex 

Institution Supervision and Resolution, 

917–320–2834, kebergey@fdic.gov; 

Aaron Wishart, Chief, Policy Analysis, 

Division of Complex Institution 

Supervision and Resolution 202–898– 

6982, awishart@fdic.gov; Audra Cast, 

Deputy Director, Division of Resolutions 

and Receiverships 312–382–7577, 

acast@fdic.gov; Shawn Khani, Deputy 

Director, Division of Resolutions and 

Receiverships 703–254–0843, skhani@

fdic.gov; Varanessa Marshall, Assistant 

Director, Division of Resolution and 

Receiverships 678–916–2233, 

vamarshall@fdic.gov; Celia Van Gorder, 

Senior Counsel, Legal Division 202– 

898–6749, cvangorder@fdic.gov; F. 

Angus Tarpley, III, Counsel, Legal 

Division 202–898–8521, ftarpley@

fdic.gov. 

SUPPLEMENTARY INFORMATION: 

Table of Contents 

I. Introduction/Policy Objective 

II. Background 

III. Proposed Rule 

A. Resolution Submissions 

1. Scope 

2. Submission Schedules 

a. Submission Cycle and Additional 

Information Between Submissions 


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64580 Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 

1The proposed rule would determine total assets 

for the purpose of identifying CIDIs, including 

group A CIDIs and group B CIDIs, as described in 

proposed § 360.10(b), which adopts the approach 

used in the current rule. The phrase ‘‘total assets’’ 

refers to the total assets of the IDI as described in 

that section. 

2 12 CFR 360.10. The rule was published as an 

interim final rule with an effective date of January 

1, 2012, 76 FR 2011 (Sept 11, 2011); the final rule 

was effective April 1, 2012, 77 FR 3075 (January 23, 

2012). 

3The failure of Washington Mutual Bank in 2008 

remains the largest bank failure in U.S. history. At 

the time of its failure, its assets totaled 

approximately $300 billion. First Republic, SVB, 

and Signature Bank, respectively, were the second, 

third, and fourth largest bank failures in history. 

4As of December 31, 2022, SVB reported 88% of 

its deposits were uninsured; its total assets were 

approximately $209 billion. Signature Bank 

reported 90% uninsured deposits and total assets of 

approximately $110 billion. First Republic reported 

68% uninsured deposits and total assets of 

approximately $213 billion. 

b. Resolution Submission by New CIDIs; 

Changes to Submission Dates 

c. Status as a CIDI 

3. Content Requirements 

a. Identified Strategy 

b. Failure Scenario 

c. New and Modified Definitions 

d. All Other Content Requirements 

e. Interim Supplement 

B. Credibility; Review of Resolution 

Submissions 

1. Credibility Criteria 

2. Resolution Submission Review and 

Credibility Determination; 

Resubmission; Notice of Feedback 

C. Engagement and Capabilities Testing 

1. Engagement 

2. Capabilities Testing 

3. Conclusion Letter 

D. Enforcement 

E. Additional Provisions 

1. Approval by the CIDI Board of Directors 

2. Incorporation from Other Sources 

3. Financial Information 

4. Indexing of Information and Analysis to 

Resolution Submission and Interim 

Supplement Content Requirements 

5. Combined Resolution Submission and 

Interim Supplement by Affiliated CIDIs 

6. Form of Resolution Submissions; 

Confidential Treatment of Resolution 

Submissions 

7. Extensions and Exemptions 

8. Transition 

IV. Expected Effects 

A. Proposed Changes to Current Rule, as 

Implemented 

1. Effects on Group A CIDIs 

a. Previously-Exempted Content Reinstated 

b. No Routine FDIC-Issued Case-By-Case 

Exemptions 

c. Codifying Guidance, New and Modified 

Plan Content Requirements, and Deleting 

Plan Content Requirements 

d. Updated Reporting Compliance 

Estimates 

2. Effects on Group B CIDIs 

3. Marginal Effect of Proposed Changes 

a. Marginal Effect of Proposed Change to 

Biennial Filing Cycle 

b. Marginal Effect of Proposed Changes in 

Content 

B. Effects on Insured Deposits and the 

Deposit Insurance Fund 

C. Additional Economic Considerations 

and Effects 

D. Overall Effects 

V. Alternatives Considered 

VI. Regulatory Analysis and Procedures 

A. Paperwork Reduction Act 

B. Regulatory Flexibility Act 

C. Plain Language 

D. Riegle Community Development and 

Regulatory Improvement Act of 1994 

I. Introduction/Policy Objective 

The FDIC’s regulation ‘‘Resolution 

plans required for insured depository 

institutions with $50 billion or more in 

total assets,1’’ issued in 2012 2 (current 

rule), requires insured depository 

institutions (IDIs) with $50 billion or 

more in total assets (covered IDIs or 

CIDIs) to submit resolution plans 

periodically. This resolution plan 

requirement was established to facilitate 

the FDIC’s readiness to resolve a CIDI 

under the Federal Deposit Insurance Act 

of 1950, as amended (FDI Act) in the 

event of its insolvency. 

This proposal builds on the FDIC’s 

more than a decade-long experience 

implementing the current rule, 

providing guidance and feedback to 

CIDIs, and leveraging the content of 

submissions for the development of 

resolution strategies by the FDIC. 

Through this process, the FDIC has 

gained a better understanding of the 

challenges of resolving CIDIs and the 

importance of resolution plans and 

other related submissions to facilitate 

the FDIC’s readiness in the event of a 

failure of one of these CIDIs. Part of the 

challenge arises from the wide range of 

business models and structures among 

CIDIs. While some of these CIDIs are 

engaged largely in traditional banking 

activities, with nearly all assets and 

activities conducted within the CIDI or 

its subsidiaries (the bank chain), others 

conduct significant non-banking 

activities. Many of the CIDIs have a 

broker-dealer subsidiary or affiliate that 

provides services to bank customers. 

The CIDIs subject to the current rule 

also include banks primarily engaged in 

a particular business segment, such as 

credit card services, as well as U.S. IDIs 

that are part of large foreign banking 

organizations. There is no one-size-fitsall resolution approach for these 

institutions; rather, the FDIC must be 

prepared to execute a range of 

resolution options, recognizing the 

trade-offs among those options. The 

FDIC’s development of resolution 

strategies—and its assessment of the 

options and trade-offs that inform 

them—benefit from the CIDI’s 

knowledge of its own firm, an 

understanding of the CIDI’s relevant 

capabilities, and an awareness of the 

impediments to executing an orderly 

resolution of the CIDI. Across the 

different CIDI business models and 

structures, there are a variety of factors 

that increase the challenges and 

complexity of resolution in the event of 

the failure of these large banks. These 

factors include deposit profile as well as 

size and organizational complexity. 

In general, the CIDIs tend to have a 

more significant proportion of 

uninsured deposits as compared to 

smaller banks. In the aggregate, more 

than 42 percent of deposits of IDIs over 

$50 billion in total assets are uninsured. 

High ratios of uninsured deposits 

increase resolution challenges, as was 

recently demonstrated in the failures of 

three large banks in the spring of 2023; 

Silicon Valley Bank (SVB), Signature 

Bank and First Republic Bank (First 

Republic). All were over $100 billion in 

size,3 and at the time shortly before their 

distress and failure, the vast majority of 

their deposits was uninsured.4

The failures of SVB and Signature 

Bank on March 10 and 12, 2023, 

respectively were primarily caused by 

illiquidity precipitated by contagion 

effects, especially those resulting from 

withdrawals by uninsured depositors at 

unprecedented speed and volumes. The 

withdrawals were prompted in part by 

news of stress amplified through social 

media and other channels. As a result, 

the FDIC’s resolution preparation 

runway and ability to market pre-failure 

were severely compressed. For both 

IDIs, the FDIC established a bridge 

depository institution (BDI) to continue 

bank operations during a brief 

marketing period. Less than two months 

following those failures, First Republic 

was placed in receivership and sold; 

although First Republic had a similar 

profile of largely uninsured deposits, it 

was able to manage its liquidity for 

several weeks prior to failure. With 

additional time to market First Republic 

pre-failure, the FDIC was able to transfer 

all of the assets and liabilities to a single 

acquirer without the necessity of 

establishing a BDI, although the FDIC 

stood ready to exercise the authority to 

form a BDI if needed. 

In addition, the FDIC lacked 

important resolution planning 

information to facilitate marketing the 

IDIs. While SVB and First Republic had 

filed their first resolution plans just a 

few months before their failures, the 


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FDIC had neither completed review nor 

had the opportunity to provide feedback 

on those plans. In general, the FDIC has 

found that development of fulsome 

resolution plans is an iterative process, 

building on feedback. Signature Bank 

had not yet filed any resolution plan, as 

its first submission was due in June 

2023. Thorough and timely resolution 

planning information would have 

supported the FDIC’s ability to prepare 

to more effectively and efficiently 

market the failed IDIs, including 

providing options for franchise 

components and asset portfolios that 

could have been offered in useful 

combinations and alternatives. 

In addition to increasing the risk of a 

precipitous liquidity failure, a high level 

of uninsured deposits also increases 

resolution complexity in other ways. 

Under the FDI Act, any transaction 

using FDIC assistance—including where 

assistance is provided in connection 

with the establishment of a BDI—must 

meet the least-cost test, absent a 

systemic risk exception. Under the leastcost test, the cost to the deposit 

insurance fund (DIF) as a result of any 

sale needs to be less than the cost to the 

DIF from simply liquidating the bank’s 

assets and paying off insured deposits. 

Where the proportion of insured 

deposits is very low, potential costs to 

the DIF of paying out insured depositors 

and liquidating is low relative to any 

other option in resolution. In the case of 

SVB and Signature Bank, a systemic risk 

exception to the least-cost test was 

necessary to protect uninsured 

depositors to maintain franchise value 

and mitigate adverse effects on 

economic conditions or financial 

stability, including the risk of contagion 

to other IDIs. 

Size of an IDI also can significantly 

impact the resolution options available 

to the FDIC under the FDI Act, as well 

as provide a marker for other resolution 

challenges, such as organizational 

complexity and higher levels of 

uninsured deposits. In particular, as 

IDIs increase in size, the likelihood of a 

timely sale to a single acquirer 

diminishes. Currently, there are 45 IDIs 

with at least $50 billion in total assets 

and 31 over $100 billion. As a group, 

these CIDIs represent approximately 

$13.8 trillion in total deposits. While a 

closing weekend sale may be an option 

in some cases, its availability cannot be 

assumed in view of the size, complexity, 

and potential speed of failure of a CIDI. 

This is particularly true for the largest 

CIDIs with $100 billion or more in total 

assets because the pool of potential 

acquirers for these institutions is 

extremely limited, and the complexity 

of any possible transaction is increased. 

While there is a larger pool of possible 

acquiring institutions for CIDIs in the 

$50 to $100 billion total asset range, 

some of these institutions engage in 

highly complex activities and pose 

similar levels of operational complexity 

as those over $100 billion in total assets. 

As such, these activities must be 

identified and considered when 

contemplating resolution strategies. 

Thus, this proposal addresses two 

distinct groups of CIDIs based on size, 

with differing corresponding obligations 

for each group under the proposed rule. 

The first group comprises those IDIs 

with $100 billion or more in total assets 

(group A CIDIs). The proposed rule 

would require group A CIDIs to submit 

full resolution plans containing an 

identified strategy appropriate to the 

CIDI for its orderly and efficient 

resolution, as well as providing all other 

content elements described in the 

proposed rule. The second group 

comprises those IDIs with at least $50 

billion but less than $100 billion in total 

assets (group B CIDIs). The proposed 

rule would require resolution 

submissions from group B CIDIs in the 

form of an informational filing. The 

informational filing would not require 

development of an identified strategy 

for resolution nor the demonstration of 

capabilities necessary to produce 

valuations needed in assessing the leastcost test. All CIDIs would be required to 

participate in engagement and 

capabilities testing regarding matters 

related to their resolution submissions. 

Based upon these considerations, and 

the FDIC’s experience in planning for 

and executing bank resolutions since 

the adoption of the current rule, the 

FDIC is proposing changes intended to 

make the resolution submissions more 

useful and appropriately focused on the 

resolution challenges presented by both 

group A CIDIs and group B CIDIs. 

Specifically, this proposal would: 

• Clarify and enhance resolution 

submission requirements applicable to 

IDIs with $50 billion or more in total 

assets, including resolution plans 

submitted by group A CIDIs and 

informational filings submitted by group 

B CIDIs; 

• Require each group A CIDI to 

provide an identified strategy for 

resolution that ensures timely access to 

insured deposits, maximizes value from 

the sale or disposition of assets, 

minimizes any losses realized by 

creditors of the group A CIDI in 

resolution, and addresses potential risks 

of adverse effects on U.S. economic 

conditions or financial stability; 

• Clarify requirements with respect to 

the assumptions for the failure scenario 

used by group A CIDIs in the resolution 

plan submission and reserve the ability 

of the FDIC to provide additional 

parameters for the failure scenario for 

all group A CIDIs or specific individual 

group A CIDIs in future plan submission 

cycles; 

• Strengthen resolution submission 

content elements and associated 

requirements regarding capabilities to 

support optionality available to the 

FDIC and ensure that the FDIC’s 

development of resolution strategies 

reflects considerations related to the 

characteristics of the individual CIDI 

and potential challenges that could be 

faced in resolution; 

• Refine the requirements for group A 

CIDIs with respect to least-cost analysis 

and focus on ensuring that the FDIC has 

the building blocks and capabilities it 

needs to undertake the least-cost test in 

resolution in the event of failure of a 

group A CIDI; 

• Adjust the frequency of resolution 

submissions to accommodate a two-year 

cycle that includes engagement and 

capabilities testing as well as periodic 

interim supplements containing 

specified resolution submission content 

items; 

• Establish an enhanced credibility 

standard for resolution submissions and 

clarify the process for review and 

feedback to identify and address 

weaknesses in resolution submissions 

and enforce the rule; 

• Establish a requirement for 

informational filings to be submitted by 

group B CIDIs that is focused on 

information most important and 

appropriate for resolution of those 

CIDIs, and establish a credibility 

standard appropriate to the 

informational filings; and 

• Codify certain aspects of guidance 

and feedback previously issued to IDIs 

subject to the current rule. 

In finalizing this proposal, the FDIC 

proposes to supersede all prior guidance 

and feedback related to the current rule. 

The proposed rule retains the 

approach of the current rule in requiring 

each group A CIDI to develop a strategy 

for resolution that is appropriate for its 

size, complexity, and risk profile. 

However, the FDIC is mindful that the 

scenario for failure of a large, complex 

IDI cannot be predicted and could occur 

across a wide range of circumstances, 

both idiosyncratic to the institution and 

with respect to the greater economy. 

The FDIC will need to determine the 

strategy most appropriate to the scenario 

at the time, which may or may not be 

the strategy described in the group A 

CIDI’s resolution plan. 

While approximately 95 percent of 

the resolutions conducted by the FDIC 

since 2007 involved the sale of the IDI’s 


ddrumheller on DSK120RN23PROD with PROPOSALS2
64582 Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 

5See 12 U.S.C. 5365(a)(2)(C). The threshold for 

enhanced prudential standards under that provision 

was established through passage of the Economic 

Growth, Regulatory Relief, and Consumer 

Protection Act in 2018. 

6See, e.g., 84 FR 59230 (Nov. 1, 2019) (codified 

at 12 CFR parts 3, 50, 217, 249, 324, & 329). 

7 77 FR 3075 (Jan. 23, 2012) (Final Rule); 76 FR 

58379 (Sep. 21, 2011) (Interim Final Rule); 75 FR 

27464 (May 17, 2010) (Proposed Rule). In 2014, the 

FDIC issued guidance for CIDIs’ resolution plans. 

Guidance for Covered Insured Depository 

Institution Resolution Plan Submissions (2014), 

https://www.fdic.gov/news/news/press/2014/ 

pr14109a.pdf. 

franchise and assets to an open 

institution, the option of a transaction 

with a single acquirer where nearly all 

of the liabilities of the failed IDI are 

assumed that can close at the time of 

failure cannot be assumed to always be 

available to the FDIC. In particular, for 

the group A CIDIs under the proposed 

rule, the likelihood of a closing 

weekend sale is diminished because of 

the potential for a rapid liquidity 

failure, the limited pool of possible 

acquirers, and the complexity of such a 

transaction. Thus, while a transaction 

with a single acquirer over closing 

weekend poses the least execution risk 

for the FDIC, and is often the least 

disruptive and most efficient, it may not 

be available. In that case, the FDIC 

would likely consider an approach that 

relies on the establishment of a limitedduration BDI, pursuant to a charter 

granted by the Office of the Comptroller 

of the Currency (OCC), that can 

continue the operations of the group A 

CIDI while it is being restructured, sold, 

or otherwise returned to private 

ownership in whole or in parts, or 

wound down in an orderly fashion. 

Accordingly, the group A CIDI’s 

identified strategy would need to 

provide for the establishment and 

stabilization of a BDI and an exit in 

which the IDI is sold to one or more 

acquirers. This approach provides 

considerable useful optionality to the 

FDIC in preparing for a resolution across 

a wide range of possible failure 

scenarios. As noted above, the FDIC did 

not have sufficient time to widely 

market SVB and Signature Bank prior to 

their failure. In order to provide time for 

bidders to conduct appropriate due 

diligence, the FDIC established BDIs for 

both banks, and provided flexible 

bidding options with respect to 

businesses and assets acquired. The 

rapid failure and lack of advanced 

resolution planning information created 

challenges in establishing optionality 

with respect to the components offered 

in the bidding framework. This resulted 

in a broad range of bidding structures 

that added challenge and complexity to 

evaluating bids and combinations of 

bids. 

Although the FDIC believes that the 

proposed requirement to develop a 

scenario using a BDI will enable the 

FDIC to adopt a strategic approach with 

useful optionality to support resolution 

in most cases, the FDIC is aware that for 

some group A CIDIs, the structure and 

profile of the institution may suggest 

that another resolution strategy is better 

suited to the goals described in the 

proposed rule. In such a case, the group 

A CIDI may use a different identified 

strategy that best meets the goals 

established in the proposed rule, such 

as a payout and liquidation of the bank, 

or a BDI to a different exit option. The 

proposed rule would not, however, 

permit the CIDI’s identified strategy to 

be simply a sale of substantially all 

assets and liabilities over closing 

weekend. As noted, the FDIC cannot 

rely upon the availability of that strategy 

for group A CIDIs. In addition, its use 

as an identified strategy would provide 

less benefit to the FDIC in terms of 

information upon which to build 

optionality, as compared to a BDI 

strategy or liquidation. Regardless of the 

identified strategy used, the proposed 

rule would seek information and 

analysis that would inform the 

decisions that would be made by the 

FDIC at the time of an actual failure, and 

development of the strategic approaches 

appropriate to the actual scenario. The 

FDIC’s goals in resolution are 

unchanged from those expressed in the 

current rule, and the proposed rule 

would seek to embed them more 

explicitly in an enhanced credibility 

standard and reflect them more fully in 

the requirements for resolution 

submission content. In order to meet the 

goals of an orderly resolution that is 

least-costly to the DIF, protects 

depositors, and maximizes return, the 

FDIC must have an understanding of the 

obstacles to an individual IDI’s 

resolution—and potential mitigants to 

those obstacles—including the impact of 

separation of the IDI from its parent 

company and affiliates and the impact 

on the business of the IDI and the 

continuity of its critical services. 

Because the use of a BDI may be a likely 

approach in many scenarios, an 

important focus of the proposed rule is 

the information, analysis, and 

capabilities necessary to establish and 

stabilize a BDI, including valuation 

information and capabilities that would 

support the FDIC’s least-cost test 

analysis in evaluating a BDI strategy 

against other options. 

The proposed rule requires a more 

limited informational filing from group 

B CIDIs, and does not require group B 

CIDIs to develop a resolution strategy or 

submit certain other content elements. 

The FDIC believes that the approach 

taken for group B CIDI requirements 

appropriately recognizes the additional 

complexity and greater resolution 

challenges applicable to the group A 

CIDIs. The threshold of $100 billion in 

total assets—which is also used in the 

Dodd-Frank Wall Street Reform and 

Consumer Protection Act, as amended 

(Dodd-Frank Act) 5 and other 

rulemakings as a basis for assessing a 

banking organization’s financial 

stability and safety and soundness 

risks 6—is an appropriate threshold to 

apply to distinguish resolution 

submission requirements for group A 

and group B CIDIs. 

Finally, the proposed rule would 

establish an expectation of complete 

resolution submissions by the CIDIs 

biennially. This biennial submission 

cycle is intended to balance the need for 

up-to-date information the time that it 

takes for CIDIs to prepare a complete 

submission, and to allow for thorough 

plan review, engagement and 

capabilities testing to supplement that 

review. In order to facilitate the FDIC’s 

planning and readiness, CIDIs would be 

required to provide current information 

in non-submission years through an 

interim supplement that would include 

limited specified information that 

would be provided in years where a 

complete submission is not required. 

II. Background 

The current rule was proposed in 

2010 and became effective in 2012; 7 it 

has not been amended to date. It 

requires IDIs with $50 billion or more in 

total assets to periodically submit 

resolution plans that should enable the 

FDIC to resolve the CIDI in the event of 

its insolvency under the FDI Act. Since 

issuing the current rule, the FDIC and 

many CIDIs have been through multiple 

resolution plan submission cycles. As a 

result of this experience, the FDIC has 

identified those aspects of the resolution 

planning process that are most valuable 

and those that could be clarified or 

enhanced to ensure that the CIDIs’ 

submissions and participation better 

support the rule’s objectives. 

In 2014, the FDIC provided further 

clarification, guidance, and direction for 

the preparation of subsequent CIDI 

resolution plans with a focus on the 

failure scenario, resolution strategies, 

least-cost analysis, and identified 

obstacles to be discussed in the 


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8See FDIC Issues Guidance for the Resolution 

Plans of Large Banks (Dec. 17, 2014), https://

archive.fdic.gov/view/fdic/4821. 

9See Press Release, Fed. Deposit Ins. Corp., FDIC 

Seeks Comment on New Approaches to Insured 

Depository Institution Resolution Planning (Apr. 

16, 2019), available at https://www.fdic.gov/news/ 

press-releases/2019/pr19034.html. 

10See FDIC Seeks Comment on New Approaches 

to Insured Depository Institution Resolution 

Planning (April 16, 2019), https://www.fdic.gov/ 

news/press-releases/2019/pr19034.html. 

11See FDIC Announces Lifting IDI Plan 

Moratorium (Jan. 19, 2021), https://www.fdic.gov/ 

resauthority/idi-statement-01-19-2021.pdf. 

12Superseded guidance and feedback included 

the guidance issued in 2014 and the feedback letters 

provided to IDIs following review of IDIs’ 2015 and 

2016 resolution plan submissions. 

13Codified at 12 CFR part 370 and 12 CFR part 

371, respectively. 

14The period between the day on which the FDIC 

is appointed receiver and 5:00 p.m. Eastern time on 

the following business day; see 12 U.S.C. 

1821(e)(8)(G)(ii)(II). 

15 12 U.S.C. 5365(d). The DFA resolution plan of 

a foreign-based covered company must provide for 

the rapid and orderly resolution of its U.S. 

operations and entities. 

16 84 FR 59194 (Nov. 1, 2019) (codified at 12 CFR 

parts 243 & 381). 

17 76 FR 67323 (Nov. 1, 2011). 

18Economic Growth, Regulatory Relief, and 

Consumer Protection Act, Public Law 115–174, 132 

Stat. 1296 (2018). 

resolution plan.8 In addition, following 

each resolution plan submission cycle, 

the FDIC issued feedback letters to CIDIs 

with information for the subsequent 

plan submission. 

After several plan submission cycles, 

in 2018 the FDIC announced a 

moratorium (moratorium) on the rule’s 

requirements for all institutions pending 

completion of a new rulemaking.9 At 

the time the moratorium was adopted, 

the FDIC also published an advance 

notice of proposed rulemaking 

(ANPR),10 which requested comment on 

how to tailor and improve the current 

rule, including how to reduce the 

burden associated with the least-cost 

test analysis and whether requirements 

should be tiered based on size or 

complexity factors of cohorts of CIDIs. 

The ANPR also requested comment on 

potential enhancement of engagement 

and capabilities testing. At that time, the 

FDIC extended the due date for future 

plan submissions pending completion 

of the rulemaking process. 

Following the issuance of the ANPR, 

the FDIC continued to further develop 

its thinking regarding resolution 

planning for large IDIs and how to 

maximize the FDIC’s resolution 

readiness. In 2020–2021, the FDIC 

undertook targeted engagement with 

select CIDIs on their 2018 plan 

submissions, a step consistent with the 

enhanced emphasis on engagement and 

capabilities testing envisioned under the 

ANPR. 

In January 2021, the FDIC Board took 

action to lift the moratorium on the 

resolution plan requirement for CIDIs 

with $100 billion or more in assets 11

and, in June 2021, the FDIC issued a 

policy statement (Statement) to describe 

how it planned to implement going 

forward certain aspects of the current 

rule with respect to those CIDIs. All 

prior guidance and feedback was 

superseded by this Statement.12 For 

CIDIs with total assets of at least $50 

billion and less than $100 billion, the 

moratorium on submission of resolution 

plans remained in effect. CIDIs with 

$100 billion or more in total assets are 

submitting resolution plans in 

accordance with a schedule established 

by the FDIC from December 1, 2022, 

through December 1, 2023. Consistent 

with the Statement, each of these CIDIs 

received exemptions from certain 

content requirements under the current 

rule and may submit streamlined 

resolution plans for review in this cycle. 

The proposed rule would build upon 

the Statement, eliminating on a 

permanent basis some of the content 

elements where exemptions were 

provided to all or some CIDIs for the 

current submission cycle and adjusting 

and providing additional context and 

clarity to others, as well as 

incorporating limited proposed new 

content requirements. It also would 

propose a modified approach to the 

CIDIs with at least $50 billion and less 

than $100 billion in total assets that 

provides clarity and certainty with 

respect to the requirements applicable 

to those CIDIs and limits the submission 

requirements for those CIDIs to an 

informational filing that is appropriate 

to the relative complexity of the 

resolution of those CIDIs. 

In addition to enacting and 

implementing the current rule, the FDIC 

has instituted several rulemakings that 

support its mission as deposit insurer to 

make timely insured deposit payments 

and, as resolution authority, to resolve 

a failed IDI in the manner that is least 

costly to the DIF. These separate 

rulemakings address certain difficulties 

the FDIC could face in the closing of a 

large, complex IDI, and include 

Recordkeeping for Timely Deposit 

Insurance Determination (part 370) and 

Recordkeeping Requirements for 

Qualified Financial Contracts (part 

371).13 Part 370 requires covered 

institutions, namely IDIs with two 

million or more deposit accounts, to put 

in place mechanisms to facilitate 

prompt deposit insurance 

determinations. Part 371 requires IDIs in 

a troubled condition to keep detailed 

records in a specified, standard format 

regarding their qualified financial 

contracts. This information would be 

used by the FDIC, were it appointed 

receiver, in making a determination of 

which qualified financial contracts 

entered into by the failed institution (if 

any) will be transferred within the brief 

statutory window.14

Separate from the FDI Act and the 

current rule’s requirements, section 

165(d) of the Dodd-Frank Act mandates 

that certain bank holding companies 

and nonbank financial companies 

(covered companies) submit resolution 

plans (DFA resolution plans) for the 

rapid and orderly resolution of the 

covered company under the U.S. 

Bankruptcy Code.15 The goal of DFA 

resolution plans, which is different from 

that of resolution plans under the 

current rule, is to reduce the likelihood 

that the financial distress or failure of a 

covered company would have serious 

adverse effects on financial stability in 

the United States by requiring covered 

companies to report periodically their 

plans for rapid and orderly resolution 

under the U.S. Bankruptcy Code in the 

event of material financial distress or 

failure and without public support. 

In November 2019, the Board of 

Governors of the Federal Reserve 

System (FRB) and the FDIC published a 

joint final rule (section 165(d) rule) 16 to 

reflect improvements identified since 

the FDIC and the FRB finalized their 

initial joint resolution plan rule in 

November 2011 17 and to address 

amendments to the Dodd-Frank Act 

made by the Economic Growth, 

Regulatory Relief, and Consumer 

Protection Act.18 Key changes to the 

initial section 165(d) rule include an 

extension of the DFA resolution plan 

filing cycle from annual to once every 

two or three years and the establishment 

of risk-based categories for determining 

the frequency and scope of resolution 

plan submissions. 

While the current rule and the section 

165(d) rule both require planning for the 

resolution of large, complex financial 

institutions, to minimize the cost and 

disruption of failures, there are some 

noteworthy differences between the 

section 165(d) rule requirements and the 

current rule. Most fundamentally, the 

section 165(d) rule requirements are 

focused on financial stability and 

mitigating systemic risk. The current 

rule’s requirements, by contrast, are 

focused on the FDIC’s ability to resolve 

a particular IDI. This focus includes two 

critical priorities: (1) that insured 

depositors have access to their cash in 

an orderly fashion and as quickly as 

possible; and (2) that the FDIC must 


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19 In the case of a foreign-banking organization, 

the section 165(d) rule’s focus on U.S. entities and 

operations may include U.S. nonbank operations 

and intermediate holding companies. 

20Category II and III banking organizations 

generally comprise banking organizations, other 

than the Category I U.S. global systemically 

important bank holding companies, that have over 

$250 billion in qualifying assets or over $100 billion 

in qualifying assets and meet certain other riskbased indicators. Qualifying assets are, for a 

domestic banking organization, average total 

consolidated assets, or, for a foreign-based 

organization, average combined U.S. assets. See 12 

CFR 252.5. 

protect taxpayers and minimize 

potential losses to the DIF, which 

taxpayers stand behind. 

Another difference between the 

section 165(d) rule requirements and the 

current rule is that the section 165(d) 

rule focuses on the entire banking 

organization, including the holding 

company and nonbank affiliates and 

envisions a resolution under the U.S. 

Bankruptcy Code.19 By contrast, the 

current rule (and likewise the proposed 

rule) focuses only on the IDI subsidiary 

and envisions a resolution using the 

FDIC’s traditional resolution tools under 

the FDI Act. In some cases, the preferred 

strategy in a firm’s DFA resolution plan 

includes the separate resolution of 

material entities within the group under 

applicable insolvency regimes other 

than bankruptcy, including resolution of 

a subsidiary IDI under the FDI Act, and 

the FDIC would need to be prepared to 

execute that portion of a multiple point 

of entry strategy where necessary. Thus, 

while there are important differences 

between the two rules, they are 

complementary, with the IDI plans 

specifically focused on the execution of 

a resolution by the FDIC under the FDI 

Act and DFA resolution plans 

addressing the resolution considerations 

of the group as whole. 

In keeping with the complementary 

purposes of the current rule and the 

section 165(d) rule, in developing this 

proposal, the FDIC has been mindful of 

the guidance that the FDIC and the FRB 

anticipate developing to help certain 

firms further develop their DFA 

resolution plans. That guidance is 

expected to be specifically addressed to 

Category II and Category III banking 

organizations,20 a group that includes 

some firms with a subsidiary IDI that 

would be a CIDI under the proposed 

rule. The FDIC will continue to 

coordinate the elements of this proposal 

with the forthcoming guidance. In 

addition, where the information or 

content expectations of the section 

165(d) rule and the proposed rule 

overlap, the proposed rule would 

specifically allow the incorporation of 

information from an affiliate’s DFA 

resolution plan into a CIDI’s resolution 

plan. 

Recent events underscore the 

importance of robust resolution 

planning in advance of failure, 

particularly for these large and complex 

CIDIs. The speed of bank runs has been 

accelerated by advances in banking 

technology that allow deposits to move 

electronically, with no need to stand in 

line or wait for physical checks or bills. 

Advances in communications 

technology allow a message to reach 

hundreds of millions of screens 

instantaneously. In the case of SVB, the 

speed of the run was the fastest and 

largest withdrawal of deposits in a 

single day in the nation’s history. From 

a resolution planning perspective, this 

new reality underscores the need for 

effective resolution planning long before 

a bank’s failure is on the horizon. 

III. Proposed Rule 

A. Resolution Submissions 

1. Scope 

Like the current rule, the proposed 

rule would apply to all IDIs with $50 

billion or more in total assets. Under the 

proposed rule, however, the 

requirements pertaining to group A 

CIDIs (i.e., IDIs with $100 billion or 

more in total assets) would differ from 

those pertaining to group B CIDIs (i.e., 

IDIs with at least $50 billion but less 

than $100 billion in total assets). 

Each group A CIDI would be required 

to periodically submit a resolution plan 

to the FDIC, including an identified 

resolution strategy for its resolution 

under an identified failure scenario. The 

development of this strategy, together 

with a description and analysis of 

institution-specific information and 

capabilities relevant to resolution, will 

facilitate the FDIC’s ability to resolve a 

group A CIDI across a range of scenarios 

in a manner that ensures timely access 

to insured deposits, maximizes value 

from the sale or disposition of assets, 

minimizes any losses realized by 

creditors of the CIDI in resolution, and 

addresses potential risk of adverse 

effects on U.S. economic conditions or 

financial stability, while minimizing the 

cost of the resolution to the DIF. The 

resolution plan would be assessed based 

on the credibility of the resolution 

strategy as well as with respect to other 

information, analysis and capabilities 

included and described in the 

resolution plan. Each group A CIDI 

would also be required to participate in 

engagement and capabilities testing as 

described below in section III.C. 

Each group B CIDI would be required 

to periodically submit an informational 

filing to the FDIC that would consist of 

the informational content required 

under the proposed rule, but would not 

include the requirement for the 

development of an identified strategy as 

described in section III.A.3.a below, or 

the requirement to develop capabilities 

necessary to produce valuations needed 

in assessing the least-cost test and 

provide the related content described in 

section III.A.3.d below. The 

informational filing would assist the 

FDIC in developing its own resolution 

strategy for the firm. Each group B CIDI 

would be required to participate in 

engagement and capabilities testing as 

described below in section III.C. 

The FDIC invites comment on all 

aspects of the scope of the proposed rule 

and the tiering of requirements for 

group A and group B CIDIs. In 

particular, the FDIC asks the following 

questions on specific aspects of the 

proposal: 

(1) Do commenters believe that total 

assets is the right metric to use to 

determine the scope of IDIs subject to 

the rule? If not, please suggest any better 

metrics to use to determine the scope of 

IDIs subject to the proposed rule’s 

requirements. 

(2) Do commenters believe that $50 

billion is the right amount of total assets 

to use to distinguish CIDIs from IDIs not 

subject to the proposed rule? If not, 

please suggest a better threshold to use 

to establish the scope of IDIs subject to 

the proposed rule, and explain why the 

suggested threshold is a better option. 

(3) Do commenters believe that there 

are CIDIs with less than $50 billion in 

total assets that should be subject to the 

proposed rule due to their complexity or 

other factors? If so, please explain the 

factors that suggest an IDI should be a 

CIDI regardless of its total assets and 

explain why those factors show that an 

IDI should be treated as a CIDI. 

(4) Do commenters believe that total 

assets is the right metric to use to 

distinguish between group A CIDIs and 

group B CIDIs? If not, please suggest any 

better metrics to use to distinguish 

between groups of CIDIs and explain 

why the suggested metrics are 

preferable. 

(5) Do commenters believe that $100 

billion is the right level of total assets to 

use to distinguish between group A 

CIDIs and group B CIDIs? If not please 

suggest an alternative amount of total 

assets to use to distinguish between 

groups of CIDIs and explain why the 

suggested amount is preferable. 

(6) Do commenters believe that there 

are CIDIs with between $50–$100 billion 

in total assets that would warrant group 

A CIDI status due to their complexity or 

other factors? If so, please explain the 

factors that suggest these CIDIs should 


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21 12 CFR 360.10(c)(1)(v)(A). 22 12 CFR 360.10(c)(1)(ii). 

be group A CIDIs regardless of their 

average total assets and explain why 

those factors show the CIDI warrants 

group A CIDI treatment. 

2. Submission Schedules 

a. Submission Cycle and Additional 

Information Between Submissions 

Since the current rule’s enactment in 

2012, the FDIC has observed that the 

annual plan submission requirement 

has been challenging for both the CIDIs 

and the FDIC. An annual submission 

cycle does not allow the FDIC sufficient 

time to thoroughly review CIDIs’ 

submissions and develop meaningful 

feedback, nor does it provide sufficient 

time for CIDIs to incorporate that 

feedback into their subsequent 

submissions. Moreover, an annual cycle 

limits the opportunity for meaningful 

engagement between the FDIC and a 

CIDI between submissions. As discussed 

in section III.C below, the FDIC expects 

engagement and capabilities testing to 

be significant components of the 

resolution planning process under the 

proposed rule. At the same time, the 

FDIC is aware of the importance of upto-date submissions, particularly as 

CIDIs continue to change, in some cases 

rapidly. In the case of rapid liquidity 

failures, which are more likely for large 

banks as reflected in the failures of 

spring 2023, timely information on hand 

is needed to support a short period to 

prepare for resolution, including 

establishment of a BDI and marketing 

the IDI franchise and the franchise 

components. 

