Federal Register / Vol. 83, No. 14 / Monday, January 22, 2018 / Notices 2985 

4 Depending upon the circumstances of any 

specific FOIA request, other exemptions may also 

apply. 

July 2018 submission date for the 

resolution plans of the complex, 

domestic filers, which account for the 

largest percentage of overall burden 

hours. 

Legal authorization and 

confidentiality: This information 

collection is mandatory pursuant to 

section 165(d)(8) of the Dodd-Frank Act 

(Pub. L. 111–203, 124 Stat. 1376, 1426– 

1427), 12 U.S.C. 5365(d)(8), which 

requires the Board and the FDIC to 

jointly issue rules implementing the 

provisions of section 165(d) of the 

Dodd-Frank Act. The Board’s Legal 

Division has determined that under 

section 112(d)(5)(A) of the Dodd-Frank 

Act, the Board and the FDIC ‘‘shall 

maintain the confidentiality of any data, 

information, and reports submitted 

under’’ Title I (which includes section 

165(d), the authority this regulation is 

promulgated under) of the Dodd-Frank 

Act. 

The Board and the FDIC will assess 

the confidentiality of resolution plans 

and related material in accordance with 

FOIA and the Board’s and the FDIC’s 

implementing regulations (12 CFR part 

261 (Board); 12 CFR part 309 (FDIC)). 

The Board and the FDIC expect that 

large portions of the submissions will 

contain or consist of ‘‘trade secrets and 

commercial or financial information 

obtained from a person and privileged 

or confidential’’ and information that is 

‘‘contained in or related to examination, 

operating, or condition reports prepared 

by, on behalf of, or for the use of an 

agency responsible for the regulation or 

supervision of financial institutions.’’ 

This information is subject to 

withholding under exemptions 4 and 8 

of the FOIA, 5 U.S.C. 552(b)(4) and 

552(b)(8).4 The Board and the FDIC also 

recognize, however, that the regulation 

calls for the submission of details 

regarding covered companies that are 

publicly available or otherwise are not 

sensitive and should be made public. In 

order to address this, the regulation 

requires resolution plans to be divided 

into two portions: a public section and 

a confidential section. 

In addition to any responses to 

guidance from the Agencies, the public 

section of the resolution plan should 

consist of an executive summary of the 

resolution plan that describes the 

business of the covered company and 

includes, to the extent material to an 

understanding of the covered company: 

(i) The names of material entities; (ii) a 

description of core business lines; (iii) 

consolidated or segment 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; (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) a description, at a high level, of the 

covered company’s resolution strategy, 

covering such items as the range of 

potential purchasers of the covered 

company, its material entities and core 

business lines. 

While the information in the public 

section of a resolution plan should be 

sufficiently detailed to allow the public 

to understand the business of the 

covered company, such information can 

be high level in nature and based on 

publicly available information. The 

public section will be made available to 

the public exactly as submitted by the 

covered companies as soon as possible 

following receipt by the agencies. A 

covered company should submit a 

properly substantiated request for 

confidential treatment of any details in 

the confidential section that it believes 

are subject to withholding under 

exemption 4 of the FOIA. In addition, 

the Board and the FDIC will make 

formal exemption and segregability 

determinations if and when a plan is 

requested under the FOIA. 

Consultation outside the agency: The 

Board consulted with FDIC staff 

regarding the revised burden estimate. 

In addition, to inform the Board’s 

estimates, Board staff sought 

information from all respondents 

concerning each respondent’s estimate 

of the burden associated with this 

collection. A total of 33 respondents 

provided burden information. 

Board of Governors of the Federal Reserve 

System, January 17, 2018. 

Ann E. Misback, 

Secretary of the Board. 

[FR Doc. 2018–01046 Filed 1–19–18; 8:45 am] 

BILLING CODE 6210–01–P 

FEDERAL RESERVE SYSTEM 

Agency Information Collection 

Activities: Announcement of Board 

Approval Under Delegated Authority 

and Submission to OMB 

AGENCY: Board of Governors of the 

Federal Reserve System. 

SUMMARY: The Board of Governors of the 

Federal Reserve System (Board) is 

adopting a proposal to extend for three 

years, with revision, the Consolidated 

Financial Statements for Holding 

Companies (FR Y–9C) (OMB No. 7100– 

0128), the Parent Company Only 

Financial Statements for Large Holding 

Companies (FR Y–9LP) (OMB No. 7100– 

0128), the Parent Company Only 

Financial Statements for Small Holding 

Companies FR Y–9SP) (OMB No. 7100– 

0128), the Financial Statements of U.S. 

