ADOPTED BY THE BOARD OF DIRECTORS ON APRIL 18, 2023. 

STANDING COMMITTEE STRUCTURE AND PROCEDURES 

I. RESERVATION OF AUTHORITY BY THE BOARD OF DIRECTORS 

The functions and duties of the standing committees 

described hereafter in this Resolution are subject to the 

resolution of the Board of Directors bearing Seal No. 074956, 

dated June 19, 2007, in which the Board of Directors, 

notwithstanding any delegations of authority to any standing 

committee of the Board or officer or employee of the Federal 

Deposit Insurance Corporation (FDIC) previously made or that 

thereafter may be made by the Board of Directors or any 

description of the specific powers and duties of the officers of 

the FDIC contained in the Bylaws, reserved to itself 

consideration of matters which would establish or change 

existing FDIC policy, could attract unusual attention or 

publicity, or would involve an issue of first impression. 

II. CASE REVIEW COMMITTEE 

A. Membership. 

(1) The Case Review Committee shall be composed of 

six members as follows when the FDIC has a full Board of 

Directors: 

(a) one member, designated by the Chairperson of 

the Board of Directors of the FDIC, from among the 

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three presidentially-appointed (internal) members of 

the Board of Directors; 

(b) one Deputy or Special Assistant to each of 

the remaining four members of the Board of Directors, 

as designated by the respective Board member; and 

(c) the General Counsel, who shall serve as a 

nonvoting member. 

(2) The member of the Board of Directors designated 

in subparagraph A.(1)(a) shall serve as the chairperson of 

the Case Review Committee. 

B. Review Authority for Administrative Enforcement 

Actions. 

The Case Review Committee shall have review authority 

over: 

(1) proposed actions to remove, suspend, or prohibit 

an individual from participation in the conduct of the 

affairs of an insured depository institution under section 

8(e)(1) and (2) of the Federal Deposit Insurance Act (Act), 

and proposed actions to temporarily suspend an individual 

under section 8(e)(3) of the Act; 

(2) proposed actions to assess civil money penalties, 

except for civil money penalties under: 

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(a) section 7(a)(1) of the Act for late, 

inaccurate, false or misleading filing of Reports of 

Condition and Income, 

(b) the Flood Disaster Protection Act for 

violations of flood insurance requirements, and 

(c) section 18(h) of the Act for failure to 

timely pay assessments; 

(3) proposed actions to order the payment of 

restitution under section 8(b)(6) of the Act; 

(4) proposed actions to suspend or prohibit an 

institution-affiliated party who is charged in any 

information, indictment or complaint as set forth in 

section 8(g) of the Act; 

(5) any administrative enforcement actions that may 

affect FDIC policy, attract unusual attention or publicity, 

or involve an issue of first impression, as determined by 

the Director of the Division of Risk Management 

Supervision, the Director of the Division of Depositor and 

Consumer Protection, the Director of the Division of 

Complex Institution Supervision and Resolution, the General 

Counsel, their respective designees, or the chairperson of 

the Case Review Committee; and 

(6) proposed determinations of pattern and practice of 

discrimination in violation of the Equal Credit Opportunity 

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Act or the Fair Housing Act that could result in the 

referral of a matter to the Attorney General or notice to 

the Secretary of Housing and Urban Development. 

C. Functions and Duties. 

(1) The Case Review Committee shall review in advance 

and determine whether or not to approve the issuance of 

orders or notices under delegated authority with respect to 

any proposed enforcement action described in subparagraphs 

B(1)–(5) or the proposed determination of a pattern and 

practice of discrimination described in subparagraph B(6) 

if the chairperson of the Committee determines that such 

prior review is necessary. If the chairperson of the 

Committee determines that such prior review is not 

necessary with respect to an action or determination, the 

Division and Office Directors shall retain their delegated 

authority with respect to such action or determination 

without the need for further review by the Committee or its 

chairperson. 

(a) When making a determination as to whether 

prior review and approval by the Case Review Committee 

of an order, notice, or proposed determination of a 

pattern and practice of discrimination is appropriate, 

the chairperson of the Case Review Committee may 

confer with the other members of the Board of 

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Directors about matters that may affect FDIC policy, 

attract unusual attention or publicity, or involve an 

issue of first impression. 

(b) As part of an approval determination under 

subparagraph C(1), the Case Review Committee may place 

defined parameters or express limitations on the 

issuance of an order or notice under delegated 

authority or the proposed determination of a pattern 

and practice of discrimination. 

