[House Report 119-528]
[From the U.S. Government Publishing Office]
119th Congress } { Report
HOUSE OF REPRESENTATIVES
2d Session } { 119-528
=======================================================================
MERGER PROCESS REVIEW ACT
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February 25, 2026.--Committed to the Committee of the Whole House on
the State of the Union and ordered to be printed
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Mr. Hill of Arkansas, from the Committee on Financial Services,
submitted the following
R E P O R T
[To accompany H.R. 6546]
The Committee on Financial Services, to whom was referred
the bill (H.R. 6546) to require the Inspector General of each
Federal prudential regulator to carry out a review every 3
years of the regulator's handling of insured depository
institution merger applications, and for other purposes, having
considered the same, reports favorably thereon with an
amendment and recommends that the bill as amended do pass.
CONTENTS
Page
Purpose and Summary.............................................. 2
Background and Need for Legislation.............................. 3
Committee Consideration.......................................... 3
Related Hearings................................................. 3
Committee Votes.................................................. 4
Committee Oversight Findings..................................... 6
Performance Goals and Objectives................................. 6
Committee Cost Estimate.......................................... 6
New Budget Authority and CBO Cost Estimate....................... 6
Unfunded Mandates Statement...................................... 6
Earmark Statement................................................ 6
Federal Advisory Committee Act Statement......................... 6
Applicability to the Legislative Branch.......................... 7
Duplication of Federal Programs.................................. 7
Section-by-Section Analysis of the Legislation................... 7
Changes in Existing Law Made by the Bill, as Reported............ 7
Documents Included by Unanimous Consent.......................... 8
The amendment is as follows:
Strike all after the enacting clause and insert the
following:
SECTION 1. SHORT TITLE.
This Act may be cited as the ``Merger Process Review Act''.
SEC. 2. INSPECTOR GENERAL REVIEW OF THE HANDLING OF INSURED DEPOSITORY
INSTITUTION MERGER APPLICATIONS.
(a) Review.--Not later than 1 year after the date of enactment of
this Act, and every 3 years thereafter, the Inspector General of each
Federal depository institution regulatory agency shall review the
Federal depository institution regulatory agency's merger review
procedures, including record of timeliness and efficiency in reviewing
and acting upon insured depository institution merger applications. The
review shall--
(1) include an evaluation of relevant quantifiable metrics,
including mean and median application processing times;
(2) identify sources of delay that may hinder the timely
consummation of proposals that meet the relevant statutory
factors;
(3) consider the benefits and risks of utilizing different
merger review approaches and procedures in compliance with the
law;
(4) include an evaluation of the impact of such merger review
procedures and resulting approved mergers on safety and
soundness, financial stability, competition, and the
availability of financial products and services offered by
insured depository institutions; and
(5) include specific recommendations to improve the merger
review process, including timeliness and efficiency of
application processing, consistent with the Federal depository
institution regulatory agency's statutory responsibilities.
(b) Report.--Each Inspector General described under subsection (a)
shall, at the conclusion of each review required under subsection (a),
issue a report to Congress containing all findings and determinations
made in carrying out the review, and publish such report online.
(c) Agency Response.--In response to each report issued to Congress
under subsection (a), the appropriate Federal depository institution
regulatory agency shall submit to Congress and publish online a written
response, including a plan to implement the recommendations in the
report, to the extent such implementation is appropriate.
(d) Definitions.--In this section:
(1) Application.--The term ``application'' means an
application, notice, or other similar request for permission
submitted to a Federal depository institution regulatory
agency.
(2) Federal depository institution regulatory agency.--The
term ``Federal depository institution regulatory agency'' means
the Board of Governors of the Federal Reserve System, the
Comptroller of the Currency, the Federal Deposit Insurance
Corporation, and the National Credit Union Administration
Board.
(3) Insured depository institution.--The term ``insured
depository institution''--
(A) has the meaning given that term in section 3 of
the Federal Deposit Insurance Act (12 U.S.C. 1813); and
(B) means an insured credit union, as defined in
section 101 of the Federal Credit Union Act (12 U.S.C.
1752).
