[Federal Register Volume 78, Number 122 (Tuesday, June 25, 2013)]
[Rules and Regulations]
[Pages 37930-37946]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-15174]


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DEPARTMENT OF THE TREASURY

Office of the Comptroller of the Currency

12 CFR Parts 32, 159 and 160

[Docket ID OCC-2012-0007]
RIN 1557-AD59


Lending Limits

AGENCY: Office of the Comptroller of the Currency, Treasury.

ACTION: Final rule.

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SUMMARY: The Office of the Comptroller of the Currency (OCC) is 
finalizing its lending limits interim final rule, with revisions. The 
interim final rule consolidated the lending limits rules applicable to 
national banks and savings associations, removed the separate OCC 
regulation governing lending limits for savings associations, and 
implemented section 610 of the Dodd-Frank Wall Street Reform and 
Consumer Protection Act, which amends the statutory definition of 
``loans and extensions of credit'' to include certain credit exposures 
arising from derivative transactions, repurchase agreements, reverse 
repurchase agreements, securities lending transactions, and securities 
borrowing transactions.

DATES: The effective date of amendatory instruction 2b of this final 
rule is June 25, 2013. The effective date of the remaining amendments 
made by this final rule is October 1, 2013. The effective date of 
amendatory instruction 3a. of the interim final rule published on June 
21, 2012, 77 FR 37277, and extended on December 31, 2012, 77 FR 76841, 
is delayed from July 1, 2013 to October 1, 2013.

FOR FURTHER INFORMATION CONTACT: Jonathan Fink, Assistant Director, 
Bank Activities and Structure Division, (202) 649-5500; Heidi M. 
Thomas, Special Counsel, Legislative and Regulatory Activities 
Division, (202) 649-5490; or Kurt Wilhelm, Director for Financial 
Markets, (202) 649-6437, Office of the Comptroller of the Currency, 
Washington, DC, 20219.

SUPPLEMENTARY INFORMATION: 

I. Background

    Section 5200 of the Revised Statutes, 12 U.S.C. 84, provides that 
the total loans and extensions of credit by a national bank to a person 
outstanding at one time shall not exceed 15 percent of the unimpaired 
capital and unimpaired surplus of the bank if the loan or extension of 
credit is not fully secured, plus an additional 10 percent of 
unimpaired capital and unimpaired surplus if the loan is fully secured. 
Section 5(u)(1) of the Home Owners' Loan Act (HOLA), 12 U.S.C. 
1464(u)(1), provides that section 5200 of the Revised Statutes ``shall 
apply to savings associations in the same manner and to the same extent 
as it applies to national banks.'' In addition, section 5(u)(2) of 
HOLA, 12 U.S.C. 1464(u)(2), includes exceptions to the lending limits 
for certain loans made by savings associations. These HOLA provisions 
apply to both Federal and state-chartered savings associations.
    Section 610 of the Dodd-Frank Wall Street Reform and Consumer 
Protection Act \1\ (Dodd-Frank Act) amends section 5200 of the Revised 
Statutes to provide that the definition of ``loans and extensions of 
credit'' includes any credit exposure to a person arising from a 
derivative transaction, repurchase agreement, reverse repurchase 
agreement, securities lending transaction, or securities borrowing 
transaction between a national bank and that person. This amendment was 
effective July 21, 2012. By virtue of section 5(u)(1) of the HOLA, this 
new definition of ``loans and extensions of credit'' applies to all 
savings associations as well as to national banks.
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    \1\ Public Law 111-203, 124 Stat. 1376 (2010).
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    On June 21, 2012, the OCC published in the Federal Register an 
interim final

[[Page 37931]]

rule \2\ that amended the OCC's lending limits regulation for national 
banks, 12 CFR part 32, by consolidating the lending limits rules 
applicable to national banks and savings associations \3\ and 
implementing section 610 of the Dodd-Frank Act. The interim final rule 
also removed the separate OCC regulation at 12 CFR 160.93 that governed 
lending limits for savings associations.\4\
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    \2\ 77 FR 37265 (June 21, 2012).
    \3\ The OCC has rulemaking authority for lending limits 
regulations applicable to national banks and to all savings 
associations, both state- and Federally-chartered. However, the 
Federal Deposit Insurance Corporation (FDIC), not the OCC, is the 
appropriate Federal banking agency for state savings associations 
and enforces these rules as to state savings associations.
    \4\ Section 160.93 specifically applied 12 U.S.C. 84 and the 
lending limits regulations and interpretations promulgated by the 
OCC for national banks to Federal and state savings associations. 
Section 160.93 also implemented specific statutory lending limits 
exceptions unique to Federal and state savings associations.
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II. Description of the Final Rule and Public Comments

