WASHINGTON -- The
Office of the Comptroller of the Currency proposed regulations today
implementing provisions of the American Homeownership and Economic Opportunity
Act of 2000 (AHEOA), revising and updating other provisions of its rules, and
clarifying its existing rule concerning the agencys exclusive visitorial
powers to examine, supervise and regulate national banks.
The proposed regulation would implement several sections of
AHEOA, which enables national banks to undertake certain corporate organizational
structures more efficiently than under previous law, and also provides for more
modern corporate governance mechanisms for national banks. The sections of AHOEA implemented by the
proposal are:
- Section
1204, which permits national banks to reorganize directly to become a
subsidiary of a holding company;
- Section
1205, which increases the maximum term of service for national bank
directors, permits a national bank to adopt bylaws allowing for staggered
terms for directors in accordance with OCC regulations, and permits
national banks to apply for permission to have more than 25 directors; and
- Section
1206, which permits national banks to merge with one or more of their
nonbank affiliates, subject to OCC approval.
The proposal also provides clarification of the OCCs
current regulation concerning the scope of the agencys visitorial powers
over national banks. Visitorial
powers refers to the authority to examine, supervise, regulate, require
information from and take enforcement action against a bank. Addressing
questions that have arisen concerning the scope of this exclusive authority,
the rule provides that the OCCs visitorial powers over national banks are
exclusive with respect to activities that are expressly authorized or
recognized as permissible for national banks under Federal law, including the
OCCs regulations and interpretations. The proposed rule also provides that,
while courts can exercise visitorial powers by issuing orders or writs
compelling the production of information or witnesses, this exception cannot be
used by the states as a means of inspecting, regulating or supervising national
bank activities.
The proposal notes that Congress reaffirmed the OCCs
exclusive visitorial powers in the Riegle-Neal Interstate Branching Act of
1994. Although Congress said that a host states laws might apply to interstate
branches of national banks to the same extent they applied to branches of state
banks, unless the state law was preempted by federal law, the statute went on
to say that, even in cases where state law would apply to national banks, it
must be enforced by the OCC.
The package of proposed regulations also includes amendments
to several other OCC regulations. The proposal revises several provisions of
the corporate procedures and the bank activities regulations to make clarifying
changes or updates based on recent developments in the law. It amends the fiduciary activities rules to
modify the required timing of valuation for certain collective investment
funds. Finally, it revises a provision
of the real estate lending rules, which address the OCCs authority with
respect to real estate lending for national banks, to conform with a change
that was made to the underlying statute.
The OCC will accept comments on the proposed rules for 60
days after publication in the Federal Register.
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The OCC charters, regulates
and examines approximately 2,100 national banks and 52 federal branches of
foreign banks in the U.S., accounting for more than 55 percent of the
nations banking assets. Its mission is to ensure a safe and sound and
competitive national banking system that supports the citizens, communities
and economy of the United States.
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