(4) Insured depository institution merger application.--The
term ``insured depository institution merger application''
means an application with respect to the acquisition of an
insured depository institution, its equity interests, its
assets, or its deposits under--
(A) section 10(e) of the Home Owners' Loan Act (12
U.S.C. 1467a(e));
(B) section 205(b) of the Federal Credit Union Act
(12 U.S.C. 1785(b));
(C) section 7(j) of the Federal Deposit Insurance Act
(12 U.S.C. 1817(j));
(D) section 18(c)(2) of the Federal Deposit Insurance
Act (12 U.S.C. 1828(c)(2));
(E) section 3 of the Bank Holding Company Act of 1956
(12 U.S.C. 1842); and
(F) section 4 of the Bank Holding Company Act of 1956
(12 U.S.C. 1843).
PURPOSE AND SUMMARY
H.R. 6546, the Merger Process Review Act, was introduced on
December 9, 2025, by Republican Representative Roger Williams
(TX-25). This bill requires the Inspector General of each
Federal prudential regulator to carry out a review every three
years of its merger review procedures, submit a report to
Congress containing the findings and recommendations, and
submit a plan to Congress to implement those recommendations to
the extent appropriate.
BACKGROUND AND NEED FOR LEGISLATION
Delays and uncertainty in the merger approval process
disproportionately harm smaller and mid-sized institutions--the
institutions most vulnerable to rising compliance costs and
regulatory burdens. These institutions often seek mergers not
to dominate markets, but to survive and remain competitive.
However, the current slow and opaque approval process makes it
difficult for them to combine resources, expand services, or
invest in technology at scale. As a result, smaller
institutions cannot merge with each other quickly or
efficiently and are left with few options. This dynamic
inadvertently forces consolidation upward--making the largest
institutions even bigger--while hollowing out the middle tier
and putting more pressure on smaller institutions. A more
predictable, timely merger process would help level the playing
field and maintain a healthier, more competitive ecosystem for
depository institutions.
H.R. 6546 directs the Inspector General of each Federal
prudential regulator to study and recommend changes to the
merger review process to bring clarity to applicants and reduce
unnecessary, costly delays.
COMMITTEE CONSIDERATION
119TH CONGRESS
On December 9, 2025, Representative Williams introduced
H.R. 6546, the Merger Process Review Act. Representatives
Warren Davidson (R-OH) and Mike Lawler (R-NY) were added
subsequently as cosponsors.
The bill was referred solely to the Committee on Financial
Services. Discussion draft versions of H.R. 6546 were attached
to the May 14, 2025, hearing titled, ``Enhancing Competition:
Shaping the Future of Bank Mergers and De Novo Formation'' and
the December 2, 2025, hearing titled ``Oversight of Prudential
Regulators.''
On December 16, 2025, the Committee on Financial Services
met in open session to consider, among others, H.R. 6546. The
Committee ordered H.R. 6546, as amended, to be reported with a
favorable recommendation to the House of Representatives.
RELATED HEARINGS
Pursuant to clause 3(c)(6) of rule XIII of the Rules of the
House of Representatives, the following hearings were used to
develop H.R. 6546:
On May 14, 2025, the Subcommittee on Financial Institutions
held a hearing titled, ``Enhancing Competition: Shaping the
Future of Bank Mergers and De Novo Formation.'' The
Subcommittee heard testimony from: Mr. Keith Costello,
President and CEO, Locality Bank; Ms. Mary Usategui, President
and CEO, BankMiami; Ms. Amanda Allexon, Partner, Simpson
Thacher & Bartlett LLP; Mr. John Berlau, Senior Fellow and
Director of Finance Policy, Competitive Enterprise Institute;
and Mrs. ReShonda Young, Founder, Jabez Inc.
On December 2, 2025, the Committee on Financial Services
held a hearing titled, ``Oversight of Prudential Regulators.''
The Committee heard testimony from: the Honorable Michelle
Bowman, Vice Chair for Supervision, Board of Governors of the
Federal Reserve System; the Honorable Jonathan Gould,
Comptroller, Office of the Comptroller of the Currency; the
Honorable Kyle Hauptman, Chairman, National Credit Union
Association; and the Honorable Travis Hill, Acting Chairman,
Federal Deposit Insurance Corporation.
COMMITTEE VOTES
Clause 3(b) of rule XIII of the Rules of the House of
Representatives requires the Committee Report to include record
votes on the motion to report legislation and amendments
thereto.
On December 16, 2025, the Committee ordered H.R. 6546, as
amended, to be reported favorably to the House by a recorded
vote of 52 yeas and 0 nays, a quorum being present. (Record
Vote No. FC-215).
Before the question to report was called, the Committee
adopted an amendment in the nature of a substitute offered by
Representative Williams (TX), designated WILLTX_051, which made
minor edits and technical changes. The amendment was adopted by
voice vote.