    The OCC received numerous public comments from interested parties. 
These comments, the provisions of the interim final rule they address, 
and the resulting amendments to the interim final rule are discussed 
below.

A. Integration of Savings Associations

    The OCC received no public comments in response to the amendments 
included in the interim final rule that integrate savings associations 
into part 32.\5\ However, upon further review, the OCC is making the 
following technical amendments relating to the scope of the rule with 
respect to savings associations in order to avoid unintended or 
anomalous results.
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    \5\ The OCC notes that the interim final rule's integration of 
savings associations into part 32 applied the existing definition 
for national banks of ``capital and surplus'' set forth at Sec.  
32.2(b) to savings associations. This definition differs from the 
definition of ``unimpaired capital and unimpaired surplus'' included 
in former Sec.  160.93. Under former Sec.  160.93, savings 
associations could add back any deductions to capital made for 
investments in non-includable subsidiaries, thereby increasing their 
capital calculation for lending limits and, thus, the amount they 
could loan to one borrower. However, this add-back is not permitted 
under the definition of ``capital and surplus'' in Sec.  32.2(b). 
This change resulted in a reduction in the lending limits previously 
applicable to savings associations' investments in non-includable 
service corporations. This result is consistent with the treatment 
of a non-includable subsidiary capital deduction in the transaction 
with affiliates regulation (Regulation W), 12 CFR part 223, revised 
by the Board of Governors of the Federal Reserve System (Federal 
Reserve Board) on September 13, 2011. Part 223 applies to savings 
associations in place of former 12 CFR 563.41, which had permitted 
this deduction. See generally 76 FR 56508.
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1. Loans to Non-Consolidated Subsidiaries
    The former lending limits rule applicable to savings associations, 
Sec.  160.93(a), excluded loans made by savings associations and their 
subsidiaries consolidated in accordance with generally accepted 
accounting principles (GAAP-consolidated subsidiaries) to all 
subordinate organizations and savings association affiliates. Rules 
applicable in these situations were set forth in part 159. 
Specifically, Sec.  159.5(b) established lending limits for loans by a 
Federal savings association and its GAAP-consolidated subsidiaries to 
non-consolidated subsidiaries. Section 159.5(b) did not set a specific 
lending limit for loans to GAAP-consolidated subsidiaries but provided 
that such a limit could be established if warranted by safety and 
soundness considerations.
    The interim final rule carried over the existing exclusion from the 
lending limits rule for loans to GAAP-consolidated subsidiaries but did 
not exclude from the coverage of part 32 loans made to non-consolidated 
subsidiaries. Therefore, loans to non-consolidated subsidiaries of 
Federal savings associations were made subject to the lending limits in 
part 32, but no corresponding change was made to the limits set forth 
in part 159. As a result, the interim final rule subjected loans to 
non-consolidated subsidiaries of Federal savings associations to the 
lending limits set forth in both parts 32 and 159, which differ. This 
result was not intended.
    This final rule corrects this overlap by replacing the lending 
limits set forth in Sec.  159.5(b) with a cross-reference to part 32; 
by removing, as unnecessary, the reference to ``loans'' within Sec.  
159.5(c); and by making a conforming change to Sec.  159.3(k)(2). This 
amendment also removes the provision in Sec.  159.5(b)(2) that provides 
that the OCC may limit the amount of loans to GAAP-consolidated 
subsidiaries where safety and soundness considerations warrant such 
action. This language merely restates the OCC's statutory authority to 
apply prudential standards to loans by both national banks and Federal 
savings associations for safety and soundness reasons. Therefore, 
removal of Sec.  159.5(b)(2) does not affect this authority.
2. Loans by Service Corporations
    The interim final rule did not revise part 32 to address the 
aggregation of loans made by a service corporation with loans made by 
the parent savings association. For Federal savings associations, such 
aggregation is currently addressed by Sec.  159.3(k)(2), which provides 
that loans made by a service corporation controlled by a Federal 
savings association are aggregated with the loans made by that savings 
association for purposes of the lending limits of part 32. For purposes 
of Sec.  159.3(k)(2), ``control'' is defined by reference to 12 CFR 
part 174.\6\ The control standard in part 174 is a broad standard that 
could potentially result in the aggregation of loans by non-
consolidated service corporations with those of the parent savings 
association. The final rule avoids this result by revising the scope of 
part 32 to aggregate loans by GAAP-consolidated service corporations 
with those of the parent savings association. The final rule also makes 
conforming changes to Sec.  159.3(k)(2).
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    \6\ 12 CFR 159.2.
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3. Loans by Foreign Subsidiaries of Federal Savings Associations
    Prior to the interim final rule, pursuant to former Sec. Sec.  
160.93(a) and 159.3(k), loans made by foreign and domestic 
subsidiaries, as defined by part 159, of a Federal savings association 
were aggregated with loans made by the parent savings association. The 
interim final rule amended part 32 to narrow the scope of the 
aggregation to encompass loans by domestic operating subsidiaries of 
savings associations only, the same standard that applied to national 
banks. The interim final rule did not amend the aggregation standard in 
Sec.  159.3(k). As a result, part 32 and Sec.  159.3(k) set forth 
different aggregation rules for loans made by foreign subsidiaries of 
Federal savings association.
    To correct this anomaly, the final rule revises the scope section 
of part 32 to aggregate loans made by operating subsidiaries and GAAP-
consolidated service corporations of savings associations with loans 
made by the parent institution. Loans by such subsidiaries will be 
aggregated with loans made by the parent savings association regardless 
of whether the subsidiary is foreign or domestic. Loans made by foreign 
subsidiaries of national banks will continue to be governed by the 
separate lending limits set forth in Regulation K.\7\ Regulation K is 
not applicable to savings associations and, therefore, addressing loans 
made by foreign subsidiaries of savings associations in part 32 is 
appropriate.
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    \7\ See 12 CFR 211.12(b).
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    The OCC also is removing the words ``bank's or savings 
association's'' in