(2) The Case Review Committee may consider and 

provide guidance on any matter related to administrative 

enforcement actions. The Committee shall exercise this 

function: 

(a) upon a request by the Director of the 

Division of Risk Management Supervision, the Director 

of the Division of Depositor and Consumer Protection, 

the Director of the Division of Complex Institution 

Supervision and Resolution, or the General Counsel, or 

their respective designees, if the chairperson of the 

Committee determines that the request should be 

granted; or 

(b) upon a determination by the chairperson of 

the Case Review Committee that consideration of an 

enforcement-related matter is appropriate. 

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(3) The Case Review Committee may issue guidelines 

relating to administrative enforcement actions within the 

Committee’s review authority. 

D. Limitations on Delegated Authority of Division and 

Office Directors. 

(1) The Division of Risk Management Supervision, the 

Division of Depositor and Consumer Protection, and the 

Division of Complex Institution Supervision and Resolution 

shall exercise delegated authority to issue notices and 

orders with respect to administrative enforcement actions 

(under the Resolution bearing Seal No. 086825, dated 

October 20, 2020, as amended) in a manner that is 

consistent with the requirements of subparagraph C. 

(2) Notwithstanding the provisions of the Resolution 

bearing Seal No. 086825, dated October 20, 2020, as 

amended, which grants the relevant division and office 

directors and the General Counsel the authority to 

redelegate their authority related to enforcement actions, 

neither the division or office directors nor the General 

Counsel may sub-delegate their authority to issue or 

execute any required concurrent certifications on the 

following types of notices: 

(a) notices of intention to remove or prohibit 

under sections 8(e)(1) or (2) of the Act; 

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(b) notices of assessment of civil money 

penalties under section 8(i) of the Act (except as 

excluded in subparagraphs B(2)a. – c.); 

(c) notices of charges for restitution under 

section 8(b)(6) of the Act; and 

(d) notices of removal or prohibition under 

section 8(g) of the Act. 

E. Communication Firewall. 

(1) In order to preserve the impartiality of the 

members of the Board of Directors, who may be called to 

rule upon a recommended decision of an administrative law 

judge in an administrative enforcement proceeding, only the 

Deputies and/or Special Assistants to the Board members may 

consider substantive issues related to any administrative 

enforcement proceeding after the issuance of a notice in 

such a case. Such matters may not be considered or 

addressed by the Board members themselves during the 

pendency of the proceeding, nor may any information 

regarding these proceedings be communicated by the Deputies 

or Special Assistants to any Board members. 

(2) Notwithstanding subparagraph E(1), the chairperson 

of the Case Review Committee may consider and determine 

whether an amended notice of charges against the same 

insured depository institution or institution-affiliated 

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party should be considered by the full Case Review 

Committee under subparagraph C(1) prior to issuance, if the 

amended notice involves new or additional causes of action 

based upon evidence discovered or misconduct occurring 

subsequent to the issuance of the original notice. 

III. AUDIT COMMITTEE 

A. Membership. The Audit Committee shall be composed of 

three members as follows: 

(1) one of either the Vice Chairperson of the Board of 

Directors or the Director (Appointive), as designated by 

the Board of Directors; 

(2) one of either the Director (Comptroller of the 

Currency) or the Director (Director, Consumer Financial 

Protection Bureau), as designated by the Board of 

Directors; and 

(3) a senior employee of the FDIC who reports directly 

to the Chairperson of the Board or one deputy to a member 

of the Board of Directors other than to a member who is 

serving on the Committee. Such individual shall be 

designated by the Board of Directors. 

Members of the Audit Committee and the Chairperson of the 

Committee shall be designated by the Board of Directors of 

the FDIC, upon the recommendation of the Chairperson of the 

Board of Directors. 

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B. Functions and Duties. The Audit Committee shall: 

(1) oversee the FDIC’s financial reporting, internal 

controls and enterprise risk management activities; 

(2) assess the sufficiency of the FDIC’s internal 

control structure; 

(3) consider reports issued by the Office of 

Inspector General; 

(4) monitor management's response to findings and 

recommendations; 

(5) ensure compliance with applicable laws, 

regulations, and internal and external audit 

recommendations; and 

(6) perform such other duties as the Chairperson may 

prescribe, all for the purpose of rendering advice to the 

Chairperson of the Board of Directors. 