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COMMITTEE OVERSIGHT FINDINGS
Pursuant to clause 3(c) of rule XIII of the Rules of the
House of Representatives, the findings and recommendations of
the Committee, based on oversight activities under clause
2(b)(1) of rule X of the Rules of the House of Representatives
are incorporated in the descriptive portions of this report.
PERFORMANCE GOALS AND OBJECTIVES
Pursuant to clause 3(c)(4) of rule XIII of the Rules of the
House of Representatives, the goal of H.R. 6546 is to bring
clarity to merger applicants and reduce unnecessary, costly
delays.
COMMITTEE COST ESTIMATE
Clause 3(d)(1) of rule XIII of the Rules of the House of
Representatives requires an estimate and a comparison of the
costs that would be incurred in carrying out H.R. 6546. The
Committee has requested but not received a cost estimate from
the Director of the Congressional Budget Office. However,
pursuant to clause 3(d)(1) of rule XIII of the Rules of the
House of Representatives, the Committee will adopt as its own
the cost estimate by the Director of the Congressional Budget
Office once it has been prepared.
NEW BUDGET AUTHORITY AND CBO COST ESTIMATE
With respect to the requirements of clause 3(c)(2) of rule
XIII of the Rules of the House of Representatives and section
308(a) of the Congressional Budget Act of 1974 and with respect
to requirements of clause 3(c)(3) of rule XIII of the Rules of
the House of Representatives and section 402 of the
Congressional Budget Act of 1974, the Committee will adopt as
its own the cost estimate for the bill prepared by the Director
of the Congressional Budget Office. However, a cost estimate
was not made available to the Committee in time for the filing
of this report. The Chairman of the Committee shall cause such
estimate to be printed in the Congressional Record upon its
receipt by the Committee.
UNFUNDED MANDATES STATEMENT
The Committee has requested but not received from the
Director of the Congressional Budget Office an estimate of the
Federal mandates pursuant to section 423 of the Unfunded
Mandates Reform Act. The Chairman of the Committee shall cause
such estimate to be printed in the Congressional Record upon
its receipt by the Committee.
EARMARK STATEMENT
In compliance with clause 9 of rule XXI of the Rules of the
House of Representatives, this bill, as reported, contains no
congressional earmarks, limited tax benefits, or limited tariff
benefits as defined in clause 9(e), 9(f), or 9(g) of rule XXI.
FEDERAL ADVISORY COMMITTEE ACT STATEMENT
No advisory committees within the meaning of section 5(b)
of the Federal Advisory Committee Act were created by this
legislation.
APPLICABILITY TO THE LEGISLATIVE BRANCH
The Committee finds that the legislation does not relate to
the terms and conditions of employment or access to public
services or accommodations within the meaning of section
102(b)(3) of the Congressional Accountability Act.
DUPLICATION OF FEDERAL PROGRAMS
Pursuant to clause 3(c)(5) of rule XIII of the Rules of the
House of Representatives, the Committee states that no
provision of the bill establishes or reauthorizes a program of
the Federal Government known to be duplicative of another
Federal program, including any program that was included in a
report to Congress pursuant to section 21 of the Public Law
111-139 or the most recent Catalog of Federal Domestic
Assistance.
SECTION-BY-SECTION ANALYSIS OF THE LEGISLATION
Section 1. Short title
Section 1 provides the short title is the ``Merger Process
Review Act.''
Section 2. Inspector General review of the handling of insured
depository institution merger applications
Section 2 directs the Inspector General of each Federal
depository institution regulatory agency, not later than one
year after the date of enactment of the Act, and every three
years after, to review the agency's record of timeliness and
efficiency in reviewing and acting upon institution merger
applications. The review will include an evaluation of relevant
quantifiable metrics, including mean and median application
processing times; sources of delay; and specific
recommendations to improve the timeliness and efficiency of the
application process.
At the conclusion of each review, each Inspector General
must submit a report to Congress including all findings and
determinations made in carrying out the review. In response to
each report, the agency must submit a written response to
Congress, including a plan to implement the recommendations in
the report to the extent practicable.
CHANGES IN EXISTING LAW MADE BY THE BILL, AS REPORTED
H.R. 6546 does not repeal or amend any section of a
statute. Therefore, the Office of Legislative Counsel did not
prepare the report required under clause 3(e) of rule XIII of
the House of Representatives.
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