Nonbank Subsidiaries Held by Foreign 

Banking Organizations (FR Y–7N) (OMB 

No. 7100–0125), and the Consolidated 

Report of Condition and Income for 

Edge and Agreement Corporations (FR 

2886b) (OMB No. 7100–0086), and to 

extend, without revision, the Financial 

Statements for Employee Stock 

Ownership Plan Holding Companies 

(FR Y–9ES) (OMB No. 7100–0128) the 

Supplement to the Consolidated 

Financial Statements for Holding 

Companies (FR Y–9CS) (OMB No. 7100– 

0086), the Abbreviated Financial 

Statements of U.S. Nonbank 

Subsidiaries Held by Foreign Banking 

Organizations (FR Y–7NS) (OMB No. 

7100–0125); and the Capital and Asset 

Report for Foreign Banking 

Organizations (FR Y–7Q) (OMB No. 

7100–0125). 

FOR FURTHER INFORMATION CONTACT: 

Federal Reserve Board Clearance 

Officer—Nuha Elmaghrabi—Office of 

the Chief Data Officer, Board of 

Governors of the Federal Reserve 

System, Washington, DC 20551, (202) 

452–3829. Telecommunications Device 

for the Deaf (TDD) users may contact 

(202) 263–4869, Board of Governors of 

the Federal Reserve System, 

Washington, DC 20551. 

OMB Desk Officer—Shagufta 

Ahmed—Office of Information and 

Regulatory Affairs, Office of 

Management and Budget, New 

Executive Office Building, Room 10235, 

725 17th Street NW, Washington, DC 

20503 or by fax to (202) 395–6974. 

SUPPLEMENTARY INFORMATION: On June 

15, 1984, the Office of Management and 

Budget (OMB) delegated to the Board 

authority under the Paperwork 

Reduction Act (PRA) to approve and 

assign OMB control numbers to 

collection of information requests and 

requirements conducted or sponsored 

by the Board. Board-approved 

collections of information are 

incorporated into the official OMB 

inventory of currently approved 

collections of information. Copies of the 

PRA submission, supporting statements, 

and approved collection of information 

instrument(s) are placed into OMB’s 


ethrower on DSK3G9T082PROD with NOTICES
2986 Federal Register / Vol. 83, No. 14 / Monday, January 22, 2018 / Notices 

1The reporting changes to the FFIEC 031 and 

FFIEC 041 became effective March 31, 2017. See 82 

Fed. Reg. 2444 (January 9, 2017). Certain data items 

deleted on the FFIEC 031 and FFIEC 041 do not 

correspond to any FR Y–9C data items. Also, certain 

data items that were deleted from the FFIEC 041 

report because the data is predominantly reported 

by banks with foreign offices (FFIEC 031) remain on 

the FR Y–9C because no distinction is made for 

reporting of HCs with foreign offices versus those 

without foreign offices. 

public docket files. The Federal Reserve 

may not conduct or sponsor, and the 

respondent is not required to respond 

to, an information collection that has 

been extended, revised, or implemented 

on or after October 1, 1995, unless it 

displays a currently valid OMB control 

number. 

Final Approval Under OMB Delegated 

Authority of the Extension for Three 

Years, With Revision, of the Following 

Reports 

1. Report title: Consolidated Financial 

Statements for Holding Companies, 

Parent Company Only Financial 

Statements for Large Holding 

Companies, Parent Company Only 

Financial Statements for Small Holding 

Companies, Financial Statement for 

Employee Stock Ownership Plan 

Holding Companies, and the 

Supplemental to the Consolidated 

Financial Statements for Holding 

Companies. 

Agency form number: FR Y–9C, FR Y– 

9LP, FR Y–9SP, FR Y–9ES, and FR Y– 

9CS. 

OMB control number: 7100–0128. 

Frequency: Quarterly and 

semiannually. 

Reporters: Bank holding companies, 

savings and loan holding companies, 

securities holding companies, and U.S. 

Intermediate Holding Companies 

(collectively, holding companies (HCs)). 

Estimated annual reporting hours: FR 

Y–9C (non advanced approaches HCs): 

123,636 hours; FR Y–9C (advanced 

approached HCs): 3,628 hours; FR Y– 

9LP: 16,400 hours; FR Y–9SP: 42,811; 

FR Y–9ES: 42 hours; FR Y–9CS: 472 

hours. 