IV. SUPERVISION APPEALS REVIEW COMMITTEE

A. Membership. The Supervision Appeals Review Committee 

shall be composed of five members as follows when the FDIC has a 

full Board of Directors: 

(1) the Chairperson or Vice Chairperson of the Board 

of Directors or Director (Appointive), as designated by the 

Chairperson of the Board of Directors, who shall serve as 

Chairperson of the Committee; 

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(2) one Deputy or Special Assistant, other than to a 

member who is serving on the Committee, to the Chairperson, 

Vice Chairperson, and Director (Appointive), as designated 

by the respective Board member; 

(3) the General Counsel, who shall serve as a nonvoting member; and 

(4) the Ombudsman, who shall serve as a non-voting 

member. 

B. Functions and Duties. The Committee shall consider 

and decide appeals of material supervisory determinations as set 

forth in the Guidelines for Appeals of Material Supervisory 

Determinations, as amended from time-to-time by the Board of 

Directors. 

V. ASSESSMENT APPEALS COMMITTEE

A. Membership. The Assessment Appeals Committee shall be 

composed of six members as follows when the FDIC has a full 

Board of Directors: 

(1) the Vice Chairperson of the Board of Directors or 

Director (Appointive), as designated by the Chairperson of 

the Board of Directors, who shall serve as Chairperson of 

the Committee; 

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(2) a Deputy or Special Assistant to the Chairperson 

of the Board of Directors, as designated by the 

Chairperson; 

(3) a Deputy or Special Assistant to the Director 

(Comptroller of the Currency), as designated by the 

Director (Comptroller of the Currency); 

(4) a Deputy or Special Assistant to the Director 

(Consumer Financial Protection Bureau), as designated by 

the Director (Consumer Financial Protection Bureau); 

(5) a Deputy or Special Assistant, other than to the 

member who is serving on the Committee, to the Vice 

Chairperson or Director (Appointive), as designated by the 

respective Board member; and 

(6) the General Counsel, who shall serve as a nonvoting member. 

B. Functions and Duties. The Assessment Appeals 

Committee shall consider and decide appeals regarding assessment 

matters as provided in the Guidelines for Appeals of Deposit 

Insurance Assessment Determinations, as amended from time-totime by the Board of Directors. 

VI. MISCELLANEOUS 

A. The chairperson of each committee will schedule 

meetings of the committee and appoint the members of any 

subcommittees established by the committee. 

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B. The standing committees will meet on a regular basis 

and shall periodically submit reports of their actions to the 

Board of Directors at such times as the Board shall determine. 

C. Although no permanent staff members are assigned to 

the committees, the committees may request staff assistance from 

the operating divisions and offices of the FDIC as necessary. 

Moreover, the committees may establish subcommittees and 

delegate some of their responsibilities to those subcommittees. 

D. The standing committees may promulgate rules 

governing their operations and functions. 

E. Any member of a committee, other than the committee’s 

chairperson, may designate a senior member of the member’s staff 

within the substantive areas of responsibility related to cases 

before a committee to act on the member’s behalf in the event of 

the member’s absence or inability to attend meetings of the 

committee. The Chairperson of the Board of Directors may 

designate an Appointive Director (as defined in the Bylaws) to 

serve as the chairperson of a committee during any period in 

which the committee’s chairperson is absent or unable to act as 

its chairperson. Any senior staff member or Appointive Director 

designated in accordance with this paragraph will be considered 

to be a member of that committee, and in the case of a 

designated Appointive Director, its chairperson, during the term 

of such designation. Any designation made pursuant to this 

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paragraph will be made in writing and will be of indefinite 

duration unless the document making the designation specifically 

limits the duration or until the designee leaves the senior 

staff of the committee member or is no longer an Appointive 

Director, as applicable. 

F. In the event one or more vacancies on a committee 

exist as a result of an absence of individuals eligible for 

designation or appointment, and this results in a committee 

having either one voting member or an even number of voting 

members, the Chairperson of the Board of Directors will 

designate a sufficient number of temporary members to the 

committee from among the officers of the FDIC (as defined in the 

Bylaws) so that each committee has an odd number of voting 

members. The Chairperson of the Board of Directors will 

designate the minimum number of temporary members necessary to 

provide an odd number of voting members on each committee and 

will indicate the vacancy in which the temporary member serves 

(for example, as a Temporary Member in lieu of the Deputy or 

Special Assistant to the Vice Chairperson, now vacant). Each 

temporary member will be considered a member of the committee 

for the term of the temporary member’s designation. The 

temporary member’s committee membership will terminate when an 

eligible individual is designated to the committee in the 

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position in which the temporary member serves. The provisions of 

this Paragraph F. are not be applicable to the Audit Committee. 

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