[[Page 37932]]

Sec.  32.1(c)(1)(ii), as these words are redundant, and is making other 
conforming changes to Sec.  32.1.

B. Section 610 of the Dodd-Frank Act

    To implement the requirements of section 610 of the Dodd-Frank Act, 
the interim final rule amended the definition of ``loans and extensions 
of credit'' in Sec.  32.2 to include certain credit exposure arising 
from a derivative transaction or a securities financing transaction, 
i.e., a repurchase agreement, reverse repurchase agreement, securities 
lending transaction, or securities borrowing transaction. The interim 
final rule defined ``derivative transaction'' to include any 
transaction that is a contract, agreement, swap, warrant, note, or 
option that is based, in whole or in part, on the value of, any 
interest in, or any quantitative measure or the occurrence of any event 
relating to, one or more commodities, securities, currencies, interest 
or other rates, indices, or other assets.
    The interim final rule amended part 32 to provide national banks 
and savings associations with different options for measuring the 
credit exposures of derivative transactions and securities financing 
transactions for purposes of the lending limits rules. Providing these 
options was intended to reduce regulatory burden, particularly for 
smaller and mid-size banks and savings associations.
    All of the comment letters received by the OCC on the interim final 
rule addressed the amendments implementing section 610. These comments, 
and any resulting amendments to part 32 made by this final rule, are 
discussed below.
    We note that the OCC had extended, though a separate rulemaking,\8\ 
the temporary exception period for the application of the section 610-
related provisions of part 32 from January 1, 2013, as contained in the 
interim final rule, to July 1, 2013. As a result, national banks and 
savings associations are not currently required to comply with these 
provisions. However, the OCC has determined that a further extension of 
this temporary exception period is appropriate in light of the 
publication date of this final rule and in order to allow institutions 
that wish to use the Model Methods sufficient time to develop a model, 
receive approval for its use, and implement the model. Moreover, the 
other methods provided by the rule to measure credit exposure would not 
be appropriate for many institutions with large portfolios, as compared 
with the more risk-sensitive method of measuring credit exposures. 
Therefore, this final rule extends this temporary exception period 
through October 1, 2013. As a result, national banks and savings 
associations will not be required to comply with the section 610-
related provisions as amended by the final rule until this date. As 
indicated in the preamble to the interim final rule, notwithstanding 
this extension, the OCC retains full authority to address credit 
exposures that present undue concentrations on a case-by-case basis 
through our existing safety and soundness authorities.
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    \8\ 77 FR 76841 (Dec. 31, 2012).
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1. Scope of Rule
    Some commenters requested clarification of, or changes to, the 
application of the section 610-related provisions of the interim final 
rule to specific types of transactions. Specifically, three financial 
trade associations requested that the rule clarify that options sold 
and fully paid for are not covered by the rule because these types of 
exposures have no ongoing credit exposure beyond settlement, i.e., when 
an option is paid-up, there is no further performance obligation by the 
counterparty and no further credit exposure. The OCC agrees that these 
