5076 Federal Register / Vol. 80, No. 20 / Friday, January 30, 2015 / Proposed Rules 

Subpart A—General Provisions 

■ 2. Revise § 334.1 to read as follows: 

§ 334.1 Purpose and scope. 

(a) Purpose The purpose of this part 

is to implement the Fair Credit 

Reporting Act. 

(b) Scope Except as otherwise 

provided in this part, the regulations in 

this part apply to insured state 

nonmember banks, state savings 

associations whose deposits are insured 

by the Federal Deposit Insurance 

Corporation, insured state licensed 

branches of foreign banks, and 

subsidiaries of such entities (except 

brokers, dealers, persons providing 

insurance, investment companies, and 

investment advisers). 

■ 3. Amend § 334.3 by removing and 

reserving paragraphs (a), (b), (d), and (i) 

through (k), and adding paragraph (m) 

to read as follows: 

§ 334.3 Definitions. 

* * * * * 

(m) State savings association has the 

same meaning as in section 3(b)(3) of 

the Federal Deposit Insurance Act, 12 

U.S.C. 1813(b)(3). 

Subparts C through E [Reserved] 

■ 4. Remove and reserve subparts C, D 

and E consisting of §§ 334.20 through 

334.43. 

Subpart I—Records Disposal 

■ 5. Rename header for subpart I as 

shown above. 

§ 334.82 [Removed and reserved] 

■ 6. Remove and reserve § 334.82. 

Subpart J—Identity Theft Red Flags 

■ 7. Amend § 334.90 by revising 

paragraphs (a) and (b)(5) and adding 

paragraph (b)(11) to read as follows: 

§ 334.90 Duties regarding the detection, 

prevention, and mitigation of identity theft. 

(a) Scope. This section applies to a 

financial institution or creditor that is 

an insured state nonmember bank, State 

savings association whose deposits are 

insured by the Federal Deposit 

Insurance Corporation, insured state 

licensed branch of a foreign bank, or a 

subsidiary of such entities (except 

brokers, dealers, persons providing 

insurance, investment companies, and 

investment advisers). 

(b) * * * 

(5) Creditor has the same meaning as 

in 15 U.S.C. 1681m(e)(4). 

* * * * * 

(11) State savings association has the 

same meaning as in section 3(b)(3) of 

the Federal Deposit Insurance Act, 12 

U.S.C. 1813(b)(3). 

* * * * * 

■ 8. Amend § 334.91 by revising 

paragraph (a) and adding paragraph 

(b)(3) to read as follows: 

§ 334.91 Duties of card issuers regarding 

change of address. 

(a) Scope This section applies to an 

issuer of a debit or credit card (card 

issuer) that is an insured state 

nonmember bank, state savings 

association whose deposits are insured 

by the Federal Deposit Insurance 

Corporation, insured state licensed 

branch of a foreign bank, or a subsidiary 

of such entities (except brokers, dealers, 

persons providing insurance, 

investment companies, or investment 

advisers). 

(b) * * * 

(3) State savings association has the 

same meaning as in section 3(b)(3) of 

the Federal Deposit Insurance Act, 12 

U.S.C. 1813(b)(3). 

■ 9. Amend supplement A to appendix 

J by revising example 3 to read as 

follows: 

Appendix J to Part 334—Interagency 

Guidelines on Identity Theft Detection, 

Prevention, and Mitigation 

* * * * * 

3. A consumer reporting agency provides a 

notice of address discrepancy, as defined in 

12 CFR 1022.82(b). 

* * * * * 

PART 391—FORMER OFFICE OF 

THRIFT SUPERVISION REGULATIONS 

■ 10. The authority citation for part 391 

is revised to read as follows: 

Authority: 12 U.S.C. 1819. 

Subpart A also issued under 12 U.S.C. 

1462a; 1463; 1464; 1828; 1831p-1; 1881– 

1884; 15 U.S.C. 1681w; 15 U.S.C. 6801; 6805. 

Subpart B also issued under 12 U.S.C. 

1462a; 1463; 1464; 1828; 1831p-1; 1881– 

1884; 15 U.S.C.1681w; 15 U.S.C. 6801; 6805. 

