[Federal Register Volume 86, Number 167 (Wednesday, September 1, 2021)]
[Notices]
[Pages 49033-49034]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-18834]


-----------------------------------------------------------------------

FEDERAL RESERVE SYSTEM


Proposed Agency Information Collection Activities; Comment 
Request

AGENCY: Board of Governors of the Federal Reserve System.

ACTION: Notice, request for comment.

-----------------------------------------------------------------------

SUMMARY: The Board of Governors of the Federal Reserve System (Board) 
invites comment on a proposal to extend for three years, without 
revision, the Recordkeeping Provisions Associated with the Guidance on 
Sound Incentive Compensation Policies (FR 4027; OMB No. 7100-0327).

DATES: Comments must be submitted on or before November 1, 2021.

ADDRESSES: You may submit comments, identified by FR 4027, by any of 
the following methods:
    <bullet> Agency Website: https://www.federalreserve.gov/. Follow 
the instructions for submitting comments at https://www.federalreserve.gov/apps/foia/proposedregs.aspx.
    <bullet> Email: <a href="/cdn-cgi/l/email-protection#aedccbc9dd80cdc1c3c3cbc0daddeec8cbcacbdccfc2dccbddcbdcd8cb80c9c1d8"><span class="__cf_email__" data-cfemail="56243331257835393b3b33382225163033323324373a2433253324203378313920">[email protected]</span></a>. Include the OMB 
number in the subject line of the message.
    <bullet> Fax: (202) 452-3819 or (202) 452-3102.
    <bullet> Mail: Ann E. Misback, Secretary, Board of Governors of the 
Federal Reserve System, 20th Street and Constitution Avenue NW, 
Washington, DC 20551.
    All public comments are available from the Board's website at 
https://www.federalreserve.gov/apps/foia/proposedregs.aspx as 
submitted, unless modified for technical reasons or to remove 
personally identifiable information at the commenter's request. 
Accordingly, comments will not be edited to remove any identifying or 
contact information. Public comments may also be viewed electronically 
or in paper in Room 146, 1709 New York Avenue NW, Washington, DC 20006, 
between 9:00 a.m. and 5:00 p.m. on weekdays. For security reasons, the 
Board requires that visitors make an appointment to inspect comments. 
You may do so by calling (202) 452-3684. Upon arrival, visitors will be 
required to present valid government-issued photo identification and to 
submit to security screening in order to inspect and photocopy 
comments.
    Additionally, commenters may send a copy of their comments to the 
Office of Management and Budget (OMB) Desk Officer for the Federal 
Reserve Board, 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.

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.

SUPPLEMENTARY INFORMATION: On June 15, 1984, OMB delegated to the Board 
authority under the Paperwork Reduction Act (PRA) to approve and assign 
OMB control numbers to collections of information conducted or 
sponsored by the Board. In exercising this delegated authority, the 
Board is directed to take every reasonable step to solicit comment. In 
determining whether to approve a collection of information, the Board 
will consider all comments received from the public and other agencies.
    During the comment period for this proposal, a copy of the proposed 
PRA OMB submission, including the draft reporting form and 
instructions, supporting statement, and other documentation, will be 
made available on the Board's public website at https://www.federalreserve.gov/apps/reportforms/review.aspx or may be requested 
from the agency clearance officer, whose name appears above. Final 
versions of these documents will be made available at https://www.reginfo.gov/public/do/PRAMain, if approved.

Request for Comment on Information Collection Proposal

    The Board invites public comment on the following information 
collection, which is being reviewed under authority delegated by the 
OMB under the PRA. Comments are invited on the following:
    a. Whether the proposed collection of information is necessary for 
the proper performance of the Board's functions, including whether the 
information has practical utility;
    b. The accuracy of the Board's estimate of the burden of the 
proposed information collection, including the validity of the 
methodology and assumptions used;
    c. Ways to enhance the quality, utility, and clarity of the 
information to be collected;
    d. Ways to minimize the burden of information collection on 
respondents, including through the use of automated collection 
techniques or other forms of information technology; and
    e. Estimates of capital or startup costs and costs of operation, 
maintenance,

[[Page 49034]]

and purchase of services to provide information.
    At the end of the comment period, the comments and recommendations 
received will be analyzed to determine the extent to which the Board 
should modify the proposal.