Estimated average hours per response: 

FR Y–9C (non-advanced approaches 

HCs): 49.14 hours; FR Y–9C (advanced 

approached HCs): 50.39 hours; FR Y– 

9LP: 5.27 hours; FR Y–9SP: 5.40 hours 

FR Y–9ES: 0.50 hours; FR Y–9CS: 0.50 

hours. 

Number of respondents: FR Y–9C 

(non-advanced approaches holding 

companies): 629; FR Y–9C (advanced 

approached holding companies): 18; FR 

Y–9LP: 778; FR Y–9SP: 3,964 FR Y–9ES: 

83; FR Y–9CS: 236. 

General description of report: 

Pursuant to the Bank Holding Company 

Act of 1956 (BHC Act), as amended, and 

the Home Owners’ Loan Act (HOLA), 

the Federal Reserve requires HCs to 

provide standardized financial 

statements to fulfill the Federal 

Reserve’s statutory obligation to 

supervise these organizations. HCs file 

the FRY–9C and FR Y–9LP quarterly, 

the FR Y–9SP semiannually, the FR Y– 

9ES annually, and the FR Y–9CS on a 

schedule that is determined when this 

supplement is used. 

Proposed revisions: The Federal 

Reserve is implementing a number of 

revisions to the FR Y–9C reporting 

requirements, most of which are 

consistent with recent changes to the 

Federal Financial Institutions 

Examination Council (FFIEC) 

Consolidated Reports of Condition and 

Income (Call Reports) (FFIEC 031 & 041; 

OMB No. 7100–0036).1 Additionally, 

the Federal Reserve will eliminate the 

concept of extraordinary items on 

various reports, add one new item to the 

FR Y–9SP report, and revise the 

instructions to clarify the reporting of 

certain tax benefits on various reports. 

These changes would be effective for 

reports reflecting the March 31, 2018, 

report date. The changes include: 

• Deleting existing data items from 

Schedule HI–B, Part I, Charge-Offs and 

Recoveries on Loans and Leases and 

Changes in Allowance for Loans and 

Lease Losses, of the FR Y–9C report that 

pertain to charge-offs and recoveries on 

loans to U.S banks and foreign banks. 

• Deleting existing data items from 

Schedule HC–M, Memoranda, and 

Schedule HC–N, Past Due and 

Nonaccrual Loans, and Leases and 

Other Assets of the FR Y–9C that pertain 

to certain loans covered by loss-sharing 

agreements with the FDIC. 

• Increasing one reporting threshold 

and adding one new reporting threshold 

on the FR Y–9C for certain data items 

on Schedule HI, Consolidated Income 

Statement. 

• Eliminating extraordinary items on 

the FR Y–9LP. 

• Revising data items for the 

reclassification of certain tax benefits on 

the FR Y–9C and FR Y–9LP. 

• Adding one new data item to 

Schedule SI of the FR Y–9SP to collect 

information pertaining to discontinued 

operations. 

• Revising one control total and 

adding two control totals on Schedule 

HC–C and HC–N of the FR Y–9C report. 

• Revising captions and instructions 

to replace ‘‘Loans net of unearned 

income’’ with ‘‘Loans held for 

investment’’ for the FR Y–9C, FR Y– 

9LP, FR Y–9SP, FR Y–7N and the FR 

2886b. 

Legal authorization and 

confidentiality: The FR Y–9 family of 

reports is authorized by section 5(c) of 

the BHC Act (12 U.S.C. 1844(c)), section 

10 of HOLA (12 U.S.C. 1467a(b)), 

sections 165 and 618 of the Dodd-Frank 

Wall Street Reform and Consumer 

Protection Act (12 U.S.C. 1850a(c)(1) 

and 5365), and section 252.153(b)(2) of 

Regulation YY (12 CFR 252.153(b)(2)). 

These reports are mandatory. In general, 

the Board does not consider the 

financial data in these reports to be 

confidential. However, a respondent 

may request confidential treatment 

pursuant to sections (b)(4), (b)(6), and 

(b)(8) of the Freedom of Information Act 

(5 U.S.C. 552(b)(4), (b)(6), and (b)(8)). 

The applicability of these exemptions 

would be reviewed on a case-by-case 

basis. 

Effective Date: March 31, 2018. 

2. Report title: The Financial 

Statements of U.S. Nonbank 

Subsidiaries Held by Foreign Banking 

Organizations, Abbreviated Financial 

Statements of U.S. Nonbank 

Subsidiaries Held by Foreign Banking 

Organizations, and the Capital and 

Asset Report of Foreign Banking 

Organizations. 

Agency form number: FR Y–7N, FR 

Y–7NS, and FR Y–7Q. 