Subpart E also issued under 12 U.S.C. 

1467a; 1468; 1817; 1831i. 

Subpart C—[Removed and Reserved] 

■ 11. Remove and reserve subpart C 

consisting of §§ 391.20 through 391.23 

and appendix to subpart C of part 391. 

Dated at Washington, DC, this 21st day of 

January, 2015. 

By order of the Board of Directors. 

Federal Deposit Insurance Corporation. 

Robert E. Feldman, 

Executive Secretary. 

[FR Doc. 2015–01499 Filed 1–29–15; 8:45 am] 

BILLING CODE 6714–01–P 

FEDERAL DEPOSIT INSURANCE 

CORPORATION 

12 CFR 360 

RIN 3064–AE32 

Notice of Proposed Rulemaking To 

Revise a Section Relating to the 

Treatment of Financial Assets 

Transferred in Connection With a 

Securitization or Participation 

AGENCY: Federal Deposit Insurance 

Corporation (‘‘FDIC’’). 

ACTION: Notice of Proposed Rulemaking. 

SUMMARY: The FDIC is proposing a 

rulemaking that would revise certain 

provisions of its securitization safe 

harbor rule, which relates to the 

treatment of financial assets transferred 

in connection with a securitization or 

participation, in order to clarify the 

requirements of the Securitization Safe 

Harbor as to the retention of an 

economic interest in the credit risk of 

securitized financial assets upon and 

following the effective date of the credit 

risk retention regulations adopted under 

Section 15G of the Securities Exchange 

Act. 

DATES: Comments on the Proposed Rule 

must be received by March 31, 2015. 

You may submit comments, identified 

by RIN number, by any of the following 

methods: 

• Agency Web site: http://

www.FDIC.gov/regulations/laws/

federal_. Follow instructions for 

submitting comments on the agency 

Web site. 

• Email: Comments@FDIC.gov. 

Include RIN 3064–AE32 in the subject 

line of the message. 

• Mail: Robert E. Feldman, Executive 

Secretary, Attention: Comments, Federal 

Deposit Insurance Corporation, 550 17th 

Street NW., Washington, DC 20429. 

• Hand Delivery/Courier: Guard 

station at the rear of the 550 17th Street 

Building (located on F Street) on 

business days between 7:00 a.m. and 

5:00 p.m. 

• Federal eRulemaking Portal: http:// 

www.regulations.gov. Follow the 

instructions for submitting comments. 

Instructions: All comments will be 

posted without change to http://

www.fdic.gov/regulations/laws/ 

federal/_, including any personal 

information provided. Paper copies of 

public comments may be ordered from 

the Public Information Center by 

telephone at (877) 275–3342 or (703) 

562–2200. 

FOR FURTHER INFORMATION CONTACT: 

George H. Williamson, Manager, 

Division of Resolutions and 


rljohnson on DSK4SPTVN1PROD with PROPOSALS
Federal Register / Vol. 80, No. 20 / Friday, January 30, 2015 / Proposed Rules 5077 

1See 79 FR 77602 (December 24, 2014). 

Receiverships, (571) 858–8199. Phillip 

E. Sloan, Counsel, Legal Division, (703) 

562–6137. 

SUPPLEMENTARY INFORMATION: 