To balance these considerations, 

going forward, the FDIC proposes to 

establish a submission schedule that 

provides adequate time for review of a 

submission and the development of 

feedback; engagement and capabilities 

testing; and the CIDI’s development of 

content for the next resolution 

submission that is responsive to 

feedback, as well as requiring limited 

interim supplements to provide timely 

updates of the most critical information. 

Accordingly, under proposed 

§ 360.10(c)(1), each CIDI would provide 

a complete resolution submission to the 

FDIC every two years, with the 

submission of a limited interim 

supplement every other year. The 

interim supplement is intended to 

provide critical up-to-date information 

that will update certain limited 

elements of submission content. In 

considering what information should be 

included in the supplement, the FDIC 

intends to limit the information to the 

most essential data elements that are 

can be efficiently updated year over year 

to maximize the utility of the 

information to the FDIC, while limiting 

the burden to CIDIs of the interim 

supplement requirement. 

The FDIC retains the discretion to 

alter the submission dates upon written 

notice to the CIDI. Consistent with past 

practice, the FDIC expects to provide 

notice of a different schedule in a timely 

fashion to accommodate appropriate 

time for preparation of the submission. 

Under the proposed submission 

schedule, the FDIC would create two 

submission cohorts of group A CIDIs, 

comprising roughly the same number of 

CIDIs, with each cohort to file a 

complete resolution plan on a date that 

will be specified by the FDIC every 

other year, beginning at least 270 days 

from the effective date of the final rule. 

This approach would allow for 

improved workflow and efficiency, 

would permit the FDIC to create filing 

cohorts of group A CIDIs with like 

characteristics to support horizontal 

analysis across the submission cohort, 

and would further support engagement 

and capabilities testing. Section III.E.8 

below discusses in more detail the 

proposed approach to transition to filing 

under the amended rule’s requirements 

after it is finalized. 

All group B CIDIs would be in the 

same cohort, with an initial filing date 

at least 270 days from the effective date 

of the final rule. 

The proposed rule would retain in 

modified form the existing section of the 

current rule concerning the provision of 

information in the event of material 

changes to CIDIs between resolution 

submissions. Proposed § 360.10(c)(4)(i) 

would retain the requirement of the 

current rule that a CIDI must provide 

the FDIC with a notice and explanation 

no later than 45 days after certain 

events. The proposed rule also would 

retain the current rule’s exemption from 

this requirement if the date on which 

the CIDI would be required to submit 

the notice would be within 90 days 

before the date on which the CIDI is 

required to provide a regular 

submission. The proposed rule would, 

however, modify the set of events 

triggering the notice requirement. 

Proposed § 360.10(c)(4)(i) would replace 

the current trigger—a ‘‘material 

event’’—with ‘‘material change.’’ Under 

the current rule, a ‘‘material event’’ is 

‘‘any event, occurrence, change in 

conditions or circumstances or other 

change that results in, or could 

reasonably be foreseen to have, a 

material effect on the resolution plan of 

the CIDI.’’ 21 Under the proposed rule, a 

‘‘material change’’ would be a change in 

a CIDI’s identified material entities, 

critical services, or franchise 

components or in its capabilities 

described in the most recent 

submission. ‘‘Material change’’ also 

would include a change to the CIDI’s 

organizational structure, core business 

lines, size, or complexity, for example 

by merger, acquisition, or divestiture of 

assets, or similar transaction that may 

have significant impact on the CIDI’s 

identified strategy. The purpose of the 

proposed change is twofold: first, to 

better reflect the modified informational 

requirements of the proposed rule; and 

second, to reflect the FDIC’s experience 

under the current rule concerning the 

types of events for which 

contemporaneous notice is most useful 

to the FDIC. 

The FDIC requests comments on all 

aspects of the proposed definition of 

material change and the proposed 

requirement that the CIDI provide notice 

of any material change. In particular, 

the FDIC asks the following questions on 

specific aspects of the proposal: 

(7) Is the proposed ‘‘material change’’ 

definition clear? Should other or 

different events trigger this notice 

requirement? Is 45 days an appropriate 

time frame for the notice requirement? 

The term ‘‘material change’’ is used in 

a similar context in the section 165(d) 

rule (12 CFR 381.2). Should the 

definition be revised to more closely 

align to the definition in the section 

165(d) rule? 

(8) Is the definition of material change 

over- or under-inclusive? Does it include 

all material events that would 

significantly impact the resolution 

submission and provide the FDIC with 

the notice it needs to assure 

consideration of whether new or 

updated resolution submission content 

would be important, necessary, or useful 

as a result of the change? 

b. Resolution Submission by New CIDIs; 

Changes to Submission Dates 

Under proposed § 360.10(c)(2), an IDI 

that becomes a CIDI after the effective 

date of the final rule would be required 

to provide its initial submission upon 

the date specified in writing by the 

FDIC, which would be no earlier than 

270 days after the insured depository 

institution became a CIDI. The current 

rule provides that an IDI that becomes 

a CIDI after April 1, 2012, must submit 

its initial resolution plan no later than 

the following July 1, provided such date 

occurs no earlier than 270 days after the 

date it became a CIDI.22

The FDIC invites comments as to all 

aspects of the proposed submission 

schedule and the timing of submission 


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23 12 CFR 360.10(b)(4). 

of resolution plans by group A CIDIs 

and informational filings by group B 

CIDIs, including the two-year cycle, the 

interim supplements, the FDIC’s 

discretion to change the timing of 

submissions, and the treatment of 

material changes at a CIDI. In 

particular, the FDIC asks the following 

questions on specific aspects of the 

proposal: 

(9) Is the proposed two-year 

submission cycle appropriate? What 

would be the benefits or trade-offs of a 

longer or shorter period between 

submissions? 

(10) Does a two-year cycle provide 

adequate time for all aspects of the 

resolution submission cycle (review, 

engagement, capabilities testing, 

provision of feedback, and development 

of responsive content in the next 

submission)? 

(11) The FDIC is interested in 

comments on the dates of submissions, 

which would be commenced 

approximately a year after the effective 

date of the final rule. In the past, 

submissions have been required on 

December 1, December 31, or July 1. The 

FDIC may also consider other dates. In 

considering timing of submissions, are 

there dates that are more suitable or 

should be avoided? If so, what makes 

those dates more suitable or 

problematic? 

(12) Under the current rule, the FDIC 

retained discretion to obtain material 

updates to a submission at its discretion 

upon notice to the CIDI, including but 

not limited to upon the occurrence of a 

material change. The proposed rule 

would eliminate that specific authority, 

relying upon the biennial complete 

submissions and interim supplements 

and would retain the FDIC’s ability to 

change filing dates upon notice to the 

CIDIs. The FDIC seeks comment on 

whether the FDIC should retain the 

flexibility to change one or more filing 

dates upon its discretion, or upon the 

occurrence of a material change, or 

require additional interim updates, and 

if so, on what terms or conditions. 

(13) Is a minimum of 270 days enough 

time for an IDI that becomes a CIDI to 

prepare a complete resolution 

submission? The FDIC notes that, under 

the proposed rule, the FDIC would have 

the authority to change the date by 

which a CIDI must submit its resolution 

submission subsequent to its initial 

submission, and that the FDIC would 

endeavor to provide written notice of the 

revised submission date at least one 

calendar year before the resolution 

submission is due. 

c. Status as a CIDI 

The proposed rule would clarify 

aspects of the current rule concerning 

when an IDI becomes, or ceases to be, 

a CIDI. The proposed rule also would 

address a CIDI moving between group A 

and group B. 

First, the proposed rule would retain 

the approach taken in the current rule, 

that an IDI is deemed to be a CIDI based 

upon whether it has crossed the 

threshold of $50 billion based on the 

average of the total assets as shown on 

its four most recent reports of Condition 

and Income. For clarity, the proposed 

rule would expressly address the event 

of an increase in size due to merger or 

acquisition of assets, which is not 

explicitly addressed in the current rule. 

Proposed § 360.10(b) would provide that 

in the case of an IDI whose total assets 

have increased as the result of a merger, 

acquisition, combination, or similar 

transaction, the status of the IDI as a 

CIDI or a group A CIDI will be based 

upon the date of the consummation of 

the merger, acquisition, combination or 

other transaction. While the four quarter 

average protects against the possibility 

that firms move quickly in and out of 

the rule’s scope, growth by merger and 

acquisition tends not to be transitory, 

and the combined IDI should become 

subject to the rule promptly, based upon 

its combined balance sheet. 

In addition, the proposed rule would 

add clarity about when an IDI ceases to 

be a CIDI. The current rule defines a 

CIDI as an IDI with $50 billion or more 

in total assets, but does not specifically 

address how and when an IDI ceases 

being a CIDI.23 Under proposed 

§ 360.10(b), an IDI would cease to be a 

CIDI when it has less than $50 billion 

in total assets, as determined based 

upon the average of the institution’s 

four most recent Reports of Condition 

and Income. The proposed rule provides 

a similar provision addressing when a 

group B CIDI would become—or cease 

to become—a group A CIDI. Addressing 

explicitly the circumstances under 

which an IDI ceases to be a CIDI would 

add useful clarity for IDIs and the public 

and would facilitate the FDIC’s 

administration of the rule. 

The FDIC requests comments on all 

aspects of the proposed approach to 

determining whether an IDI is a CIDI 

and whether it is a group A or a group 

B CIDI. In particular, the FDIC asks the 

following questions on specific aspects 

of the proposal: 

(14) Are the proposed changes to the 

rule concerning the process for 

determining when an IDI becomes, and 

ceases to be a CIDI, clear and 

appropriate? Should the FDIC consider 

Report of Condition and Income data for 

a period other than four consecutive 

quarters in ascertaining whether an IDI 

is a CIDI and whether a CIDI is a group 

A CIDI or a group B CIDI? This 

approach, which is also used in 

determining applicable requirements 

under the section 165(d) rule, lessens 

the likelihood that IDIs bounce back 

and forth across the $50 billion or $100 

billion threshold, but also delays the 

imposition of the requirements of the 

rule for IDIs that experience rapid 

growth, as was the case of SVB and 

Signature Bank. Should the FDIC 

consider other approaches to 

determining whether an IDI is subject to 

the requirements of the rule, or whether 

a CIDI is a group A CIDI, and if so, what 

other approaches should the FDIC 

consider, in weighing the balance 

between obtaining information promptly 

in the event of rapid growth, versus the 

risk that an IDI becomes subject to the 

requirements of the rule temporarily, if 

it hovers near the asset thresholds? 

(15) Is the approach in the proposed 

rule to a change due to merger, 

acquisition, or similar transaction, 

based on the date of consummation of 

the transaction, appropriate for 

determining whether an IDI is a CIDI, or 

a group A or B CIDI, appropriate and 

clear? If not, please suggest an 

alternative with justification. 

3. Content Requirements 

a. Identified Strategy 

Like the current rule, the proposed 

rule would require a CIDI to develop a 

strategy for resolution that is 

appropriate for its size, complexity, and 

risk profile. As noted, however, this 

requirement would apply only to group 

A CIDIs and not to group B CIDIs. Since 

the current rule was issued in 2012, the 

FDIC and CIDIs have been through 

multiple resolution plan submission 

cycles, allowing the FDIC to further its 

resolution readiness and strategic 

planning for the resolution of CIDIs. In 

reviewing and evaluating options for 

resolution of CIDIs, the FDIC has 

considered a variety of resolution 

strategies across the range of CIDIs. This 

has informed the approach in the 

proposed rule and the parameters 

provided as to the expectations for the 

development of an identified strategy. 

The current rule requires the 

resolution plan to provide a ‘‘strategy 

for the sale or disposition of the deposit 

franchise, including branches, core 

business lines and major assets of the 

CIDI in a manner that ensures that 

depositors receive access to their 


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24 12 CFR 360.10(c)(2)(vi). 

25 12 CFR 360.10(c)(2)(v). 

26Prong (i) of the credibility criteria provides that 

a resolution submission by a group A CIDI is not 

credible if it would not provide timely access to 

insured deposits, maximize value from the sale or 

disposition of assets, minimize any losses realized 

by creditors of the group A CIDI in resolution, and 

address potential risks of adverse effects on U.S. 

economic conditions or financial stability. Prong (ii) 

of the credibility criteria provides that a resolution 

submission is not credible if the information and 

analysis in the resolution submission is not 

supported with observable and verifiable 

capabilities and data and reasonable projections or 

the CIDI fails to comply in any material respect 

with the informational content requirements of the 

proposal. 

27See section 11(n)(2)(A)(i) of the FDI Act. There 

are three alternative conditions specified in the FDI 

Act, any one of which must be met. 

28This task could be accomplished through a 

Deposit Insurance National Bank (DINB) established 

by the FDIC pursuant to 12 U.S.C. 1821(m). 

insured deposits within one business 

day of the institution’s failure (two 

business days if the failure occurs on a 

day other than Friday), maximizes the 

net present value return from the sale or 

disposition of such assets and 

minimizes the amount of any loss 

realized in the resolution of cases.’’ 24

The current rule also requires the 

resolution plan to provide a ‘‘strategy to 

unwind or separate the CIDI and its 

subsidiaries from the organizational 

structure of its parent company in a 

cost-effective and timely fashion.’’ 25

In guidance and the preamble to the 

current rule, the FDIC has provided 

insight regarding strategies to be 

considered by CIDIs as they prepare 

their resolution plans, including a cash 

payment of insured deposits, a purchase 

and assumption agreement with an 

insured depository institution to assume 

only insured or all deposits, a purchase 

and assumption agreement with 

multiple insured depository institutions 

in which branches are broken up and 

sold separately, and a transfer of insured 

deposits to a BDI. Over time, the FDIC 

provided additional guidance and 

feedback with respect to the 

development of a strategy that includes 

transfer of assets and liabilities to, and 

the various options for exit from, a BDI, 

including through a multiple acquirer 

exit, initial public offering, or other 

capital markets transaction. 

The proposed rule would require each 

group A CIDI to provide an identified 

strategy, which would describe the 

resolution from the point of failure 

through the sale or disposition of the 

group A CIDI’s franchise, (including all 

of its significant business lines and 

segments and all of its major assets) in 

a manner that meets the credibility 

standard set forth in the proposed 

rule.26 Because of the size and 

complexity of CIDIs, the development of 

an identified strategy that takes into 

account each IDI’s organization, 

structure, business lines, and other 

characteristics provides significant 

insight into the obstacles that the FDIC 

might face in resolving the IDI, and 

what mitigating actions it can take to 

address those obstacles. 

The strategic option that the FDIC 

considers most likely to be implemented 

for the group A CIDIs across the widest 

range of scenarios is the establishment 

of a BDI that can continue the 

operations of the CIDI. Generally, a BDI 

approach will allow the continuity of 

business operations and thereby 

preserve franchise value, and will allow 

time for restructuring and marketing to 

facilitate the sale or disposition of the 

business lines and related assets, while 

providing insured depositors with 

prompt access to their accounts. 

Accordingly, the proposed rule would 

establish the BDI approach as the 

default identified strategy. A BDI 

strategy must provide for the 

establishment and stabilization of a BDI 

and an exit strategy from the bridge, 

such as a multiple acquirer exit 

involving the regional breakup of the 

group A CIDI or sale of business 

segments, an orderly wind down of 

certain business lines and asset sales, an 

exit via restructuring and subsequent 

initial public offering or other capital 

markets transaction, or another exit 

strategy appropriate to the size, 

structure and complexity of the CIDI. 

In addressing the establishment of the 

BDI, the proposed rule would not 

require that a resolution plan 

demonstrate that the identified strategy 

be the least-costly to the DIF of all 

available strategies; in particular, it 

would not be required to demonstrate 

that it would be less costly to the DIF 

than liquidation. Similarly, it would not 

be required to demonstrate satisfaction 

of the chartering condition set forth in 

section 11(n)(2)(A) of the FDI Act such 

as by demonstrating that the amount 

which is reasonably necessary to 

operate the BDI will not exceed the 

amount which is reasonably necessary 

to save the cost of liquidating the IDI.27

Rather, each group A CIDI would be 

required to support its estimation that 

the identified strategy maximizes value 

and minimizes losses to the creditors of 

the group A CIDI. Valuation analysis 

discussed in section III.A.3.d below will 

support the FDIC’s ability to evaluate 

the strategy’s impact on value and its 

potential costs to the DIF across a range 

of options. 

In addressing the stabilization of the 

BDI, the identified strategy may assume 

continuation of Federal Home Loan 

Bank advances and the availability of 

short-term liquidity advances from the 

DIF to meet temporary liquidity needs, 

provided that the identified strategy 

provides for timely repayment of those 

funds. The identified strategy should 

not assume use of the DIF to avoid 

losses to creditors of the BDI; all DIF 

advances must be made through a loan 

with an assured means of timely 

repayment. 

Recognizing that the BDI approach 

may not be optimal for all group A 

CIDIs, the proposed rule would permit 

a different identified strategy if that 

different strategy would best address 

prong (i) of the credibility criteria 

(discussed in section III.B.1 below), 

could reasonably be executed by the 

FDIC across a range of likely failure 

scenarios, and would be more 

appropriate for the size, complexity and 

risk profile of the specific group A CIDI. 

An alternative identified strategy under 

the proposed rule could include 

transferring some but not all business 

lines and assets to a BDI and liquidating 

others in a receivership. For some group 

A CIDIs, a cash payment of insured 

deposits 28 and liquidation of all 

business lines and assets in receivership 

may be the most appropriate identified 

strategy. 

Regardless of the identified strategy, 

under the proposed rule, any identified 

strategy would be required to include 

meaningful optionality for execution 

across a range of scenarios and provide 

the information and analysis that would 

inform the decisions that would be 

made by the FDIC at the time of an 

actual failure that could support 

optionality for the FDIC in undertaking 

a resolution of the CIDI following its 

material stress and failure. Meaningful 

optionality reflects an expectation that 

an identified strategy be flexible so that 

it can be adapted to a change in the 

failure scenario or an unexpected 

obstacle to its execution. The nature and 

extent of meaningful optionality will 

vary based upon the size and 

complexity of the CIDI. For instance, a 

relatively smaller and less complex CIDI 

with a focus on traditional banking may 

identify only a breakup between two 

business lines, or the spinoff or sale of 

a separable business unit. For the largest 

or most complex CIDIs, meaningful 

optionality might include alternatives 

such as a breakup by business lines and 

a regional breakup, or by sale of one or 

more identified franchise components 

as options for a sale of the IDI franchise. 

Unlike the current rule, the proposed 

rule would expressly provide that the 

identified strategy may not be based 


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29 12 CFR 360.10(c)(2). 30See, e.g., 12 CFR 381.5(b)(i). 

upon the sale of substantially all assets 

and liabilities over closing weekend. 

While the FDIC recognizes that such a 

resolution outcome may be the most 

favorable approach when it is available, 

the FDIC will not accept this as the 

identified strategy for the group A CIDIs. 

For group A CIDIs, the pool of possible 

acquirers is very limited and any such 

transaction may involve long timelines 

and complex restructuring. In addition, 

the FDIC has learned that a resolution 

plan that assumes a single-acquirer alldeposit sale does not comprehensively 

address the complexities that would 

arise if that approach were not available, 

including the establishment and 

stabilization of a BDI, continuity of 

critical services, and the identification 

of franchise components. Therefore, 

utilizing an identified strategy that is a 

full purchase and assumption over 

resolution weekend is less useful to the 

FDIC for its resolution readiness than 

the identified strategy that would be 

required under the proposed rule. 

The FDIC invites comment on all 

aspects of the requirement to include an 

identified strategy in the resolution 

plan. In particular, the FDIC asks the 

following questions on specific aspects 

of the proposal: 

(16) The proposed rule establishes 

formation and stabilization of a BDI as 

the default identified strategy. Do 

commenters agree with this choice as 

the default strategy or do they believe 

there should be a different default 

strategy? If a different approach is 

preferable, what strategy should be used 

and why? 

(17) Is there a resolution planning 

benefit in providing a wider range of 

strategies and/or exit options as possible 

default identified strategies from which 

a CIDI may choose? 

(18) Are the criteria for a group A CIDI 

choosing a different identified strategy 

other than the default clear and 

appropriate? 

b. Failure Scenario 

The proposed rule would streamline 

and clarify the framework for 

development of the failure scenario 

under which group A CIDIs develop an 

identified strategy. This scenario, 

known as the ‘‘failure scenario,’’ would 

be also used in connection with 

valuation analysis. Under the current 

rule, resolution plans are required to 

‘‘take into account that failure of the 

CIDI may occur under the baseline, 

adverse and severely adverse economic 

conditions developed by the FRB 

pursuant to 12 U.S.C. 5365(i)(1)(B).’’ 29

The proposed rule would require 

analysis considering severely adverse 

economic conditions only and not 

baseline or adverse conditions. This 

change generally would incorporate the 

approach that the FDIC has permitted in 

recent resolution plan submissions. 

While an IDI can fail under any 

economic conditions, a severely adverse 

scenario is a reasonable assumption, 

and the FDIC has found that analysis 

under three different scenarios does not 

provide significant additional resolution 

information of value. 

The proposed rule also would 

incorporate more specific requirements 

concerning the circumstances assumed 

to lead to the CIDI’s failure. In the 

FDIC’s more than ten years of 

experience of reviewing resolution 

plans under the Dodd-Frank Act and the 

current rule, the FDIC has learned that 

the submission is most valuable when it 

is based on the assumption that the CIDI 

has experienced material financial 

distress such that its failure is a result 

of the depletion of capital and/or 

liquidity. While the resolution strategy 

may be based on an idiosyncratic event 

or action, including a series of 

compounding events, the firm should 

justify all assumptions, consistent with 

the conditions of the economic scenario. 

Where the identified strategy assumes 

the sale of franchise components or a 

multiple acquirer exit, the resolution 

plan should take into account all issues 

surrounding its ability to sell in market 

conditions present in the applicable 

economic condition at the time of sale. 

To ensure that the resolution plan 

addresses the challenges that may occur 

in a wider range of scenarios, the 

proposed rule would require the 

identified strategy to be based on a 

failure scenario that demonstrates that 

the CIDI is experiencing material 

financial distress. 

More specifically, the failure scenario 

would be required to assume and 

demonstrate that the CIDI experienced a 

deterioration of its asset base and that 

its high quality assets have been 

depleted or pledged due to increased 

liquidity requirements from 

counterparties and deposit outflows. 

While the immediate cause of failure 

may be based on liquidity shortfalls, the 

failure scenario also should consider the 

likelihood of the depletion of capital 

and losses in the assets of the CIDI, 

which may include embedded losses 

that have been realized but may not 

have been recognized by the CIDI for 

financial reporting purposes. The failure 

scenario must assume that the U.S. 

parent holding company is in 

bankruptcy, as this is often the case in 

a bank failure, and is consistent with the 

approach taken in DFA resolution plans. 

This proposed failure scenario 

requirement draws upon the 

requirement that a DFA resolution plan 

must assume that the firm has 

experienced material financial 

distress.30 The FDIC expects that this 

consistent approach to the failure 

scenario would facilitate incorporation 

of information from the affiliate’s DFA 

resolution plan to the CIDI resolution 

plan, as would be permitted under the 

proposed rule. 

While the FDIC anticipates that the 

proposed approach to the scenario for 

CIDI resolution planning would 

facilitate development of an identified 

strategy and other plan information that 

is most useful to the FDIC across a range 

of scenarios, the FDIC is aware that 

likely failure scenarios are different for 

CIDIs with different business models, 

balance sheets, and risks. In addition, in 

future plan reviews, the FDIC might find 

value in focusing on particular kinds of 

failure scenarios, such as a rapid failure 

due to a run on uninsured deposits or 

deposits associated with a particular 

line of business; or cyber or other 

operational risks; or other risks that 

focus on particular business lines. For 

that reason, the proposed rule includes 

flexibility for the FDIC to devise specific 

failure scenario assumptions, with 

respect to macroeconomic conditions or 

the precipitating cause of failure, for 

individual CIDIs, for cohorts of CIDIs, or 

for all group A CIDIs in future 

resolution plan submissions. Any 

specific failure scenarios would be 

communicated in writing, at least 

twelve months before the next 

resolution plan is due. 

The FDIC invites comments on all 

aspects of the proposed failure scenario 

requirements. In particular, the FDIC 

asks the following questions on specific 

aspects of the proposal: 

(19) Are there additional factors 

which would make the failure scenario 

more useful for the FDIC in resolution 

planning? How do those factors improve 

the quality of resolution plans? 

(20) Are there aspects of the proposed 

failure scenario requirement that are 

unclear? For example, would further 

explication of what would constitute 

Federal assistance in recapitalization 

provide helpful clarity? 

(21) Under the proposed rule, the 

FDIC may provide additional or 

alternative parameters for the failure 

scenario. Will this flexibility improve 

the usefulness of resolution plans in 

resolution planning? Is the process and 

timing for identifying changes to 

scenario assumptions clear and 

appropriate? 


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31Statement, p. 7–8. 

c. New and Modified Definitions 

The proposed rule would introduce a 

number of new defined terms and 

modify others, while other terms will be 

unchanged from the current rule. The 

proposed new and revised defined 

terms are as follows: 

Affiliate. The proposed definition 

would be substantively unchanged from 

the current rule. The proposed rule 

would make a non-substantive wording 

change. 

Appropriate Federal banking agency. 

This term is used in the current rule but 

is not defined. The proposed rule would 

add a definition from the FDI Act. 

BDI. The proposed rule would create 

this defined term using the FDI Act’s 

definition of bridge depository 

institution. 

Capabilities testing. The proposed 

rule would add this new defined term, 

which is discussed in section III.C.2 

below. 

CIDI or covered insured depository 

institution. This definition would be 

modified to reflect that the proposed 

rule would create two categories of 

CIDIs: group A CIDIs and group B CIDIs. 

Control. This term is used in the 

current rule but is not defined. The 

proposed rule would define it using the 

term in the FDI Act. 

Core business lines. In addition to a 

technical revision to the definition, core 

business lines would be revised to mean 

the CIDI’s business lines that are 

significant to the CIDI’s revenue, profit, 

or franchise. Under the current rule’s 

definition, core business lines are those 

that, upon failure, would result in a 

material loss of revenue, profit, or 

franchise value. This change is intended 

to reflect the designation of core 

business lines used by CIDIs in their 

business and regulatory reporting. 

Critical services. The proposed rule 

would not materially change the current 

rule’s definition of critical services. The 

examples of critical services would be 

eliminated from the definition because 

proposed § 360.10(d)(8), which 

incorporates, clarifies, and builds upon 

past guidance, would provide more 

robust descriptions of the content 

required, including clarifying that 

critical services can include both shared 

and outsourced services. The proposed 

rule would also add that critical services 

includes the CIDI’s services and 

operations that support the execution of 

the identified strategy. 

Critical services support. The 

proposed rule would add this new 

defined term, which is discussed in 

section III.A.3.d below. 

DFA resolution plan. The new defined 

term would mean a CIDI’s parent 

company’s resolution plan submission 

pursuant to 12 U.S.C. 5365(d). 

Engagement. The proposed rule 

would add this new defined term, 

which is discussed in section III.C.1 

below. 

Failure scenario. The proposed rule 

would add this defined term, which is 

discussed in section III.A.3.b above. 

FDI Act. The current rule defines this 

term in 12 CFR 360.10(a). The proposed 

rule would retain that definition in 

proposed § 360.10(a) and would add a 

cross-reference to that definition. 

Franchise component. The proposed 

rule would add this new defined term, 

which is discussed in section III.A.3.d 

below. 

Group A CIDI: The proposed rule 

would add this defined term to mean 

CIDIs with $100 billion or more in total 

assets that would be required to submit 

resolution plans under the proposed 

rule. 

Group B CIDI: The proposed rule 

would add this defined term to mean 

CIDIs with between $50 billion and 

$100 billion in total assets that would be 

required to submit informational filings 

under the proposed rule. 

Identified strategy. The proposed rule 

would require each group A CIDI to 

choose for its resolution plan a strategy 

for its resolution in the event of its 

failure. Accordingly, the proposed rule 

would create a defined term to refer to 

such a strategy. 

IDI franchise. The proposed rule 

would introduce this new defined term 

to mean all core business lines and all 

other business segments, branches, and 

major assets that constitute the IDI and 

its business as a whole. The current rule 

uses the term ‘‘deposit franchise’’ to 

mean a similar idea, but the current rule 

does not define this term. 

Informational filing. The proposed 

rule would introduce the concepts of 

group B CIDIs and the distinct 

submissions that would be required of 

them. The proposed rule would create 

this term to mean the resolution 

submission that a group B CIDI would 

submit under the proposed rule. 

Insured depository institution. The 

proposed definition would be 

substantively unchanged from the 

current rule. The proposed rule would 

make a non-substantive wording 

change. 

Key depositors. The proposed rule 

would add this new defined term, 

which is discussed in section III.A.3.d 

below. 

Key personnel. The proposed rule 

would add this new defined term, 

which is discussed in section III.A.3.d 

below. The definition of key personnel, 

which incorporates prior guidance 31

would clarify that key personnel 

includes personnel with an essential 

role or having a function, responsibility, 

or knowledge that is important to the 

resolution of the CIDI. Thus, while 

management are likely to be key 

personnel, the definition is not limited 

to responsible managers, but includes 

staff with specialized knowledge and 

responsibilities that are essential to 

continuity of operations. The definition 

makes clear that key personnel can be 

employed by any entity, or through 

contractors. 

Least-cost test. The proposed rule 

would add this new defined term to 

mean the process for meeting the 

requirements regarding least-cost 

resolution under the FDI Act at 12 

U.S.C. 1823(c). 

Material asset portfolio. The proposed 

rule would add this defined term, which 

means a pool or portfolio of assets, 

including loans, securities or other 

assets, that is significant in terms of 

income or value to a core business line, 

and that could be sold in resolution. 

Material change. The proposed rule 

would change the current rule’s term 

‘‘material event’’ to ‘‘material change.’’ 

In lieu of the current rule’s focus on the 

occurrence of an event or a change in 

condition that could have an effect on 

the CIDI’s resolution plan, the proposed 

rule’s definition of material change 

would focus on changes to the CIDI, 

including the identification of material 

entities, or changes to the CIDI’s 

capabilities described in the resolution 

submission. In administering the 

current rule, the FDIC has observed that 

not all CIDIs have interpreted the 

material change concept similarly. 

Accordingly, the intent of revising the 

defined term is to provide greater clarity 

and achieve improved consistency. 

Material entity. The proposed rule 

would retain the current rule concept 

that a material entity is a company that 

is significant to the activities of critical 

services or core business lines, and 

would add that it also means a company 

that is significant to a franchise 

component. This proposed change 

reflects the introduction of the franchise 

component concept into the proposed 

rule. The proposed definition specifies 

that all IDIs in the firm, regardless of 

size or other characteristics are material 

entities, reflecting that all affiliated IDIs 

would be significant to the resolution of 

the CIDI under the FDI Act. 

Multiple acquirer exit. This proposed 

new defined term is related to the 

identified strategy described above. The 

multiple acquirer exit is an option for 


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exit from the BDI as part of a group A 

CIDI’s default resolution strategy by 

divesting the operations and assets of 

the group A CIDI to multiple acquirers. 

This definition would clarify that this 

exit strategy is focused on the sale of 

going concern elements of the group A 

CIDI’s businesses, e.g., through a 

regional breakup of the CIDI’s deposit 

franchise or a sale of business segments 

to multiple acquirers. It is not intended 

to describe a liquidation of the group A 

CIDI’s assets, although asset sales that 

are incidental to these divestitures may 

be included in a multiple acquirer exit. 

The business segments or regional or 

other components identified for 

divestiture in the multiple acquirer exit 

should be appropriate to the business of 

the CIDI and its regional footprint and 

other characteristics. 

Parent company affiliate. The 

proposed definition would be 

substantively unchanged from the 

current rule. The proposed rule would 

make a non-substantive wording 

change. 

Qualified financial contract. This 

defined term would have the same 

meaning as set forth in the FDI Act to 

define qualified financial contract. 

Regulated subsidiary. The proposed 

rule would add this defined term that 

encompasses a variety of domestic and 

foreign entities that are subsidiaries of 

the CIDI, including those that are 

subject to supervision or regulation by, 

or registration with, various domestic 

and foreign governmental entities. This 

definition is based upon the definition 

of ‘‘functionally regulated subsidiary’’ 

contained in 12 U.S.C. 1844(c)(5)(B), but 

has been expanded to include 

comparable subsidiaries formed and 

regulated under foreign law, as well as 

corporations organized under section 

25A of the Federal Reserve Act (12 

U.S.C. 611 et seq.) or corporations 

having an agreement or undertaking 

with the Federal Reserve Board under 

section 25 of the Federal Reserve Act 

(12 U.S.C. 601 et seq.), commonly 

known as Edge Act corporations. 

Resolution plan. The proposed rule 

would change this definition so that it 

only includes a resolution submission 

submitted by a group A CIDI instead of 

all submissions by CIDIs. This change 

would reflect the proposed rule’s 

differing proposed requirements of 

group A CIDIs and group B CIDIs, as 

opposed to the uniform requirements of 

the current rule for all CIDIs. 

Resolution submission. The proposed 

rule would require each group A CIDI to 

submit a resolution plan and each group 

B CIDI to submit an informational filing, 

with each type of submission having its 

own informational requirements. 

However, certain aspects of the 

proposed rule would apply to both 

types of submission; accordingly, the 

proposed rule would create this defined 

term to capture both types of 

submission. 

Subsidiary. The proposed definition 

would be substantively unchanged from 

the current rule. The proposed rule 

would make a non-substantive wording 

change. 

Total assets. The proposed rule would 

make non-substantive changes to 

improve wording, to reflect the current 

name of the Report of Condition and 

Income, and to clarify that the 

instructions to the Report of Condition 

and Income relate to the determination 

of total assets and not identification of 

CIDIs, which is addressed in the 

proposed rule. 

United States. The proposed 

definition would be substantively 

unchanged from the current rule. The 

proposed rule would make a nonsubstantive wording change. 

Virtual data room. The proposed rule 

would require a resolution submission 

to provide specified information 

concerning a virtual data room. 

Accordingly, the proposed rule would 

create a defined term to describe the 

concept and its parameters. 

The FDIC invites comment on all 

aspects of the definitions in the 

proposed rule. In particular, the FDIC 

asks the following questions on specific 

aspects of the proposal: 

(22) Are all definitions clear and 

useful? 

(23) Should additional changes be 

made? 

d. All Other Content Requirements 

In an effort to collect information that 

would better help the FDIC prepare to 

resolve a CIDI and to ensure that all 

CIDIs have key resolvability capabilities, 

the proposed rule would make a number 

of changes to the information a CIDI 

must submit to the FDIC in its 

resolution submission. Many of these 

proposed changes would incorporate 

and codify guidance the FDIC 

previously provided to CIDIs. The 

proposed changes would delete certain 

submission requirements, and modify 

others, in ways that may increase or 

lessen the type and amount of 

information required with respect to 

those content elements. The rule, as 

proposed, would supersede all prior 

guidance. 

Except where otherwise noted, the 

following discusses the content 

requirements for both group A CIDIs’ 

resolution plans and group B CIDIs’ 

informational filings. 

Executive summary, located at 

proposed § 360.10(d)(3), applicable only 

to group A CIDIs. Like the current rule, 

whose executive summary requirement 

is located at subpart 12 CFR 

360.10(c)(2)(i), the proposed rule would 

require a group A CIDI to include an 

executive summary describing the key 

elements of its resolution plan. 

However, this revised subpart would 

reflect concepts that would be 

introduced by the proposed rule or 

incorporated from prior guidance, 

including asking for a description of the 

group A CIDI’s identified strategy, an 

overview of the CIDI’s franchise 

components, and a description of 

material changes. The proposed rule 

would also require a discussion of 

changes to the group A CIDI’s 

previously submitted resolution plan 

resulting from any change in law or 

regulation, guidance or feedback from 

the FDIC, or any material change. 

Finally, the proposed rule would 

require a discussion of any actions the 

group A CIDI had taken since 

submitting its most recent resolution 

plan to improve the resolution plan’s 

information and analysis, or to improve 

its capabilities to develop and timely 

deliver that information and analysis. 

The FDIC believes these changes would 

better reflect the key elements of a group 

A CIDI’s resolution plan. 

Organizational structure: legal 

entities; core business lines; and 

branches, located at proposed 

§ 360.10(d)(4). The proposed rule would 

retain and modify the corresponding 

subpart in the current rule, 12 CFR 

360.10(c)(2)(ii). The proposed rule 

would retain the current rule’s 

requirement to describe the CIDI’s 

domestic and foreign branch 

organization and would add the 

requirement to provide addresses and 

asset size. An organizational chart 

showing all relevant entities and their 

place in the CIDI’s organizational 

structure may be helpful. The proposed 

rule would also retain the current rule’s 

requirement to identify and describe the 

core business lines of the CIDI, the 

parent company, and parent company 

affiliates. 