OMB control number: 7100–0125. 

Frequency: Quarterly and annually. 

Reporters: Foreign bank organizations. 

Estimated annual reporting hours: FR 

Y–7N (quarterly): 1,360; FR Y–7N 

(annual): 313; FR Y–7NS: 66; FR Y–7Q 

(quarterly): 1,644; FR Y–7Q (annual): 48. 

Estimated average hours per response: 

FR Y–7N (quarterly): 6.8; FR Y–7N 

(annual): 6.8; FR Y–7NS: 1.0 FR Y–7Q 

(quarterly): 3.00; FR Y–7Q (annual): 1.5. 

Number of respondents: FR Y–7N 

(annual): 50; FR Y–7N (annual): 46; FR 

Y–7NS: 66 FR Y–7Q (quarterly): 137; FR 

Y–7Q (annual): 32. 

General description of report: The FR 

Y–7N and FR Y–7NS collect financial 

information for non-functionally 

regulated U.S. nonbank subsidiaries 

held by foreign banking organizations 

(FBOs) other than through a (BHC), 

(IHC) or U.S. bank. FBOs file the FR Y– 

7N quarterly or annually or the FR Y– 

7NS annually predominantly based on 

asset size thresholds. The FR Y–7Q 

collects consolidated regulatory capital 

information from all FBOs either 

quarterly or annually. The FR Y–7Q is 

filed quarterly by FBOs that have 

effectively elected to become U.S. FHCs 

and by FBOs that have total 

consolidated assets of $50 billion or 

more, regardless of FHC status. All other 

FBOs file the FR Y–7Q annually. 

Proposed revisions: The Federal 

Reserve proposes to revise the report 


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Federal Register / Vol. 83, No. 14 / Monday, January 22, 2018 / Notices 2987 

form and instructions for the FR Y–7N 

to eliminate the concept of 

extraordinary items to be consistent 

with Accounting Standards Update 

(ASU) 2015–01, reclassify and clarify 

the reporting for certain tax benefits, 

and replace report form captions and 

instructions referencing ‘‘Loans net of 

unearned income’’ with ‘‘Loans held for 

investment.’’ 

Effective Date: March 31, 2018. 

Legal authorization and 

confidentiality: The FR Y–7N, FR Y– 

7NS, and FR Y–7Q are authorized by 

section 5(c) of the Bank Holding 

Company Act (12 U.S.C. 1844(c)) and 

sections 8(c) and 13 of the International 

Banking Act (12 U.S.C. 3106(c) and 

3108). Section 165 of the Dodd-Frank 

Act (12 U.S.C. 5365) directs the Board 

to establish enhanced prudential 

standards for certain companies, 

including certain FBOs. The obligation 

of covered institutions to report this 

information is mandatory. Information 

disclosed in these reports is collected as 

part of the Board’s supervisory process 

and may be accorded confidential 

treatment under exemption 8 of the 

Freedom of Information Act (FOIA) (5 

U.S.C. 552(b)(8)), but information that is 

required to be disclosed publicly is 

generally not considered confidential. 

However, individual respondents may 

request that certain data be protected 

pursuant to Exemptions 4 and 6 (5 

U.S.C. 552(b)(4) and (6)) of FOIA, where 

such data relates to trade secrets and 

financial information, or to personal 

information, respectively. The 

applicability of these exemptions would 

have to be determined on a case-by-case 

basis. 

3. Report title: Consolidated Report of 

Condition and Income for Edge and 

Agreement Corporations. 

Agency form number: FR 2886b. 

OMB control number: 7100–0086. 

Frequency: Quarterly. 

Reporters: Banking Edge and 

agreement corporations and investment 

(nonbanking) Edge and agreement 

corporations. 

Estimated annual reporting hours: 

Banking: Edge and agreement 

corporations (quarterly): 424; Banking: 

Edge and agreement corporations 

(annually): 15; Investment: Edge and 

agreement corporations (quarterly): 922; 

Investment: Edge and agreement 

corporations (annually): 86. 

Estimated average hours per response: 

Banking: Edge and agreement 

corporations (quarterly): 15.15; Banking: 

Edge and agreement corporations 

(annually): 15.15; Investment: Edge and 

agreement corporations (quarterly): 9.6; 

Investment: Edge and agreement 

corporations (annually): 9.6. 

Number of respondents: Banking: 

Edge and agreement corporations 

(quarterly): 7; Banking: Edge and 

agreement corporations (annually): 1; 

Investment: Edge and agreement 

corporations (quarterly): 24; Investment: 

Edge and agreement corporations 

(annually): 9. 