I. Background 

The Federal Deposit Insurance 

Corporation (FDIC), in regulations 

codified at 12 CFR 360.6 (the 

Securitization Safe Harbor Rule), set 

forth criteria under which in its capacity 

as receiver or conservator of an insured 

depository institution the FDIC will not, 

in the exercise of its authority to 

repudiate contracts, recover or reclaim 

financial assets transferred in 

connection with securitization 

transactions. Asset transfers that, under 

the Securitization Safe Harbor Rule, are 

not subject to recovery or reclamation 

through the exercise of the FDIC’s 

repudiation authority include those that 

pertain to certain grandfathered 

transactions, such as, for example, asset 

transfers made prior to December 31, 

2010 which satisfied the conditions 

(except for the legal isolation condition 

addressed by the Securitization Safe 

Harbor Rule) for sale accounting 

treatment under generally accepted 

accounting principles (GAAP) in effect 

for reporting periods prior to November 

15, 2009 and which pertain to a 

securitization transaction that satisfied 

certain other requirements. In addition, 

the Securitization Safe Harbor Rule 

provides that asset transfers that are not 

grandfathered, but that satisfy the 

conditions (except for the legal isolation 

condition addressed by the 

Securitization Safe Harbor Rule) for sale 

accounting treatment under GAAP in 

effect for reporting periods after 

November 15, 2009 and that pertain to 

a securitization transaction that satisfies 

all other conditions of the Securitization 

Safe Harbor Rule (such asset transfers, 

together with grandfathered asset 

transfers, are referred to collectively as 

Safe Harbor Transfers) will not be 

subject to FDIC recovery or reclamation 

actions through the exercise of the 

FDIC’s repudiation authority. For any 

securitization transaction in respect of 

which transfers of financial assets do 

not qualify as Safe Harbor Transfers but 

which transaction satisfies all of its 

other requirements, the Securitization 

Safe Harbor Rule provides that, in the 

event the FDIC as receiver or 

conservator remains in monetary default 

for a specified period under a 

securitization due to its failure to pay or 

apply collections or repudiates the 

securitization asset transfer agreement 

and does not pay damages within a 

specified period, certain remedies can 

be exercised on an expedited basis. 

Paragraph (b)(5)(i) of the 

Securitization Safe Harbor Rule sets 

forth the conditions relating to credit 

risk retention that apply to transfers of 

financial assets in connection with 

securitizations that are not 

grandfathered by the Securitization Safe 

Harbor Rule. Under paragraph 

(b)(5)(i)(A) of the Securitization Safe 

Harbor Rule, prior to the effective date 

of regulations required under Section 

15G of the Securities Exchange Act, 15 

U.S.C. 78a et seq. (‘‘Section 15G’’), the 

documents governing such 

securitization must require that the 

sponsor retain an economic interest in 

not less than five (5) percent of the 

credit risk of the financial assets relating 

to the securitization. The requirement in 

paragraph (b)(5)(i)(A) of the 

Securitization Safe Harbor Rule, that the 

documents require retention of an 

economic interest is consistent with 

many other provisions of the 

Securitization Safe Harbor Rule, which 

are similarly expressed as requirements 

for the securitization documentation, 

rather than as conditions requiring 

actual compliance with the provision 

that is required to be included in the 

documentation. Paragraph (b)(5)(i)(B) of 

the Securitization Safe Harbor Rule does 

not explicitly refer to the securitization 

documentation, but provides that, upon 

the effective date of the regulations 

required under Section 15G (the Section 

15G Regulations), such regulations shall 

exclusively govern the requirement to 

retain an economic interest in the credit 

risk of the financial assets. 

Section 15G provides that regulations 

issued thereunder become effective with 

respect to residential mortgage 

securitizations one year after the date on 

which the regulations are published in 

the Federal Register and, with respect 

to all other securitizations, two years 

after such publication date. The Section 

15G Regulations were published in the 

Federal Register at 79 FR 77602 on 

December 24, 2014. The Federal 

Register publication of the Section 15G 

Regulations specifies ‘‘compliance 

dates’’ that correspond to these effective 

dates. However, the Federal Register 

publication also specifies February 23, 

2015 as the ‘‘effective date’’ of the 

Section 15G Regulations in accordance 

with Federal Register editorial 

conventions, which require that a 

Federal Register publication specify as 

the effective date the date on which a 

rule affects the current Code of Federal 

Regulations.1 The Proposed Rule is 

designed, in part, to eliminate any 

confusion that might be created by the 

use of ‘‘effective date’’ in this way and 

to clarify when compliance with 

paragraph (b)(5)(i)(B) of the 

Securitization Safe Harbor Rule is 

required. 