The proposed rule would introduce 

the requirement to identify all regulated 

subsidiaries, a new defined term 

discussed above in section III.A.3.c. The 

FDIC is seeking this information 

because it would assist the FDIC in 

identifying entities with capital, 

liquidity, and other requirements, and 

in assessing these entities’ capital and 

liquidity needs when it is resolving a 

CIDI using a BDI. The proposed rule 

would modify the requirement in the 

current rule that core business lines be 


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32 12 CFR 360.10(c)(2)(iv), (v). 

33 12 CFR 360.10(c)(2)(iv). 

34 ‘‘Discuss the CIDI’s overall deposit activities 

including, among other things, unique aspects of 

the deposit base or underlying systems that may 

create operational complexity for the FDIC, result 

in extraordinary resolution expenses in the event of 

failure and a description of the branch organization, 

both domestic and foreign.’’ 12 CFR 360.10(c)(2)(ii). 

35 12 CFR 330.3(e). 

mapped to material entities, by 

eliminating the mapping to assets and 

liabilities and instead require mapping 

to franchise components and to 

regulated subsidiaries. This would 

improve the utility of mapping and 

support the analysis of franchise 

components and, for group A CIDIs, 

multiple acquirer exit considerations. 

The proposed rule would also revise 

the current rule by requiring that the 

resolution submission describe whether 

any core business line draws additional 

value from, or relies on, the operations 

of the parent company or a parent 

company affiliate, and identify whether 

any such operations are cross-border. 

This information would support and 

inform the FDIC’s analysis of the impact 

of breakup of the CIDI from its parent 

company and parent company affiliates. 

As noted below, elements of the 

current rule’s organizational structure; 

legal entities; core business lines and 

branches subpart would be incorporated 

into other provisions of the proposed 

rule, including the discussion of the 

deposit base and key personnel, in order 

to improve the organizational structure 

of the rule as proposed. 

The FDIC invites comments on all 

aspects of the proposed organizational 

structure; legal entities; core business 

lines and branches requirements. In 

particular, the FDIC asks the following 

question on specific aspects of the 

proposal: 

(24) The proposed rule would require 

a CIDI to identify each of its subsidiaries 

that is a ‘‘regulated subsidiary’’, a new 

proposed defined term. Is the defined 

term clear and understandable? Does it 

include all of the types of entities that 

are subject to capital, liquidity or other 

material requirements or are there 

others that should be included? 

(25) The FDIC considered other 

approaches for collecting this type of 

information concerning regulated 

entities, including limiting this 

requirement to a CIDI’s subsidiaries that 

are material entities, or requiring that 

all regulated subsidiaries be deemed 

material entities. Does the proposed 

rule’s approach seek an appropriate 

amount and type of information? If not, 

how can this aspect of the proposed rule 

be improved for utility in resolution 

planning? 

Methodology for material entity 

designation, located at proposed 

§ 360.10(d)(5). This would be a new 

component to the proposed rule. The 

proposed rule would require each CIDI 

to describe its methodology for 

identifying material entities. The 

proposed rule would not be prescriptive 

regarding such methodology, but rather 

would afford each CIDI the flexibility to 

develop a methodology that is 

appropriate to the nature, size, 

complexity, and scope of its operations. 

This would assist the FDIC in 

understanding the application of the 

material entity concept throughout the 

resolution submission, which is 

significant to the scope of other 

informational requirements. As noted in 

section III.A.3.c above, the proposed 

rule’s definition of material entity 

would largely be the same as the 

definition in the current rule. 

Separation from parent; potential 

barriers or material obstacles to orderly 

resolution, located at proposed 

§ 360.10(d)(6). The proposed rule would 

retain the current rule’s requirement to 

describe the actions needed to separate 

a CIDI from the organizational structure 

of its parent company and parent 

company affiliates, as well as how to 

separate the CIDI’s subsidiaries from 

this structure, as described in current 

subparts 12 CFR 360.10(c)(2)(iv), (v).32

The proposed rule would also retain the 

current rule’s requirement to identify 

potential barriers or other material 

obstacles to an orderly resolution,33 and 

would add the requirement to identify 

how such barriers or obstacles could 

pose risks to a group A CIDI’s identified 

strategy. The proposed rule would also 

require that a resolution submission 

address the CIDI’s ability to operate 

separately from the parent company’s 

organization, and that the CIDI assume 

that its parent company organization 

and the parent company affiliates have 

filed for bankruptcy or are in resolution 

under another insolvency regime. It 

would also require addressing the 

impact on the BDI’s value if the CIDI 

were separated from the parent 

company’s organization. 

While some CIDIs’ operational 

structures are relatively simple, with the 

majority of assets and operations within 

the CIDI, others are significantly more 

complex. Even where the structure is 

relatively simple, there may be 

significant services, licenses, contracts, 

or operations—even those whose asset 

value is relatively small, that the CIDI 

uses that would impact the ability to 

establish and operate a BDI while the 

parent company and parent company 

affiliate are in bankruptcy or other 

resolution. These complexities include 

not only the challenge of continuity of 

critical services, but also the economic 

viability of the BDI as a going concern 

upon separation from the parent 

company, and the impact on BDI’s 

franchise value. In the proposed 

revisions to the rule, this section has 

been revised to focus on whether the 

IDI, and therefore the BDI, can be a 

viable stand-alone entity from the point 

of view of economic value and viability 

of business lines. The issues related to 

continuity of critical services provided 

by or through the parent company and 

parent company affiliates would be 

discussed and addressed in the critical 

services discussion below. 

The FDIC invites comments on all 

aspects of the proposed separation from 

parent; potential barriers or material 

obstacles to orderly resolution 

requirements. In particular, the FDIC 

asks the following questions on specific 

aspects of the proposal: 

(26) Would it be helpful to resolution 

analysis to require certain assumptions 

with respect to the possible risk of 

multiple competing insolvencies when 

the parent company and parent 

company affiliates are being resolved in 

bankruptcy or other insolvency regime? 

(27) Would it be useful in developing 

resolution analysis to have challenging 

fact patterns for a wide range of 

contingencies, for example, if the 

resolution submission were required to 

address the possible outcome of adverse 

interests between the insolvency regimes 

and no support or services being 

provided by the parent company and 

parent company affiliates? 

(28) Are there other assumptions or 

contingencies that should be explored? 

Overall deposit activities, located at 

proposed § 360.10(d)(7). While the 

current rule’s organizational structure 

subpart asks for some information about 

a CIDI’s deposit base and systems, the 

proposed rule would expand and build 

upon the information related to deposit 

activities required by the current rule.34

Understanding the deposit structure of 

the CIDI is important to understanding 

entry into a BDI and stabilization of its 

operations, and is useful in supporting 

valuation analysis as well. To improve 

the organizational structure of the 

current rule, the proposed rule would 

create a separate subpart for this 

information. 

The proposed rule would require a 

discussion of foreign deposits, and 

identification of deposits dually payable 

in the U.S., which is relevant to the 

determination of priority of payments in 

resolution.35 The proposed rule would 

also require information about insured 


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36Statement, p. 6. 

and uninsured deposits, and 

commercial deposits by business line. 

The proposed rule would also require 

information about deposit sweep 

arrangements with affiliates and 

unaffiliated parties, which would 

inform the FDIC about interconnections 

and assist in assessing depositor 

behavior; a CIDI would also have to 

identify the contracts governing those 

arrangements. The proposed rule would 

also require information about reporting 

capabilities for omnibus, sweep and 

pass-through accounts. Understanding 

those capabilities and the accuracy and 

timeliness of deposit reporting by 

accountholder is important for these 

deposits where the information for 

deposit insurance determinations is not 

maintained on the CIDI’s systems. 

In addition to requiring information 

about the deposit structure, the 

proposed rule would require 

information regarding key depositors, 

which would be defined in the 

proposed rule as depositors that hold or 

control the largest deposits (whether in 

one account or in multiple accounts) 

that collectively are material to one or 

more core business lines. Identification 

of key depositors is important to 

evaluation of strategic options in 

resolution, and to understanding the 

relationships between key depositors 

and other services provided by the CIDI 

or its parent company or parent 

company affiliates. Each key depositor 

must be identified by name, line of 

business and geographic location, where 

that information is known. 

Finally, the proposed rule would 

require information about the 

relationship of deposit segments to core 

business lines and franchise 

components. In a multiple acquirer sale, 

the deposits related to a particular 

franchise component must be readily 

identified to facilitate the separation 

and sale of the franchise component 

along with the associated liabilities. 

The FDIC invites comments on all 

aspects of the proposed overall deposit 

activities requirements. In particular, 

the FDIC asks the following questions on 

specific aspects of the proposal: 

(29) Is the information proposed to be 

required concerning the overall deposit 

structure available to CIDIs and would 

it be useful to understanding the impact 

of different resolution strategies? 

(30) The FDIC considered different 

approaches to defining ‘‘key 

depositors,’’ including by defining it as 

the top 100 depositors by size, or as 

those depositors that collectively 

represent the largest deposits making up 

25 percent of the CIDI’s deposits. 

Because the appropriate range of 

metrics varies from CIDI to CIDI based 

on its size and business model, the 

proposed rule would provide flexibility 

to the CIDIs in describing key 

depositors. Is this definition sufficiently 

clear and useful? Is there a way to 

define a CIDI’s key depositors that 

would provide more useful information 

to support the FDIC’s understanding of 

the profile of significant depositors and 

the impact of different resolution 

strategies on those depositors? What 

metrics or descriptions would be most 

useful to identify these significant 

depositors? 

Critical services, located at proposed 

§ 360.10(d)(8). Because the ability to 

continue critical services in resolution 

is essential to the ability to establish and 

stabilize a BDI, the continuity of critical 

services is an area of focus for the FDIC 

in assessing options for resolving a CIDI. 

Accordingly, the proposed rule would 

make express the implicit expectation of 

the current rule that a CIDI must be able 

to demonstrate capabilities necessary to 

ensure continuity of critical services 

while it is in resolution. 

The proposed rule would expand on 

the information required by the current 

rule at 12 CFR 360.10(c)(2)(iii), and 

would incorporate and clarify guidance 

the FDIC previously provided on this 

topic. As explained in section III.A.3.c, 

the definition of ‘‘critical services’’ 

would remain largely the same as in the 

current rule, but the proposed rule 

would require a resolution submission 

to explain the criteria by which critical 

services are identified in order to 

provide to the FDIC additional context 

and understanding to the CIDI’s 

approach to this content element. 

The proposed rule would also 

introduce the defined term ‘‘critical 

services support,’’ which are the 

resources necessary to support the 

provision of critical services, including 

systems, technology infrastructure, data, 

key personnel, intellectual property, 

and facilities. CIDIs’ past resolution 

plans did not consistently address these 

elements, which are mentioned in 

various places throughout the current 

rule. Bringing together this information 

in a defined term and expressly stating 

the relationship to critical services is 

expected to provide additional clarity 

and promote consistency in the 

approach to these elements. For this 

reason, the proposed rule would 

consolidate informational elements 

relevant to critical services that are 

separated in various parts of the current 

rule, and incorporate and codify prior 

guidance,36 such as breakup from parent 

and cross-border considerations, to the 

extent that they relate to critical 

services. 

The proposed rule would also require 

that a CIDI identify critical services 

provided by the parent company or a 

parent company affiliate as well as the 

physical locations and jurisdictions of 

critical service providers and critical 

services support that are located outside 

of the United States. The proposed rule 

would also require that a CIDI map 

critical services to material entities that 

provide those services directly or 

indirectly through third parties, and to 

the material entities, core business lines, 

and franchise components supported by 

those critical services. Further, the 

proposed rule would make express the 

requirement for information about the 

critical services and critical services 

support that may be at risk of 

interruption if the CIDI fails, as well as 

the CIDI’s approach for continuing 

critical services in the event of its 

failure, and information about the 

contracts governing the provision of 

such services. 

The proposed rule would also require 

a CIDI to provide information about its 

process for collecting and monitoring 

the contracts governing critical services 

and critical services support. Providing 

information about the systems that store 

these contracts and how this 

information is stored (e.g., centrally, by 

business line or material entity, by 

business function, etc.) would provide 

the FDIC valuable information when 

seeking to understand a CIDI’s 

operations and business relationships. 

The FDIC invites comments on all 

aspects of the proposed critical services 

content element requirements. In 

particular, the FDIC asks the following 

questions on specific aspects of the 

proposal: 

(31) Are the proposed requirements 

with respect to mapping critical services 

clear? Are they appropriate to the 

FDIC’s goal of understanding the risks 

and mitigants to continuity of critical 

services in a BDI strategy, and in the 

course of disposition of franchise 

components? Is the concept of ‘‘critical 

services support’’ clear and useful? If 

not, how could it be improved? 

(32) Would it be helpful to provide 

more explicit expectations with respect 

to mitigants to the risk of discontinuity 

of critical services, such as resolutionfriendly contractual provisions, armslength terms for services provision, or 

the establishment of critical services 

and critical services support within the 

bank chain? 

Key personnel, located at proposed 

§ 360.10(d)(9). As mentioned above, 

rather than retaining the current rule’s 

approach of requiring information about 


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37 ‘‘Identify key personnel tasked with managing 

core business lines and deposit activities and the 

CIDI’s branch organization.’’ 12 CFR 360.10(c)(2)(ii). 

38Statement, p. 7–8. 

39 12 CFR 360.10(c)(2)(vi). 

40Statement, p. 5. 

key personnel in the discussion of 

organizational structure; legal entities; 

core business lines and branches,37 the 

proposed rule would create a new, 

separate subpart for this information. 

The proposed rule would also create 

‘‘key personnel’’ as a defined term: 

personnel tasked with an essential role 

in support of a core business line, 

franchise component, or critical service, 

or having a function, responsibility, or 

knowledge that may be important for 

the FDIC’s resolution of the CIDI. The 

proposed rule would note that key 

personnel can be employed by the CIDI, 

a CIDI subsidiary, the parent company, 

a parent company affiliate, or a third 

party entity. 

The FDIC invites comments on all 

aspects of the proposed key personnel 

definition and use requirements. In 

particular, the FDIC asks the following 

questions on a specific aspect of the 

proposal: 

(33) Is the definition of ‘‘key 

personnel’’ appropriate and clear? Does 

it clearly include the personnel most 

important to continuing operations in a 

BDI, in a way that is usefully limited 

and focused? 

The information that would be 

provided in response to this subpart, 

which would incorporate guidance 

previously provided by the FDIC,38 is 

important because, among other things, 

it is relevant to helping enable 

continuity of a BDI’s operations. The 

proposed rule would require a CIDI to 

describe its methodology for identifying 

key personnel to provide to the FDIC 

additional context and understanding of 

the CIDI’s approach to this content 

element. The proposed rule would also 

require information including 

identification of employee benefit 

programs provided to key personnel, as 

well as identifying any applicable 

collective bargaining agreements or 

similar arrangements. This information 

would assist the FDIC in planning for 

the retention of key employees by the 

BIDI, or assist with necessary 

receivership functions. 

Further, the proposed rule would 

require a CIDI to provide a 

recommended approach for retaining 

key personnel during its resolution. A 

framework for, for example, specifying 

retention bonuses and other incentives 

to help retain key personnel could help 

the FDIC facilitate a program that could 

help minimize disruptions when a CIDI 

is in resolution. 

Franchise components, located at 

proposed § 360.10(d)(10), would build 

upon the current rule 39 and would 

incorporate and codify certain elements 

of past guidance, with some 

modifications. Under the proposed rule, 

the term ‘‘franchise component’’ would 

be defined as a business segment, 

regional branch network, major asset or 

asset pool, or other key component of 

the IDI franchise that currently can be 

separated and marketed in a timely 

manner. By specifying that the CIDI 

should identify franchise components 

that ‘‘currently’’ can be separated, the 

proposed rule would emphasize that 

identified franchise components should 

be those that can be separated based 

upon the organizational structure and 

capabilities of the firm, and the 

regulatory requirements in effect, at the 

time of the resolution submission. 

This proposed subpart would provide 

information that the FDIC believes will 

be critical in developing strategic 

options and meaningful optionality for 

resolution of a group A CIDI. The FDIC 

has previously described franchise 

components as the ‘‘building blocks’’ of 

resolution options.40 Under the 

proposed rule, the identification of 

actionable, marketable franchise 

components is a required element of all 

resolution submissions. A franchise 

component must be identifiable and 

separable such that it can be marketed 

and sold in its current state in a timely 

manner. While this requirement applies 

to all CIDIs, the number of franchise 

components and the level of complexity 

of the approach to the sale and 

marketing of the franchise components 

would vary based on the size and 

complexity of the CIDI. The number of 

franchise components necessary to have 

an actionable plan and meaningful 

optionality in the resolution of a $50 

billion group B CIDI would likely be 

considerably less than the expectation 

for a $500 billion group A CIDI. 

For some CIDIs, particularly the 

largest and most complex CIDIs, the 

pool of possible acquirers is limited and 

the challenges associated with a sale of 

the IDI franchise to a single acquirer are 

the greatest. The multiple acquirer exit 

is more likely to be the most appropriate 

approach for such a CIDI. The multiple 

acquirer exit, a newly defined term in 

the proposed rule, would be a strategy 

for disposition of going concern 

elements of the group A CIDI where a 

single acquirer transaction is not 

available, thereby avoiding a potentially 

disruptive and value-destroying 

liquidation of the failed CIDI. The time 

required for a multiple acquirer exit or 

another exit option that requires 

significant restructuring may require 

restructuring and divestiture options 

that present greater obstacles than those 

presented in addressing separability of 

the franchise components. For group A 

CIDIs, restructuring and divestiture 

options should include those necessary 

to the identified strategy, as well as 

currently separable and marketable 

franchise components that provide 

additional optionality. For example, if 

the identified strategy includes a 

multiple acquirer exit from the BDI, the 

restructuring and divestiture options 

should include the parts of the CIDI to 

be divested as part of a regional breakup 

of the CIDI’s IDI franchise or sale of 

business segments, in addition to 

identifying currently separable and 

marketable franchise components that 

would provide additional optionality. 

The proposed rule would require a 

description of the extent to which 

franchise components are currently 

separable, which would be supported by 

a description of all significant 

impediments and obstacles to execution 

of a divestiture of a franchise 

component, including legal, regulatory, 

or cross-border challenges, as well as 

operational challenges. It would also 

require that a CIDI be able to 

demonstrate capabilities necessary to 

ensure that franchise components are 

separable and marketable in resolution. 

While the proposed rule would not set 

an express standard for separability of a 

franchise component, identification of 

franchise components that are readily 

and quickly separable promptly after 

failure and stabilization of the BDI will 

provide useful optionality and may 

facilitate a brief bridge period. 

While the goal is to provide 

optionality to the FDIC in marketing the 

failed CIDI, the number and nature of 

separable, marketable franchise 

components will vary based upon the 

size and complexity of the CIDI. The 

proposed rule would also require that 

resolution submissions provide 

information relating to, among other 

things, key assumptions underpinning 

each franchise component divestiture. 

The proposed rule would set forth 

basic informational elements required 

for each franchise component, including 

identification of responsible senior 

management and metrics depicting each 

franchise component’s size and 

significance. The metrics the FDIC 

would expect a CIDI to provide may 

include total revenue, net income, 

percentage market share and, if 

applicable and available, total assets 

and liabilities. 


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The proposed rule also would require 

a description of the CIDI’s capabilities 

and processes to initiate marketing of 

the franchise component, and to provide 

a description of necessary actions and a 

timeline for the divestiture, which 

would be supported by a description of 

the key underlying assumptions. The 

proposed rule would require the CIDI to 

identify the process it would use to 

identify prospective bidders for such 

franchise components. The FDIC makes 

every effort to market failed banks—and 

their assets and business segments—as 

widely as possible. A requirement that 

CIDIs provide analysis on identification 

of prospective bidders of franchise 

components would support that effort. 

In addition to describing the process for 

identification of prospective bidders, 

identification of prospective bidders 

would also be helpful. 

The proposed rule would incorporate 

and clarify the informational 

requirements with respect to 

capabilities to establish a virtual data 

room promptly in the run-up to or upon 

failure of the bank, which must include 

the data elements sufficient to permit a 

bidder to provide an initial bid on the 

IDI franchise or the CIDI’s franchise 

components. While the proposed rule is 

not prescriptive in length of time within 

which a data room must be able to be 

populated, the capabilities should 

support a very short time frame and not 

rely upon a stabilized BDI to extend the 

time necessary. The proposed rule 

would require a description of the 

length of time and any challenges or 

obstacles to providing complete and 

accurate information necessary to 

support a competitive bid, with an 

expectation that this time frame will be 

brief and measured in days. 

The proposed list of content elements 

is indicative and not comprehensive; 

the specific information and data that 

would be appropriate and sufficiently 

detailed to support prompt and 

competitive bids would vary among 

CIDIs. For instance, deposit data and 

information elements might include a 

complete, current deposit trial balance 

reconciled to the general ledger, a 

description of the largest depositor 

relationships, information regarding 

sweeps and brokered deposits and other 

data useful to inform a bid. Loan and 

lending operations information might 

include a loan tape or loan trial balance 

reconciled to the general ledger, loan 

portfolio file samplings, underwriting 

policies, information regarding real 

estate owned, and key lending 

relationships. Where the CIDI has nontraditional business lines, the 

information provided should be 

appropriate to the sale of those elements 

as franchise components or as part of 

the IDI franchise. The data and 

information as a whole should support 

a sale of the IDI franchise as a whole, 

while providing optionality for the sale 

of separable franchise components. 

Finally, to effectuate a timely sale of 

a failed IDI, the FDIC must have access 

and control of data in a virtual data 

room. Historically, the FDIC has 

established a virtual data room 

controlled by the FDIC and migrated the 

information into that virtual data room. 

The proposal seeks information as to 

how the CIDI could support that 

process, either through providing 

sufficient access and controls to the 

CIDI’s virtual data room to the FDIC as 

receiver for the failed IDI, or by 

establishing a process to timely and 

securely migrate all data to an FDICcontrolled virtual data room. 

Because many of the CIDIs have a 

broker-dealer subsidiary or parent 

company affiliate, the proposed rule 

would also contain a provision 

specifically addressing content related 

to a broker-dealer. That is not intended 

to exclude or limit information related 

to other non-banking activities such as 

insurance or asset management. 

The FDIC invites comments on all 

aspects of the proposed franchise 

components requirements. In particular, 

the FDIC asks the following questions on 

specific aspects of the proposal: 

(34) Are the proposed definitions and 

required informational content clear 

and appropriate to the identification of 

franchise components? Is the 

information and analysis proposed to be 

required useful to support the FDIC’s 

understanding of the challenges to 

separation of franchise components, 

useful mitigants to those challenges, 

and the timeline for execution of a 

multiple acquirer exit? 

(35) Is the proposed language clear 

with respect to the expectation for 

franchise components that can be timely 

divested, both for the purpose of 

identifying franchise components that 

are ‘‘currently’’ and ‘‘quickly’’ separable 

and for separation of franchise 

components where more restructuring or 

other actions would be necessary to 

implement an identified strategy, such 

as in a multiple acquirer exit? Would 

establishing prescribed time 

requirements, such as 60 or 90 days for 

divestiture of most franchise 

components, be appropriate or useful? If 

so, what time range would be 

appropriate for the most currently 

actionable franchise components, and 

what time range would be appropriate 

for execution of a more complex exit 

strategy, such as a multiple acquirer 

exit? 

(36) Are the proposed definitions and 

required informational content clear 

and appropriate with respect to the 

multiple acquirer exit strategy? Is there 

additional or different information that 

would be useful to the FDIC in 

undertaking such a strategy, or to 

support strategic alternatives that may 

involve such a separation and 

disposition of franchise components to 

multiple acquirers in an existing BDI? 

The FDIC is interested in all aspects 

of the proposed rule regarding the 

establishment of a virtual data room, 

including the timing, content, processes 

for integration with the FDIC’s 

marketing efforts and capabilities 

described. In particular: 

(37) Are the information and data 

elements required for the establishment 

of a virtual data room clear and 

appropriate for the timely sale of the IDI 

franchise or CIDI’s franchise 

components? Are there additional 

useful elements that a bidder would 

need to timely submit a competitive bid 

for the IDI franchise or the CIDI’s 

franchise components? 

(38) Would a more prescriptive and 

detailed list of items to set a minimum 

standard of informational elements 

necessary for a virtual data room be 

useful to filers in preparing their 

resolution submissions, or helpful to 

assure readiness to facilitate timely sale 

of the IDI franchise or the CIDI’s 

franchise components in the event of its 

material distress and failure? 

(39) Would it be helpful or 

appropriate to establish a specific or 

prescriptive time frame for 

establishment and population of a 

virtual data room, and, if so, what 

would be the appropriate length of time 

to complete that process? 

Asset portfolios, located at proposed 

§ 360.10(d)(11). The proposed rule 

would require CIDIs to include 

information about material asset 

portfolios, a new defined term discussed 

above in section III.A.3.c, including how 

the assets within the portfolio are 

valued and recorded in the CIDI’s 

records. The proposed rule would also 

require a CIDI to identify and discuss 

impediments to the sale of each material 

asset portfolio and to provide a timeline 

for each portfolio’s disposition. This 

information will support resolution 

planning and development for options 

in marketing the CIDI, including 

identification of assets portfolios that 

can be sold separately from the 

franchise components with going 

concern value. Recent experience has 

demonstrated the importance of clear 

and timely identification of foreign 

assets, which is specifically requested in 

the proposed rule. 


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41 12 CFR 360.10(c)(2)(vii). 

42 12 CFR 360.10(c)(2)(viii). 43 12 U.S.C. 1823(c)(4). 

Valuation to facilitate FDIC’s 

assessment of least-costly resolution 

method, located at proposed 

§ 360.10(d)(12), applicable only to group 

A CIDIs. The current rule requires CIDIs 

to describe how their chosen resolution 

strategies ‘‘can be demonstrated to be 

the least costly to the Deposit Insurance 

Fund.’’ 41 Additionally, the current rule 

provides that the CIDI must provide a 

detailed description of its asset 

valuation process, and ‘‘the impact of 

any sales, divestitures, restructurings, 

recapitalizations, or other similar 

actions’’ on the CIDI and its core 

business lines.42

For all resolution plans submitted in 

2022 or to be submitted in 2023, the 

FDIC has exempted the CIDIs from 

addressing how the strategies described 

in the resolution plan could be 

demonstrated to be the least costly to 

the DIF of all possible methods for 

resolving the CIDI. The FDIC granted 

these exemptions after having 

concluded that the current rule’s 

requirement resulted in submissions 

that provided limited utility to the FDIC 

relative to the burden of producing the 

relevant information and analysis. 

However, the FDIC is required under the 

FDI Act to determine in all cases 

whether the proposed resolution 

strategy is least costly to the DIF as 

compared to other available strategic 

options, including liquidation. While 

the FDIC has experience in this analysis, 

the determination of costs for a BDI 

strategy, absent a bid price to establish 

value, is an element that varies by an 

IDI’s businesses and by the failure 

scenario. Thus, rather than requiring 

CIDIs to demonstrate, on an ex ante 

basis, that the least-cost test can be met 

under a hypothetical scenario for an 

identified strategy, the FDIC proposes to 

require each group A CIDI to provide 

analysis that can serve as building 

blocks for conducting valuations that 

will result in a usable valuation 

roadmap that the FDIC may apply in an 

actual failure scenario. 

Under the proposed rule, group A 

CIDIs would be required to demonstrate 

the capabilities necessary to produce 

valuations that the FDIC can use to 

conduct the statutorily required leastcost analysis on its own at the time of 

an actual failure. To demonstrate 

valuation capabilities, a group A CIDI 

would be required to describe its 

valuation process in its resolution plan 

and include a valuation analysis that 

includes a range of quantitative 

estimates of value as an appendix to its 

resolution plan. While both of these 

components would be required under 

the proposed rule, the FDIC would not 

make a credibility determination as to 

the identified strategy based on the 

valuation information provided in 

response to this requirement. There 

would be no requirement to compare 

that valuation estimate to liquidation or 

other possible resolution strategies. 

The proposed valuation analysis 

included in the resolution plan would 

require that a group A CIDI provide a 

narrative description of how it values its 

franchise components, and the IDI as a 

whole, including its approach to 

gathering information needed to support 

its analysis and its ability to produce 

updated and timely valuation 

information. An appendix to the 

resolution plan would also be required 

to include a valuation analysis, 

including a range of quantitative 

estimates of value, based upon its 

assumed failure scenario and identified 

strategy. Where a multiple acquirer exit 

is chosen as the preferred BDI exit, the 

analysis would be required to provide 

valuation estimates based on the net 

present value of proceeds that may be 

received under an enterprise valuation 

based on the disposition of the group A 

IDI franchise and a sum-of-the-parts 

analysis that values each IDI franchise 

component separately. In preparing 

estimates of value, the group A CIDI 

would need to consider appropriate 

valuation approaches and assess 

whether the valuation should reflect the 

results of one valuation method or a 

combination of methods, and provide 

support for the methods chosen and 

why other valuation methods were 

deemed inappropriate. In determining 

whether one or more valuation 

approach is appropriate, the CIDI 

should consider the nature of the 

business lines of the CIDI as a whole as 

well as of the particular franchise 

components that are part of the 

identified strategy. The valuation 

approaches should be appropriate to the 

complexity and size of the CIDI, and the 

identified strategy. As appropriate, the 

group A CIDI would be required to 

discuss the relevance and weight given 

to the different valuation approaches 

and methods used. 

Under the proposed rule, the 

valuation analysis also would need to 

include a qualitative and quantitative 

analysis of the destruction of franchise 

value that may result from not 

transferring any uninsured deposits to a 

BDI, including a narrative describing 

any options to mitigate franchise value 

destruction at different levels of loss to 

uninsured depositors. To the extent 

necessary to provide a meaningful 

quantitative analysis, the group A CIDI 

would be instructed to make such 

adjustments to the failure scenario used 

in the identified strategy to demonstrate 

the impact on value where losses invade 

the depositor class in the loss waterfall. 

The group A CIDI would need to 

provide a discussion of the assumptions 

that underlie the analysis, including a 

brief narrative explanation of factors 

such as assumptions with respect to 

depositor behavior. Useful analysis may 

also consider potential depositor loss 

levels of 5 percent, 10 percent, and 15 

percent. One option that would be 

permissible under the proposed rule as 

a possible mitigant to reduce the impact 

of losses to uninsured depositors is the 

payment of an advance dividend to 

uninsured depositors, in an amount 

reasonably expected to be fully repaid to 

the FDIC from the disposition of assets 

during the resolution process. 

Section 13(c)(4) of the FDI Act 

requires any resolution action to be the 

least-costly to the DIF of all possible 

resolution options (including payout 

and liquidation) and directs the FDIC to 

conduct the least-cost analysis.43 The 

proposed rule would ensure that the 

burden of performing the least-cost 

analysis remains with the FDIC. 

Nevertheless, understanding how a 

group A CIDI values its assets and 

business lines provides valuable insight 

the FDIC can use to conduct an accurate 

least-cost analysis. A requirement for a 

group A CIDI to describe its valuation 

process and provide an actual valuation 

analysis using the assumed scenario 

would provide the FDIC with a better 

understanding of the assumptions and 

methodologies that can be applied in an 

actual resolution. 

The FDIC invites comments on all 

aspects of the proposed valuation 

requirements. In particular, the FDIC 

asks the following questions on specific 

aspects of the proposal: 

(40) Do commenters believe that the 

information proposed to be required will 

be useful to the FDIC in determining 

cost to the DIF of a bridge strategy for 

comparison to other available options in 

the event of a failure? If not, please 

describe in detail what the commenter 

believes would be the more useful 

information and analysis to support the 

determination of value in the BDI under 

a range of scenarios. 

(41) Do the insured depository 

institutions that would be group A CIDIs 

currently have processes to develop the 

information and analysis that would be 

required under this provision of the 

proposal? If not, what additional 

information or analysis or capabilities 

would such insured depository 


ddrumheller on DSK120RN23PROD with PROPOSALS2
64596 Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 

44See 82 FR 35599 (July 31, 2017). 

45 12 CFR 360.10(c)(2)(xii). 

46See generally 12 CFR part 371. 47 12 CFR 360.10(c)(2)(xiii). 

institutions be required to obtain or 

develop in order to satisfy the proposed 

requirements concerning valuation to 

facilitate the FDIC’s assessment of leastcostly resolution method? 

Off-balance-sheet exposures, located 

at proposed § 360.10(d)(13). The 

proposed rule would retain the current 

rule’s requirement, located at 12 CFR 

360.10(c)(2)(x), that a CIDI describe any 

of its material off-balance sheet 

exposures, including unfunded 

commitments, guarantees, and 

contractual obligations; it would specify 

that a CIDI describe the amount and 

nature of unfunded commitments. In 

addition to a non-substantive wording 

change, the proposed rule would add to 

the current rule’s mapping requirement 

that CIDIs map material off-balancesheet exposures to franchise 

components as well as core business 

lines and material asset portfolios. This 

information would support the FDIC’s 

understanding of the franchise 

components identified in the resolution 

submission. 

Qualified financial contracts, located 

at proposed § 360.10(d)(14). Since the 

adoption of the current rule, the FDIC 

has continued to develop its capabilities 

and understandings with respect to 

derivatives contracts and, more 

generally, qualified financial contracts, 

including through information received 

following the 2017 revisions to the QFC 

recordkeeping rule, 12 CFR part 371.44

In lieu of the current rule’s Trading, 

derivatives and hedges subpart,45 the 

proposed rule would seek information 

about qualified financial contracts 

(QFCs), which would support and 

enhance the information provided 

under the FDIC’s QFC recordkeeping 

rule,46 which was adopted after the 

current rule went into effect. The FDIC 

is seeking to change the name of this 

subpart and to require information 

about QFCs to better align with the FDI 

Act, which has provisions specific to 

the treatment of QFCs, and in 

recognition that the definition of QFCs 

is somewhat broader than the more 

limited ‘‘derivatives transactions’’ term 

that is used in the current rule. 

In particular, the focus of this element 

of the proposed rule would be on the 

relationship of QFCs to the CIDI’s core 

business lines and franchise 

components, and how these transactions 

are integrated with other services 

provided to customers. The proposed 

rule would require CIDIs to provide 

information about their booking models 

for risk, and how QFCs are used to 

manage hedging or liquidity needs. This 

information would help the FDIC to 

make decisions with respect to 

transferring QFCs to a BDI, and to better 

understand the impact of any decision 

not to transfer certain QFCs. The FDIC 

has, in the past, exempted this content 

element for certain CIDIs, with the view 

that for certain firms, understanding the 

CIDI’s use of QFCs is not a significant 

element in resolution planning. 

However, the importance of QFC 

activities to a line of business is not 

determined solely on the basis of 

notional values and varies with the 

business of the firm. Accordingly, the 

proposed rule would require this 

information for all CIDI resolution 

submissions, with the expectation that 

where the activity is limited the burden 

of providing the information will 

consequently be limited as well. 

Unconsolidated balance sheet; entity 

financial statements, located at 

proposed § 360.10(d)(15). The proposed 

rule would retain the current rule’s 

requirement to provide an 

unconsolidated balance sheet and 

consolidating schedules for all material 

entities that are subject to consolidation 

with the group A CIDI,47 and would add 

that amounts attributed to entities that 

are not material entities can be 

aggregated on the consolidating 

schedule. 

The proposed rule would maintain 

the requirement that a CIDI provide 

financial statements for each material 

entity, and add this requirement with 

regard to regulated subsidiaries. The 

proposed rule would also maintain that 

audited financial statements should be 

provided where they are available. The 

FDIC has found that this information is 

helpful in developing options for sale of 

franchise components and 

understanding the financial structure of 

the organization, and that this 

information is complementary to the 

unconsolidated balance sheet and 

consolidating schedules. 

Payment, clearing, and settlement 

systems, located at proposed 

§ 360.10(d)(16). The continuity of 

payment, clearing, and settlement 

systems is important to stabilizing and 

continuing operations of a failed CIDI in 

a BDI, and identification and mapping 

of these systems would assist the FDIC 

in identifying whether the entity 

accessing these systems is part of the 

CIDI or one of its subsidiaries and thus 

would be under the control of the BDI, 

and where there may be a potential for 

interruption of access or services and a 

resolution of the CIDI. 

Accordingly, the proposed rule would 

build on the current rule’s requirement, 

located at 12 CFR 360.10(c)(2)(xiv), that 

a CIDI identify each payment, clearing, 

and settlement system of which the CIDI 

is a member or that it indirectly accesses 

by limiting such identification to each 

system (including financial market 

utilities) that is a critical service or a 

critical service support. The proposed 

rule would also require CIDIs to map 

payment, clearing, and settlement 

system memberships and access 

(including through correspondent and 

agent banks or intermediaries) to legal 

entities, core business lines, and 

franchise components. CIDIs would also 

be required to describe the services 

provided by these systems, including 

the value and volume of activities on a 

per-provider basis. 

The proposed rule would also require 

CIDIs to describe payment, clearing, and 

settlement services they provide as an 

intermediary, agent, or correspondent 

bank that are material in terms of 

revenue to or value of any franchise 

component or core business line. The 

information that the proposed rule 

would require would help the FDIC be 

aware of these important relationships 

in resolution and to better understand 

any impact of interruption of those 

systems or services. 

Capital structure; funding sources, 

located at proposed § 360.10(d)(17). 