General description of report: The FR 

2886b reporting form is filed quarterly 

and annually by banking Edge and 

agreement corporations and investment 

(nonbanking) Edge and agreement 

corporations (collectively, ‘‘Edges or 

Edge corporations’’). The mandatory FR 

2886b comprises an income statement 

with two schedules reconciling changes 

in capital and reserve accounts and a 

balance sheet with 11 supporting 

schedules. Other than examination 

reports, it provides the only financial 

data available for these corporations. 

The Federal Reserve is solely 

responsible for authorizing, supervising, 

and assigning ratings to Edges. The 

Federal Reserve uses the data collected 

on the FR 2886b to identify present and 

potential problems and monitor and 

develop a better understanding of 

activities within the industry. 

Proposed revisions: The Federal 

Reserve proposes to revise the report 

form and instructions to eliminate the 

concept of extraordinary items to be 

consistent with Accounting Standards 

Update (ASU) 2015–01, reclassify and 

clarify the reporting for certain tax 

benefits in the reporting instructions, 

and replace report form captions and 

instructions referencing ‘‘Loans net of 

unearned income’’ with ‘‘Loans held for 

investment.’’ These changes would be 

effective for reports reflecting the March 

31, 2018, report date. 

Effective Date: March 31, 2018. 

Legal authorization and 

confidentiality: Sections 25 and 25A of 

the Federal Reserve Act authorize the 

Federal Reserve to collect the FR 2886b 

(12 U.S.C. 602, 625). The obligation to 

report this information is mandatory. 

The information collected on the FR 

2886b is generally not considered 

confidential, but certain data may be 

exempt from disclosure pursuant to 

exemption (b)(4) and (b)(7)(C) of the 

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

552(b)(4) and (b)(7)(C)). The information 

exempt from disclosure pursuant to 

(b)(4) consists of information provided 

on Schedule RC–M (with the exception 

for item 3) and on Schedule RC–V, both 

of which pertain to claims on and 

liabilities to related organizations. The 

information exempt from disclosure 

pursuant to exemption (b)(7)(C) is 

information provided in the Patriot Act 

Contact Information section of the 

reporting form. 

Current actions: On July 18, 2017, the 

Board published a notice in the Federal 

Register (82 FR 32812) requesting 

public comment for 60 days on the 

proposal to extend with revision the FR 

Y–9C, FR Y–9LP, FR Y–7N, and FR 

2886b; and to extend without revision 

the FR Y–9ES, FR Y–9CS, FR Y–7NS, 

and FR Y–7Q. The comment period 

expired on September 18, 2017. The 

Board received one comment from a 

banking association that, while 

expressing support for the FR Y–9C 

proposed changes, urged the Board to 

have the FR Y–9C revisions 

incorporated into the March 31, 2018, 

report date (rather than the September 

30, 2017, report date) to harmonize the 

proposed changes with the proposed 

changes to the Call Reports. The Board 

has approved, pursuant to authority 

delegated by the OMB, the collections of 

information as proposed and amended 

(as discussed below). 

Detailed Discussion of Public 

Comments: In response to the 

commenter’s suggestion, the Board 

amended the proposal on September 11, 

2017 (82 FR 43367), to make the 

proposed changes to the FR Y–9C family 

of reports, the FR Y–7N family of 

reports, and the FR 2886b report 

effective with the reports reflecting the 

March 31, 2018, report date. This 

effective date should give institutions 

ample time to prepare for the revisions 

and would minimize burden by 

allowing institutions to prepare their 

systems once for these changes and any 

future burden-reducing changes targeted 

for that report date. The comment 

period for the proposal expired on 

September 18, 2017. The Board did not 

receive any additional comments. The 

revisions will be implemented as 

proposed and amended on September 

11, 2017. 

Board of Governors of the Federal Reserve 

System, January 17, 2018. 

Ann E. Misback, 

Secretary of the Board. 

[FR Doc. 2018–01056 Filed 1–19–18; 8:45 am] 

BILLING CODE 6210–01–P 

FEDERAL RESERVE SYSTEM 

Formations of, Acquisitions by, and 

Mergers of Savings and Loan Holding 

Companies 

The companies listed in this notice 

have applied to the Board for approval, 

pursuant to the Home Owners’ Loan Act 

(12 U.S.C. 1461 et seq.) (HOLA), 

Regulation LL (12 CFR part 238), and 

Regulation MM (12 CFR part 239), and 

all other applicable statutes and 

regulations to become a savings and 


ethrower on DSK3G9T082PROD with NOTICES