Proposal Under OMB Delegated Authority To Extend for Three Years, 
Without Revision, the Following Information Collection

    Report title: Recordkeeping Provisions Associated with the Guidance 
on Sound Incentive Compensation Policies.
    Agency form number: FR 4027.
    OMB control number: 7100-0327.
    Frequency: As needed.
    Respondents: U.S. bank holding companies, savings and loan holding 
companies, state member banks, Edge Act and agreement corporations, and 
the U.S. operations of foreign banks with a branch, agency, or 
commercial lending company subsidiary in the United States 
(collectively, banking organizations).
    Estimated number of respondents: One-time implementation, large 
institutions: 1; one-time implementation, small institutions: 1; 
ongoing maintenance: 5,259.
    Estimated average hours per response: One-time implementation, 
large institutions: 480; one-time implementation, small institutions: 
80; ongoing maintenance: 40.
    Estimated annual burden hours: One-time implementation, large 
institutions: 480; one-time implementation, small institutions: 80; 
ongoing maintenance: 210,360.
    General description of report: The Guidance on Sound Incentive 
Compensation Policies (the Guidance) is an interagency publication 
promulgated by the Board, the Office of the Comptroller of the Currency 
(OCC), and the Federal Deposit Insurance Corporation (FDIC) that is 
intended to assist banking organizations in designing and implementing 
incentive compensation arrangements that do not encourage imprudent 
risk-taking and that are consistent with the safety and soundness of 
the organization. The Guidance contains voluntary recordkeeping 
activities.
    The Guidance is based on three key principles. These principles 
provide that incentive compensation arrangements at a banking 
organization should:
    1. Provide employees incentives that appropriately balance risk and 
reward;
    2. Be compatible with effective controls and risk-management; and
    3. Be supported by strong corporate governance, including active 
and effective oversight by the organization's board of directors.
    The recordkeeping provisions of the Guidance are contained within 
principles 2 and 3.
    Principle 2--Compatibility With Effective Controls and Risk 
Management
    Pursuant to Principle 2 of the Guidance, a banking organization's 
risk-management processes and internal controls should reinforce and 
support the development and maintenance of balanced incentive 
compensation arrangements. Principle 2 states that banking 
organizations should create and maintain sufficient documentation to 
permit an audit of the organization's processes for establishing, 
modifying, and monitoring incentive compensation arrangements.
    Additionally, global systemically important bank holding companies 
and banking organizations subject to Category II-IV enhanced prudential 
standards under Regulation YY and foreign banking organizations 
required to form an intermediate holding company under Regulation YY 
should maintain policies and procedures that (1) identify and describe 
the role(s) of the personnel, business units, and control units 
authorized to be involved in the design, implementation, and monitoring 
of incentive compensation arrangements, (2) identify the source of 
significant risk-related inputs into these processes and establish 
appropriate controls governing the development and approval of these 
inputs to help ensure their integrity, and (3) identify the 
individual(s) and control unit(s) whose approval is necessary for the 
establishment of new incentive compensation arrangements or 
modification of existing arrangements.
    Principle 3--Strong Corporate Governance
    Pursuant to Principle 3 of the Guidance, banking organizations 
should have strong and effective corporate governance to help ensure 
sound compensation practices. Principle 3 states that a banking 
organization's board of directors should approve and document any 
material exceptions or adjustments to the organization's incentive 
compensation arrangements established for senior executives.
    Legal authorization and confidentiality: The recordkeeping 
provisions of the Guidance are authorized pursuant to the Board's 
examination and reporting authorities, located in sections 9, 11(a), 
25, and 25A of the Federal Reserve Act, section 5 of the Bank Holding 
Company Act, section 10(b) of the Home Owners' Loan Act, and section 
7(c) of the International Banking Act, and by section 39 of the Federal 
Deposit Insurance Act, which authorizes the Board to prescribe 
compensation standards.
    Because the recordkeeping provisions are contained within guidance, 
which is nonbinding, they are voluntary. There are no reporting forms 
associated with this information collection.
    Because the incentive compensation records would be maintained at 
each banking organization, the Freedom of Information Act (FOIA) would 
only be implicated if the Board obtained such records as part of the 
examination or supervision of a banking organization. In the event the 
records are obtained by the Board as part of an examination or 
supervision of a banking organization, this information may be 
considered confidential pursuant to exemption 8 of the FOIA, which 
protects information contained in ``examination, operating, or 
condition reports'' obtained in the bank supervisory process. In 
addition, the information may also constitute nonpublic commercial or 
financial information, which is both customarily and actually treated 
as private by the respondent, and thus may be kept confidential by the 
Board pursuant to exemption 4 of the FOIA.
    Consultation outside the agency: The Board has consulted with the 
FDIC and OCC and confirmed that there will be no revisions to the 
guidance.

    Board of Governors of the Federal Reserve System, August 26, 
2021.
Michele Taylor Fennell,
Deputy Associate Secretary of the Board.
[FR Doc. 2021-18834 Filed 8-31-21; 8:45 am]
BILLING CODE 6210-01-P


</pre><script data-cfasync="false" src="/cdn-cgi/scripts/5c5dd728/cloudflare-static/email-decode.min.js"></script></body>
</html>