Even though information regarding the 

capital resources available to a CIDI 

prior to failure is available through 

supervisory procedures, such resources 

are likely to be different once the CIDI 

is placed into receivership. It is 

generally the case that as a result of 

receivership appointment, capital is 

significantly depleted. This is likely the 

case whether the failure is the result of 

capital or liquidity issues in light of the 

temporal constraints of historical cost 

accounting. Therefore, the proposed 

rule would require identification of 

resources that would be available in 

resolution, including unsecured, nondeposit liabilities of the CIDI at the time 

of failure. These liabilities are 

subordinate to deposits and are unlikely 

to be transferred to a BDI. By causing 

these liabilities to remain in the 

receivership as claims against the estate, 

the BDI’s capital resources would be 

significantly enhanced, which would 

assist in stabilizing the BDI and 

increasing optionality for BDI exit. The 

FDIC believes that such transactions 

would be more effective in preserving 

the franchise value of the failed CIDI. As 

a result, a CIDI with a material amount 

of the unsecured, non-deposit liabilities 

would be more likely to be able to 

devise a credible strategy involving an 


ddrumheller on DSK120RN23PROD with PROPOSALS2
Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 64597 

48The Statement provided that ‘‘the FDIC expects 

a resolution plan to describe the CIDI’s current 

processes for determining the drivers of liquidity 

needs.’’ Statement, p. 8. 49 12 CFR 360.10(c)(2)(xvii). 50Statement, p. 8. 

all-deposit transaction, potentially both 

to establish a viable BDI and ultimately 

in a sale to a third-party acquirer. 

Accordingly, the proposed rule would 

require all CIDIs to provide more detail 

than is required by the current rule 

under 12 CFR 360.10(c)(2)(xv). 

Information regarding the composition 

of the liabilities of the CIDI and its 

material entities, including whether the 

liabilities are publicly issued, and 

information about maturity and call 

rights and, where applicable, indenture 

trustees would be required. 

The proposed rule would also build 

upon the current rule and prior 

guidance regarding required information 

about funding. Specifically, the 

proposed rule would require that a 

resolution submission describe the 

current processes used to identify the 

liquidity and capital needs and 

resources available to each CIDI 

subsidiary that is a material entity,48

and to describe the CIDI’s capabilities to 

project and report its near-term funding 

and liquidity needs. It would also 

require a CIDI to describe material 

funding relationships and inter-affiliate 

exposures between the CIDI and its 

subsidiaries that are material entities. 

This information would support the 

FDIC’s understanding of the impact of 

liquidity on divestiture of franchise 

components, and would inform 

considerations related to stabilizing the 

BDI and continuity of operations. 

The FDIC invites comments on all 

aspects of the proposed capital 

structure; funding sources requirements. 

In particular, the FDIC asks the 

following question on a specific aspect 

of the proposal: 

(42) The proposed rule would require 

information about liquidity and capital 

needs and resources available to each 

CIDI subsidiary that is a material entity. 

Should the final rule require this type of 

information about all entities— 

regardless of whether they are material 

entities—that have a regulatory capital 

and/or liquidity requirement? 

Parent and parent company affiliate 

funding, transactions, accounts, 

exposures, and concentrations, located 

at proposed § 360.10(d)(18). The 

proposed rule generally would retain 

the content requirement of the current 

rule, whose corresponding subpart is 

located at 12 CFR 360.10(c)(2)(xvi). The 

proposed rule would make minor 

technical changes designed to improve 

and clarify wording and formatting of 

this subpart and its title, as well as 

delete the reference to ‘‘asset accounts,’’ 

which has not proved to be useful 

information in prior resolution plan 

submissions. 

Effects on U.S. economic conditions, 

located at proposed § 360.10(d)(19). The 

proposed rule would revise the 

Systemically Important Functions 49

informational element required in the 

current rule. Though the Statement 

indicated that all CIDIs with $100 

billion or more in assets would be 

exempted from discussing this 

information in future resolution plan 

submissions, the FDIC has concluded 

that such a requirement may provide 

information that would contribute to the 

FDIC’s resolution planning efforts. 

Under the proposed rule, CIDIs would 

be required to identify their activities or 

business lines that are material (a) to a 

particular geographic area or regions of 

the United States, (b) to a particular 

business sector or product line, or (c) to 

other financial institutions. The FDIC 

always seeks to minimize disruptions to 

customers when it resolves a failed IDI. 

Better understanding how the 

interruption of certain services could 

negatively affect certain geographic 

regions, industries or other financial 

institutions should help the FDIC better 

prepare to avoid disruptions that could 

have a severe impact on those regions, 

industries, and institutions. For 

example, a CIDI may note that it 

provides a number of transaction 

account functions like payroll accounts 

to a large number of customers, serves 

as a significant lender to a particular 

industry, or provides PCS services to a 

number of financial institutions. The 

more information the FDIC has in 

advance about these important 

functions, the better the FDIC can 

prepare to resolve the CIDI in a way that 

minimizes disruption. Although the 

systemic risk exception to the least-cost 

test was approved in connection with 

the recent resolutions of SVB and 

Signature Bank, the FDIC continues to 

expect to resolve banks under the FDIC 

without the expectation of that 

extraordinary action. First Republic was 

resolved without invoking the exception 

to the least-cost test requirement. 

Although particular facts and 

circumstances, such as macro-economic 

conditions, risk of contagion, and other 

factors may support a systemic risk 

exception for a particular institution or 

in particular circumstances, those 

circumstances are not the subject of this 

requirement. Rather, this content 

element seeks to understand 

information specific to the services that 

the CIDI provides, and whether those 

services are significant to a particular 

geographic area, business sector or 

product line, or other financial 

institutions. 

While this information should be 

provided by all CIDIs, the level of 

information provided would be 

expected to vary based on the size and 

complexity of the CIDI. For the smaller 

group B CIDIs, this information may be 

fairly limited, perhaps only a particular 

market or sector where the CIDI has a 

significant presence. Conversely, for the 

largest group A CIDIs, systemic impact 

is a significant focus of DFA resolution 

plans. As discussed below with respect 

to the credibility assessment of an 

identified strategy, where the DFA 

resolution plan of the CIDI’s parent 

company contains relevant analysis and 

information with respect to the risk of 

potential adverse effects on U.S. 

financial stability arising from the 

failure of a subsidiary group A CIDI, the 

inclusion of that information by crossreference is permitted under proposed 

paragraph (c)(6). 

Non-deposit claims, located at 

proposed § 360.10(d)(20). The proposed 

rule would codify and build upon past 

guidance 50 regarding non-deposit 

liabilities to support the FDIC’s effective 

and efficient management of nondeposit claims in resolution, including 

identifying claims and notifying 

claimants. Related to the requirement in 

proposed § 360.10(d)(17) (Capital 

structure; funding sources) to describe 

material components of the CIDI’s and 

material entities’ short-term and longterm liabilities, including unsecured 

debt, the proposed rule would also 

require a CIDI to identify and describe 

its capabilities to identify the nondepositor unsecured creditors of the 

CIDI and its subsidiaries that are 

material entities. The proposed rule 

would also require a description of how 

the CIDI would identify all nondepositor unsecured liabilities, 

including contingent liabilities like 

guarantees and letters of credit, as well 

as the location of the CIDI’s related 

records and its recordkeeping practices. 

Cross-border elements, located at 

proposed § 360.10(d)(21). The proposed 

rule would maintain and build on the 

information required in the current rule, 

but proposes organizational 

improvements and to require certain 

information that would provide 

additional context about the required 

content. 

In general, in the proposed rule, crossborder elements are addressed in 

connection with the relevant content 

areas in various subparts. Specifically, 


ddrumheller on DSK120RN23PROD with PROPOSALS2
64598 Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 

51 12 CFR 360.10(c)(2)(xix). 52Statement, p. 5. 

cross-border elements are addressed in 

the discussion of Organizational 

structure; legal entities; core business 

lines and branches; foreign deposits are 

referenced in connection with Overall 

deposit activities; and critical services 

located outside the United States are 

referenced in Critical services, among 

other references. Proposed 

§ 360.10(d)(21) would be retained to 

provide context to that other 

information by requiring that a 

resolution submission describe 

components of cross-border activities of 

the parent company or parent company 

affiliates that contribute to value, 

revenues, or operations of the CIDI. 

Where the CIDI has a significant interest 

(e.g., a controlling interest or a 

significant economic interest) in a 

foreign joint venture that contributes 

value to revenue or operations of the 

CIDI, that should be included. Entities 

with no meaningful function or 

contribution to the CIDI’s operations, 

such as single purpose real estate 

holding companies, should be excluded. 

The proposed rule would also require 

that a resolution submission identify 

regulatory or other impediments to 

divestiture, transfer, or continuation of 

foreign branches, subsidiaries or offices 

while the CIDI is in resolution, 

including regarding retention or 

termination of personnel, or 

impediments or necessary actions to 

transfer the CIDI’s interest in the entity, 

such as approvals or restrictions on 

transfer of a license or other 

authorization. 

The FDIC invites comments on all 

aspects of the proposed revised crossborder elements requirements. In 

particular, the FDIC asks the following 

question on a specific aspect of the 

proposal: 

(43) Does it capture the information 

that would be most useful to the FDIC 

in its resolution planning? If there is 

different or additional information that 

would be useful, please describe it and 

explain how it would be helpful in 

resolution readiness. 

Management information systems; 

software licenses; intellectual property, 

located at proposed § 360.10(d)(22). The 

proposed rule would retain the current 

rule’s requirement, located at 12 CFR 

360.10(c)(2)(xix), to identify and 

describe each key management 

information system and application, and 

would add the requirement that a CIDI 

identify both any core business line that 

uses it, and the personnel needed to 

operate it. Each group A CIDI would 

also be required to identify each 

system’s and application’s use and 

function, which core business lines use 

it, and its physical location, if any. The 

proposed rule would also require a 

resolution submission to specifically 

identify key systems or applications the 

CIDI or its subsidiary does not own or 

license directly from the provider, and 

to discuss how access to the system or 

application can be maintained when the 

CIDI is in resolution. These changes 

would enhance the content required 

with respect to management information 

systems, software licenses, and 

intellectual property, with a focus on 

how to assure that these systems can be 

maintained in a BDI or receivership if 

necessary. Finally, the proposed rule 

would require describing the 

capabilities of the CIDI’s processes and 

systems to collect, maintain, and 

produce the information and other data 

underlying the resolution submission. A 

CIDI would be required to identify all 

relevant systems and applications, and 

to describe how the information is 

managed and maintained. For example, 

the resolution submission must describe 

if the information is centralized or 

organized by region or business line, 

whether it is automated or manual, and 

whether the applicable system or 

application is integrated with other of 

the CIDI’s systems or applications. 

The proposed rule would delete the 

current rule’s requirement to identify 

and discuss any disaster recovery or 

other backup plans; 51 this information 

is addressed through supervisory 

processes. 

Digital services and electronic 

platforms, located at § 360.10 (d)(23), 

would be a new content element. The 

role of digital services and electronic 

platforms and related services provided 

to retail and commercial customers has 

increased dramatically since the current 

rule was adopted. A better 

understanding of the value of these 

services, their impact on customer 

relationships, and the potential 

challenges to continuing those services 

in resolution will be helpful to the FDIC 

in its resolution planning. 

The FDIC invites comments on all 

aspects of the proposed digital services 

and electronic platforms requirements. 

In particular, the FDIC asks the 

following question on a specific aspect 

of the proposal: 

(44) Does it capture the information 

that would be most useful to the FDIC 

in its resolution planning? If there is 

different or additional information that 

would be useful, please describe it and 

explain how it would be helpful in 

resolution readiness. 

Communications playbook, located at 

proposed § 360.10(d)(24), would codify 

and build upon previous guidance. As 

explained in the Statement,52 the FDIC 

has found that, during a resolution, the 

timely provision of accurate information 

can reduce adverse market reaction and 

address employee and other stakeholder 

concerns about a CIDI’s failure and 

resolution that could impede an orderly 

resolution. Therefore, it is important 

that the FDIC understand a CIDI’s 

communications capabilities, and that a 

CIDI have a communications strategy 

that the FDIC could employ as part of 

the FDIC’s communications plan to help 

mitigate obstacles to the orderly 

resolution of a CIDI. Accordingly, the 

proposed rule would require a 

resolution plan to include a 

communications playbook describing 

the CIDI’s current communications 

capabilities and how those capabilities 

could be used from the point of the 

CIDI’s failure through its resolution. 

The FDIC invites comment on all 

aspect of the proposed communications 

playbook requirements. In particular, 

the FDIC asks the following questions on 

specific aspects of the proposal: 

(45) Is the request clear and would the 

information be appropriate to the 

FDIC’s goal of establishing a 

comprehensive communications plan 

for important stakeholders over closing 

weekend and throughout the resolution? 

(46) Is there additional or different 

content that is specific to the 

communication challenges in resolution 

that CIDIs have or may develop that 

would be helpful and important to 

include in resolution submissions? 

Corporate governance, located at 

proposed § 360.10(d)(25). Other than 

technical edits, this subpart of the 

proposed rule would largely be identical 

to the corresponding subpart of the 

current rule, located at 12 CFR 

360.10(c)(2)(xx). However, the proposed 

rule would eliminate the current rule’s 

requirement to identify and list the 

position of the senior management 

official of the CIDI who is primarily 

responsible and accountable for the 

implementation of the resolution 

submission. In practice, the benefits to 

the FDIC from this information were 

minimal and did not warrant the burden 

on CIDIs of preparing and providing this 

information. 

CIDI’s assessment of the resolution 

submission, located at proposed 

§ 360.10(d)(26). The proposed rule 

would retain the current rule’s 

requirement, located at 

§ 360.10(c)(2)(xxi), that a CIDI provide a 

description of any contingency planning 

or similar exercise it had conducted 

since its most recently filed resolution 

submission that assesses the viability of 


ddrumheller on DSK120RN23PROD with PROPOSALS2
Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 64599 

53See generally Resolution Plans Required for 

Insured Depository Institutions with $50 Billion or 

More in Total Assets, 77 FR 3075 (Jan. 23, 2012). 

or improves the resolution submission. 

While neither the current nor the 

proposed rule would require any such 

assessment or contingency planning or 

similar exercise, such assessments are 

useful practice and the FDIC benefits 

from a description of the nature, extent, 

and results of any such activities. 

The Statement exempted all CIDIs 

from including information required by 

this subpart, but in reflecting on 

resolution plan submissions received, 

the FDIC has found that information 

regarding exercises, such as simulations, 

tabletops, or other tools for selfassessment of resolution plans, 

processes, and capabilities is helpful to 

the FDIC. The assessment would be 

limited to requiring CIDIs to describe 

contingency planning or exercises they 

have done or plan to do; it would not 

require CIDIs to conduct these types of 

activities, so the associated burden 

would be limited. 

Any other material factor, located at 

proposed § 360.10(d)(27). The proposed 

rule would make a non-substantive 

wording change for clarity and 

readability. Otherwise, this requirement 

is the same as the corresponding subpart 

in the current rule, which is located at 

12 CFR 360.10(c)(2)(xxii). 

In addition to the changes already 

noted, the proposed rule would delete 

the following subparts in the current 

rule: 

Strategy for the Sale or Disposition of 

Deposit Franchise, Business Lines and 

Assets, located at 12 CFR 

360.10(c)(2)(vi). As noted above, this 

content element is superseded by the 

proposed franchise components subpart 

at proposed § 360.10(d)(10). 

Least Costly Resolution Method, 

located at 12 CFR 360.10(c)(2)(vii). As 

discussed above, the proposed rule 

would replace this subpart with 

proposed § 360.10(d)(11). 

Asset Valuation and Sales, located at 

12 CFR 360.10(c)(2)(viii). The proposed 

rule would delete the entire subpart, 

codifying the exemption provided to all 

CIDIs as described in the Statement. The 

most useful concepts related to 

valuation have been included in the 

discussion of valuation to support the 

least-cost test analysis, as discussed 

above. Also as discussed above, the rule 

as proposed would not require analysis 

under baseline and adverse scenarios. 

Accordingly, this section is omitted as 

being duplicative in part, and in part 

because the burden on CIDIs exceeds 

the benefit of the information to the 

FDIC’s resolution planning. 

Major Counterparties, located at 12 

CFR 360.10(c)(2)(ix). The proposed rule 

would delete this subpart, codifying the 

exemption provided to all CIDIs as 

described in the Statement. The FDIC 

believes that the burden of this subpart’s 

requirements generally outweighs their 

utility for the FDIC planning for the 

resolution of CIDIs. In some cases, 

relevant information is provided in 

connection with other content areas, 

such as payment clearing and settlement 

systems; in other cases it can be 

obtained through supervisory or other 

information channels. 

Collateral Pledged, located at 12 CFR 

360.10(c)(2)(xi). The proposed rule 

would delete this subpart, codifying for 

all CIDIs the exemption provided to 

many CIDIs as described in the 

Statement. The FDIC believes that the 

burden of this subpart’s requirements 

generally outweighs their utility for the 

FDIC planning for the resolution of 

CIDIs because it can be obtained 

through supervisory or other 

information channels. 

The FDIC invites comment on all 

aspects of the proposed submission 

requirements. In particular, the FDIC 

asks the following questions on specific 

aspects of the proposal: 

(47) Are the proposed submission 

requirements clear and appropriate to 

the goals of the proposed rule? Do they 

seek information that CIDIs can provide 

or, with reasonable effort, could develop 

the capabilities to provide? 

(48) Would additional or different 

requirements in any of these or other 

topical areas better facilitate the FDIC’s 

efforts to plan for and execute an 

orderly resolution of a failed CIDI? 

(49) Should the FDIC retain any of the 

requirements proposed to be eliminated, 

potentially with modifications? 

As noted above in section II, the 

current rule was adopted in 2011 

through an interim final rule and 

finalized the following year.53 At that 

time, all IDIs with total assets of $50 

billion or more were subject to the 

submission of a resolution plan under 

the current rule. This scope of the rule 

has not changed to the present day, 

although no resolution plan submission 

has been made by a CIDI with total 

assets of at least $50 and less than $100 

billion since 2018, and a moratorium on 

filings by those firms remains in effect. 

The FDIC has considered whether to 

require resolution plans from group B 

CIDIs, whether they should be 

permanently exempted from any 

resolution submission requirement, or 

whether a reduced filing requirement is 

appropriate for these CIDIs. For the 

reasons discussed below, the FDIC 

would not require group B CIDIs to 

submit a resolution plan under the 

proposed rule, but would have a 

requirement for an informational filing 

by the group B CIDIs. 

The size of an institution significantly 

impacts the FDIC’s options for 

resolution. A significant constraint on 

the FDIC’s ability to resolve large 

institutions is the limited set of 

institutions that could acquire an entire 

large institution. In the FDIC’s 

experience, generally an institution of 

significantly greater size is the most 

likely potential acquirer of a failed IDI. 

In light of the fact that the group B CIDIs 

are smaller than the group A CIDIs, 

there are more potential acquirers. The 

FDIC is obligated by statute to find the 

least-costly resolution, which may well 

be a whole-bank sale immediately at 

failure. However, despite group B CIDIs’ 

smaller size, that option may not be 

available. Where there is no acquirer for 

a transaction that meets the least-cost 

requirement, the establishment of a BDI 

may be necessary, either to facilitate a 

whole-bank sale or a range of other exit 

options. 

A group B CIDI is a very large 

institution, and resolving such an 

institution will pose significant 

challenges. In order to be able to 

complete a sale at closing, the FDIC 

would need much of the same 

information regarding the group B CIDI 

and its operations as the FDIC is seeking 

regarding group A CIDIs. However, the 

FDIC wishes to better balance the 

burden on group B CIDIs and proposes 

exempting informational filings from 

including the following informational 

elements: Identified strategy (proposed 

§ 360.10(d)(1)), Failure scenario 

(proposed § 360.10(d)(2)), Executive 

summary (proposed § 360.10(d)(3)), and 

Valuation to facilitate FDIC’s assessment 

of least-costly resolution method 

(proposed § 360.10(d)(12)). The FDIC 

believes exempting these informational 

elements from group B CIDIs’ 

informational filings strikes the right 

balance between providing the FDIC 

with information needed to facilitate 

resolution planning efforts and 

calibrating the compliance burden. 

Furthermore, the engagement provision 

of the proposed rule would provide the 

FDIC with an avenue to establish 

ongoing dialogue with institutions 

regarding the informational filing’s 

content, including how the information 

may be considered when vetting 

potential resolution strategies. 

The FDIC invites comments on all 

aspects of the proposed informational 

filing requirements for group B CIDIs. In 

particular, the FDIC asks the following 

questions on specific aspects of the 

proposal: 


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(50) Do commenters believe there are 

any proposed information requirements 

for group B CIDIs that should not be 

included in the proposed requirements 

for informational filings? If so, please 

explain which proposed information 

requirements should not be included for 

group B CIDIs and why the information 

requirements should not be included for 

group B CIDIs. 

(51) Do commenters believe that any 

information requirements that are not 

proposed for group B CIDIs should be 

included in the proposed information 

requirements? If so, please explain what 

those information requirements are and 

why the information requirements 

should be included for group B CIDIs. 

(52) Do commenters believe that the 

informational requirements relevant to 

group B CIDIs constitute information 

that those CIDIs regularly use as part of 

business-as-usual operations? If not, 

what specific informational 

requirements would be burdensome to 

group B CIDIs to produce? 

(53) Do commenters believe that there 

are any barriers that would prevent 

group B CIDIs from complying with one 

or more of the proposed information 

requirements? If so, please explain why 

the barriers would prevent group B 

CIDIs from complying with one or more 

proposed information requirements and 

suggest any alternative approaches that 

would facilitate compliance. 

e. Interim Supplement 

The FDIC is proposing a new 

requirement for CIDIs to submit limited 

interim supplements in the years that a 

CIDI is not required to provide a 

resolution submission. This interim 

supplement is intended to provide 

current and accurate information 

regarding a limited subset of the 

resolution submission content items, 

focusing on those informational 

elements where more current 

information is especially useful, and 

where updating and producing that 

information can be accomplished with 

limited burden year over year. While the 

purpose of the interim supplement is to 

update and supplement information, the 

FDIC is proposing to require complete 

information for each content item in 

each interim supplement regardless of 

whether the information has changed 

from the CIDI’s previous resolution 

submission for ease of access in the 

event of a CIDI failure. This interim 

supplement requirement is separate and 

distinct from the proposed requirements 

related to notice of material change 

under proposed paragraph (c)(4) or 

engagement and capabilities testing 

under proposed paragraph (g) and 

would not in any way limit those 

requirements. 

Under proposed paragraph (e)(1), each 

CIDI would be required to submit an 

interim supplement to the FDIC on the 

one-year anniversary (or the first 

business day after the one-year 

anniversary if the anniversary falls on a 

non-business day) of the CIDI’s most 

recent resolution submission, as 

determined by the proposed resolution 

submission timing requirements under 

proposed paragraph (c), unless the CIDI 

receives written notice from the FDIC 

establishing a different interim 

supplement submission date. No 

interim supplement would be required 

in a year in which a CIDI makes a timely 

resolution submission. The FDIC notes 

that the discussion of transition below 

in section III.E.8 describes the 

expectation that CIDIs that are not in the 

first cohort of CIDIs to file a resolution 

submission under amended § 360.10 

would be required to supplement and 

update their most recent resolution 

submission under the current 

regulation—until they are required to 

file a resolution submission under 

amended § 360.10. 

Under proposed paragraph (e)(2), each 

CIDI would be required to file interim 

supplements that address each of the 

content items required under proposed 

paragraph (e)(3), as discussed below. 

The information that is submitted for 

each content item would need to be 

current as of the date of the end of the 

most recent fiscal quarter prior to the 

submission date for the interim 

supplement. Any material changes from 

information provided for any particular 

content item in the CIDI’s most recent 

resolution submission would need to be 

identified and explained. The FDIC may 

also ask a CIDI to include additional 

content items in the interim supplement 

that would be required for the CIDI’s 

resolution submissions under proposed 

paragraph (d). 

Proposed paragraph (e)(3) lists the 

content items that would be required to 

be addressed in each interim 

supplement. Proposed paragraph (e)(3) 

cross-references proposed paragraph (d) 

in order to emphasize that the listed 

information to be provided is intended 

to be exactly the same as the crossreferenced content required under 

proposed paragraph (d). In many cases, 

the interim supplements need to 

include only a portion of information 

required to be included in a resolution 

submission for a particular content 

items. In identifying content for the 

interim supplement, the FDIC focused 

on information that is most essential to 

the FDIC’s resolution planning, that can 

be more readily produced, and/or that is 

relatively likely to change year over 

year. For those reasons, the FDIC 

generally did not include detailed 

analysis, mapping, or rationale and 

explanation identifying the content 

elements—and the portions of those 

content elements—to be included in the 

interim supplements. The FDIC retains 

the discretion to add or eliminate 

elements from the interim supplement. 

That is to ensure that the interim 

supplements remain useful and include 

the most important information, and can 

evolve based on lessons learned. The 

FDIC expects to provide timely notice of 

any changes to the content expectations 

for the next interim supplement of at 

least six months. 

As with the proposed resolution 

submission requirements, the FDIC is 

proposing to include the interim 

supplement requirement in order to 

help ensure that the FDIC has timely 

information for key content items that 

will assist the FDIC with planning for 

potential CIDI resolutions with the 

expectation that improved planning will 

lead to more efficient and potentially 

less costly resolutions for failed CIDIs. 

In the event of a CIDI’s failure more than 

a year after a CIDI’s resolution 

submission, it would be beneficial for 

the FDIC to have updated information 

regarding the subset of content items 

that are included in the proposed 

interim supplement requirement. This 

updated information would be 

beneficial to the resolution process 

whether it indicates a change in the 

information for the content item from 

the previous resolution submission or 

confirms that the information in the 

resolution submission remains accurate. 

The FDIC is also cognizant of the 

burden on CIDIs that may result from 

providing the proposed interim 

supplements and, in order to minimize 

that burden, is proposing to require the 

interim supplements to include only a 

subset of the resolution submission 

content requirements. This subset 

comprises fewer than half of the content 

items that would be included for 

resolution submissions under the 

proposed resolution submission 

requirements and, for many of the 

interim submission content items, only 

a portion of the content required for 

those elements. The FDIC has limited 

the proposed required content items and 

believes the proposed interim 

submission requirement strikes the right 

balance to provide the FDIC with 

valuable updated information to assist 

with resolution planning and CIDI 

resolution while limiting burden on the 

CIDIs in providing the updated 

information. 


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54 12 CFR 360.10(c)(4)(i). 

55 12 CFR 360.10(a). 56 12 CFR 360.10(d)(1). 

(54) The FDIC invites comments on all 

aspects of the proposed interim 

supplement requirement, including if 

the utility of the information provided 

outweighs the burden of providing the 

information. Do the interim 

supplements appropriately balance the 

need for up-to-date information with the 

burden of filing submissions annually? 

Should the FDIC consider a different 

schedule for submissions of the interim 

supplements or require more or less 

information to be included in the 

supplements? Is the information 

requested readily available and 

repeatable year over year? Are there 

content elements including in the 

interim supplement that are not likely to 

materially change year over year? Are 

there important content elements 

identified in the NPR but not included 

in the enumerated items for the interim 

supplement that are likely to materially 

change and should be included in the 

interim update? Should interim 

supplements be subject to the second 

prong of the proposed credibility 

standard (which is discussed below) as 

provided for in the proposal, or is there 

a more appropriate standard that the 

FDIC should use? 

B. Credibility; Review of Resolution 

Submissions 

1. Credibility Criteria 

The FDIC anticipates there would be 

benefit from clarifying the standard for 

credibility associated with resolution 

plan submissions and CIDI participation 

in engagement and capabilities testing. 

The express definition of credibility in 

the current rule is primarily focused on 

the quality of the information in the 

plan, i.e., whether it is ‘‘well-founded 

and based on information and data 

related to the CIDI that are observable or 

otherwise verifiable and employ 

reasonable projections from current and 

historical conditions within the broader 

financial markets.’’ 54 The current rule 

also requires, separately, that the 

resolution plan should enable the FDIC, 

as receiver, to resolve the institution 

under the FDI Act ‘‘in a manner that 

ensures that depositors receive access to 

their insured deposits within one 

business day of the institution’s failure 

(two business days if the failure occurs 

on a day other than Friday), maximizes 

the net present value return from the 

sale or disposition of its assets and 

minimizes the amount of any loss 

realized by the creditors in the 

resolution.’’ 55 In specifying 

implementation matters, the current 

rule specifies that, ‘‘each CIDI must 

provide the FDIC such information and 

access to such personnel of the CIDI as 

the FDIC determines is necessary to 

assess the credibility of the resolution 

plan and the ability of the CIDI to 

implement the resolution plan.’’ 56 The 

proposed rule would expressly 

incorporate both of these concepts in 

the credibility standard and would 

update and clarify the goals and 

standards for review from the current 

rule, in a manner intended to establish 

clearer guidelines for the CIDIs with 

respect to their resolution submissions, 

and to facilitate review by the FDIC. 

As proposed, the credibility standard 

would have two prongs. The identified 

strategy would be assessed against the 

first prong set forth in proposed 

§ 360.10(f)(1)(i), i.e., that a resolution 

plan is not credible if it would not 

provide timely access to insured 

deposits, maximize value from the sale 

or disposition of assets, minimize any 

losses realized by creditors of the CIDI 

in resolution, and address potential 

risks of adverse effects on U.S. 

economic conditions or financial 

stability. This prong is based upon the 

expectation set forth in the current rule, 

with clarifying changes to language and 

the transparency of making the 

expectation an express part of the 

credibility assessment. The second 

prong of the standard, set forth in 

proposed § 360.10(f)(1)(ii), aligns with 

the express standard under the current 

rule. It applies to all of the content in 

a resolution plan—including the 

identified strategy and all other 

elements in proposed § 360.10(d). To 

meet this proposed standard, all of the 

information and analysis in the 

resolution submissions must be 

supported with observable and 

verifiable capabilities and data and 

reasonable projections and the CIDI 

must comply in all material respects 

with the requirements of the rule. This 

second prong would go to the accuracy 

of information provided, the 

reasonableness of assumptions and 

projections on which information and 

analysis are based, and the capabilities 

of the CIDI to provide the required 

information and analysis and thereby 

meet the proposed rule’s requirements. 

Several additional aspects of the 

proposed credibility standard are 

discussed in more detail below. 

The first prong of the proposed 

credibility standard expressly includes 

the requirement that the identified 

strategy must address potential risks of 

adverse effects on U.S. economic 

conditions or financial stability. The 

history of the past several decades, 

including as demonstrated in the spring 

of 2023, makes clear that failure in the 

banking system can be contagious. The 

effects of failure of one large financial 

institution can propagate quickly and 

strongly to others through the vast array 

of interconnections that presently exist 

amongst various types of financial 

entities. To the extent that failure is 

disorderly those effects are magnified; to 

the extent it can be managed and 

controlled those risks are mitigated. 

This is especially true for a large, 

complex IDI, and the failure of such an 

institution, unless properly managed, is 

more likely to pose a serious risk to the 

financial stability of the domestic 

banking system (and, increasingly, the 

global financial system). This risk is 

likely to increase with size. For such 

institutions, Congress has provided the 

FDIC the flexibility, under certain 

important conditions, to depart from the 

restrictions of the least-cost-test in the 

interests of reducing adverse effects on 

financial stability. However, Congress 

made clear that use of the systemic risk 

exception is intended to be an 

extraordinary event. The FDIC seeks to 

avoid the use of the systemic risk 

exception. 

Accordingly, understanding and 

mitigating the impact on U.S. economic 

conditions and financial stability in 

resolution is an important consideration 

in resolution planning for large, 

complex IDIs. While the credibility 

standard does not include a requirement 

that the identified strategy demonstrate 

that it is the least-costly to the DIF, the 

FDIC cannot assume the availability of 

the systemic risk exception to the leastcost test in the event of a failure of a 

large, complex IDI requiring resolution 

under the FDI Act. Ensuring that the 

CIDI can be resolved without the need 

for extraordinary support from the DIF 

is a resolution planning objective. At the 

same time, the FDIC is cognizant that 

some CIDIs have critical operations 

identified in their affiliates’ DFA 

resolution plans, are highly 

interconnected with other financial 

institutions, or have dominant market 

share in certain geographic regions or 

market segments, or their resolution 

could be disruptive to the U.S. economy 

or financial stability in other ways. The 

proposed rule would require the 

resolution submission to identify those 

effects. Addressing the impact of the 

identified strategy on U.S. economic 

conditions and financial stability by 

identifying those impacts and 

identifying mitigants to them is an 

important component of the credibility 

assessment of an identified strategy 


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57See 12 CFR 217.402 (Identification as a global 

systemically important BHC). 

58See 12 CFR part 252 subpart G (External Longterm Debt Requirement, External Total Lossabsorbing Capacity Requirement and Buffer, and 

Restrictions on Corporate Practices for U.S. Global 

Systemically Important Banking Organizations). 

59A ‘‘rapid and orderly resolution’’ for purposes 

of a DFA resolution plan is a reorganization or 

liquidation of the covered company (or, in the case 

of a covered company that is incorporated or 

organized in a jurisdiction other than the United 

States, the subsidiaries and operations of such 

foreign company that are domiciled in the United 

States) under the U.S. Bankruptcy Code that can be 

accomplished within a reasonable period of time 

and in a manner that substantially mitigates the risk 

that the failure of the covered company would have 

serious adverse effects on financial stability in the 

United States. 12 CFR 381.2. 60 12 U.S.C. 1821(f)(1). 

presented in a group A CIDI’s resolution 

plan. 

The requirement that the CIDI plan 

‘‘address’’ the potential risk of adverse 

effects on U.S. economic conditions or 

financial stability is intended to require 

that the identified strategy take into 

account the potential for risks to U.S. 

economic conditions or financial 

stability arising from the execution of 

the strategy. Those risks should be 

described in the resolution submission, 

and the identified strategy should 

include specified actions that would 

mitigate those risks so that reliance on 

a systemic risk exception would not be 

a necessary element of planning. 

The FDIC has considered the 

particular challenges with respect to the 

requirement that the identified strategy 

address the potential for risks to U.S. 

economic conditions or financial 

stability for the largest and most 

systemic group A CIDIs, specifically the 

group A CIDIs that are subsidiaries of 

U.S. global systemically important 

banking organizations (U.S. GSIBs) as 

defined by rules promulgated by the 

FRB.57 This category of firms comprise 

the U.S. banking organizations that pose 

the greatest risk to U.S. financial 

stability. The FDIC is aware of progress 

made by the U.S. GSIBs in the 

development of DFA resolution plans, 

including their adoption as their 

preferred resolution strategy a single 

point of entry strategy for the resolution 

of the firm pursuant to which any 

subsidiary U.S. IDI that is a material 

entity remains open and operating. Each 

of these firms has made progress in 

increasing the range of scenarios in 

which that strategy may be actionable 

and effective through structural and 

operational changes. Moreover, certain 

enhanced prudential standards that 

support resolvability apply only to the 

U.S. GSIBs.58

Despite this progress, the availability 

or success of a single point of entry 

strategy cannot be assured in all 

circumstances, and the possibility of a 

resolution of a CIDI that is part of a U.S. 

GSIB cannot be eliminated. Thus, the 

FDIC believes that it is appropriate to 

require group A CIDIs within these 

banking organizations to develop 

comprehensive resolution plans that 

include an identified strategy that meets 

the requirements of the prong (i) 

standard, as described in the proposed 

rule, to support the FDIC’s resolution 

readiness in the event that a CIDI within 

such a banking organization should fail. 

While these CIDIs may have a particular 

challenge in addressing the risks their 

identified strategy may present to the 

U.S. economy and financial stability, 

where the DFA resolution plan of the 

CIDI’s parent company contains relevant 

analysis and information with respect to 

the risk of potential adverse effects on 

U.S. financial stability arising from the 

failure of a subsidiary group A CIDI, the 

inclusion of that information by crossreference is permitted under proposed 

(c)(6). In addition, where the strategy for 

the rapid and orderly resolution 59 of a 

U.S. GSIB in its DFA resolution plan 

does not include the resolution of the 

CIDI under the FDIA, that strategy may 

reasonably be identified as a mitigant to 

the systemic risk, if any, posed by the 

failure of the CIDI under the FDIA. 

The second prong of the credibility 

standard requires that the resolution 

submission be supported with 

observable and verifiable capabilities. 

Capabilities may be supported by 

analysis and information provided in 

the resolution submission, and assessed 

through capabilities testing as well as 

through assessments conducted by the 

IDIs and described in the submission. 

While the proposed rule would not be 

prescriptive with respect to capabilities, 

it would contain the express 

requirement that a CIDIs’ capabilities 

are sufficient to support key elements, 

namely, capabilities necessary to ensure 

continuity of critical services in 

resolution, capabilities necessary to 

ensure that franchise components are 

separable and marketable, and, with 

respect to group A CIDIs, capabilities 

necessary to produce valuations needed 

in assessing the least-cost test. The 

purpose of not describing or prescribing 

specific capabilities is to have each 

group A CIDI consider its own business, 

operations, and identified strategy as the 

foundation for identifying the needed 

capabilities and how they are 

demonstrated for the CIDI’s particular 

businesses and its resolution plan. 