In connection with the notice of 

proposed rulemaking relating to the 

Section 15G Regulations, FDIC staff 

received a comment that suggested that 

certain points relating to paragraph 

(b)(5)(i)(B) of the Securitization Safe 

Harbor Rule should be clarified, and in 

following up on the comment, the FDIC 

identified two points that are addressed 

in the Proposed Rule. The first is a 

clarification that paragraph (b)(5)(i)(B) 

was intended to require that, upon and 

following the effective date of the 

Section 15G Regulations, the 

Securitization Safe Harbor Rule 

requirements as to risk retention are 

satisfied if the governing documents of 

a securitization transaction require 

retention of an economic interest in the 

financial assets in accordance with the 

Section 15G Regulations, and that if the 

documentation satisfies this condition 

(and assuming all other conditions of 

the Securitization Safe Harbor Rule are 

satisfied), the transaction will not lose 

the benefits of the safe harbor solely on 

the basis of any non-compliance with 

the Section 15G Regulations risk 

retention requirements. 

The second is a clarification that 

paragraph (b)(5)(i)(B) of the 

Securitization Safe Harbor Rule does not 

require that any action be taken with 

respect to issuances of asset-backed 

securities that close prior to the effective 

date of the Section 15G Regulations. 

II. Discussion 

In the FDIC’s view it is important to 

make clear to securitization market 

participants the date upon and after 

which the Securitization Safe Harbor 

will require reference to the Section 15G 

Regulations. In addition, the FDIC wants 

to eliminate possible confusion among 

market participants as to whether an 

asset-backed security issuance that 

complies with all requirements of the 

Securitization Safe Harbor Rule could 

forfeit the benefits afforded by the 

Securitization Safe Harbor Rule based 

on the action or inaction of a 

securitization sponsor or other party 

with respect to retention of credit risk 

following the date of such issuance. The 

Proposed Rule would clarify that, if the 

documents require compliance with the 

Section 15G Regulations, the benefits of 

the Securitization Safe Harbor Rule are 

not forfeited based solely upon noncompliance with these requirements. 

This is different from the Section 15G 

Regulations, under which noncompliance with the credit risk 


rljohnson on DSK4SPTVN1PROD with PROPOSALS
5078 Federal Register / Vol. 80, No. 20 / Friday, January 30, 2015 / Proposed Rules 

retention requirements will constitute a 

violation of the Regulations. 

Accordingly, the Proposed Rule 

would revise paragraphs (b)(5)(i)(A) and 

(b)(5)(i)(B) of the Securitization Safe 

Harbor Rule to make the following three 

points clear: 

(i) In order to qualify for the benefits of the 

Securitization Safe Harbor Rule, the 

documents governing the issuance of assetbacked securities in a securitization 

transaction must require retention of an 

economic interest in the credit risk of the 

financial assets relating to the securitization 

transaction in compliance with the Section 

15G Regulations if such issuance occurs 

upon or following the date on which 

compliance with Section 15G is required for 

such type of securitization transaction; 

(ii) The Securitization Safe Harbor Rule 

does not require inquiry as to whether the 

sponsor or other applicable party in fact 

complies with the risk retention 

requirements of the documentation; and 

(iii) The Securitization Safe Harbor Rule 

requirements as to the Section 15G 

Regulations do not require changes to 

securitization documents governing assetbacked security issuances that are closed 

prior to the date on which compliance with 

Section 15G is required for such type of 

issuances. 

The FDIC is proposing the clarifications 

described in points (ii) and (iii) above in 

recognition of the fact that the benefits 

afforded by the Securitization Safe 

Harbor Rule were intended to provide 

certainty to investors as to certain 

matters relating to the course of conduct 

by the FDIC as receiver or conservator 

of an insured depository institution 

with respect to financial assets 

transferred by such insured depository 

institution. It would be inconsistent 

with this goal if the treatment under the 

Securitization Safe Harbor Rule by the 

FDIC as receiver or conservator of an 

institution that transferred financial 

assets in connection with the issuance 

of such securities could be dependent 

on post-closing actions with respect to 

credit risk retention that are beyond the 

control of investors. 

III. Request for Comment 

The FDIC invites comment from all 

members of the public on all aspects of 

the Proposed Rule. Comments are 

specifically requested on whether the 

Proposed Rule is consistent with the 

purposes of section 360.6 and whether 

the results intended to be achieved by 

the Proposed Rule will be and should be 

achieved as set forth in the Proposed 

Rule or by way of different 

modifications to the Securitization Safe 

Harbor Rule. The FDIC will carefully 

consider all comments that relate to the 

Proposed Rule. 

