On November 30, 2018, the Federal Reserve requested comments on a new application form—the FR LL-10(e)—for savings and loan holding companies (“SLHCs”). The new form would replace Form H-(e), which was inherited from the Office of Thrift Supervision when the Dodd-Frank Wall Street Reform and Consumer Protection Act transferred supervisory authority for SHLCs to the Federal Reserve in July 2011.
Existing SLHCs and related individuals would use the form to acquire control of all or substantially all the assets of a savings association or an SLHC, and to engage in acquisitions that cause a savings association to become a subsidiary of an SLHC. In addition, applicants would use the form to become an SLHC.
The instructions for the proposed FR LL-10(e) largely track the structure of the Federal Reserve’s instructions for the FR Y-3, an application form for bank holding companies to be used in similar circumstances. The FR LL-10(e) would replace, revise, and clarify a significant number of questions in the prior Form H-(e), including questions related to regulatory filings, managerial resources, the Community Reinvestment Act, and the competitive factors of the transaction. The revised form would also delete certain requested items from Form H-(e), including requests for certain securities filings, information about previous acquisitions, and information about commitments that the applicant or target has with community organizations. The instructions for FR LL-10(e) are less than half the length of the instructions for Form H-(e).
Comments on the proposed FR LL-10(e) are required to be submitted on or before January 29, 2019.