There are, however, certain capability 

expectations for some or all CIDIs that 

can reasonably be inferred from the 

content requirements of the resolution 

submission as described in the proposed 

rule, e.g., a requirement to map 

information clearly implies expectation 

of a mapping capability; and 

requirements to identify key depositors, 

critical services support, or key 

personnel requires the capabilities to 

support that identification. 

Even though the language in the 

credibility standard regarding access to 

insured deposits is proposed to be 

changed to ‘‘timely access to insured 

deposits,’’ this does not represent a 

change in the FDIC’s long-standing goal 

of providing access to insured deposits 

within one business day of the 

institution’s failure (two business days 

if the failure occurs on a day other than 

Friday). For some categories of deposit 

accounts, however, such as trust 

accounts or other accounts with many 

beneficial owners, additional due 

diligence is needed for an insurance 

determination, which can require 

additional time. While the 

recordkeeping and information 

technology capabilities required by 12 

CFR part 370 should significantly 

expedite an insurance determination for 

a CIDI with more than two million 

deposit accounts, and the FDIC has 

improved its systems and processes 

with respect to all institutions, there 

will remain some portion of accounts 

for which additional due diligence is 

required. Accordingly, the language has 

been revised to align more closely to the 

statutory requirement that payment of 

insured deposits shall be made ‘‘as soon 

as possible.’’ 60

The FDIC invites comments on all 

aspects of the proposed credibility 

standard. In particular, the FDIC asks 

the following questions on specific 

aspects of the proposal: 

(55) Is prong (i) of the credibility 

standard sufficiently clear? In 

particular, is the requirement that the 

identified strategy address potential risk 

of adverse effects on U.S. economic 

conditions or financial stability clear? 

Will addressing potential risks to the 

U.S. financial system through 

identifying risks in resolution as well as 

actions that the FDIC could take to 

mitigate those risks be helpful to the 

FDIC in planning for resolution in a 

manner that does not necessitate 

reliance on the systemic risk exception 

to the least-cost requirement? 

(56) Is there a different standard that 

the FDIC should use to assess credibility 

of a resolution plan or an informational 

filing? 

(57) Is the distinction between the 

credibility standard for group A and 

group B CIDIs sufficiently clear? 


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61 12 CFR 360.10(c)(4)(ii). 

62 12 CFR 360.10(c)(4)(iii), (iv). 

(58) Do commenters believe that the 

proposed approach with respect to 

prong (i) of the credibility standard, as 

applied to CIDIs within U.S. GSIB is 

appropriate and would support the 

FDIC’s planning for resolution of such a 

CIDI under the FDI Act in the event it 

becomes necessary? 

(59) Should a U.S. GSIB’s single point 

of entry strategy as presented in its DFA 

resolution plan be considered with 

respect to content requirements in a 

related CIDI’s resolution plan under the 

proposed rule? If so, which ones? 

(60) Are there other resolution plan 

content elements in the proposed rule 

that should be modified when applied 

to CIDIs that are part of U.S. GSIBs? 

(61) Are there additional or enhanced 

content elements that should be 

required of such CIDIs? 

2. Resolution Submission Review and 

Credibility Determination; 

Resubmission; Notice of Feedback 

Similar to the current rule, proposed 

§ 360.10(f)(2) would maintain a process 

for resolution submission review and 

credibility assessment. The proposed 

rule makes no change to the current rule 

with respect to coordination with 

supervisors in connection with this 

review process: the FDIC would review 

a resolution submission in consultation 

with the appropriate Federal banking 

agency for the CIDI and for its parent 

company. If, after consultation with any 

such appropriate Federal banking 

agency (or agencies), the FDIC were to 

determine that a CIDI’s resolution 

submission is not credible, the FDIC 

would notify the CIDI in writing of such 

determination. The writing would 

include a description of the weaknesses 

in the resolution submission that 

resulted in the determination. 

The current rule includes, as part of 

the review process, provision for a brief 

30-day review to determine whether the 

plan satisfies minimum informational 

requirements. The FDIC then would 

either acknowledge acceptance of the 

plan for review or return the plan if the 

FDIC determines that it is incomplete or 

that substantial additional information 

is required to facilitate the plan’s 

review.61 The current rule also includes 

a process for resubmission of an 

informationally complete plan or the 

provision of additional information 

requested by the FDIC.62 The FDIC has 

not found these provisions to be useful, 

or to meaningfully add to the plan 

review process. Accordingly, the 

proposed rule would eliminate these 

provisions. 

Proposed § 360.10(f)(3) also provides, 

similar to the current rule, that within 

90 days of being notified by the FDIC 

that a resolution submission is not 

credible, or such shorter or longer 

period as the FDIC may determine, a 

CIDI must submit to the FDIC a revised 

resolution submission that addresses 

any weaknesses identified by the FDIC 

and discusses in detail the revisions 

made to address such weaknesses. 

In the current rule, if the resolution 

plan of a CIDI is found by the FDIC to 

be not credible, the FDIC provides a 

notice to the CIDI identifying the 

aspects of the resolution plan that the 

FDIC has determined to be deficient and 

the CIDI’s revised resolution plan must 

address those deficiencies. In the 

proposal, the FDIC must provide a 

notice including a description of the 

weaknesses in the resolution 

submission that resulted in the 

determination that the resolution 

submission is not credible, and the 

revised resolution submission by the 

CIDI must address those weaknesses. 

Here, the term weakness is used in the 

proposal rather than deficiency to 

distinguish the proposal from the 

language utilized in the section 165(d) 

rule regarding the FDIC’s findings in a 

submission and to clarify that the 

review process and criteria between the 

proposed rule and the section 165(d) 

rule are different and separate from each 

other. 

Even though it is not directly 

addressed in the current rule, the FDIC 

has historically provided written 

feedback to CIDIs concerning their 

resolution plans. The proposed § 360.10 

(f)(5) explicitly provides that, following 

its review of a resolution submission— 

either a resolution plan or an 

informational filing—the FDIC may 

provide feedback on a resolution 

submission, and the FDIC expects that 

it generally will provide initial feedback 

within a year of a resolution 

submission. Under the proposed rule, 

this initial feedback notice could 

identify areas of engagement and, in the 

case of group A CIDIs, capabilities 

testing between the FDIC and the CIDI. 

The FDIC may include a written notice 

with respect to the credibility of the 

resolution plan submission within this 

initial feedback, or can defer that 

determination until after any 

engagement and, if applicable, 

capabilities testing. 

In certain cases, it may be apparent 

based solely on a review of the 

resolution plan that the identified 

strategy is not credible as required by 

proposed paragraph (f)(1)(i) of the 

proposed rule. A resolution submission 

may, for example, fail to include 

required information, which may result 

in a finding following the FDIC’s review 

that the resolution submission is not 

credible based on proposed paragraph 

(f)(1)(ii). 

In other cases, a credibility finding 

may not be possible until the conclusion 

of engagement and capabilities testing 

with a CIDI. For example, a review of a 

resolution submission may indicate that 

the CIDI has certain required 

capabilities. It may only become 

apparent following the conclusion of 

engagement and capabilities testing 

exercises that the CIDI was unable to 

demonstrate those capabilities. Such a 

case could lead to the FDIC making a 

determination that the resolution 

submission is not credible based upon 

information provided by the 

engagement and capabilities exercises. 

As noted above in section III.B.2 in the 

discussion of resolution submission 

review and credibility determination, 

the FDIC may make a credibility finding 

at any time throughout the review and 

engagement and capabilities testing 

process and may include such findings 

together with an initial feedback letter 

following resolution submission review, 

together with a conclusion letter 

following engagement or capabilities 

testing, or as an independent 

communication to the CIDI. 

The FDIC invites comments on all 

aspects of the proposed resolution 

submission review and credibility 

determination; resubmission; notice of 

feedback requirements. In particular, 

the FDIC asks the following question on 

specific aspects of the proposal: 

(62) Is the proposed review and 

feedback process clear? 

(63) The FDIC proposes a flexible 

approach to timing of credibility 

determinations, which can be made 

following plan review and/or following 

engagement and capabilities testing. Are 

multiple opportunities for feedback 

helpful? 

(64) Is the timing for the various steps 

over the resolution submission cycle 

clear, and is the timing appropriate? 

C. Engagement and Capabilities Testing 

The FDIC proposes to modify the 

current rule to provide more clarity 

concerning the FDIC’s expectations for 

engagement between CIDIs and the 

FDIC. The FDIC has found that direct 

engagement with the knowledgeable 

staff at a CIDI has significant value in 

promoting FDIC understanding of the 

content of a resolution submission and 

the application of the information to 

both the identified strategy and other 

strategic options that will be useful to 


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63Statement, p. 3. 

64 12 CFR 360.10(d)(1). 

65See id. 

66See id. 

67See id. (‘‘In order to allow evaluation of the 

resolution plan, each CIDI must provide the FDIC 

such information and access to such personnel of 

the CIDI as the FDIC determines is necessary to 

assess the credibility of the resolution plan and the 

ability of the CIDI to implement the resolution 

plan.’’). 

68 Id. 

69See 12 U.S.C. 1821(d) (detailing the powers and 

duties of the FDIC as conservator or receiver). 

the FDIC in implementing a resolution 

strategy. In addition, engagement with a 

CIDI will allow the CIDI and the FDIC 

to focus on the areas most important to 

the business and organization of the 

particular CIDI and the particular 

challenges the FDIC may face in the 

potential resolution of that CIDI. 

Engagement is important with respect to 

informational filings as well, as it would 

provide an opportunity to identify gaps 

in the FDIC’s understanding of the 

particular institution and its potential 

challenges in resolution. The FDIC 

could use this opportunity to explore 

how identified gaps could be mitigated 

through additional data and analysis or 

future resolution submissions. 

Capabilities testing also has proven 

useful to validate the information and 

capabilities described in a CIDI’s 

resolution plan and to understand how 

those capabilities may apply across a 

range of scenarios and strategic options 

that the FDIC may be called upon to 

implement. The proposed rule contains 

express language that in both 

engagement and capabilities testing, the 

FDIC may seek to understand how 

information or assumptions may change 

based on possible changes to a scenario, 

or to test capabilities under a different 

set of assumptions than used in the 

identified strategy in a group A CIDI’s 

resolution plan submission. The FDIC 

believes that the proposed amendments 

would clarify the FDIC’s expectations 

with respect to engagement and 

capabilities testing. 

In general, the FDIC expects to 

conduct engagement and capabilities 

testing in a manner consistent with the 

FDIC’s examination practices, to the 

extent appropriate to the nature of the 

engagement and capabilities testing. For 

example, the FDIC would, as 

appropriate, provide the particular 

scope for an engagement exercise, 

establish a schedule, and provide a 

conclusion letter at the end of the 

engagement exercise. 

In a biennial submission cycle the 

FDIC expects that engagement with 

group A CIDIs will occur on a selective 

basis but does not expect to engage with 

any group A CIDI more than once in 

each two-year cycle. Because 

informational filings by group B CIDIs 

do not include the development of an 

identified strategy and other elements of 

a group A resolution plan submission, 

the FDIC expects the engagement with 

group B CIDIs to be a key component of 

its resolution planning for such firms, 

and will expect to engage with every 

group B CIDI in each cycle. In addition, 

the FDIC expects that capabilities 

testing for each group A and group B 

CIDI will occur no more than once per 

two-year cycle. 

While the FDIC generally expects that 

engagement or capabilities testing with 

a particular CIDI would occur no more 

than once during a two-year submission 

cycle, the FDIC also believes that it is 

important to preserve the flexibility to 

undertake engagement and capabilities 

testing with a CIDI as frequently as 

needed and whenever prudent, based on 

the circumstances of the particular CIDI. 

In some instances no engagement or 

capabilities testing may be necessary 

during a two-year cycle, while in other 

cases, such as after changes at the CIDI 

or as the result of varying economic 

conditions, more frequent engagement 

and capabilities testing may be 

warranted. In addition to formal 

engagement and capabilities testing, the 

FDIC could also have other interactions 

with the CIDI, such as questions during 

the submission review process, or 

conversations regarding changes or 

updates to information or resolvability. 

This proposed provision is generally 

consistent with the current rule, 

although prior guidance had limited the 

FDIC’s engagement and capabilities 

testing to once per firm per submission 

cycle.63

1. Engagement 

Paragraph (d)(1) of the current rule 64

requires each CIDI to provide the FDIC 

with information and access to the 

CIDI’s personnel as the FDIC determines 

is necessary to assess the credibility of 

the resolution plan, and the ability of 

the CIDI to implement, the resolution 

plan.65 The current rule also states that 

the FDIC will rely on examinations 

conducted by or on behalf of a CIDI’s 

appropriate Federal banking agency to 

the fullest extent possible.66

Proposed paragraph (g)(1) would 

require each CIDI to provide the FDIC 

such information and access to such 

personnel of the CIDI as the FDIC in its 

discretion determines is relevant to any 

of the provisions of proposed § 360.10 

(defined as ‘‘engagement’’). This will 

allow the FDIC to focus engagement on 

the information and capabilities most 

relevant to a CIDI’s resolution 

submission and the nature of the 

business and particular resolution 

challenges applicable to that CIDI. This 

engagement requirement is similar to 

the requirement in current 

§ 360.10(d)(1) 67 but establishes more 

clearly that such information and 

personnel access is at the discretion of 

the FDIC and is not limited to 

assessments of credibility for a 

resolution plan or the ability of the CIDI 

to implement a resolution plan, but 

instead includes any information or 

personnel relevant to any provision of 

the proposed rule. Engagement will also 

allow the FDIC to obtain more in-depth 

information, such as copies of critical 

services agreements or deposit 

agreements, or to gain insight on the 

relationships between different 

elements of information provided, such 

as asset portfolios and key depositors. 

The proposed removal of the 

provision in the current rule that 

focuses engagement on the ‘‘ability of 

the CIDI to implement the resolution 

plan’’ 68 is intended to reflect that it is 

the FDIC in its capacity as receiver that 

implements a resolution plan, not the 

CIDI.69

Proposed paragraph (g)(1) would also 

require that the personnel a CIDI makes 

available for engagement purposes have 

sufficient expertise and responsibility to 

address the informational and data 

requirements of the engagement. The 

FDIC proposes to include this 

requirement to ensure that the CIDI 

personnel can effectively and efficiently 

participate in the engagement to achieve 

the goals of the engagement. 

The FDIC invites comments on all 

aspects of the proposed engagement 

requirements. In particular, the FDIC 

asks the following questions on specific 

aspects of the proposal: 

(65) Do commenters believe the 

definition of ‘‘engagement’’ is clear? If 

not, please discuss any ambiguity or 

uncertainty regarding the proposed 

definition. 

(66) Do commenters believe the 

proposed requirements related to 

personnel are sufficiently clear? If not, 

please discuss any ambiguity or 

uncertainty regarding the proposed 

requirements. 

(67) Do commenters believe that the 

proposed engagement examples should 

include additional examples or that any 

proposed examples should be removed? 

If so, please be specific as to what 

examples should be added or removed. 

(68) Do commenters believe there are 

any barriers that would generally 

prevent CIDIs from complying with the 

proposed engagement requirements? If 


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70See 12 CFR 360.10(d)(2). 

71See id. 

72See 12 CFR 360.10(d)(2) (‘‘Within a reasonable 

period of time, as determined by the FDIC, 

following its Initial Submission Date, the CIDI shall 

demonstrate its capability to produce promptly, in 

a time frame and format acceptable to the FDIC, the 

information and data underlying its resolution 

plan.’’). 

so, please describe any barriers and 

describe any alternative approaches 

that could overcome the barriers. 

2. Capabilities Testing 

Current § 360.10(d)(2) requires each 

CIDI, within a reasonable period of time 

as determined by the FDIC, to 

demonstrate its capability to produce 

promptly, in a time frame and format 

acceptable to the FDIC, the information 

and data underlying the CIDI’s 

resolution plan.70 Current § 360.10(d)(2) 

also requires the FDIC to consult with 

a CIDI’s appropriate Federal banking 

agency before finding that the CIDI’s 

capability to produce the information 

and data underlying its resolution plan 

is unacceptable.71

The FDIC proposes to amend current 

§ 360.10(d)(2) to provide more clarity as 

to the FDIC’s expectations for CIDI 

capabilities testing. Proposed paragraph 

(g)(2) would require each CIDI, at the 

discretion of the FDIC, to demonstrate 

that it can actually perform the 

capabilities described, or required to be 

described, in a resolution submission, 

including the ability to provide the 

information, data, and analysis 

underlying the resolution submission 

and that these capabilities are adaptable 

to a range of scenarios. Proposed 

paragraph (g)(2) would also require that 

a CIDI perform capabilities testing 

promptly and provide the results in a 

time frame and format acceptable to the 

FDIC. This capabilities testing 

requirement is similar to the 

requirement in current § 360.10(d)(2),72

but proposed paragraph (g)(2) would 

clarify that capabilities testing may 

require a CIDI to demonstrate any of the 

capabilities the proposed rule would 

require a CIDI to have, rather than the 

potentially more limited requirement in 

the current rule regarding capabilities to 

produce the information and data 

underlying the resolution plan. In 

addition, for the purpose of clarity, the 

proposed rule would expressly provide 

that capabilities testing of CIDIs would 

be at the discretion of the FDIC. 

Examples of the capabilities that a 

CIDI could be required to demonstrate 

might include identification of key 

employees and key critical services, as 

well as capabilities to meet the 

requirements of the proposed rule with 

respect to mapping, such as mapping 

critical services to material entities. The 

FDIC might also test capabilities that are 

necessary to key elements of the 

resolution submission content, such as 

continuity of operations, franchise 

component separation and marketing. 

An example of such a capabilities test 

might be the establishment of a virtual 

due diligence room for one or more 

franchise components or for the IDI 

franchise as a whole, which is a 

capability that is critical to the 

marketing efforts that are essential in 

resolution. For group A CIDIs, a 

capabilities test might require the 

development of valuation analysis 

required under the proposed rule under 

the identified scenario or an alternative 

scenario. These examples are only 

provided for illustrative purposes and 

do not in any way restrict the general 

proposed paragraph (g)(2) requirement 

that capabilities testing can involve any 

capability described or required to be 

described in a resolution submission. 

The FDIC is proposing the revised 

capabilities testing requirements in 

order to help ensure that the capabilities 

that a CIDI identifies as part of a 

resolution submission, or that are 

required to be in the resolution 

submission under proposed § 360.10(d), 

are actually in place in the event of the 

CIDI’s failure. Resolution submissions 

are intended to assist the FDIC with 

efficiently and effectively resolving a 

CIDI in a way that preserves value and 

minimizes disruption, and it would 

impede this goal if the capabilities 

underlying a resolution submission 

were not actually available when 

needed. Requiring a CIDI to be able to 

demonstrate any identified or required 

capabilities helps the FDIC ensure that 

the capabilities would be available in 

the event of a resolution, which would 

in turn help with the resolution process. 

The FDIC invites comments on all 

aspects of the proposed capabilities 

testing requirements. In particular, the 

FDIC asks the following questions on 

specific aspects of the proposal: 

(69) Do commenters believe that the 

proposed capabilities testing 

requirements are clear? If not, please 

discuss any ambiguity or uncertainty 

regarding the proposed requirements. 

(70) Do commenters believe that the 

proposed capabilities testing examples 

should include additional examples or 

any proposed examples should be 

removed? If so, please be specific as to 

what examples should be added or 

removed. 

(71) Do commenters believe there are 

any barriers that would generally 

prevent group A CIDIs from complying 

with the proposed capabilities testing 

requirements? If so, please describe any 

barriers and describe any alternative 

approaches that could overcome the 

barriers. 

3. Conclusion Letter 

The FDIC proposes to add a new 

paragraph (g)(3) to address a conclusion 

letter that the FDIC may at its discretion 

provide at the conclusion of any 

engagement or capabilities testing 

exercise. This letter may identify areas 

for further attention by the CIDI or other 

feedback. The FDIC intends for any 

identified areas to help guide a CIDI’s 

improvements to its resolution planning 

and submissions. As noted above in 

section III.B.2 in the discussion of 

resolution submission review and 

credibility determination, the FDIC may 

make a credibility finding at any time 

throughout the review or engagement 

and capabilities testing processes and 

may include such findings together with 

an initial feedback letter following 

submission review, together with a 

conclusion letter following engagement 

or capabilities testing, or as an 

independent communication to the 

CIDI. 

The FDIC notes that providing a 

conclusion letter for an engagement or 

capabilities testing exercise does not in 

any way limit the FDIC’s ability to 

commence further engagement or 

capabilities testing with the same CIDI. 

The FDIC invites comments on all 

aspects of the proposed conclusion 

letter requirements. In addition, the 

FDIC asks the following question on a 

specific aspect of the proposal: 

(72) Do commenters believe that the 

proposed conclusion letter provisions 

are clear? If not, please discuss any 

ambiguity or uncertainty regarding the 

proposed provisions. 

D. Enforcement 

The proposed rule would add a new 

paragraph (k) to proposed § 360.10 

regarding enforcement authorities for 

any potential violation of the 

requirements of proposed § 360.10. 

While proposed paragraph (k) would be 

a new addition to proposed § 360.10, the 

FDIC emphasizes that the new 

paragraph would not constitute a 

substantive change to existing § 360.10 

and that proposed § 360.10(k) would not 

add any new enforcement authority or 

power to the FDIC’s or any other Federal 

banking agency’s current enforcement 

capabilities. 

Under proposed paragraph (f)(4), if a 

CIDI’s resolution submission were 

found to be not credible and the CIDI 

were to fail to submit the revised 

resolution submission within the 

required time-period or the FDIC were 

to determine that the revised resolution 


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73 12 U.S.C. 1818(t). 

74The FDIC is the appropriate Federal banking 

agency for any state-chartered IDI that is not a 

member of the Federal Reserve System. The FRB is 

the appropriate Federal banking agency for any 

state-chartered IDI that is a member of the Federal 

Reserve System. The OCC is the appropriate Federal 

banking agency for any nationally-chartered IDI. 75 12 CFR 360.10(c)(1)(vi). 76See Statement, p. 3–4. 

submission failed to adequately address 

the identified weaknesses, the FDIC 

could take enforcement action against 

the CIDI in accordance with proposed 

paragraph (k). Similarly, proposed 

paragraph (g)(4) states that a CIDI’s 

failure to comply with the requirements 

of engagement and capabilities testing 

under proposed paragraph (g) may 

result in the FDIC taking enforcement 

action against the CIDI in accordance 

with proposed paragraph (k). The FDIC 

is proposing this provision in order to 

emphasize that the FDIC expects each 

CIDI to fully participate in every 

engagement and capabilities testing 

exercise and to inform CIDIs of potential 

consequences for failure to comply with 

these requirements. 

Proposed § 360.10(k) would reiterate 

the existing enforcement authorities and 

powers in order to clearly notify CIDIs 

that any violation of a requirement of 

proposed § 360.10 would constitute a 

violation of a regulation that may 

subject the offending CIDI to 

enforcement remedies available to the 

appropriate Federal banking agency 

under section 8 of the FDI Act and, 

where applicable, the FDIC under 

paragraph (t) of that section.73 Where 

the FDIC is the appropriate Federal 

banking agency of the CIDI, those 

powers would include the ability to 

impose civil money penalties or cease 

and desist orders. Where the FDIC is not 

the appropriate Federal banking agency 

of the CIDI, enforcement action may be 

taken directly by the appropriate 

Federal banking agency.74 Where 

enforcement action is not taken by the 

appropriate Federal banking agency, the 

FDIC may, where applicable, utilize its 

backup enforcement authority in 

accordance with the requirements in 

section 8(t). 

These enforcement authorities and 

powers would not be modified by this 

proposal. Nothing in proposed 

paragraph (k) is intended to limit in any 

way the powers or authorities of any 

Federal banking agency. 

The FDIC invites comments on all 

aspects of the proposed enforcement 

provision. 

E. Additional Provisions 

1. Approval by the CIDI Board of 

Directors 

The proposed § 360.10(c)(5) retains 

the current rule’s requirement that a 

CIDI’s board of directors approve the 

submission, and that this approval be 

noted in the board’s minutes. For an 

insured branch, the proposed rule 

would allow a submission to be 

approved by a delegee acting under the 

express authority of the board, and 

would require such delegation of 

authority to be noted in the board’s 

minutes. This proposed change would 

better facilitate insured branch approval 

at a level commensurate with the 

requirement applicable to IDIs and still 

ensure senior officials remain 

responsible for the quality and 

timeliness of the submission. 

The FDIC invites comments on all 

aspects of the proposed approval by the 

CIDI board of directors requirements. In 

particular, the FDIC asks the following 

question on a specific aspect of the 

proposal: 

(73) Does the proposed approach to 

approval of submissions by CIDIs and 

insured branches ensure responsibility 

for submission integrity rests at an 

appropriate level? 

2. Incorporation From Other Sources 

The current rule provides that in its 

resolution plan, a CIDI may incorporate 

data and other information from a DFA 

resolution plan filed by its parent 

company.75

The proposed § 360.10(c)(6)(i) would 

expand the sources from which 

incorporation in a resolution 

submission is permitted, adding the 

most recently submitted resolution 

submission by the CIDI or an affiliate of 

the CIDI; a regulatory filing by the CIDI 

with the FDIC; and a publicly-available 

regulatory filing by the CIDI or any of 

its affiliates with any Federal or State 

regulator. The CIDI would be able to 

incorporate this information or analysis 

without seeking the authorization for 

disclosure of FDIC confidential 

information required under 12 CFR part 

309. These changes would potentially 

reduce the costs to CIDIs of preparing 

resolution submissions without 

reducing the quality of information 

provided to the FDIC. Moreover, the 

proposed change would not increase the 

administrative burden of the FDIC or 

CIDIs because the proposed additional 

sources are limited to information 

already available to the FDIC. As 

proposed, the rule would allow 

incorporation of material from other 

sources—but not incorporation by 

reference. The FDIC has found that it is 

beneficial to have all of the relevant 

information in one place, so information 

can be incorporated—via appendices or 

inclusion in a resolution submission 

through well-identified excerpts—but 

not simply a reference to another 

source. The proposed rule includes 

certain proposed requirements about the 

format and process for incorporation of 

information from other sources and 

would require certification that the 

information or analysis remains 

accurate in all respects that are material 

to the CIDI’s resolution submission. The 

information required by the section 

165(d) rule pertaining to the specified 

CIDI must be readily distinguishable 

from any extraneous parent company (or 

parent company affiliate) information 

and the CIDI resolution plan should 

describe any material differences. The 

information or analysis must also 

clearly indicate the source and as-of 

date. As an example, incorporated 

financial information with dates 

differing from the prescribed CIDI 

resolution plan financial date would be 

acceptable if the dates are clearly 

reflected and the differences are not 

material. 

These proposed changes would 

incorporate into the revised rule certain 

elements of the guidance provided by 

the FDIC in 2021.76

The FDIC invites comments on all 

aspects of the proposed incorporation 

from other sources requirements. In 

particular, the FDIC asks the following 

questions on specific aspects of the 

proposal: 

(74) Are the proposed changes to the 

incorporation from other sources 

requirements clear? 

(75) Would the proposed 

incorporation from other sources 

requirements streamline the process for 

CIDIs of preparing resolution 

submissions? 

(76) Should the FDIC consider 

allowing incorporation from other 

sources of additional or different 

sources of information? 

3. Financial Information 

The proposed § 360.10(h)(1) would 

require that a CIDI’s resolution 

submission use, to the greatest extent 

possible, financial information as of the 

most recent fiscal year-end for which 

the CIDI has financial statements or, if 

financial information from more recent 

financial statements would more 

accurately reflect the CIDI’s operations 

as of the date of the submission, 

financial information as of that more 

recent date. The current rule does not 

detail the required timeliness of 

financial information to be used in a 

submission. During the time in which 

the FDIC has been administering the 

current rule, a number of questions have 


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77See Statement, p. 3. 78See Statement, p. 4. 79See 12 CFR 360.10(d)(3) and (4). 

arisen as to whether year-end financial 

statements or information as of another 

period or on another date should be 

used. Clarifying this aspect should assist 

CIDIs in preparing resolution 

submissions and would incorporate into 

the revised rule guidance provided by 

the FDIC in 2021.77

The FDIC invites comments on all 

aspects of the proposed financial 

information requirements. In particular, 

the FDIC asks the following questions on 

specific aspects of the proposal: 

(77) Are the proposed requirements 

concerning the timeliness of financial 

information used in a resolution 

submission clear? 

(78) Would modified or different 

requirements provide helpful flexibility 

to CIDIs while still ensuring that the 

FDIC receives information of sufficient 

timeliness and accuracy? 

4. Indexing of Information and Analysis 

to Resolution Submission and Interim 

Supplement Content Requirements 

Proposed § 360.10(h)(2) provides that 

a CIDI’s resolution submission and 

interim supplement must include an 

index of each content requirement 

required to be included in that 

resolution submission or interim 

supplement to every instance of its 

location in the submission or 

supplement. This would be a new 

requirement. Indexing would facilitate 

the FDIC’s review of these materials and 

help ensure clear understanding by both 

a CIDI and the FDIC of where particular 

content may be found. Doing so may 

reduce the need for follow-up questions 

by FDIC staff during review of 

resolution submissions and interim 

supplements. 

The FDIC invites comments on all 

aspects of the proposed indexing of 

information and analysis to resolution 

submission and interim supplement 

content requirements. In particular, the 

FDIC asks the following questions on 

specific aspects of the proposal: 

(79) Are the proposed indexing 

requirements clear? 

(80) Would another approach better 

serve the FDIC’s objective of obtaining 

clear indication of where a resolution 

submission and interim supplement 

addressed each applicable content 

requirement? 

5. Combined Resolution Submission 

and Interim Supplement by Affiliated 

CIDIs 

Proposed § 360.10(h)(3) adds to the 

current rule a provision that would 

allow CIDIs that are affiliates to submit 

a single, combined resolution 

submission or interim supplement, so 

long as all affiliated CIDIs submitting 

the combined submission or 

supplement are within the same CIDI 

group, whether group A or group B. The 

combined submission or supplement 

would be required to satisfy the content 

requirements for each CIDI’s separate 

submission or supplement, as 

applicable, and the CIDIs would need to 

ensure that the FDIC would be able to 

readily identify the portions of a 

combined submission or supplement 

that comprise each CIDI’s separate 

submission or supplement. The 

proposed change would incorporate into 

the rule guidance provided by the FDIC 

in 2021 for CIDIs with $100 billion or 

more in total assets.78 The intent is to 

enable affiliated CIDIs that are within 

the same group, either group A or group 

B, to provide more streamlined 

information that would be more useful 

to the FDIC, with appropriate safeguards 

to ensure that a combined resolution 

submission and interim supplement 

clearly delineates content applicable to 

each CIDI. 

The FDIC invites comments on all 

aspects of the proposed combined 

resolution submission and interim 

supplement requirements. In particular, 

the FDIC asks the following questions on 

specific aspects of the proposal: 

(81) Is the proposed approach to 

permitting combined resolution 

submissions and interim supplements 

by affiliated CIDIs in the same CIDI 

group clear? 

(82) Would a modified approach 

result in a more useful product for the 

FDIC while increasing the efficiency to 

CIDIs? 

6. Form of Resolution Submissions; 

Confidential Treatment of Resolution 

Submissions 

The proposed rule, like the current 

rule, would require that each CIDI 

divide its resolution submission into a 

public section and a confidential 

section. The only notable difference in 

the proposed rule from the current rule 

with respect to resolution plans is that 

the proposed rule would require a 

description in the public section, at a 

high level, of the group A CIDI’s 

identified strategy. The purpose of this 

proposed change is to align the public 

section with proposed changes to the 

substantive contents of the confidential 

section of a resolution plan. For all 

resolution plans submitted in 2022 or to 

be submitted in 2023, the FDIC has 

exempted the CIDIs from including this 

information, but the proposed rule 

would include a comparable 

requirement aligned with the 

requirement for the development of an 

identified strategy in the current rule. 

The requirement to include a public 

section would not apply to interim 

supplements required under proposed 

paragraph (e), as the interim 

supplements are updates of information 

included in the confidential section of 

a resolution submission. 

The FDIC invites comments on all 

aspects of the proposed form and 

confidentiality of resolution submission 

and interim supplement requirements 

for CIDIs. In particular, the FDIC asks 

the following questions on specific 

aspects of the proposal: 

(83) Do commenters believe there are 

any proposed public section 

requirements for group A or group B 

CIDIs that should not be included in the 

proposed requirement? If so, please 

explain which proposed public section 

requirements should not be included for 

group A or group B CIDIs and why the 

proposed requirements should not be 

included for those CIDIs. 

(84) Do commenters believe that any 

public section requirements that are not 

proposed for group A or group B CIDIs 

should be included in the proposed 

requirements? If so, please explain what 

those public section requirements are 

and why the public section 

requirements should be included for 

group A or group B CIDIs. 

(85) Do commenters believe that there 

are any barriers that would prevent 

group A or group B CIDIs from 

complying with one or more of the 

proposed public section requirements? 

If so, please explain why the barriers 

would prevent group A or group B CIDIs 

from complying with one or more 

proposed public requirements and 

suggest any alternative approaches that 

would facilitate compliance. 

(86) Do commentators believe that the 

public interest or other interests would 

be served by requiring interim 

supplements to include an updated 

public section? 

7. Extensions and Exemptions 

The FDIC is proposing a new 

paragraph (j) titled ‘‘Extensions and 

exemptions,’’ which would include the 

requirements of current § 360.10(d)(3) 

and (4) 79 as new paragraphs (j)(1) and 

(j)(2), with some modifications. The 

FDIC believes it is more logical to 

separate these requirements into a new 

paragraph because the current and the 

proposed versions of these paragraphs 

apply to all of § 360.10, not only current 


ddrumheller on DSK120RN23PROD with PROPOSALS2
64608 Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 

80See 12 CFR 360.10(d)(3)(‘‘Notwithstanding the 

general requirements of paragraph (c)(1) of this 

section, on a case-by-case basis, the FDIC may 

extend, on its own initiative or upon written 

request, the implementation and updating time 

frames for all or part of the requirements of this 

section.’’) and 12 CFR 360.10(d)(4)(‘‘FDIC may, on 

its own initiative or upon written request, exempt 

a CIDI from one or more of the requirements of this 

section.’’). 

81 12 CFR 360.10(d)(3). 

82See 12 CFR 360.10(d)(4). 

83The effective date of the amended rule would 

not be earlier than the first day of the first calendar 

quarter after the issuance of the final rule. 

paragraph (d) and proposed paragraph 

(g).80

Proposed new paragraph (j)(1) would 

be titled ‘‘Extension’’ and would allow 

the FDIC, on its own initiative or upon 

written request, to extend, on a case-bycase basis, any of the time frames or 

deadlines in proposed § 360.10. This is 

largely the same provision as current 

§ 360.10(d)(3), but would not be limited 

to ‘‘the implementation and updating 

time frames’’ 81 of § 360.10 and would 

instead allow broader extension of any 

time frame or deadline in proposed 

§ 360.10. The FDIC believes this would 

allow the FDIC and the CIDIs more 

flexibility to extend a time requirement 

in any particular individualized 

circumstances where the FDIC believes 

an extension is warranted. 

Proposed new paragraph (j)(2) would 

be titled ‘‘Waiver’’ and would allow the 

FDIC, on its own initiative or upon 

written request, to exempt a CIDI from 

one or more of the requirements of 

proposed § 360.10. This proposed 

provision is identical to current 

§ 360.10(d)(4).82

The FDIC invites comments on all 

aspects of the proposed extensions and 

exemptions requirements. 

8. Transition 

Group A CIDIs: Entities that are CIDIs 

would be required to comply with the 

amended rule beginning on the effective 

date.83 However, pursuant to letters 

issued in 2021 and 2022, the FDIC has 

directed certain CIDIs to submit 

resolution plans pursuant to the current 

rule, and the FDIC proposes that those 

CIDIs submit resolution plans as 

previously directed unless they receive 

written notice of an extension as 

provided in the current rule. 

Subsequent submissions by these 

CIDIs would be subject to the 

requirements of the amended rule 

following its effective date. 

Because resolution plans submitted in 

2023 will be prepared and submitted 

under the current rule, they will be 

evaluated under the current rule. 

However, recognizing that the amended 

rule may go into effect soon after these 

resolution plans are submitted, the FDIC 

anticipates that feedback given upon 

review of those resolution plans would 

focus on current rule elements that 

would remain relevant under the 

amended rule. Further, following the 

effective date of the final rule, the FDIC 

does not anticipate conducting 

engagement and capabilities testing on 

these resolution plans as contemplated 

in the Statement. Instead, FDIC staff 

would expect to offer to hold meetings 

with CIDIs to discuss the FDIC’s 

expectations for future submissions 

under the amended rule and to respond 

to questions from the CIDIs. 