IV. Administrative Law Matters 

A. Paperwork Reduction Act 

In accordance with the Paperwork 

Reduction Act (44 U.S.C. 3501, et seq.) 

(‘‘PRA’’) the FDIC may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

unless it displays a currently valid 

Office of Management and Budget 

(OMB) control number. The Proposed 

Rule would not revise the Securitization 

Safe Harbor Rule information collection 

3064–0177 or create any new 

information collection pursuant to the 

PRA. Consequently, no submission will 

be made to the Office of Management 

and Budget for review. The FDIC 

requests comment on its conclusion that 

this NPR does not revise the 

Securitization Safe Harbor Rule 

information collection, 3064–0177. 

B. Regulatory Flexibility Act 

The Regulatory Flexibility Act, 5 

U.S.C. 601–612, requires an agency to 

provide an Initial Regulatory Flexibility 

Analysis with a proposed rule, unless 

the agency certifies that the rule would 

not have a significant economic impact 

on a substantial number of small 

entities. 5 U.S.C. 603–605. The FDIC 

hereby certifies that the Proposed Rule 

would not have a significant economic 

impact on a substantial number of small 

entities, as that term applies to insured 

depository institutions. 

C. Plain Language 

Section 722 of the Gramm-LeachBliley Act (Pub. L. 106–102, 113 Stat. 

1338, 1471) 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 Proposed 

Rule in a simple and straightforward 

manner. 

List of Subjects in 12 CFR Part 360 

Banks, Banking, Bank deposit 

insurance, Holding companies, National 

banks, Participations, Reporting and 

recordkeeping requirements, Savings 

associations, Securitizations. 

For the reasons stated above, the 

Board of Directors of the Federal 

Deposit Insurance Corporation proposes 

to amend 12 CFR part 360 as follows: 

PART 360—RESOLUTION AND 

RECEIVERSHIP RULES 

■ 1. The authority citation for Part 360 

continues to read as follows: 

Authority: 12 U.S.C. 1817(b), 1818(a)(2), 

1818(t), 1819(a) Seventh, Ninth and Tenth, 

1820(b)(3), (4), 1821(d)(1), 1821(d)(10)(c), 

1821(d)(11), 1821(d)(15)(D), 1821(e)(1), 

1821(e)(8)(D)(i), 1823(c)(4), 1823(e)(2); Sec. 

401(h), Pub. L. 101–73, 103 Stat. 357. 

■ 2. Revise § 360.6 paragraph (a) 

Defiinitions by adding the definition 

‘‘Applicable compliance date’’ as (a)(1) 

and redesignating the remaining 

definitions in numerical order to read as 

follows: 

§ 360.6 Treatment of financial assets 

transferred in connection with a 

securitization or participation. 

(a) * * * 

(1) Applicable compliance date 

means, with respect to a securitization, 

the date on which compliance with 

Section 15G of the Securities Exchange 

Act, 15 U.S.C. 78a et seq., added by 

Section 941(b) of the Dodd-Frank Wall 

Street Reform and Consumer Protection 

Act is required with respect to that 

securitization. 

* * * * * 

■ 3. Revise § 360.6 paragraph (b)(5)(i) to 

read as follows: 

(i) Requirements applicable to all 

securitizations. 

(A) Prior to the applicable compliance 

date for regulations required under 

Section 15G of the Securities Exchange 

Act, 15 U.S.C. 78a et seq., added by 

Section 941(b) of the Dodd-Frank Wall 

Street Reform and Consumer Protection 

Act, the documents creating the 

securitization shall require that the 

sponsor retain an economic interest in 

a material portion, defined as not less 

than five (5) percent, of the credit risk 

of the financial assets. This retained 

interest may be either in the form of an 

interest of not less than five (5) percent 

in each of the credit tranches sold or 

transferred to the investors or in a 

representative sample of the securitized 

financial assets equal to not less than 

five (5) percent of the principal amount 

of the financial assets at transfer. This 

retained interest may not be sold, 

pledged or hedged, except for the 

hedging of interest rate or currency risk, 

during the term of the securitization. 

