March 31, 2021 

Amanda K. Allexon, Esq.

Wachtell, Lipton, Rosen & Katz 

51 West 52nd Street 

New York, New York 10019 

Dear Ms. Allexon: 

This is in reference to your letter dated Feburary 11, 2021, in which you request 

complete relief from passivity commitments made by MSD BLUSA Investments, LLC,

and its affiliates (collectively, “MSD”) in connection with the Board’s non-control 

determination letter issued on May 17, 2018, relating to the investment in Bank Leumi 

Le-Israel Corporation (“Leumi BHC”).1 In your request, you represent that MSD’s 

investment in Leumi BHC does not trigger a presumption of control under the Board’s 

rule governing control and divestiture proceedings under the Bank Holding Company 

Act.2

Based on all the facts of record, the Director of the Division of Supervision and 

Regulation, acting pursuant to authority delegated by the Board under section 265.7(a)(2) 

of the Board’s Rules Regarding Delegation of Authority3 and after consulting with the 

General Counsel, has approved MSD’s request for complete relief from the passivity 

commitments. This action is based on the representations and commitments provided in 

your communications and correspondence related to your request, including the 

representations discussed above. Any change in the facts presented could result in a 

different conclusion and should be reported to Board staff immediately. This 

determination should not be construed as granting relief from any other conditions or 

commitments to which MSD may be subject. 

1 See Letter from Mark Van Der Weide, General Counsel of the Board, to Joseph P. 

Vitale, Esq., and Richard K. Kim, Esq., dated May 17, 2018.

2 See 12 CFR 225.31–34.

3

 12 CFR 265.7(a)(2). 

BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM

WASHINGTON, DC 20551

March 31, 2021

Amanda K. Allexon, Esq.

Wachtell, Lipton, Rosen & Katz

51 West 52nd Street

New York, New York 10019

Dear Ms. Allexon:

This is in reference to your letter dated Feburary 11, 2021, in which you request

complete relief from passivity commitments made by MSD BLUSA Investments, LLC,

and its affiliates (collectively, "MSD") in connection with the Board's non-control

determination letter issued on May 17, 2018, relating to the investment in Bank Leumi

Le-Israel Corporation ("Leumi BHC").1 In your request, you represent that MSD's

investment in Leumi BHC does not trigger a presumption of control under the Board's

rule governing control and divestiture proceedings under the Bank Holding Company

Act.2

Based on all the facts of record, the Director of the Division of Supervision and

Regulation, acting pursuant to authority delegated by the Board under section 265.7(a)(2)

of the Board's Rules Regarding Delegation of Authority 3 and after consulting with the

General Counsel, has approved MSD's request for complete relief from the passivity

commitments. This action is based on the representations and commitments provided in

your communications and correspondence related to your request, including the

representations discussed above. Any change in the facts presented could result in a

different conclusion and should be reported to Board staff immediately. This

determination should not be construed as granting relief from any other conditions or

commitments to which MSD may be subject.

1 See Letter from Mark Van Der Weide, General Counsel of the Board, to Joseph P.

Vitale, Esq., and Richard K. Kim, Esq., dated May 17, 2018.

2 See 12 CFR 225.31-34.

3 12 CFR 265.7(a)(2).

www.federalreserve.gov
- 2 -

If you have any questions regarding this matter, please contact Brian Phillips of 

the Board’s Legal Division at (202) 452-3321. 

Sincerely,

 

Margaret McCloskey Shanks

Deputy Secretary of the Board

cc: Federal Reserve Bank of New York

-2-

If you have any questions regarding this matter, please contact Brian Phillips of

the Board's Legal Division at (202) 452-3321.

Sincerely,

Margaret McCloskey Shanks

Deputy Secretary of the Board

cc: Federal Reserve Bank of New York