The next resolution plan submission 

date for group A CIDIs would be set 

pursuant to the amended rule. The FDIC 

expects that about half of the group A 

CIDIs would file their first resolution 

plans under the amended rule on or 

before a date approximately not less 

than 270 days from the effective date of 

the final rule or as otherwise established 

pursuant to the amended rule. The other 

half of the group A CIDIs would file 

their first resolution plans under the 

amended rule on or before a date within 

two years of the effective date of the 

final rule or as otherwise established 

pursuant to the amended rule. Under 

this approach, some group A CIDIs 

would have more and some would have 

less than two years between their last 

filing under the current rule and their 

first filing under the amended rule. The 

FDIC would endeavor to provide group 

A CIDIs at least 270 days’ notice of their 

first filing date under the amended rule. 

Group B CIDIs: The FDIC anticipates 

that group B CIDIs would be expected 

to submit their informational filings on 

or before a date that is at least 270 days 

from the effective date of the final rule 

or as otherwise established pursuant to 

the amended rule. The FDIC would 

endeavor to provide group B CIDIs at 

least 270 days’ notice of their first filing 

date under the amended rule. 

Recognizing that none of the group B 

CIDIs have submitted a resolution plan 

under the current rule since 

implementation of the moratorium, the 

FDIC expects to offer meetings with the 

group B CIDIs to discuss the FDIC’s 

expectations for their first submissions 

and future submissions under the 

amended rule. The FDIC also expects to 

respond to questions from the group B 

CIDIs. 

In any calendar year that a CIDI does 

not provide a resolution submission, it 

would be required to provide an interim 

supplement as described in the 

proposed rule. Any CIDI that is not in 

the first cohort of CIDIs filing a 

resolution submission following the 

effective date of the final rule would be 

expected to provide an interim 

supplement on or before the first 

resolution submission filing date under 

the amended rule. 

The FDIC invites comment on all 

aspects of the proposed transition 

period. In particular, the FDIC asks the 

following questions on specific aspects 

of the proposal: 

(87) Is the proposed process for 

evaluating resolution plans submitted in 

2023 under the current rule appropriate 

in light of the proposed rule? Are there 

other alternatives to consider? 

(88) Certain CIDI’s have not submitted 

a plan since prior to the date that the 

moratorium was put in place; others 

have not filed a plan at all. Does the 

proposed transition time frame balance 

the goals of receiving resolution plan 

submissions as early as possible while 

providing sufficient time to CIDIs to 

prepare their first resolution 

submissions or interim supplements 

under the amended rule? What longer 

period or shorter period would be 

appropriate, and why? 

(89) Is there a preferred date for filing 

of resolution submissions and interim 

supplements (e.g., January 15, June 30, 

or December 1)? If so, why? 

IV. Expected Effects 

As previously discussed, the 

proposed rule would amend resolution 

plan submission requirements for all 

CIDIs and would establish two tiers of 

submission requirements to reflect the 

size and complexity of CIDIs. Group A 

CIDIs, which are IDIs with $100 billion 

or more in total assets, would be 

required to submit resolution plans that 

comply with all of the content 

requirements of the revised rule, 

including the development of an 

identified strategy for the resolution of 

the CIDI, and to participate in 

engagement and capabilities testing. 

Group B CIDIs, which are IDIs with total 

assets of at least $50 billion but less 

than $100 billion, would be required to 

submit an informational filing 

containing information on resolution 

planning and readiness, and to 

participate in engagement and 

capabilities testing. The following 

describes the expected costs and 

benefits of the proposed rule, as they 

would apply to the groups of affected 

IDIs, and other economic impacts. 

A. Proposed Changes to Current Rule, as 

Implemented 

Since the adoption of the current rule 

in 2012, the FDIC has provided 

guidance and feedback to CIDIs about 

the FDIC’s expectations regarding 

various elements of resolution plan 

content under the rule. In 2018, the 


ddrumheller on DSK120RN23PROD with PROPOSALS2
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84See https://www.fdic.gov/news/speeches/2018/ 

spnov2818.html. 

85See https://www.fdic.gov/resources/ 

resolutions/resolution-authority/idi-statement-01- 

19-2021.pdf. 

86 12 CFR 360.10(c)(2)(vii). 

87 12 CFR 360.10(c)(2)(viii)(B) through (C). 

88 12 CFR 360.10(c)(2)(ix). 

89 12 CFR 360.10(c)(2)(xiii). 

90 12 CFR 360.10(c)(2)(xvii). 

91 12 CFR 360.10(c)(2)(xix). 

92 12 CFR 360.10(c)(2)(xxi). 

93 12 CFR 360.10(f)(1)(xi). 

94 12 CFR 360.10(c)(2)(x) through (xvi) & (xvii). 

95https://www.reginfo.gov/public/do/ 

PRAViewDocument?ref_nbr=202111-3064-003. 

96FDIC PR–16–2023. ‘‘FDIC Creates a Deposit 

Insurance National Bank of Santa Clara to Protect 

Insured Depositors of Silicon Valley Bank, Santa 

Clara, California.’’ March 10, 2023. https://

www.fdic.gov/news/press-releases/2023/ 

pr23016.html. FDIC PR–18–2023. ‘‘FDIC Establishes 

Signature Bridge Bank, N.A., as Successor to 

Signature Bank, New York, NY.’’ March 12, 2023. 

https://www.fdic.gov/news/press-releases/2023/ 

pr23018.html. FDIC PR–34–2023, ‘‘JPMorgan Chase 

Bank, National Association, Columbus, Ohio 

Assumes All the Deposits of First Republic Bank, 

San Francisco, California’’ May 1, 2023. https://

www.fdic.gov/news/press-releases/2023/ 

pr23034.html. This estimate has been adjusted for 

the recent failures of Silicon Valley Bank, Signature 

Bank, and First Republic Bank, as well as merger 

transactions that occurred in the first quarter of 

2023 that would affect the number of institutions 

categorized as group A CIDIs. 

97FDIC Call Report Data as of December 31, 2022. 

Two of these institutions have not yet filed a 

resolution plan. For the purposes of this analysis, 

their first plans are expected to be filed after the 

proposed rule is finalized. 

FDIC announced a moratorium on 

resolution plan submissions.84 In 

January 2021, the FDIC announced that 

it would lift the moratorium for CIDIs 

with $100 billion or more in total assets 

(which corresponds with the group of 

CIDIs the proposed rule would 

categorize as group A CIDIs),85 and in 

the Statement, the agency described 

modified expectations for resolution 

plans from this group. Rule 

requirements continued to remain 

subject to the moratorium for CIDIs with 

total assets of less than $100 billion 

(which includes the group of CIDIs the 

proposed rule would categorize as group 

B CIDIs). 

Under the approach outlined in the 

Statement, CIDIs with $100 billion or 

more in total assets are expected to 

submit a resolution plan once during 

the succeeding three-year period. In 

addition, pursuant to the Statement, the 

FDIC communicated that it would 

provide exemptions to all CIDIs that are 

required to file resolution plans (the 

group A CIDIs) from the obligation to 

include certain categories of content in 

their future resolution plan 

submissions. The exemptions that the 

Statement indicated would be provided 

to all group A CIDIs are: least-costly 

resolution method,86 asset valuation 

and sales,87 major counterparties,88

material entity financial statements,89

systemically important functions,90

disaster recovery or other backup 

plans,91 assessment of the resolution 

plan,92 and high-level description of 

resolution strategy in the public 

section.93

As explained in the Statement, on a 

case-by-case basis, the FDIC also 

provided exemptions to certain CIDIs 

for their next resolution plan 

submissions for certain additional 

categories of content required by the 

current rule: off-balance sheet 

exposures; collateral pledged; trading, 

derivatives, and hedges; unconsolidated 

balance sheet and consolidated 

schedules; payment, clearing, and 

settlement systems; capital structure 

and funding sources; affiliate funding, 

transactions, accounts, exposures, and 

concentrations; and cross-border 

elements.94

The Statement also: 

(1) Established a process for a CIDI to 

request additional exemptions; 

(2) Maintained the requirement that a 

resolution plan take into account that 

the CIDI’s failure may occur under the 

severely adverse economic conditions 

developed by the Board of Governors of 

the Federal Reserve System pursuant to 

12 U.S.C. 5365(i)(1)(B), but 

communicated that CIDIs would be 

exempted from the requirement to take 

into account baseline and adverse 

economic conditions for their resolution 

plan submissions; 

(3) Explained the FDIC’s intention to 

conduct regular engagement and 

capabilities testing; and 

(4) Permitted CIDIs to incorporate by 

reference into their resolution plans 

information from other sources, 

including the DFA resolution plans of a 

CIDI’s parent company, a resolution 

plan submitted previously by the CIDI 

or its affiliate, a regulatory filing with 

the FDIC by the CIDI, and a publiclyavailable regulatory filing by the CIDI or 

any of its affiliates with any Federal or 

State regulator. 

These changes were taken into 

account in the FDIC’s most recent 

estimates of total annual labor hours 

and costs associated with 

recordkeeping, reporting, and disclosure 

compliance requirements for the current 

rule as implemented following the 

Statement.95 These estimates will be 

used as a baseline from which the 

estimates of total annual labor hours 

and costs associated with 

recordkeeping, reporting, and disclosure 

compliance requirements of the 

proposed rule on CIDIs are derived. 

1. Effects on Group A CIDIs 

If adopted, the proposed rule will 

increase regulatory compliance costs for 

group A CIDIs due to a variety of 

proposed changes to resolution plan 

content and proposed changes with 

respect to engagement and capabilities 

testing, as well as the expected 

increased frequency of submissions and 

the proposed new requirement of 

interim supplements between 

submissions. The proposed rule will 

increase such costs by requiring certain 

content that was expected to be 

exempted for all or some of these CIDIs 

as explained in the Statement, by 

modifying certain other content 

requirements, and by modifying the 

expectations for engagement and 

capabilities testing. Group A CIDIs 

would be defined in the proposed rule 

as IDIs with $100 billion or more in total 

assets based upon the average of the 

institution’s four most recent Reports of 

Condition and Income. As of the quarter 

ending December 31, 2022, the FDIC 

insured 4,715 depository institutions, of 

which 31 reported total average assets of 

$100 billion or more over their four 

most recent Reports of Condition and 

Income. Therefore, for the purposes of 

this analysis the FDIC estimates that 31 

FDIC-insured depository institutions 

would be classified as group A CIDIs 

and directly affected by the proposed 

rule, if adopted.96 In aggregate, these 31 

group A CIDIs held a combined $16.47 

trillion in total assets, accounting for 

about 69 percent of total U.S. banking 

industry assets.97

a. Previously-Exempted Content 

Reinstated 

The following content elements, 

which the Statement indicated would be 

exempted for all CIDIs, are included in 

the proposed rule or replaced by 

requirements of similar purpose. 

Failure scenario/identified strategy. 

While the Statement indicated that IDIs 

would be exempted from developing a 

failure scenario and one or more 

resolution strategies for their resolution 

plans, the proposed rule would reinstate 

that requirement in a somewhat 

narrower fashion than described in the 

current rule. The proposed rule would 

require group A CIDIs to provide an 

identified strategy covering the period 

from point of failure to liquidation or 

return of the business to the private 

sector that would be developed 

according to a failure scenario 

determined by either the CIDI or (in 

whole or in part) the FDIC. Consistent 

with the Statement, a severely adverse 

economic scenario will be considered 


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98See proposed rule § 360.10(d)(24). 

99Proposed rule § 360.10(d)(19). 

100 12 CFR 360.10(c)(2)(ix). 

101This information is part of Management 

Information Systems; Software Licenses; Intellectual 

Property, located at 12 CFR 360.10(c)(2)(xix). 

102Proposed rule § 360.10(d)(23). 

103See https://publicinspection.federalregister.gov/2021-24648.pdf. 

and alternatives under baseline or 

adverse conditions would not be 

required. 

Least-costly resolution method. The 

Statement communicated that all CIDIs 

would be exempted from demonstrating 

that any resolution strategy was the least 

costly to the DIF of all available options. 

Under the proposed rule, this content 

element from the current rule would be 

replaced by a requirement that a 

resolution plan include information and 

analysis regarding processes to develop 

valuations under different resolution 

assumptions that would be helpful to 

the FDIC in developing its least-cost 

analysis at the time of a CIDI’s failure. 

Assessment of resolution plan: 

Finally, the proposed rule would not 

provide an exemption from the 

requirements with respect to 

information regarding any assessments 

made by the CIDI of its resolution 

plan.98 The Statement explained that 

the FDIC would exempt all CIDIs from 

this content requirement. 

b. No Routine FDIC-Issued Case-by-Case 

Exemptions 

Unlike the intention expressed in the 

Statement, the proposed rule would not 

include the expectation of routine 

exemption of certain content on a caseby-case basis. Rather, all group A CIDIs 

would be required to include all content 

required by the revised rule if and to the 

extent those elements are relevant to 

their organization and businesses. For 

example, the Statement of provided an 

exemption for content relating to the 

parent company and parent company 

affiliates for a CIDI without a holding 

company. However, under the proposed 

rule, the resolution plan would simply 

provide the relevant information (e.g., 

that the CIDI does not have a holding 

company and therefore there are no 

challenges associated with separation 

from the parent company and parent 

company affiliates). Similarly, for 

example, rather than exempting CIDIs 

that do not have significant cross-border 

operations or activities from the Crossborder elements subpart,99 the proposed 

rule will require the resolution plans 

discuss this information if and to the 

extent of such operations and activities. 

Thus, the burden on each group A CIDI 

would be commensurate with the 

applicability of the requirement in view 

of the complexity of each CIDI’s 

organization and business. 

c. Codifying Guidance, New and 

Modified Plan Content Requirements, 

and Deleting Plan Content Requirements 

The proposed rule would codify and 

build upon certain elements of the 

Statement. The content items which 

were exempted pursuant to the 

Statement for all or some CIDIs are 

included in the proposed rule, with 

only limited exceptions. The proposed 

rule would eliminate the following 

content requirements that were 

exempted for all CIDIs, including the 

group A CIDIs, pursuant to the 

Statement: Major Counterparties 100 and 

disaster recovery and backup plans.101

In addition, while the proposed rule 

does not require the content in the 

current rule with respect to ‘‘least costly 

resolution method,’’ which was an 

exemption for all CIDIs as described in 

the Statement, the proposed rule adds a 

new content element, titled ‘‘Valuation 

to Facilitate Assessment of Least-cost 

Test,’’ with a related purpose and 

similar level of burden. The proposed 

rule would add one new category of 

required content: the Digital services 

and electronic platforms subpart.102

Other content areas have been modified 

and reorganized to clarify and further 

develop the content requirements under 

the current rule as implemented. 

In addition, while the Statement 

expressly permitted incorporation by 

reference of relevant information 

provided in the DFA resolution plans 

and various other regulatory filings, the 

proposed rule would allow 

incorporation of that information, but 

would require that it be replicated in the 

resolution submission. 

The proposed rule would address the 

instances in which a CIDI would be 

required to notify the FDIC about a 

significant change. Specifically, under 

the proposed rule, CIDIs would be 

required to provide the FDIC with a 

notice of ‘‘material change’’ to its 

organizational structure, core business 

lines, size, or complexity (such as via a 

merger), acquisition or divestiture of 

assets or similar transaction that may 

have significant impact on the identified 

strategy. There would be no change to 

burden as a result of this requirement, 

which is consistent with prior practice 

and burden estimates. 

Taken overall, the proposed changes 

to required plan content are likely to 

result in cost increases for group A 

CIDIs associated with the preparation of 

their resolution plans, but would 

improve the utility of resolution plans 

for the FDIC’s planning and readiness 

for the resolution of group A CIDIs. 

d. Updated Reporting Compliance 

Estimates 

In August of 2021, the FDIC updated 

its estimates of the total annual labor 

hours and costs associated with 

reporting compliance requirements of 

the current rule in light of the resolution 

planning expectations expressed in the 

Statement. The updated applicable 

reporting burden estimates as of August 

2021 are: (1) reporting burden of 57.6 

hours per billion dollars in assets for 

each resolution plan submission by a 

CIDI that had previously submitted a 

plan with over $100 billion in total 

assets that is affiliated with a U.S. GSIB; 

(2) reporting burden of 48 hours per 

billion dollars in total assets for each 

resolution plan submission by a CIDI 

that had previously submitted a plan 

with over $100 billion in total assets 

that is not affiliated with a U.S. GSIB; 

and (3) reporting burden of 14,400 total 

hours for each resolution plan 

submission by a CIDI with over $100 

billion in total assets (irrespective of 

U.S. GSIB affiliation) that has never 

submitted a resolution plan 

previously.103 These estimates will be 

the baseline from which the estimated 

labor hours and costs associated with 

reporting compliance requirements of 

the proposed rule on group A CIDIs are 

derived. 

Based on the FDIC’s experience with 

the current requirements and 

expectations relative to those in the 

proposed rule, the FDIC estimates that 

the proposed changes would increase 

the reporting requirements for CIDIs. 

The FDIC estimates that the labor hours 

needed by group A CIDIs to comply 

with the reporting requirements of each 

resolution plan submission following 

their initial submission under the 

proposed rule will be 72 hours per 

billion dollars in assets, an 

approximately 25 percent increase from 

the 57.6 hours per billion dollars in 

assets estimated following the Statement 

for group A CIDIs affiliated with U.S. 

GSIBs; and an approximately 50 percent 

increase from the 48 hours per billion 

dollars in assets estimated following the 

Statement for group A CIDIs that are not 

affiliated with U.S. GSIBs. 

Additionally, the FDIC estimates that 

group A CIDIs that are first-time filers 

will incur approximately 16,000 labor 

hours to comply with the reporting 

requirements of their first resolution 

plan submission based on the proposed 


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104The FDIC estimated 13,292 burden hours for 

first-time filers following the Statement. This 

estimate was obtained by reducing the base estimate 

of 14,400 burden hours by 7.7 percent to reflect 

‘‘non-individual streamlined content exemptions 

and engagement changes’’. The reduction will not 

apply to first-time filers under the proposed rule. 

105For reference, the Statement excluded some 

content elements and introduced a number of 

exemptions. However, the estimated labor hours 

necessary to comply with resolution plan 

submissions for CIDIs that had previously 

submitted a plan under the current rule prior to the 

Statement, was 65 hours per billion dollars in 

assets. The content requirements associated with 

the proposed rule is estimated to require 72 hours 

per billion dollars in assets in order to comply, 

which is an approximately 10.77 percent increase. 

106FDIC Call Report data, December 31, 2022. 

107See https://www.fdic.gov/resources/ 

resolutions/resolution-authority/idi-plan-statement052220.pdf. 

108Of the 14 group B CIDIs identified, only three 

have submitted resolution plans under the current 

rule (in either 2015 or 2018). 

rule. This estimate was calculated by 

taking the estimate for first-time filers in 

the Statement—13,292 hours.104 This 

estimate assumes that none of the 

exemptions addressed in the Statement 

are in effect, which returns to the base 

estimate of 14,400 hours, and then 

increasing that estimate by an additional 

10.77 percent 105 to reflect additional 

content requirements and changes in the 

proposed rule. This results in an 

estimated first-time filing burden for 

group A CIDIs of approximately 16,000 

hours. These estimations—for both 

subsequent plan submissions and new 

filings—also include compliance cost 

estimates for both engagements and 

capabilities testing (discussed below). 

Finally, the proposed rule introduces 

a new requirement for group A and 

group B CIDIs to submit interim 

supplements in years where a resolution 

submission is not required. These 

submissions consist of a limited set of 

critical information that can be 

effectively updated year over year to 

help maximize the utility of resolutionrelated information to the FDIC. 

Specifically, these supplements would 

require a CIDI to provide the most upto-date information, in whole or in part, 

for the following content elements: (1) 

organizational structure; (2) overall 

deposit activities (partial); (3) critical 

cervices (partial); (4) key personnel 

(partial); (5) franchise components 

(partial); (6) asset portfolios (partial); (7) 

off-balance-sheet exposures; (8) 

unconsolidated balance sheet; (9) 

payment, clearing, and settlement 

systems (partial); (10) capital structure 

and finding sources (partial); (11) crossborder elements; and (12) management 

information systems (partial). After a 

review of the content requirements for 

these supplementary filings, the FDIC 

estimates that group A and group B 

CIDIs will incur approximately 24 hours 

per billion dollars in assets associated 

with the submission of an interim 

supplement to the FDIC. The FDIC 

expects that this submission would be 

biennial, i.e., on the years in which a 

resolution submission is not required. 

2. Effects on Group B CIDIs 

As previously discussed, group B 

CIDIs are defined in the proposed rule 

as IDIs with at least $50 billion but less 

than $100 billion, in total assets based 

on the average of the institution’s most 

recent Reports of Condition and Income. 

As of the quarter ending December 31, 

2022, the FDIC insured 4,715 depository 

institutions, of which 14 reported total 

assets of $50 billion or more, but less 

than $100 billion, over their four most 

recent Reports of Condition and Income. 

Therefore, for the purposes of this 

analysis, the FDIC estimates that 14 

FDIC-insured depository institutions 

would be classified as group B CIDIs 

and directly affected by the proposed 

rule.106 In aggregate, as of December 31, 

2022, these 14 group B CIDIs held a 

combined $1.03 trillion in total assets, 

accounting for about 4.31 percent of 

total U.S. banking industry assets. 

While group B CIDIs are required to 

provide resolution plans to the FDIC 

under the current rule, they are 

currently still subject to the FDIC’s 

moratorium on resolution plan 

submissions and have not had to 

provide such submissions since 2018.107

The baseline for this analysis of the 

estimated reporting compliance costs of 

the proposed rule for group B CIDIs 

includes the existing moratorium and, 

therefore entails no existing compliance 

costs for IDIs with total average assets of 

$50 billion or more, but less than $100 

billion. Because the FDIC is using the 

estimates commensurate with the 

Statement and the moratorium as the 

baseline for its analysis, the FDIC 

estimates that the proposed rule’s 

resolution submission requirements, 

which would be applied to group B 

CIDIs, would result in new reporting 

requirements for group B CIDIs. 

Concurrent with the implementation of 

the proposed rule, the FDIC expects 

there to be a separate action by the FDIC 

Board of Directors that would lift the 

moratorium for group B CIDIs, 

subjecting them to resolution-related 

filing requirements—under the 

amended rule—for the first time since 

2018. 

This analysis of the estimated 

compliance costs of the proposed rule 

(in conjunction with the lifting of the 

moratorium) for group B CIDIs is 

predicated on the assumption that all of 

the proposed filing requirements are 

new filing requirements for group B 

CIDIs, resulting in relatively high initial 

compliance efforts associated with 

implementation. Most CIDIs that would 

be categorized as group B CIDIs under 

the proposed rule have not provided 

resolution plans of any kind to the 

FDIC. For those CIDIs that have filed 

previously, the significant passage of 

time since that filing, taken together 

with the significant changes to the 

applicable informational filing 

requirements for group B CIDIs under 

the proposed rule, suggest that it is 

appropriate to consider them to be firsttime filers for the purposes of assessing 

compliance costs.108

Under the proposed rule, each group 

B CIDI would submit an informational 

filing to the FDIC, and the FDIC could 

then engage with each group B CIDI to 

obtain additional information relevant 

to the FDIC’s own resolution planning 

or to clarify data and analysis in the 

informational filing. Under the 

proposed rule, an informational filing 

for a group B CIDI would differ from a 

resolution plan for group A CIDIs in that 

group B CIDIs submitting an 

informational filing would not be 

required to include an identified 

strategy and apply that strategy to a 

failure scenario, or be subject to review 

of the credibility of the identified 

strategy. In addition, an informational 

filing would not be required to include 

valuation to facilitate FDIC’s assessment 

of least-costly resolution method. 

The FDIC estimates that the proposed 

rule, if adopted, would pose reporting 

requirements of 7,200 labor hours for 

the initial informational filing of a group 

B CIDI. For informational filings in 

subsequent cycles, the FDIC estimates 

that the proposed rule would pose 

reporting requirements of approximately 

67 hours per billion dollars in assets. 

The FDIC arrived at these estimates by 

analyzing the content requirements for 

informational filings required to be 

submitted by group B CIDIs compared to 

those for full resolution plans required 

of group A CIDIs. Specifically, the 

proposed rule excludes elements 

pertaining to the creation, application, 

and review of an identified strategy, and 

to valuation to support least-cost test 

analysis for informational filings for 

group B CIDIs compared to resolution 

planning requirements for group A 

CIDIs. FDIC staff does not believe that 

this reduction in content elements 

results will have an effect on the 

estimated reporting burden for initial 

plan filings for a group B CIDI, but will 


ddrumheller on DSK120RN23PROD with PROPOSALS2
64612 Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 

109The reporting compliance burden for 

resolution submissions (for group A and group B 

CIDIs) is expected to be distributed between 

executives and financial analysts at a ratio of 1-to3 for the two occupations, respectively. The 

estimated weighted average hourly compensation 

cost of these employees are found by using the 75th 

percentile hourly wages reported by the Bureau of 

Labor Statistics (BLS) National Industry-Specific 

Occupational Employment and Wage Estimates for 

the relevant occupations in the Depository Credit 

Intermediation sector, as of December 2022. These 

wages are adjusted to account for inflation and nonmonetary compensation rates for health and other 

benefits, as of December 2022, to provide a 

comprehensive estimate of overall compensation. 

110CIDIs that become group A CIDIs in 

subsequent filing cycles will have already 

submitted resolution plans as group B CIDIs, and 

are thus not considered ‘‘first-time’’ filers for the 

purposes of estimating burden. 

111See footnote #110. 

112See footnote #110. 

result in a net reduction in burden of 

approximately 5 hours per billion 

dollars in assets for subsequent plan 

filings for group B CIDIs. These 

estimations also include compliance 

cost estimates for engagement testing 

(discussed below). As discussed above 

in section III.A.3.e, the proposed rule 

introduces a requirement for group A 

and group B CIDIs to submit interim 

supplements to the FDIC in years where 

no resolution submission is required. 

The submission requirements for these 

interim supplements are identical for 

group A and group B CIDIs. Therefore, 

the FDIC has estimated that group B 

CIDIs will incur approximately 24 hours 

per billion dollars in assets associated 

with the submission of an annual 

interim supplement to the FDIC. 

3. Marginal Effect of Proposed Changes 

As discussed above, this analysis of 

the estimated compliance costs of the 

proposed rule is relative to a baseline 

scenario which includes burden 

estimates under the Statement, the 

existing moratorium on filing 

requirements for group B CIDIs, and the 

use of a triennial, rather than a biennial, 

filing cycle. If adopted, the proposed 

rule would have four primary effects: 

change in filing cadence, change in 

content requirements for group A CIDIs, 

change in content requirements for 

group B CIDIs, and the establishment of 

an interim supplement. The realized 

effects of the proposed rule are a 

function of filing dates, filing types, as 

well as the changes in filing content 

requirements for group A and B CIDIs 

discussed in detail above. To control for 

such changes and assess the marginal 

effect of the primary aspects of the 

proposed rule relative to the current 

baseline, the FDIC analyzed projected 

filings by CIDIs over a six-year period 

beginning in 2025. The following 

discussion addresses each of these 

primary effects so as to illustrate their 

marginal contribution to the aggregate 

effect. 

Future changes in assets for existing 

individual CIDIs is difficult to 

accurately estimate. Therefore, for the 

purposes of this analysis, the FDIC 

assumes that the total assets reported by 

existing individual CIDIs for the quarter 

ending December 31, 2022, will remain 

constant throughout the period of 

analysis, notwithstanding assumptions 

made by the FDIC on the number of new 

group A and group B CIDIs in each 

filing cycle (discussed below). 

a. Marginal Effect of Proposed Change to 

Biennial Filing Cycle 

As discussed above in section 

III.A.2.a, the proposed rule would 

change the filing cycle from triennial to 

biennial. To isolate the effect of the 

potential change from a triennial to a 

biennial filing cycle, the FDIC compared 

projected compliance costs of the 

current triennial filing cycle, as outlined 

in the Statement, to the costs of those 

same compliance requirements on a 

biennial basis. Over the six-year period 

of analysis, the FDIC estimates that the 

labor hours expended by CIDIs to 

comply with a biennial filing cycle 

would increase by an average of 150 

thousand hours (28 percent) annually. 

Assuming a wage estimate of $109.32 an 

hour,109 the FDIC estimates that the 

change from a triennial to a biennial 

filing cycle would result in average 

additional costs of about $16.4 million 

annually. 

b. Marginal Effect of Proposed Changes 

in Content 

Group A CIDIs 

As previously discussed, the FDIC 

estimates that the labor hours needed by 

group A CIDIs to comply with the 

reporting requirements of the proposed 

rule for first-time resolution plan 

submissions will be 16,000 hours, and 

each subsequent resolution plan 

submission will be 72 hours per billion 

dollars in assets. Over the six-year 

period of analysis beginning in 2025 the 

FDIC assumes there to be 6 first-time 

group A plan submission filers—or 2 

first-time filers per biennial filing 

cycle—based on a review of bank asset 

data from 2017 to 2022.110 Of the 31 

group A CIDIs described above, 29 have 

previously submitted resolution plans, 

and two have not. Therefore, the FDIC 

expects that these two group A CIDIs 

will file for the first time in the 

upcoming submission cycle. To isolate 

the effect of the potential changes in 

filing content for group A CIDIs from the 

changes in filing cadence associated 

with the proposed rule, the FDIC 

compared projected compliance costs, 

as outlined in the Statement, on a 

biennial basis to the projected reporting 

compliance costs, as outlined in the 

proposed rule, on a biennial basis. 

For group A CIDIs submitting 

resolution plans in the upcoming and 

subsequent biennial filing cycles, the 

FDIC estimates that, over the six-year 

period of analysis, the changes within 

the proposed rule solely related to the 

group A content requirements will 

result in an average increase in 

reporting burden hours of 

approximately 141 thousand hours 

annually (26 percent). Assuming a wage 

estimate of $109.32 an hour,111 the FDIC 

estimates that the increase in reporting 

burden hours for group A CIDIs solely 

due to changes within the proposed rule 

for group A content requirements will 

result in average additional costs of 

approximately $15.4 million annually. 

Over half of this increase in estimated 

annual compliance costs can be 

attributed to resolution plan 

submissions from the nine IDIs affiliated 

with U.S. GSIBs. 

Group B CIDIs 

As previously discussed, the FDIC 

estimates that the labor hours needed by 

group B CIDIs to comply with the 

reporting requirements of the proposed 

rule for first-time informational filings 

will be 7,200 hours and each subsequent 

informational filing will be 67 hours per 

billion dollars in assets. Over the sixyear period of analysis beginning in 

2025, the FDIC estimates there to be 20 

first-time group B plan submission 

filers. As discussed above, the FDIC 

considers all existing group B CIDIs to 

be ‘‘new filers’’ in the upcoming filing 

cycle and assumes two new group B 

CIDIs to file for the first time in each 

subsequent filing cycle, based on a 

review of bank asset data from 2017 to 

2022. 

Therefore, to illustrate the effect of the 

proposed rule solely related to changes 

in filing requirements for group B CIDIs 

this analysis compares current 

compliance requirements, as outlined in 

the Statement, to the projected reporting 

compliance costs for group B CIDIs, as 

outlined in the proposed rule, on a 

biennial basis. 

The FDIC estimates that, over the sixyear period of analysis, the proposed 

rule would result in an average increase 

in reporting burden hours of 

approximately 44,000 hours annually 

(eight percent). Using a wage rate of 

$109.32 an hour,112 the FDIC estimates 

that the increase in reporting burden 

hours for group B CIDIs submitting 


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113See footnote #110. 

114 12 CFR 360.10(d)(1) through (2). 

115The reporting compliance burden for 

resolution submissions (for group A and group B 

CIDIs) is expected to be distributed between 

executives and financial analysts at a ratio of 1-to3 for the two occupations, respectively. The 

estimated weighted average hourly compensation 

cost of these employees are found by using the 75th 

percentile hourly wages reported by the Bureau of 

Labor Statistics (BLS) National Industry-Specific 

Occupational Employment and Wage Estimates for 

the relevant occupations in the Depository Credit 

Intermediation sector, as of December 2022. These 

wages are adjusted to account for inflation and 

compensation rates for health and other benefits, as 

of December 2022, to provide a comprehensive 

estimate of overall compensation. 

116FDIC Call Report data, December 31, 2022. 

The 45 depository institutions that would be 

classified as group A and group B CIDIs under the 

proposed rule had total noninterest expenses of 

approximately $388 billion for the year 2022. 

informational filings will result in 

average additional costs of 

approximately $4.8 million annually. 

Interim Supplements 

As discussed above in section 

III.A.3.e, the proposed rule introduces a 

new requirement for group A and group 

B CIDIs to submit an interim 

supplement for the years that they do 

not submit resolution plans or 

informational filings. The FDIC 

estimates that group A and group B 

CIDIs submitting an interim supplement 

will incur an hourly burden of 

approximately 24 hours per billion 

dollars in assets. Using this estimate 

over the six-year period of analysis, the 

requirement for annual interim 

supplements would result in an 

estimated average annual increase of 

approximately 197,000 hours and 

12,000 hours for group A and group B 

CIDIs, respectively. Using a wage 

estimate of $109.32 an hour,113 the FDIC 

estimates that the increase in reporting 

burden hours for group A and group B 

CIDIs submitting annual interim 

supplements will result in average 

additional costs of approximately $21.5 

million annually and $1.4 million 

annually, respectively. Thus, the FDIC 

estimates the total average impact of this 

specific proposed requirement to be 

approximately 209,000 hours annually, 

and about $22.9 million annually (38 

percent). The FDIC estimates that over 

60 percent of this burden will fall on the 

nine group CIDIs that are affiliated with 

the U.S. GSIBs. 

Engagement and Capabilities Testing 

As previously discussed, the FDIC 

proposes to modify the current rule to 

provide more clarity concerning the 

FDIC’s expectations for engagement 

between CIDIs and the FDIC. It is the 

FDIC’s current practice to seek greater 

understanding of a resolution 

submission and the application of the 

information to all strategic options that 

will be useful to the FDIC in 

implementing a resolution strategy, as 

explained in the Statement and in the 

NPR.114 The proposed rule further 

clarifies understanding about the 

existence and practice of such 

exchanges of information. 

The FDIC expects to engage with 

group A CIDIs on a selective basis, 

depending on the complexity of 

resolution issues and the completeness 

of resolution submissions, among other 

factors. Further, the FDIC assumes, 

based on supervisory experience, that it 

will engage with about half of the group 

A CIDIs in each plan submission cycle. 

For the purposes of this analysis, the 

FDIC expects capabilities testing to be 

generally undertaken once per two-year 

submission cycle. The FDIC estimates 

that group A and group B CIDIs will 

incur one labor hour per billion in total 

assets and two labor hours per billion in 

total assets, respectively, to comply with 

the engagement requirements of the 

proposed rule. The FDIC believes that 

the engagement requirements of the 

proposed rule, if adopted, would result 

in an estimated reduction of one labor 

hour per billion in total assets for group 

A CIDIs, relative to the Statement, due 

to more selective engagement practices 

driven by the change to a biennial filing 

cycle. Further, the FDIC estimates that 

group A and group B CIDIs will incur 

one labor hour per billion in total assets 

to comply with the capabilities testing 

requirements of the proposed rule. To 

maintain consistency with the 

estimation approach taken in the 

Statement, the estimate of labor hours 

for both engagement and capabilities 

testing was included in the prior 

estimates of 72 labor hours per billion 

in total assets for resolution plan 

content requirements of group A CIDIs 

and 67 hours per billion in total assets 

for group B CIDIs. 

Taken together, the total estimated 

marginal effect of the proposed change 

to a biennial filing cycle, content 

changes for group A CIDIs, content 

changes for group B CIDIs, requirements 

for Interim Supplements, and 

consideration of engagement and 

capabilities testing, in the proposed rule 

on group A and B CIDIs, over the sixyear analysis period, would result in an 

average increase in reporting burden 

hours of approximately 544 thousand 

annually. At an estimated wage rate of 

$109.32 115 per hour, this would amount 

to total additional estimated reporting 

costs for all CIDIs of approximately 

$59.5 million annually. 

This analysis illustrates that the 

estimated costs of the proposed rule are 

likely to be small. The FDIC compared 

the average annual estimated reporting 

compliance costs to the reported total 

annual noninterest expenses for all 

CIDIs and compliance costs did not 

exceed five percent as a percentage of 

noninterest expenses for any CIDI.116

Further, total average annual estimated 

reporting compliance costs of $59.5 

million are approximately 0.015 percent 

of total noninterest expenses across all 

CIDIs. 

B. Effects on Insured Deposits and the 

Deposit Insurance Fund 

As previously discussed, the 

proposed rule, if adopted, would 

increase the amount of information 

CIDIs produce and furnish to the FDIC 

for the purposes of resolution planning. 

In the years since the adoption of the 

current rule in 2012, the FDIC has 

learned which aspects of the resolution 

planning process are most valuable and 

gained a greater understanding of the 

resources that CIDIs expend in meeting 

the requirements and expectations to 

comply with the current rule. The FDIC 

does not have the information necessary 

to quantify the benefits to the DIF 

associated with the increase in the 

amount of resolution planning 

information for CIDIs, and consideration 

of that information. However, the FDIC 

believes that requiring CIDIs to regularly 

submit more information on their 

resolution readiness capabilities would 

be expected to reduce the costs to the 

DIF in the event of a failure of such an 

institution because this information 

would help the FDIC be more prepared 

to resolve these CIDIs. 