(B) For any securitization that closes 

upon or following the applicable 

compliance date for regulations required 

under Section 15G of the Securities 

Exchange Act, 15 U.S.C. 78a et seq., 

added by Section 941(b) of the DoddFrank Wall Street Reform and Consumer 

Protection Act, the documents creating 

the securitization shall instead require 

retention of an economic interest in the 

credit risk of the financial assets in 

accordance with such regulations, 

including the restrictions on sale, 

pledging and hedging set forth therein. 

* * * * * 

Dated at Washington, DC, this 21st day of 

January, 2015. 


rljohnson on DSK4SPTVN1PROD with PROPOSALS
Federal Register / Vol. 80, No. 20 / Friday, January 30, 2015 / Proposed Rules 5079 

By order of the Board of Directors. 

Federal Deposit Insurance Corporation. 

Robert E. Feldman, 

Executive Secretary. 

[FR Doc. 2015–01444 Filed 1–29–15; 8:45 am] 

BILLING CODE 6714–01–P 

DEPARTMENT OF THE INTERIOR 

Fish and Wildlife Service 

50 CFR Part 17 

[Docket No. FWS–R5–ES–2011–0024; 

4500030113] 

RIN 1018–AY98 

Endangered and Threatened Wildlife 

and Plants; Listing the Northern LongEared Bat With a Rule Under Section 

4(d) of the Act; Correction 

AGENCY: Fish and Wildlife Service, 

Interior. 

ACTION: Proposed rule; correction. 

SUMMARY: We, the U.S. Fish and 

Wildlife Service (Service), published a 

proposed rule in the Federal Register on 

January 16, 2015, to set forth a speciesspecific rule under the authority of 

section 4(d) of the Endangered Species 

Act of 1973, as amended (Act), that 

provides measures that are necessary 

and advisable to provide for the 

conservation of the northern long-eared 

bat (Myotis septentrionalis), should we 

determine this species warrants listing 

as a threatened species under the Act. 

In that proposal, we provided the wrong 

address for the submission of hard-copy 

comments. With this document, we 

correct our error. 

DATES: We will accept comments on the 

January 16, 2015, proposed rule that are 

received or postmarked on or before 

March 17, 2015. 

ADDRESSES: You may submit comments 

on the January 16, 2015, proposed rule 

by one of the following methods: 

(1) Electronically: Go to the Federal 

eRulemaking Portal: http://

www.regulations.gov. In the Search box, 

enter FWS–R5–ES–2011–0024, which is 

the docket number for this rulemaking. 

You may submit a comment by clicking 

on ‘‘Comment Now!’’ 

(2) By hard copy: Submit by U.S. mail 

or hand-delivery to: Public Comments 

Processing, Attn: FWS–R5–ES–2011– 

0024; Division of Policy and Directives 

Management; U.S. Fish and Wildlife 

Service, MS: BPHC; 5275 Leesburg Pike, 

Falls Church, VA 22041–3803. 

We request that you send comments 

only by one of the methods described 

above. We will post all comments on 

http://www.regulations.gov. This 

generally means that we will post any 

personal information you provide us 

(for more information, see the Public 

Comments section of the January 16, 

2015, proposed rule at 80 FR 2371). 

FOR FURTHER INFORMATION CONTACT: 

Tony Sullins, Endangered Species 

Chief, Midwest Regional Office, 5600 

American Blvd. West, Suite 990, 

Bloomington, MN 55437; telephone 

612–725–3548; or facsimile 612–725– 

3548. Persons who use a 

telecommunications device for the deaf 

(TDD) may call the Federal Information 

Relay Service (FIRS) at 800–877–8339. 

SUPPLEMENTARY INFORMATION: In a 

proposed rule that published in the 

Federal Register on January 16, 2015, at 

80 FR 2371, the ADDRESSES section 

provided the wrong address for the 

submission of hard-copy comments. The 

corrected ADDRESSES section appears 

above. 

Dated: January 27, 2015. 

Tina A. Campbell, 

Chief, Division of Policy and Directives 

Management. 

[FR Doc. 2015–01804 Filed 1–29–15; 8:45 am] 

BILLING CODE 4310–55–P 


rljohnson on DSK4SPTVN1PROD with PROPOSALS