C. Additional Economic Considerations 

and Effects 

Because some of the methodologies 

used to estimate reporting costs—for 

subsequent plan filings and interim 

supplements—above are based on the 

number of labor hours per billions of 

dollars in total assets, it is possible for 

a CIDI’s estimated compliance cost to 

change solely due to fluctuations in 

asset size. The FDIC acknowledges that 

economic trends resulting in, or 

contributing to, changes in banking 

industry assets generally would have an 

impact on the estimates described 

above, but believes that these potential 

changes in compliance costs are likely 

to be modest relative to the size of the 

IDIs affected by the proposed rule. 

CIDIs would likely incur some 

regulatory costs, in addition to the 

reporting costs presented above, to 

transition their internal systems and 

processes in order to comply with the 


ddrumheller on DSK120RN23PROD with PROPOSALS2
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proposed rule. The FDIC does not have 

access to information that would enable 

it to estimate such costs. However, the 

FDIC believes that such costs are likely 

to be small relative to the size of the IDIs 

affected by the proposed rule. 

Finally, the FDIC does not believe that 

any additional costs incurred as a result 

of the proposed rule would have 

significant adverse impact on the 

provision of banking services such as 

originating and servicing loans, 

processing payments, or various 

financial market activities that the CIDIs 

may be involved in. This analysis 

illustrates that estimated reporting costs 

in future years only comprise 

approximately 0.015 percent of current 

(e.g. year-end 2022) noninterest 

expenses for all CIDIs. 

D. Overall Effects 

In summary, the FDIC believes that 

the proposed rule would result in public 

benefits by improving the FDIC’s ability 

to effect timely and cost-effective 

resolutions of large, complex insured 

institutions. The FDIC estimates the 

proposed rule would result in average 

annual compliance cost increases of 

approximately $59.5 million over the 

six-year analysis period—which spans 

three filing cycles under the proposed 

rule. 

V. Alternatives Considered 

The FDIC considered several 

alternatives while developing the 

proposed rule. The FDIC first 

considered leaving the current rule 

unchanged. The FDIC rejected this 

alternative because it believes the 

proposed rule would improve the value 

of resolution submissions and provide 

additional clarity to CIDIs as to the 

requirements of the rule by 

incorporating elements of prior 

guidance. The value of these resolution 

submissions would be greatly increased 

to both the FDIC and CIDIs given the 

proposed rule intends to reflect the 

lessons learned from resolution 

planning under the current rule, 

including the iterative approaches to 

refinement and clarification through 

guidance and feedback since the current 

rule’s issuance, and provide a complete 

and clear set of requirements with 

respect to resolution planning 

submissions, review, feedback and 

credibility. The proposed rule also 

would bolster and clarify the FDIC’s 

approach to engagement and 

capabilities testing in a manner useful 

both to the CIDIs and the FDIC. 

Additionally, the proposed rule would 

formalize the expectation of a three-year 

submission cycle, providing time for 

deeper engagement and capabilities 

testing and more opportunities for 

feedback to the CIDI from plan review 

and from engagement and capabilities 

testing to be more comprehensively 

integrated into both the submission and 

the day-to-day business of the CIDI. 

The FDIC also considered the 

groupings of IDIs that would be covered 

under the proposed rule and how the 

requirements should differ for each, if at 

all. Possibilities included continuing the 

current rule’s requirement to require 

resolution plans for all CIDIs over $50 

billion in total assets; no longer 

requiring any resolution submission 

from the group of CIDIs with $50 to 100 

billion in total assets; or tiering 

requirements based on size or other 

factors. One alternative considered was 

to group CIDIs with $100 billion or more 

in total assets into cohorts with different 

requirements, and reducing content 

expectations for CIDIs that have 

between $100 and $250 billion in total 

assets that do not have identified 

complexity factors such as significant 

cross-border operations or large offbalance sheet derivatives activities. As 

discussed in the introduction to this 

preamble, the limited pool of possible 

acquirers and the complexity of the 

transaction greatly diminishes the 

likelihood of a sale of any group A CIDI 

in a closing weekend or single 

transaction out of a BDI. Since this 

challenge applies to all CIDIs with $100 

billion or more in total assets, the FDIC 

has determined that the information and 

analysis required under the proposed 

rule is appropriate for all group A CIDIs, 

with an emphasis on establishment and 

stabilization of a BDI and an exit in 

which the IDI is sold to one or more 

acquirers, to provide optionality to the 

FDIC in preparing for resolution. While 

the group A CIDIs vary in size and 

complexity, the CIDIs themselves are 

best suited to determine how to address 

content elements in a manner 

appropriate to their organization and 

business lines. 

The FDIC considered various 

alternatives with respect to CIDIs that 

have between $50 and $100 billion in 

total assets, i.e., the group B CIDIs. 

Alternatives considered included 

whether to exclude them from any 

submission requirement, whether to 

require full resolution plans, or to 

require more limited informational 

filings. The pool of possible acquirers is 

generally larger for group B CIDIs than 

for group A CIDIs, and where a BDI is 

a strategic element, the complexity of a 

multiple acquirer exit is generally less. 

Thus, while the size and complexity of 

CIDIs between $50 and $100 billion in 

total assets presents significant 

challenges in resolution, the FDIC 

believes that the amount of information 

and analysis necessary to support the 

FDIC’s resolution readiness for these 

CIDIs can be appropriately less than for 

the group A CIDIs, and that the 

proposed informational filing 

requirement for firms in this tier is an 

appropriate balance between the 

requirement of a full resolution plan 

and the exclusion of these CIDIs from all 

resolution planning requirements under 

the proposed rule. 

The FDIC then considered what type 

of content should be included in each 

resolution plan or informational filing. 

The FDIC reviewed past submissions as 

well as prior feedback and guidance to 

identify the most useful content to 

support the FDIC’s ability to resolve a 

CIDI efficiently and effectively in the 

event that a CIDI experiences material 

financial distress and failure. The 

proposal would clarify the type of 

information the FDIC is seeking in order 

to help facilitate CIDIs’ efficient 

development of resolution submissions. 

The inclusion of a more clearly defined 

expectation for an identified strategy for 

CIDIs with over $100 billion in total 

assets and a more clearly defined 

credibility standard should assist in 

assuring resolution plans are more 

finely tuned to the unique complexities 

of each group A CIDI. The reductions in 

resolution submission content 

requirements for CIDIs with $50 to $100 

billion in total assets are designed to 

appropriately adjust the requirements to 

the challenges presented by group B 

CIDIs. For this reason, under the 

proposed rule they would submit only 

informational filings and not resolution 

plans. 

The FDIC also considered a three-year 

submission cycle instead of the 

proposed two-year submission cycle. A 

three-year submission cycle, which is 

the current approach under the 

Statement, would allow additional time 

for engagement and capabilities testing; 

however, the FDIC believes that the 

enhanced timeliness of the resolution 

plans received on a two-year submission 

cycle outweighs the incremental benefit 

gained from additional engagement and 

capabilities testing over a longer 

submission cycle. The FDIC did not 

strongly consider maintaining the 

current rule’s one-year submission cycle 

because through experience, the FDIC 

has found that a one-year submission 

cycle is not efficient for either the FDIC 

or the CIDIs because it does not allow 

sufficient time for review, feedback and 

incorporation of feedback into the next 

submission. The use of a two-year cycle 

should also allow adequate time for 

CIDIs to plan their resolution 

submission preparation cycles, and 


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117 44 U.S.C. 3501 et seq. 

would support robust submission 

review, engagement, and, where 

required, capabilities testing. 

The FDIC then considered, however, 

whether some of the benefits of timely 

information annually could be retained 

in a manner less burdensome for the 

IDIs and more useful to the FDIC by 

requiring limited interim supplements 

to the biennial submissions. Based on 

experience from the bank failures of 

2023, key information submitted in a 

two-year cycle may become dated. First, 

CIDIs continue to change, and in some 

cases that happens in a time frame 

shorter than two years. Second, in the 

case of rapid liquidity failures, the time 

frame to prepare for resolution is 

compressed, heightening the need for 

accurate and timely information. To 

keep resolution planning information 

accurate and timely, the FDIC is 

proposing that each CIDI would submit 

a limited interim supplement in years in 

which a complete submission is not 

required. The interim supplement is 

intended to provide critical up-to-date 

information for a limited number of the 

most essential data elements of the 

complete submission. In considering 

alternative data elements, the FDIC 

sought to maximize the utility of the 

information needed to resolve a CIDI 

efficiently and effectively, while 

limiting the burden to CIDIs of an 

interim supplement. 

VI. Regulatory Analysis and Procedures 

A. Paperwork Reduction Act 

In accordance with the requirements 

of the Paperwork Reduction Act 

(PRA),117 the FDIC may not conduct or 

sponsor, and the respondent is not 

required to respond to, an information 

collection unless it displays a currently 

valid Office of Management and Budget 

(OMB) control number. 

The proposed rule would modify the 

current filing cycle cadence from 

triennial to biennial, which will result 

in some CIDIs submitting multiple times 

across a given 3-year PRA renewal 

cycle. On content, the proposal would 

modify the current rule by establishing 

revised requirements regarding the 

content and timing of resolution 

submissions provided to the FDIC by 

IDIs with $50 billion or more in total 

assets to support the FDIC’s resolution 

readiness in the event of material 

distress and failure of these large IDIs. 

IDIs with $100 billion or more in total 

assets will submit full resolution plans, 

while IDIs with total assets between $50 

and $100 billion will submit 

informational filings with fewer 

requirements. Additionally, the 

proposed rule requires group A and 

group B CIDIs to submit interim 

supplements to the FDIC on years where 

they are not expected to file full plans 

or information filings. The proposed 

rule would also enhance how the 

credibility of resolution submissions 

will be assessed, expand expectations 

regarding engagement and capabilities 

testing, and explain expectations 

regarding the FDIC’s review and 

enforcement of IDIs’ compliance with 

the rule. The proposed revisions for the 

NPR represent an increase of 482,312 

estimated annual burden hours from the 

PRA estimates in the 2021 collection, 

and an increase of 199,184 estimated 

annual burden hours from the PRA 

estimates in the 2018 collection. The 

FDIC proposes to revise this information 

collection as follows: 

Title: Resolution Plans and Periodic 

Engagement and Capabilities Testing 

Required. 

OMB Number: 3064–0185. 

Affected Public: Large and Highly 

Complex Depository Institutions. 

TABLE 1—SUMMARY OF ESTIMATED ANNUAL BURDEN

[OMB No. 3064–0185] 

Information collection 

(obligation to respond) 

Type of burden 

(frequency of response) 

Number of 

respondents 

Number of 

responses per 

respondent 

Time per 

response 

(HH:MM) 

Annual burden 

(hours) 

1. Resolution Plan update by previous filer (group A), NPR (Mandatory).Reporting (Annual, 2-year filing 

cycle).

15 1 30,081:36 451,224 

2. Resolution Plan by new filer 

(group A), NPR (Mandatory).

Reporting (Annual, 2-year filing 

cycle).

1 1 10,667:00 10,667 

3. Informational Filing update by previous filer (group B), NPR (Mandatory).Reporting (Annual, 2-year filing 

cycle).

4 1 4,059:05 16,236 

4. Informational Filing by New Filers 

(group B), NPR (Mandatory).

Reporting (Annual, 2-year filing 

cycle).

6 1 7,200:00 43,200 

5. Interim Supplement, NPR (Mandatory).Reporting (Annual, 2-year filing 

cycle).

21 1 11,935:37 250,648 

Total Annual Burden (Hours): .... ........................................................... ........................ ........................ ........................ 771,975 

Source: FDIC. 

Note: The annual burden estimate for a given collection is calculated in two steps. First, the total number of annual responses is calculated as 

the whole number closest to the product of the annual number of respondents and the annual number of responses per respondent. Then, the 

total number of annual responses is multiplied by the time per response and rounded to the nearest hour to obtain the estimated annual burden 

for that collection. This rounding ensures the annual burden hours in the table are consistent with the values recorded in the OMB’s regulatory 

tracking system. 


ddrumheller on DSK120RN23PROD with PROPOSALS2
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118 5 U.S.C. 601 et seq. 

119The SBA defines a small banking organization 

as having $850 million or less in assets, where an 

organization’s ‘‘assets are determined by averaging 

the assets reported on its four quarterly financial 

statements for the preceding year.’’ See 13 CFR 

121.201 (as amended by 87 FR 69118, effective Dec. 

19, 2022). In its determination, the ‘‘SBA counts the 

receipts, employees, or other measure of size of the 

concern whose size is at issue and all of its 

domestic and foreign affiliates.’’ See 13 CFR 

121.103. Following these regulations, the FDIC uses 

an insured depository institution’s affiliated and 

acquired assets, averaged over the preceding four 

quarters, to determine whether the insured 

depository institution is ‘‘small’’ for the purposes of 

RFA. 

120FDIC Call Report data, December 31, 2022. 

121 Id. 

122Public Law 106–102, section 722, 113 Stat. 

1338, 1471 (1999), 12 U.S.C. 4809. 

123 12 U.S.C. 4802(a). 124 12 U.S.C. 4802(b). 

B. Regulatory Flexibility Act 

The Regulatory Flexibility Act (RFA) 

generally requires an agency, in 

connection with a proposed rule, to 

prepare and make available for public 

comment an initial regulatory flexibility 

analysis that describes the impact of the 

proposed rule on small entities.118

However, an initial regulatory flexibility 

analysis is not required if the agency 

certifies that the proposed rule will not, 

if promulgated, have a significant 

economic impact on a substantial 

number of small entities. The Small 

Business Administration (SBA) has 

defined ‘‘small entities’’ to include 

banking organizations with total assets 

of less than or equal to $850 million.119

Generally, the FDIC considers a 

significant economic impact to be a 

quantified effect in excess of five 

percent of total annual salaries and 

benefits or 2.5 percent of total 

noninterest expenses. The FDIC believes 

that effects in excess of one or more of 

these thresholds typically represent 

significant economic impacts for FDICsupervised institutions. For the reasons 

described below and under section 

605(b) of the RFA, the FDIC certifies 

that this rule, if adopted, will not have 

a significant economic impact on a 

substantial number of small entities. As 

of December 31, 2022, the FDIC insured 

4,715 depository institutions, of which 

3,433 the FDIC identifies as a ‘‘small 

entity’’ for purposes of the RFA.120

The proposed rule amends resolution 

plan requirements for IDIs with over $50 

billion in total average assets. Therefore, 

the proposed rule would apply only to 

institutions with $50 billion or more in 

total average assets. As of December 31, 

2022, there are no small, FDIC-insured 

institutions with $50 billion or more in 

total average assets.121 In light of the 

foregoing, the FDIC certifies that the 

proposed rule will not have a significant 

economic impact on a substantial 

number of small entities supervised. 

The FDIC invites comments on all 

aspects of the supporting information 

provided in this RFA section. 

(90) In particular, would this 

proposed rule have any significant 

effects on small entities that the FDIC 

has not identified? 

C. Plain Language 

Section 722 of the Gramm-LeachBliley Act 122 requires the Federal 

banking agencies to use plain language 

in all proposed and final rules 

published after January 1, 2000. The 

FDIC has sought to present the proposal 

in a simple and straightforward manner, 

and invites comment on the use of plain 

language. For example: 

The FDIC invites comment on all 

aspects of the proposed transition 

period. In particular, the FDIC asks the 

following questions on specific aspects 

of the proposal: 

(91) Has the FDIC organized the 

material to suit your needs? If not, how 

could the FDIC present it more clearly? 

(92) Are the requirements of the 

proposal clearly stated? If not, how 

could they be stated more clearly? 

(93) Does the proposal contain 

unclear technical language or jargon? If 

so, which language requires 

clarification? 

(94) Would a different format (such as 

a different grouping and ordering of 

sections, a different use of section 

headings, a different organization of 

paragraphs) make the proposal easier to 

understand? If so, what changes would 

make the proposal clearer? 

(95) What else could the FDIC do to 

make the proposal clearer and easier to 

understand? 

D. Riegle Community Development and 

Regulatory Improvements Act of 1994 

Pursuant to section 302(a) of the 

Riegle Community Development and 

Regulatory Improvement Act of 1994 123

(RCDRIA), in determining the effective 

date and administrative compliance 

requirements for new regulations that 

impose additional reporting, disclosure, 

or other requirements on IDIs, each 

Federal banking agency must consider, 

consistent with principles of safety and 

soundness and the public interest, any 

administrative burdens that such 

regulations would place on depository 

institutions, including small depository 

institutions, and customers of 

depository institutions, as well as the 

benefits of such regulations. In addition, 

section 302(b) of RCDRIA requires new 

regulations and amendments to 

regulations that impose additional 

reporting, disclosures, or other new 

requirements on IDIs generally to take 

effect on the first day of a calendar 

quarter that begins on or after the date 

on which the regulations are published 

in final form.124

(96) The FDIC invites comment on 

this section, including any additional 

comments that will inform the FDIC’s 

consideration of the requirements of 

RCDRIA. 

E. Providing Accountability Through 

Transparency Act of 2023 

The Providing Accountability 

Through Transparency Act of 2023 (12 

U.S.C. 553(b)(4)) requires that a notice 

of proposed rulemaking include the 

internet address of a summary of not 

more than 100 words in length of a 

proposed rule, in plain language, that 

shall be posted on the internet website 

under section 206(d) of the EGovernment Act of 2002 (44 U.S.C. 3501 

note). 

In summary, the FDIC is proposing to 

modify its current rule that requires the 

submission of resolution plans by 

insured depository institutions with $50 

billion or more in total assets. The 

proposal would modify the current rule 

by revising the requirements regarding 

the content and timing of resolution 

submissions as well as interim 

supplements to those submissions 

provided to the FDIC by IDIs with $50 

billion or more in total assets in order 

to support the FDIC’s resolution 

readiness in the event of material 

distress and failure of these large IDIs. 

The proposal and the required 

summary can be found at https://

www.fdic.gov/resources/regulations/ 

federal-register-publications/. 

List of Subjects in 12 CFR Part 360 

Bank deposit insurance, Banks, 

banking, Holding companies, National 

banks, Reporting and recordkeeping 

requirements, Savings associations. 

Authority and Issuance 

For the reasons stated in the 

preamble, the Federal Deposit Insurance 

Corporation proposes to amend 12 CFR 

part 360 as follows: 

PART 360—RESOLUTIONS AND 

RECEIVERSHIPS RULES 

■ 1. The authority citation for part 360 

is revised to read as follows: 

Authority: 12 U.S.C. 1811 et seq., 

1817(a)(2)(B), 1817(b), 1818(a)(2), 1818(t), 

1819(a) Seventh, Ninth, and Tenth, 

1820(b)(3) and (4), 1820(g), 1821(d)(1), (4), 


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(10)(C), and (11), 1821(e)(1) and (8)(D)(i), 

1821(f)(1), 1823(c)(4), and 1823(e)(2). 

■ 2. Revise § 360.10 to read as follows: 

§ 360.10 Resolution plans required for 

insured depository institutions with $100 

billion or more in total assets; informational 

filings required for insured depository 

institutions with at least $50 billion but less 

than $100 billion in total assets. 

(a) Scope and purpose. This section 

applies to insured depository 

institutions with $50 billion or more in 

total assets. It requires a covered insured 

depository institution with $100 billion 

or more in total assets (a group A CIDI, 

as defined in paragraph (b) of this 

section) to submit a resolution plan that 

should enable the FDIC, as receiver, to 

resolve the institution under Sections 11 

and 13 of the Federal Deposit Insurance 

Act (‘‘FDI Act’’), 12 U.S.C. 1821 and 

1823, in a manner that provides 

depositors timely access to their insured 

deposits, maximizes the net present 

value return from the sale or disposition 

of assets and minimizes the amount of 

any loss realized by the creditors in the 

resolution, and addresses risks of 

adverse effects on U.S. economic 

conditions or economic stability. Other 

covered insured depository institutions 

(group B CIDIs, as defined in paragraph 

(b) of this section) are required under 

this section to submit to the FDIC an 

informational filing containing 

information relevant to the group B 

CIDI’s resolution that will support the 

development of strategic options for 

resolution of the CIDI by the FDIC. This 

section also establishes the 

requirements regarding the submission 

of resolution plans and informational 

filings and their contents, as well as 

procedures for their review by the FDIC. 

This rule is intended to ensure that each 

group A CIDI develops a credible 

strategy to facilitate the FDIC’s 

resolution of the institution across a 

range of possible scenarios and, with 

respect to each group A CIDI and each 

group B CIDI, the FDIC has access to all 

of the material information and analysis 

it needs to resolve efficiently any 

covered insured depository institution 

in the event of its failure. 

(b) Definitions. 

Affiliate has the same meaning as in 

12 U.S.C. 1813(w)(6). 

Appropriate Federal banking agency 

has the same meaning as in 12 U.S.C. 

1813(q). 

BDI means a bridge depository 

institution established pursuant to 

Section 11(n) of the FDI Act, 12 U.S.C. 

1821(n). 

Capabilities testing is defined in 

paragraph (g)(2) of this section. 

CIDI or covered insured depository 

institution means a group A CIDI or a 

group B CIDI. 

Company has the same meaning as in 

12 CFR 362.2(d). 

Control has the same meaning as in 12 

U.S.C. 1813(w)(5). 

Core business lines means those 

business lines of the CIDI, including 

associated operations, services, 

functions, and support, that, in the view 

of the CIDI, are significant to revenue, 

profit, or franchise value of the CIDI. 

Critical services means services and 

operations, including shared and 

outsourced services, that are necessary 

to continue the day-to-day operations of 

the CIDI, and, in the case of a group A 

CIDI, to support the execution of the 

identified strategy, and includes all 

services and operations that are 

necessary to continue any critical 

operation conducted by the CIDI that 

has been identified in any DFA 

resolution plan of the CIDI’s parent 

company. 

Critical services support means 

resources, including shared and 

outsourced resources, that are necessary 

to support the provision of critical 

services, including systems, technology 

infrastructure, data, key personnel, 

intellectual property, and facilities. 

DFA resolution plan means a 

resolution plan filed by a CIDI’s parent 

company under Section 165(d) of the 

Dodd-Frank Wall Street Reform and 

Consumer Protection Act, 12 U.S.C. 

5365(d). 

Engagement is defined in paragraph 

(g)(1) of this section. 

Failure scenario means a scenario as 

described in paragraph (d)(2) of this 

section. 

FDI Act is defined in paragraph (a) of 

this section. 

Foreign-based company means any 

company that is not incorporated or 

organized under the laws of the United 

States. 

Franchise component means a 

business segment, regional branch 

network, major asset or asset pool, or 

other key component of a CIDI’s 

franchise that can be separated and sold 

or divested. 

Group A CIDI means an insured 

depository institution with $100 billion 

or more in total assets, as determined 

based upon the average of the 

institution’s four most recent 

Consolidated Reports of Condition and 

Income. An insured depository 

institution will remain a group A CIDI 

until it has less than $100 billion in 

total assets, as determined based upon 

the average of the institution’s four most 

recent Reports of Condition and Income. 

In the event of a merger, acquisition of 

assets, combination, or similar 

transaction by an insured depository 

institution that causes it to exceed $100 

billion in total assets, such insured 

depository institution will become a 

group A CIDI effective as of the date of 

the consummation of such merger, 

acquisition, combination or other 

transaction. 

Group B CIDI means an insured 

depository institution with at least $50 

billion but less than $100 billion in total 

assets, as determined based upon the 

average of the institution’s four most 

recent Consolidated Reports of 

Condition and Income. An insured 

depository institution will remain a 

group B CIDI until it has less than $50 

billion in total assets or it has $100 

billion or more in total assets, in either 

case as determined based upon the 

average of the institution’s four most 

recent Consolidated Reports of 

Condition and Income. In the event of 

a merger, acquisition of assets, 

combination or similar transaction by an 

insured depository institution that 

causes it to have at least $50 billion but 

less than $100 billion in total assets, 

such insured depository institution will 

become a group B CIDI effective as of 

the date of the consummation of such 

merger, acquisition, combination or 

other transaction. 

Identified strategy means the strategy 

chosen by a group A CIDI for its 

resolution plan as required pursuant to 

paragraph (d)(1) of this section, covering 

the time period from the point of failure 

to disposition of substantially all of the 

assets and operations of the group A 

CIDI through wind-down, liquidation, 

divestiture or other return to the private 

sector. 

IDI franchise means all core business 

lines and all other business segments, 

branches, and major assets that 

constitute the IDI and its businesses as 

a whole. 

Informational filing means the 

resolution submission submitted by a 

group B CIDI pursuant to this section. 

Insured depository institution has the 

same meaning as in 12 U.S.C. 

1813(c)(2). 

Key depositors is defined in paragraph 

(d)(7)(v) of this section. 

Key personnel means personnel 

tasked with an essential role in support 

of a core business line, franchise 

component, or critical service, or having 

a function, responsibility, or knowledge 

that may be significant to the FDIC’s 

resolution of the CIDI. Key personnel 

can be employed by the CIDI, a CIDI 

subsidiary, the parent company, a 

parent company affiliate, or a third 

party entity. 


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Least-cost test means the process for 

determining the resolution strategy that 

is least costly to the Deposit Insurance 

Fund, as required under 12 U.S.C. 

1823(c). 

Material asset portfolio means a pool 

or portfolio of assets, including loans, 

securities or other assets that may be 

sold in resolution by the BDI or the 

receivership and is significant in terms 

of income or value to a core business 

line. 

Material change is defined in 

paragraph (c)(4)(i) of this section. 

Material entity means a company, or 

a domestic branch or foreign branch as 

defined in section 3(o) of the FDI Act, 

12 U.S.C. 1813(o), that is significant to 

the activities of a critical service, core 

business line, or franchise component, 

and includes all IDIs that are 

subsidiaries or affiliates of the CIDI. 

Multiple-acquirer exit means an exit 

from a BDI through the sale of franchise 

components comprising all or nearly all 

of the CIDI’s IDI franchise to multiple 

acquirers, such as a regional breakup of 

the CIDI’s IDI franchise or a sale of 

business segments to multiple acquirers, 

and may also include the wind-down or 

other disposition of franchise 

components, major assets or asset 

portfolios incidental to the divestitures 

of going concern elements, as 

applicable. 

Parent company means the company 

that controls, directly or indirectly, an 

insured depository institution. In a 

multi-tiered holding company structure, 

parent company means the top-tier of 

the multi-tiered holding company only. 

Parent company affiliate means any 

affiliate of the parent company other 

than the CIDI and the CIDI’s 

subsidiaries. 

Qualified financial contract has the 

same meaning as in Section 11(e)(8) of 

the FDI Act, 12 U.S.C. 1821(e)(8). 

Regulated subsidiary is defined in 

paragraph (d)(4)(v) of this section. 

Resolution plan means the resolution 

submission submitted by a group A CIDI 

pursuant to this section. 

Resolution submission means a 

resolution plan for a group A CIDI, and 

an informational filing for a group B 

CIDI. 

Subsidiary has the same meaning as 

in Section 3(w)(4) of the FDI Act, 12 

U.S.C. 1813(w)(4). 

Total assets has the meaning given in 

the instructions for the filing of Reports 

of Condition and Income. 

United States means the United States 

and includes any state of the United 

States, the District of Columbia, and any 

territory of the United States. 

Virtual data room means an online 

repository where information pertinent 

to a sale or disposition of a CIDI or its 

franchise components is maintained in 

a secure and confidential manner to 

facilitate, whether by the CIDI or the 

FDIC, such sale or disposition to one or 

more third party acquirers. 

(c) Resolution submissions required. 

(1) Submission date. Each CIDI must 

provide a resolution submission to the 

FDIC on the date that is two years from 

the date of its most recent resolution 

submission, unless it has received 

written notice of a different date from 

the FDIC. 

(2) Resolution submission by new 

CIDIs. An insured depository institution 

that becomes a CIDI after [effective date 

of revised rule] must submit its initial 

resolution submission upon the date 

specified in writing by the FDIC. Such 

date will occur no earlier than 270 days 

after the date on which the insured 

depository institution became a CIDI. 

(3) Biennial submissions. Submission 

dates generally will be on a two-year 

cycle, however, the FDIC may, at its 

discretion, provide for a shorter or 

longer time period between resolution 

submissions upon notice as described in 

paragraph (c)(1) of this section. 

(4) Notice of material change. 

(i) Each CIDI must provide the FDIC 

with a notice no later than 45 days after 

a change to the CIDI’s organizational 

structure, core business, size, or 

complexity, for example by merger, 

acquisition or divestiture of assets, or 

similar transaction that may have 

significant impact on the identified 

strategy; a change in the CIDI’s 

identification of material entities, 

critical services, or franchise 

components; or a change in the CIDI’s 

capabilities described in the resolution 

submission (each, a ‘‘material change’’). 

Such notice must describe the change 

and explain how the change constitutes 

a material change. The CIDI must 

address any change with respect to 

which it has provided notice pursuant 

to this paragraph (c)(4)(i) in the 

subsequent resolution submission 

submitted by the CIDI. 

(ii) Exception. A CIDI is not required 

to submit a notice under paragraph 

(c)(4)(i) of this section if the date by 

which the CIDI would be required to 

submit the notice under paragraph 

(c)(4)(i) of this section would be within 

90 days before the date on which the 

CIDI is required to make a resolution 

submission under this section. 

(5) Approval by the CIDI board of 

directors. The CIDI’s board of directors 

or, in the case of an insured branch 

only, a delegee acting under the express 

authority of the CIDI’s board of directors 

must approve the resolution 

submission. That approval or delegation 

of express authority must be noted in 

the minutes of the board of directors. 

(6) Incorporation from other sources. 

(i) Sources. A CIDI may incorporate 

information or analysis into its 

resolution submission from one or more 

of the following without seeking the 

authorization for disclosure of FDIC 

confidential information required under 

12 CFR part 309: 

(A) The most recent resolution 

submission submitted by the CIDI or an 

affiliate of the CIDI. 

(B) The most recent DFA resolution 

plan of a company that is a CIDI 

affiliate. 

(C) A regulatory filing by the CIDI 

with the FDIC. 

(ii) Requirements for incorporation 

from other sources. A CIDI may 

incorporate information from other 

sources only if: 

(A) The resolution submission seeking 

to incorporate information or analysis 

from other sources clearly indicates: 

(1) the source and as-of date of the 

information or analysis the CIDI is 

incorporating; and 

(2) the information or analysis 

required by this section is readily 

distinguishable from any extraneous 

parent company (or parent company 

affiliate) information or analysis, with a 

description of any material differences. 

(B) The CIDI certifies that the 

information or analysis the CIDI is 

incorporating from other sources 

remains accurate in all respects that are 

material to the CIDI’s resolution 

submission. 

(d) Content of the resolution 

submissions for CIDIs. Each group A 

CIDI must submit a resolution plan that 

includes all content specified in this 

paragraph (d). Each group B CIDI must 

submit an informational filing that 

includes the content specified in 

paragraphs (d)(4) through (11) and 

(d)(13) through (27) of this section, 

inclusive. 

(1) Identified strategy. 

(i) Each resolution plan must include 

an identified strategy for the resolution 

of the CIDI in the event of its failure that 

meets the credibility criteria in 

paragraph (f)(1) of this section. 

(ii) A CIDI must utilize as its 

identified strategy the formation and 

stabilization of a BDI that continues 

operation through the completion of the 

resolution and exit from the BDI unless 

the CIDI determines and demonstrates 

in its resolution plan why another 

strategy: 

(A) would be more appropriate for the 

size, complexity, and risk profile of the 

CIDI; 

(B) reasonably could be executed by 

the FDIC across a range of likely failure 

scenarios; and 


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(C) best addresses the credibility 

criteria described in paragraph (f)(1) of 

this section. 

(iii) The identified strategy must 

include meaningful optionality for 

execution across a range of scenarios. 

The exit from the BDI may be through 

a multiple acquirer exit, or any other 

exit strategy following the stabilization 

of the operations of the BDI. The 

identified strategy may not be based 

upon a sale or other disposition to one 

or more acquirers over resolution 

weekend. 

(2) Failure scenario. For the identified 

strategy, the CIDI must utilize a failure 

scenario that demonstrates that the CIDI 

is experiencing material financial 

distress, such that the quality of the 

CIDI’s asset base has deteriorated and 

high-quality liquid assets have been 

depleted or pledged in the stress period 

prior to failure due to high, unexpected 

outflows of deposits and increased 

liquidity requirements from 

counterparties that would impact the 

CIDI’s ability to pay its obligations in 

the normal course of business prior to 

the FDIC’s appointment as receiver. 

Though the immediate failure event 

may be liquidity-related and associated 

with a lack of market confidence in the 

financial condition of the CIDI prior to 

the final recognition of losses, the 

identified strategy must also consider 

the depletion of capital at the time of 

the appointment of the FDIC as receiver. 

The CIDI may not assume any regulatory 

waivers in connection with the actions 

proposed to be taken prior to or in 

resolution. The resolution plan must 

support any assumptions that the CIDI 

will have access to the discount window 

or other borrowings during the period 

immediately prior to failure. To the 

extent that the CIDI assumes that DIF 

funding is used during the resolution by 

a BDI, it must demonstrate the capacity 

for such borrowing on a fully secured 

basis and the source of repayment; the 

CIDI may not assume the use of 

discount window funding by the BDI. 

The identified strategy must take into 

account that failure of the CIDI will 

occur under severely adverse economic 

conditions developed by the Board of 

Governors of the Federal Reserve 

System pursuant to 12 U.S.C. 

5365(i)(1)(B), and must assume that the 

U.S. parent company is in resolution 

under 11 U.S.C. 101 et seq. or another 

applicable insolvency regime. The FDIC 

may provide additional or alternative 

parameters for the failure scenario 

detailed in this paragraph (d)(2). The 

FDIC will endeavor to provide a CIDI 

notice of such additional or alternative 

parameters for the failure scenario at 

least 12 months before the applicable 

resolution submission is due. Any such 

additional or alternative parameters: 

(i) may be applicable to all CIDIs or 

only specific individual CIDIs; and 

(ii) may include additional 

conditions, such as different 

macroeconomic stress scenario 

information or assumptions with respect 

to the cause of failure. If the FDIC 

provides such additional or alternative 

parameters, the CIDI must use the 

additional or alternative parameters 

rather than the conditions specified in 

the previous paragraph, to the extent 

inconsistent with the conditions 

specified in the previous paragraph. 

(3) Executive summary. A resolution 

plan must include an executive 

summary providing: 

(i) A description of the key elements 

of the identified strategy; 

(ii) An overview of the CIDI’s core 

business lines and franchise 

components; 

(iii) A description of each material 

change since the submission of its prior 

resolution plan (or affirmation that no 

such material change has occurred); 

(iv) A discussion of the changes to the 

CIDI’s previously submitted resolution 

plan resulting from any change in law 

or regulation, guidance or feedback from 

the FDIC, or material change; and 

(v) A discussion of any actions taken 

by the CIDI since the submission of its 

prior resolution plan to further develop 

the quality or comprehensiveness of the 

information and analysis included in 

the resolution plan, including the 

identified strategy, or to improve its 

capabilities to develop and timely 

deliver that information and analysis. 

(4) Organizational structure: legal 

entities; core business lines; and 

branches. A resolution submission 

must: 

(i) Identify and describe the CIDI’s, 

the parent company’s, and the parent 

company affiliates’ legal and functional 

structures, including all material 

entities. 

(ii) Identify and describe each of the 

CIDI’s core business lines, including 

whether any core business line draws 

additional value from, or relies on the 

operations of, the parent company or a 

parent company affiliate, and identify 

any such operations that are crossborder. Provide information about the 

assets and annual revenue for each core 

business line, clearly identifying 

revenue to the CIDI. 

(iii) Map franchise components to 

core business lines, and franchise 

components and core business lines to 

material entities and regulated 

subsidiaries. 

(iv) Describe the CIDI’s branch 

organization, both domestic and foreign, 

including the address and total 

domestic and foreign deposits of each 

branch. 

(v) Identify each CIDI subsidiary that 

is one of the following entities (each a 

‘‘regulated subsidiary’’), and provide the 

address and asset size of each regulated 

subsidiary: 

(A) A broker or dealer that is 

registered under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 

seq.); 

(B) A registered investment adviser, 

properly registered by or on behalf of 

either the Securities and Exchange 

Commission or any State, with respect 

to the investment advisory activities of 

such investment adviser and activities 

incidental to such investment advisory 

activities; 

(C) An investment company that is 

registered under the Investment 

Company Act of 1940 (15 U.S.C. 80a–1 

et seq.); 

(D) An insurance company, with 

respect to insurance activities of the 

insurance company and activities 

incidental to such insurance activities, 

that is subject to supervision by a State 

insurance regulator; 

(E) An entity that is subject to 

regulation by, or registration with, the 

Commodity Futures Trading 

Commission, with respect to activities 

conducted as a futures commission 

merchant, commodity trading adviser, 

commodity pool, commodity pool 

operator, swap execution facility, swap 

data repository, swap dealer, major 

swap participant, and activities that are 

incidental to such commodities and 

swaps activities; 

(F) A corporation organized under 

section 25A of the Federal Reserve Act 

(12 U.S.C. 611 et seq.) or a corporation 

having an agreement or undertaking 

with the Federal Reserve Board under 

section 25 of the Federal Reserve Act 

(12 U.S.C. 601 et seq.); or 

(G) Any legal entity that is organized 

under the law of any jurisdiction other 

than the United States and that is 

authorized or supervised by a regulatory 

authority of such jurisdiction in a 

manner generally comparable to the 

U.S. entities and authorities described 

in paragraph (d)(4)(v)(A) through(E) of 

this section, and shall include any 

subsidiary that takes deposits or 

conducts the business of banking under 

the laws of such jurisdiction. 

(vi) Identify all of the CIDI’s 

subsidiaries, offices, and agencies with 

cross-border operations associated with 

the operations of any core business line 

or franchise component. For each such 

subsidiary, office, or agency, provide 

metrics that appropriately depict its size 

and importance, and the location of 


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each such subsidiary, office, and 

agency. 

(5) Methodology for material entity 

designation. A CIDI’s resolution 

submission must describe the CIDI’s 

methodology for identifying material 

entities. The methodology must be 

appropriate to the nature, size, 

complexity, and scope of the CIDI’s 

operations. 

(6) Separation from parent; potential 

barriers or material obstacles to orderly 

resolution. The resolution submission 

must address the CIDI’s ability to 

operate separately from the parent 

company’s organization, and any impact 

on maintaining economic viability and 

preservation of franchise value in a BDI, 

with the assumption that the parent 

company and parent company affiliates 

are in resolution under 11 U.S.C. 101 et 

seq. or another applicable insolvency 

regime. The resolution submission must 

describe the actions necessary to 

separate the CIDI and its subsidiaries 

from the organizational structure of its 

parent company in a cost-effective and 

timely fashion. The resolution 

submission must identify potential 

barriers or other material obstacles to an 

orderly resolution of the CIDI, risks to 

the identified strategy (if required), 

inter-connections and interdependencies that may hinder the 

timely and effective resolution of the 

CIDI, and include the remediation steps 

or mitigating responses necessary to 

eliminate or minimize such barriers or 

obstacles. 

(7) Overall deposit activities. A 

resolution submission must: 

(i) Describe the CIDI’s overall deposit 

activities including, among other things, 

insured and uninsured deposits, 

commercial deposits by business line, 

and unique aspects of the deposit base 

or underlying systems that may create 

operational complexity for the FDIC. 

Describe whether any types or groups of 

deposits are related to particular core 

business lines and franchise 

components, and if so, how they are 

identified on the records or systems of 

the CIDI. 

(ii) Identify the total amount(s) of 

foreign deposits by jurisdiction and 

what percentage of foreign deposits is 

dually payable in the United States. 

Describe any relationship between 

foreign deposits and core business lines 

and sweep arrangements with foreign 

branches, subsidiaries, and affiliates. 

(iii) Identify and describe deposit 

sweep arrangements, if any, that the 

CIDI has with the parent company, 

parent company affiliates, and third 

party entities, and identify contracts 

governing such sweep arrangements. 

Describe the CIDI’s reporting 

capabilities on sweep deposits, 

including whether such reporting is 

automated and any data lag that would 

affect the accuracy of such reports. If the 

CIDI receives significant amounts of 

deposits through such sweep 

arrangements with the parent company 

or parent company affiliates, include a 

detailed discussion of such 

relationships and the business 

objectives of such sweep arrangements. 

(iv) Identify all omnibus, sweep, and 

pass-through accounts, identifying the 

accountholder, the location of relevant 

contracts, and the system on which they 

are maintained. Provide a detailed 

discussion of the capabilities and 

timeliness of deposit reporting systems 

and capabilities of accountholders with 

respect to any omnibus, sweep, or passthrough accounts. 

(v) Provide a report regarding the 

CIDI’s depositors that hold or control 

the largest deposits (whether in one 

account or multiple accounts) that 

collectively are material to one or more 

business lines (‘‘key depositors’’). The 

report must identify key depositors by 

name and line of business and the 

amount of deposit of each key depositor, 

and for each key depositor identify 

other services provided by the CIDI to 

that depositor, such as lending, wealth 

management, brokerage services, or 

custody services. The resolution 

submission must describe how long it 

would take for the CIDI to generate such 

a report and the timeliness of the 

information provided. 

(8) Critical services. A CIDI must be 

able to demonstrate capabilities 

necessary to ensure continuity of critical 

services in resolution. In order to 

support these capabilities, a resolution 

submission must: 

(i) Identify and describe the CIDI’s 

critical services and critical services 

support, including whether they are: 

(A) provided by or through the CIDI 

or a CIDI subsidiary or branch (and 

further indicate whether those critical 

services or critical services support are 

ultimately provided by a third party 

entity), or 

(B) provided by or through the parent 

company or a parent company affiliate 

(and further indicate whether those 

critical services or critical services 

support are ultimately provided by a 

third party entity). 

(ii) Describe the CIDI’s process for 

identifying critical services and critical 

services support. Describe the CIDI’s 

process for collecting and monitoring 

the terms of contracts governing critical 

services and critical services support, 

and whether services provided pursuant 

to such contracts and associated costs 

can be segmented by the material entity, 

core business line, or franchise 

component that receives the critical 

service or critical service support. 

(iii) Map critical services support to 

the entities that own, contract for, or 

employ them, and map critical services 

to the material entities, core business 

lines, and franchise components that 

they support. 

(iv) Identify the physical locations 

and jurisdictions of critical service 

providers and critical services support 

that are located outside of the United 

States. 

(v) Identify the critical services and 

critical services support that may be at 

risk of interruption in the event of the 

CIDI’s failure and describe the process 

used to make this determination. 

Discuss potential obstacles to 

maintaining critical services that could 

occur in the event of the CIDI’s failure 

and steps that could be taken to 

remediate or otherwise mitigate the risk 

of interruption, and describe the CIDI’s 

approach for continuing critical services 

in the event of the CIDI’s failure. 

Identify contracts for critical services 

that contain provisions that, upon the 

insolvency of the CIDI or the FDIC being 

appointed receiver of the CIDI, permit 

the service provider to stop providing 

services, to alter pricing, or to alter other 

terms of service. 

(vi) Address obstacles and mitigants 

to the continuation of all critical 

services and critical services support 

provided by the parent company or a 

parent company affiliate, including: 

(A) whether the CIDI and the parent 

company or parent company affiliate 

have entered into a written agreement 

and whether it has established a cost 

plus or arms’ length pricing rate, and 

the processes used by the CIDI to 

identify and project liquidity needs 

associated with those costs; and 

(B) the impact on continuity of critical 

services or critical services support 

provided by the parent company or a 

parent company affiliate if the parent 

company or parent company affiliate is 

in resolution under 11 U.S.C. 101 et seq. 

or other applicable insolvency regime. 

(9) Key personnel. A resolution 

submission must: 

(i) Identify all key personnel by title, 

function, location, core business line, 

and employing entity. 

(ii) Describe the CIDI’s methodology 

for identifying key personnel. 

(iii) Provide a recommended approach 

for retaining key personnel during the 

CIDI’s resolution. 

(iv) Identify all employee benefit 

programs provided to key personnel, 

including health insurance, defined 

contribution and defined benefit 

retirement programs, and any other 


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employee wellness programs, as well as 

any collective bargaining agreements or 

other similar arrangements. Identify the 

legal entity sponsor of each employee 

benefit program, and provide a 

description of and points of contact (by 

title) for such programs. 

(10) Franchise components. A CIDI 

must be able to demonstrate the 

capabilities necessary to ensure that 

franchise components are separable and 

marketable in resolution. A resolution 

must: 

(i) Identify franchise components that 

are currently separable and marketable 

in a timely manner in resolution. For a 

resolution plan submission by a group 

A CIDI, the franchise components 

identified must be sufficient to 

implement the identified strategy and to 

provide meaningful optionality across a 

range of scenarios if the preferred 

approach is not available. 

(ii) Provide metrics that depict the 

size and significance of each franchise 

component. 

(iii) Identify by position the senior 

management officials of the CIDI who 

are primarily responsible for overseeing 

the business activities underlying the 

franchise component. 

(iv) Describe the CIDI’s current 

capabilities and process to initiate 

marketing of franchise components to 

potential third party acquirers, and 

describe the process by which the CIDI 

would identify prospective bidders for 

such franchise components. 

(v) Describe the key assumptions 

(such as market conditions, available 

time to market assets, and anticipated 

client behaviors) underpinning each 

franchise component divestiture. 

(vi) Describe any significant 

impediments and obstacles to 

execution, including significant legal, 

regulatory, or cross-border challenges as 

well as operational challenges, to the 

divestiture of each franchise 

component. This description must also 

address impediments and obstacles to 

maintaining internal operations (for 

example, shared services, information 

technology requirements, and human 

resources) and to maintaining access to 

financial market utilities. Identify the 

material actions that would be needed 

to facilitate the sale or disposition of 

each franchise component and, based on 

the CIDI’s current capabilities, describe 

the projected time frame for preparation 

for and disposition of each franchise 

component. 

(vii) If a CIDI subsidiary or a parent 

company affiliate is a broker-dealer that 

provides services to the CIDI or 

customers of the CIDI, describe such 

services and the integration of the 

broker-dealer with the CIDI’s business 

and operations. Provide an analysis 

discussing the challenges that could 

arise if the CIDI were separated from the 

broker-dealer and actions to mitigate 

such challenges. 

(viii) A resolution submission must 

describe the CIDI’s current capabilities 

and processes to establish a virtual data 

room promptly in the run-up to or upon 

failure of the IDI that could be used to 

carry out sale of the IDI franchise and 

the CIDI’s franchise components, 

including a description of the 

organizational structure of information 

within the virtual data room. 

Information in the virtual data room 

must support the ability of the FDIC to 

market and execute a timely sale or 

disposition of the IDI franchise or the 

CIDI’s franchise components, be 

appropriate for a buyer to conduct due 

diligence for a timely sale or disposition 

of the IDI franchise or the CIDI’s 

franchise components, and be sufficient 

to permit a bidder to provide a 

competitive bid on the IDI franchise or 

the CIDI’s franchise components. A 

resolution submission must also 

describe expected access protocols and 

requirements for the FDIC to use the 

virtual data room in order to carry out 

the sale of the IDI franchise or the CIDI’s 

franchise components, including the 

FDIC’s ability to facilitate bidder due 

diligence, and describe how information 

populated within the virtual data room 

could be transferred to a virtual data 

room hosted by the FDIC. The 

resolution submission should identify 

the time required to capture all elements 

of information in the virtual data room, 

indicating number of days it would take 

to populate each category of information 

described below, and the process for 

each, including any potential obstacles 

or impediments in producing accurate, 

timely, and complete information in a 

useful format. The content of the virtual 

data room must include, but is not 

limited to: 

(A) Financial information, including 

annual and interim financial 

statements, including carve-out 

financial statements for franchise 

components, general ledger, and 

relevant financial information 

(B) Deposit data and information 

(C) Loan and lending operations 

information 

(D) Securities information, including 

relevant information describing the 

CIDIs’ securities and investment 

portfolio 

(E) Corporate organization information, 

including current organizational chart 

(F) Employee information, including 

organization charts, compensation 

and benefits 

(G) Material contracts and critical 

services information, including bond 

indentures key critical services 

agreements 

(H) Other information necessary to 

facilitate a rapid and effective due 

diligence process for the sale of the 

IDI franchise or the CIDI’s franchise 

components 

(11) Asset portfolios. A resolution 

submission must identify each material 

asset portfolio by size, and by category 

and classes of assets within such 

material asset portfolio, and include a 

breakdown of those assets within a 

material asset portfolio that are held by 

a foreign branch or regulated subsidiary. 

For each material asset portfolio, the 

resolution submission must describe 

how the assets within the portfolio are 

valued and how they are maintained on 

the books and records of the CIDI. 

Identify and discuss impediments to the 

sale of each material asset portfolio 

identified and provide a timeline for 

such disposition. 

(12) Valuation to facilitate FDIC’s 

assessment of least-costly resolution 

method. A CIDI must be able to 

demonstrate the capabilities necessary 

to produce valuations needed in 

assessing the least-cost test. A resolution 

plan must: 

(i) Provide a detailed description of 

the approaches the CIDI would employ 

for determining the values of the 

franchise components and the IDI 

franchise as a whole, including the 

underlying assumptions and rationale. 

Describe the CIDI’s approach to the 

development of the information needed 

to support valuation analysis, including 

a description of the CIDI’s current 

ability to produce updated information, 

timely if necessary, to support the 

FDIC’s analysis to determine whether a 

resolution strategy would be the least 

costly to the Deposit Insurance Fund in 

the event of failure. 

(ii) Provide the following valuation 

analysis based upon the scenario used 

in the development of the identified 

strategy, with such adjustments to the 

scenario as may be necessary to 

demonstrate the analysis required under 

paragraph (d)(12)(ii)(B): 

(A) Valuation estimates based on the 

net present value of proceeds that may 

be received under an enterprise 

valuation based on the disposition of 

the IDI franchise, and where a multiple 

acquirer exit strategy is incorporated in 

the identified strategy, a sum-of-theparts analysis. In determining these 

valuation estimates, the CIDI must 

consider appropriate valuation 

approaches, such as the income-based 

approach, asset-based approach, and 


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market-based approach. In deriving a 

range of estimates of value, the CIDI 

must assess and provide a reasoned 

quantitative or qualitative analysis in 

support of whether the conclusion of 

value should reflect the results of one 

valuation approach and method, or a 

combination of the results of more than 

one valuation approach and method 

and, as appropriate, discuss the 

relevance and weight given to the 

different valuation approaches and 

methods used. 

(B) A qualitative and quantitative 

analysis of the destruction of franchise 

value that may result from not 

transferring any uninsured deposits to 

the BDI, including a narrative describing 

any options to mitigate franchise value 

destruction where there is not a transfer 

of all deposits to a BDI, consideration of 

an advance dividend payment to 

depositors that takes into account the 

expected loss to depositors, and the 

impact of such an advance dividend on 

depositor behavior and preservation of 

franchise value at different levels of 

loss. 

(iii) All content responding to 

paragraph (d)(12)(ii) of this section must 

be provided as an appendix to the 

resolution plan, including any analysis 

of liquidity and deposit runoff 

assumptions and factors underlying 

such runoff estimates. 

(13) Off-balance-sheet exposures. A 

resolution submission must describe 

any material off-balance-sheet exposures 

(including the amount and nature of 

unfunded commitments, guarantees and 

contractual obligations) of the CIDI and 

map those exposures to core business 

lines, franchise components, and 

material asset portfolios. 

(14) Qualified financial contracts. A 

resolution submission must: 

(i) Describe the types of qualified 

financial contract transactions the CIDI 

is involved with in respect of its 

customers, which core business lines 

and franchise components with which 

such transactions are associated, and 

how the CIDI offsets position risk from 

such transactions. Identify customers of 

the CIDI that are counterparties to 

qualified financial contracts 

transactions with the CIDI that are 

significant in terms of gross notional 

amounts or volumes of transactions. 

(ii) Describe the booking models for 

risk from derivative transactions, 

including whether customer-facing risk 

or other dealer-facing risk resides in the 

CIDI while the position risk hedging is 

performed by a parent company 

affiliate. Describe the CIDI’s use of any 

‘‘global risk book,’’ ‘‘remote bookings,’’ 

or ‘‘back-to-backs’’ booking model, 

identify the challenges these booking 

models present to the transfer or 

unwind of such related derivatives, and 

analyze approaches for addressing those 

challenges. 

(iii) Describe how the CIDI uses 

qualified financial contracts to manage 

its hedging or liquidity needs, including 

specifying the hedged items (including 

underlying risk, cash flow, assets or 

liability being hedged) and the 

applicable core business line, as well as 

the approach used to mitigate such 

risks. 

(iv) For each of paragraphs (d)(14)(i) 

through (iii) of this section, identify 

hedges that receive hedge accounting 

treatment, core business line-specific 

hedges, and reporting capabilities and 

practices for hedge accounting 

information and other end-user hedges. 

(15) Unconsolidated balance sheet; 

entity financial statements. A resolution 

submission must provide an 

unconsolidated balance sheet for the 

CIDI and a consolidating schedule for 

all material entities that are subject to 

consolidation with the CIDI. Amounts 

attributed to entities that are not 

material entities may be aggregated on 

the consolidating schedule. Provide 

financial statements for each material 

entity and regulated subsidiary. When 

available, audited financial statements 

should be provided. 

(16) Payment, clearing, and settlement 

systems. A resolution submission must: 

(i) Identify each payment, clearing, 

and settlement system, including 

financial market utilities, of which the 

CIDI directly is a member or indirectly 

accesses that is a critical service or a 

critical service support. Map direct 

memberships in and indirect access to 

each such system, including through 

correspondent and agent banks or 

intermediaries, to the CIDI’s legal 

entities, core business lines, and 

franchise components. Describe the 

services provided by such systems, 

including the value and volume of 

activities on a per-provider basis. 

(ii) Describe services provided by the 

CIDI as an intermediary, agent, or 

correspondent bank with respect to 

payment, clearing, and settlement 

services that are material in terms of 

revenue to or value to any franchise 

component or core business line. 

(17) Capital structure; funding 

sources. A resolution submission must: 

(i) Provide descriptions of the current 

processes used by the CIDI to identify 

the funding, liquidity, and capital needs 

of and resources available to each 

material entity that is a CIDI subsidiary 

or foreign branch. Describe the current 

capabilities of the CIDI to project and 

report its funding and liquidity needs 

(e.g., next day, cumulative next five 

days, cumulative next 30 days). 

(ii) Describe the composition of the 

liabilities of the CIDI including the 

types and amounts of short-term and 

long-term liabilities by type and term to 

maturity, secured and unsecured 

liabilities, and subordinated liabilities. 

Such descriptions must include whether 

such liabilities are held by affiliates, 

whether they are publicly issued, 

maturity, call rights, and, where 

applicable, indenture trustees. 

(iii) Describe the material funding 

relationships and material inter-affiliate 

exposures between the CIDI and any 

CIDI subsidiary or foreign branch that is 

a material entity, including material 

inter-affiliate financial exposures, 

claims or liens, lending or borrowing 

lines and relationships, guaranties, 

deposits, and derivatives transactions. 

(18) Parent and parent company 

affiliate funding, transactions, accounts, 

exposures, and concentrations. A 

resolution submission must: 

(i) Describe material affiliate funding 

relationships, and material inter-affiliate 

exposures, including terms, purpose, 

and duration, that the CIDI or any CIDI 

subsidiaries have with the parent 

company or any parent company 

affiliate. Include in such description 

material affiliate financial exposures, 

claims or liens, lending or borrowing 

lines and relationships, guaranties, 

deposits, and derivatives transactions. 

(ii) Identify the nature and extent to 

which the parent company or any 

parent company affiliate serves as a 

source of funding to the CIDI and CIDI 

subsidiaries, the terms of any 

contractual arrangements, including any 

capital maintenance agreements, the 

location of related assets, funds or 

deposits, and the mechanisms by which 

funds are transferred from the parent 

company to the CIDI and CIDI 

subsidiaries. 

(19) Economic effects of resolution. A 

resolution submission must identify any 

activities or business lines of the CIDI 

that provide a service or function that is 

material (i) to a geographic area or 

region of the United States; (ii) to a 

business sector or product line in that 

geographic area or region, or nationally; 

or (iii) to other financial institutions. A 

resolution submission must also 

describe the potential disruptive impact 

of the termination of such activities on 

the geographic area, region, or 

nationally or business sector, industry, 

or product line, or financial industry. 

(20) Non-deposit claims. A resolution 

submission must identify and describe 

the CIDI’s systems and processes used to 

identify the unsecured creditors of the 

CIDI that are not depositors, as well as 


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the unsecured creditors of each CIDI 

subsidiary that is a material entity. Such 

description must identify the location of 

the CIDI’s records and recordkeeping 

practices regarding unsecured debt 

issued by the CIDI and any intercreditor agreements for unsecured debt. 

The description must include a 

description of the CIDI’s capabilities to 

identify each such unsecured creditor 

by name, address, nature of the liability, 

and amount owed by the CIDI and each 

CIDI subsidiary or, in the case of 

indentured securities, the identity of the 

indenture trustee. 

(21) Cross-border elements. A 

resolution submission must describe all 

components of the parent company’s 

and parent company affiliates’ 

operations that contribute to the value, 

revenues, or operations of the CIDI that 

are based or located outside the United 

States, including regulated subsidiaries, 

and foreign branches and offices. A 

resolution submission must identify 

regulatory or other impediments to 

divestiture, transfer, or continuation of 

any foreign branches, subsidiaries and 

offices in resolution, including with 

respect to retention or termination of 

personnel. 

(22) Management information 

systems; software licenses; intellectual 

property. A resolution submission must: 

(i) Provide a detailed inventory and 

description of the key management 

information systems and applications, 

including systems and applications for 

risk management, accounting, and 

financial and regulatory reporting, as 

well as those used to provide the 

information required to be provided in 

the resolution submission, used by or 

for the benefit of the CIDI and CIDI 

subsidiaries. For each system or 

application the description must 

identify the legal owner or licensor, the 

personnel by title and legal entity 

employer needed to support and operate 

the system or application, the system or 

application’s use and function, any core 

business line that uses the system or 

application, its physical location (if 

any), any related third-party contracts or 

service level agreements, any related 

software or systems licenses, and any 

other related intellectual property. 

(ii) For any key management 

information system or application for 

which the CIDI or CIDI subsidiary is not 

the owner or licensor, describe both any 

obstacles to maintaining access to such 

system or application when the CIDI is 

in resolution, and approaches for 

maintaining access to such system or 

application when the CIDI is in 

resolution, including the projected costs 

of maintaining access when the CIDI is 

in resolution. 

(iii) Describe the capabilities of the 

CIDI’s processes and systems to collect, 

maintain, and produce the information 

and other data underlying the resolution 

submission. Identify all relevant 

management information systems and 

applications, and describe how the 

information is managed and maintained. 

Describe any deficiencies, gaps, or 

weaknesses in such capabilities and the 

actions the CIDI intends to take to 

address promptly any such deficiencies, 

gaps, or weaknesses, and the time frame 

for implementing such actions. 

(23) Digital services and electronic 

platforms. A resolution submission 

must describe all digital services and 

electronic platforms offered to 

depositors to support banking 

transactions for retail or business 

customers. Identify whether such 

services and platforms are provided by 

the CIDI, a CIDI subsidiary, a parent 

company affiliate, or a third party 

entity, and which entity owns the 

related intellectual property or is the 

licensee. Discuss how these services or 

platforms are significant to the 

operations or customer relationships of 

the CIDI, and their impact on franchise 

value and depositor behavior. 

(24) Communications playbook. A 

resolution submission must include a 

communications playbook that 

describes the CIDI’s current 

communication capabilities, including 

capabilities to communicate with 

personnel, customers, and 

counterparties, and how those 

capabilities could be used from the 

point of the CIDI’s failure through the 

CIDI’s resolution. The description must: 

(i) Identify categories of key 

stakeholders addressed in the CIDI’s 

communications plans including, but 

not limited to, counterparties, regulatory 

authorities, customers, and personnel. 

(ii) Identify communication channels 

for each key stakeholder category and 

describe the logistics and limitations of 

the use of each communication channel. 

(iii) Describe the procedures to 

generate contact lists for each key 

stakeholder category and estimate the 

time required to generate each list. 

(iv) Describe procedures for 

coordinating communications across 

key stakeholder categories and 

communications channels, including 

cross-border communications, if any. 

(25) Corporate governance. A 

resolution submission must include a 

detailed description of: how resolution 

planning is integrated into the corporate 

governance structure and processes of 

the CIDI; the CIDI’s policies, procedures, 

and internal controls governing 

preparation and approval of the 

resolution submission; and the identity 

and position of the senior management 

official of the CIDI who is primarily 

responsible and accountable for the 

development, maintenance, and filing of 

the resolution submission, and for the 

CIDI’s compliance with this section. 

(26) CIDI’s assessment of the 

resolution submission. A resolution 

submission must describe the nature, 

extent, and results of any contingency 

planning or similar exercise conducted 

by the CIDI since the date of the most 

recently filed resolution submission to 

assess the viability of the identified 

strategy (if required) or improve any 

capabilities described in the resolution 

submission. 

(27) Any other material factor. A 

resolution submission must identify and 

discuss any other material factor that 

may impede the resolution of the CIDI. 

(e) Interim supplement. Each CIDI 

must submit interim supplements 

containing current and accurate 

information regarding the specified 

resolution submission content items in 

accordance with this paragraph (e). 

(1) Submission date. Each CIDI must 

submit an interim supplement to the 

FDIC on the one-year anniversary (or 

first business day thereafter) of its most 

recent resolution submission, as 

determined by paragraph (c) of this 

section, unless the CIDI has received 

written notice of a different date from 

the FDIC. No interim supplement is 

required in a calendar year in which a 

resolution submission is made. 

(2) Information for interim 

supplement. 

(i) Each CIDI must submit an interim 

supplement that address each of the 

content items required under paragraph 

(e)(3) of this section. 

(ii) The information submitted for 

each content item must be current as of 

the end of the most recent fiscal quarter 

prior to the interim supplement. 

Material changes from information 

provided in the previous resolution 

submission must be identified and 

explained. 

(3) Content items for interim 

supplement. Each CIDI must submit 

interim supplements that address each 

of the following content items as 

required under this paragraph (e): 

(i) the content required under 

paragraph (d)(4) of this section, 

‘‘Organizational structure: legal entities; 

core business lines; and branches’’; 

(ii) from paragraph (d)(7) of this 

section, ‘‘Overall deposit activities,’’ the 

content required under paragraph 

(d)(7)(i), the first sentence of paragraph 

(d)(7)(ii), the first sentence of paragraph 

(d)(7)(iii), the first sentence of paragraph 

(d)(7)(iv) and the first two sentences of 

paragraph (d)(7)(v) of this section; 


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(iii) from paragraph (d)(8) of this 

section, ‘‘Critical services,’’ the content 

required under paragraphs (d)(8)(i) and 

(iv) of this section; 

(iv) from paragraph (d)(9) of this 

section, ‘‘Key personnel,’’ the content 

required under paragraph (d)(9)(i) of 

this section; 

(v) from paragraph (d)(10) of this 

section, ‘‘Franchise components,’’ the 

content required under paragraphs 

(d)(10)(i) through (iii) of this section; 

(vi) from paragraph (d)(11) of this 

section, ‘‘Asset portfolios,’’ the content 

required under the first sentence of 

paragraph (d)(11) of this section; 

(vii) the content required under 

paragraph (d)(13) of this section, ‘‘Offbalance-sheet exposures’’, excluding the 

requirement to ‘‘map those exposures to 

core business lines, franchise 

components and material asset 

portfolios’’; 

(viii) the content required under 

paragraph (d)(15) of this section, 

‘‘Unconsolidated balance sheet; entity 

financial statements’’; 

(ix) from paragraph (d)(16) of this 

section, ‘‘Payment, clearing, and 

settlement systems,’’ the content 

required under the first sentence of 

paragraph (d)(16)(i) of this section; 

(x) from paragraph (d)(17) of this 

section, ‘‘Capital structure; funding 

sources,’’ the content required under the 

first sentence of paragraph (d)(17)(ii) of 

this section; 

(xi) the content required under 

paragraph (d)(21) of this section, ‘‘Crossborder elements’’; 

(xii) from paragraph (d)(22) of this 

section, ‘‘Management information 

systems; software licenses; intellectual 

property,’’ the content required under 

paragraph (d)(22)(i) of this section; and 

(xiii) any other content element 

expressly identified for the next interim 

supplement by the FDIC. 

(f) Credibility; review of resolution 

submissions. 

(1) Credibility criteria. Each resolution 

submission must be credible. The FDIC 

may, at its sole discretion, determine 

that the resolution submission is not 

credible if: 

(i) The identified strategy would not 

provide timely access to insured 

deposits, maximize value from the sale 

or disposition of assets, minimize any 

losses realized by creditors of the CIDI 

in resolution, and address potential risk 

of adverse effects on U.S. economic 

conditions or financial stability; or 

(ii) The information and analysis in 

the resolution submission is not 

supported with observable and 

verifiable capabilities and data and 

reasonable projections or the CIDI fails 

to comply in any material respect with 

the requirements of paragraph (d) or (e) 

of this section. 

(2) Resolution submission review and 

credibility determination. The FDIC will 

review the resolution submission in 

consultation with the appropriate 

Federal banking agency for the CIDI and 

its parent company. If, after consultation 

with the appropriate Federal banking 

agency for the CIDI, the FDIC 

determines that the resolution 

submission of a CIDI is not credible 

pursuant to paragraph (f)(1) of this 

section, the FDIC must notify the CIDI 

in writing of such determination. Any 

notice provided under this paragraph 

(f)(2) must include a description of the 

weaknesses in the resolution 

submission identified by the FDIC that 

resulted in the determination that the 

resolution submission is not credible. 

(3) Resubmission of a resolution 

submission. Within 90 days of receiving 

a notice issued by the FDIC pursuant to 

paragraph (f)(2) of this section that the 

resolution submission is not credible, or 

such shorter or longer period as the 

FDIC may determine, a CIDI must 

submit a revised resolution submission 

to the FDIC that addresses any 

weaknesses identified by the FDIC and 

discusses in detail the revisions made to 

address such weaknesses. 

(4) Failure regarding resubmission. If 

the CIDI fails to submit the revised 

resolution submission within the 

required time-period under paragraph 

(f)(3) of this section or the FDIC 

determines that the revised resolution 

submission fails to address adequately 

the weaknesses identified in the notice 

issued by the FDIC, the FDIC may take 

enforcement action against the CIDI in 

accordance with paragraph (k) of this 

section. 

(5) Post review notice of feedback and 

engagement and capabilities testing. 

Following its review of a resolution 

submission, the FDIC will send a 

written notification to each CIDI 

providing feedback on the resolution 

submission. The written notification 

may be initial feedback that identifies 

areas of engagement and capabilities 

testing between the FDIC and the CIDI 

under paragraph (g) of this section. 

(g) Engagement and capabilities 

testing. 

(1) Engagement. Each CIDI must 

provide the FDIC such information and 

access to such personnel of the CIDI as 

the FDIC in its discretion determines is 

relevant to any of the provisions of this 

section (‘‘engagement’’). Personnel made 

available must have sufficient expertise 

and responsibility to address the 

informational and data requirements of 

the engagement. Engagement between 

the CIDI and the FDIC may be required 

at any time. This engagement may 

include the FDIC requiring the CIDI to 

provide information or data to support 

the content items required by 

paragraphs (d) or (e) of this section, 

other information related to a group A 

CIDI’s identified strategy, or, for any 

CIDI, other resolution options being 

considered by the FDIC. Among other 

subjects, the FDIC may seek information 

from a group A CIDI on the impact to 

the identified strategy of a change in 

economic assumptions or CIDI-specific 

scenario assumptions. 

(2) Capabilities testing. At the 

discretion of the FDIC, the FDIC may 

require any CIDI to demonstrate the 

CIDI’s capabilities described, or 

required to be described, in the 

resolution submission, including the 

ability to provide the information, data 

and analysis underlying the resolution 

submission (‘‘capabilities testing’’). In 

connection with capabilities testing, the 

FDIC may seek information from a CIDI 

on the impact on identified capabilities 

of a change in economic assumptions or 

CIDI-specific scenario assumptions, if 

applicable. The CIDI must perform such 

capabilities testing promptly, and 

provide the results in a time frame and 

format acceptable to the FDIC. 

Capabilities testing may be included in 

connection with any engagement. 

(3) Conclusion letter. At the 

conclusion of any engagement and 

capabilities testing between the FDIC 

and CIDI pursuant to this paragraph (g), 

the FDIC may send a written 

notification to the CIDI that such 

engagement and capabilities testing has 

concluded. The written notification may 

identify areas for further attention by 

the CIDI or other feedback. 

(4) Engagement and capabilities 

testing enforcement. A CIDI’s failure to 

comply with this paragraph (g) may 

result in the FDIC taking enforcement 

action against the CIDI in accordance 

with paragraph (k) of this section. 

(h) No limiting effect on FDIC. No 

resolution submission provided 

pursuant to this section will be binding 

on the FDIC as supervisor, deposit 

insurer, or receiver for a CIDI or 

otherwise require the FDIC to act in 

conformance with such resolution 

submission. 

(1) Financial information. The 

resolution submission must, to the 

greatest extent possible, use financial 

information as of the most recent fiscal 

year-end for which the CIDI has 

financial statements or, if the use of 

financial information as of a more recent 

date as of which the CIDI has financial 

statements would more accurately 

reflect the operations of the CIDI on the 

date the CIDI submits the resolution 


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Federal Register / Vol. 88, No. 180 / Tuesday, September 19, 2023 / Proposed Rules 64625 

submission, financial information as of 

that more recent date. 

(2) Indexing of information and 

analysis to resolution submission and 

interim supplement content 

requirements. A resolution submission 

or interim supplement must include an 

index of each content requirement in 

paragraph (d) or (e) of this section, as 

applicable, required to be included in 

that resolution submission or interim 

supplement, as applicable, to every 

instance of its location in the resolution 

submission, or interim supplement, as 

applicable. 

(3) Combined resolution submission 

or interim supplements by affiliated 

CIDIs. CIDIs that are affiliates may 

submit a single, combined resolution 

submission or interim supplement, but 

only if all affiliated CIDIs submitting the 

combined resolution submission or 

interim supplement are within the same 

CIDI group, whether group A or group 

B. The combined resolution submission 

or interim supplement must satisfy the 

content requirements for each CIDI’s 

resolution submission or interim 

supplement, as applicable, and the FDIC 

must be able to readily identify the 

portions of a combined resolution 

submission or interim supplement that 

comprise each CIDI’s resolution 

submission or interim supplement. 

(i) Form of resolution submissions; 

confidential treatment of resolution 

submissions and interim supplements. 

(1) Each resolution submission must 

be divided into a Public Section and a 

Confidential Section. Each CIDI must 

segregate and separately identify the 

Public Section from the Confidential 

Section. The Public Section must 

consist of an executive summary of the 

resolution plan that describes the 

business of the CIDI. For each CIDI, the 

Public Section must include, to the 

extent material to the CIDI’s resolution 

submission: 

(i) The names of material entities; 

(ii) A description of core business 

lines; 

(iii) Consolidated financial 

information regarding assets, liabilities, 

capital and major funding sources; 

(iv) A description of derivative 

activities and hedging activities; 

(v) A list of memberships in material 

payment, clearing, and settlement 

systems, including financial market 

utilities; 

(vi) A description of foreign 

operations; 

(vii) The identities of material 

supervisory authorities; 

(viii) The identities of the principal 

officers; 

(ix) A description of the corporate 

governance structure and processes 

related to resolution planning; 

(x) A description of material 

management information systems; and 

(xi) For group A CIDIs only, a 

description, at a high level, of the CIDI’s 

identified strategy. 

(2) The confidentiality of resolution 

submissions and interim supplements 

must be determined in accordance with 

applicable exemptions under the 

Freedom of Information Act (5 U.S.C. 

552(b)) and the FDIC’s Disclosure of 

Information Rules (12 CFR part 309). 

(3) Any CIDI submitting a resolution 

submission, interim supplement, or 

related materials pursuant to this 

section that desires confidential 

treatment of the information submitted 

pursuant to 5 U.S.C. 552(b)(4) and the 

FDIC’s Disclosure of Information Rules 

(12 CFR part 309) and related policies 

may file a request for confidential 

treatment in accordance with those 

rules. 

(4) To the extent permitted by law, 

information comprising the Confidential 

Section of a resolution submission and 

the information comprising an interim 

supplement will be treated as 

confidential. 

(5) To the extent permitted by law, the 

submission of any non-publicly 

available data or information under this 

section will not constitute a waiver of, 

or otherwise affect, any privilege arising 

under Federal or state law (including 

the rules of any Federal or state court) 

to which the data or information is 

otherwise subject. Privileges that apply 

to resolution submissions and related 

materials are protected pursuant to 

Section 18(x) of the FDI Act, 12 U.S.C. 

1828(x). 

(j) Extensions and exemptions. 

(1) Extension. Notwithstanding the 

general requirements of paragraph (c) of 

this section, on a case-by-case basis, the 

FDIC may extend, on its own initiative 

or upon written request, any time frame 

or deadline of this section. 

(2) Waiver. The FDIC may, on its own 

initiative or upon written request, 

exempt a CIDI from one or more of the 

requirements of this section. 

(k) Enforcement. Violating any 

provision of this section constitutes a 

violation of a regulation and may 

subject the CIDI to enforcement actions 

under Section 8 of the Federal Deposit 

Insurance Act (12 U.S.C. 1818), 

including paragraph (t) thereunder. 

Federal Deposit Insurance Corporation. 

By order of the Board of Directors. 

Dated at Washington, DC, on August 29, 

2023. 

James P. Sheesley, 

Assistant Executive Secretary. 

[FR Doc. 2023–19266 Filed 9–18–23; 8:45 am] 

BILLING CODE 6714–01–P 


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