transactions do not give rise to credit exposure for the purpose of the 
lending limits. When a bank sells an option and that option is fully 
paid, there is no counterparty credit risk because the bank is not 
entitled to anything further from the counterparty. This fact is 
evident from the nature of the transaction, and it is not necessary to 
amend the final rule.
    Another commenter, a nonprofit organization, requested that the 
final rule not exempt securities financing transactions involving 
Federal- and state-related securities from the lending limits \9\ 
because this exemption is not explicitly required by section 610 and 
such transactions are not free from the risk to the institution of 
counterparty default. The OCC disagrees with this recommendation. These 
types of transactions typically involve less risk than other securities 
financing transactions. Moreover, this exception is consistent with the 
longstanding exceptions in sections 5200(c)(4) and (5) and Sec.  
32.3(c)(3), through (c)(5), which provide exceptions for loans secured 
by U.S. obligations, loans to or guaranteed by Federal agencies, or 
loans to or guaranteed by state or local governments. In addition, 
section 5200(d) grants the OCC the authority to establish limits or 
requirements other than those specified in the statute for particular 
classes or categories of loans or extensions of credit. Furthermore, an 
exemption for these types of securities financing transactions is 
consistent with the treatment of reverse repurchase agreements in Sec.  
32.2(q)(1)(vii), under which such transactions are treated as loans 
subject to an exception for transactions relating to Type I securities 
as defined in 12 CFR part 1.\10\ We therefore decline to remove this 
exemption in the final rule.
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    \9\ The interim final rule exempts Type I securities, as defined 
in 12 CFR 1.2(j), in the case of national banks; and securities 
listed in section 5(c)(1)(C), (D), (E), and (F) of HOLA and general 
obligations of a state or subdivision as listed in section 
5(c)(1)(H) of HOLA, 12 U.S.C. 1464(c)(1)(C), (D), (E), (F), and (H), 
in the case of savings associations.
    \10\ This specific provision will be removed when the rule's 
temporary exception period for derivative and securities financing 
transactions expires, as it will then be unnecessary.
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2. Methods To Measure Credit Exposure
    In general. The interim final rule provides three methods for 
calculating credit exposure of derivative transactions other than 
credit derivatives, and two methods for securities financing 
transactions.\11\ Unless required to use a specific method by the 
appropriate Federal banking agency for safety and soundness reasons, a 
national bank or savings association may choose which of these methods 
it will use.\12\ However, under the interim final rule, a national bank 
or savings association must use the same method for calculating credit 
exposure arising from all derivative transactions and the same method 
for all securities financing transactions.\13\
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    \11\ We note that the Basel Committee on Banking Supervision has 
established a working group to examine the risks associated with 
weaknesses and inconsistencies in large exposure limit regimes 
across jurisdictions and to decide whether an international 
agreement on large exposure limits is warranted. If such an 
agreement is reached, the OCC would consider whether further 
amendments to part 32 are necessary and appropriate.
    \12\ See Sec.  32.9(b)(3), renumbered as Sec.  32.9(b)(4) in the 
final rule, and Sec.  32.9(c)(2).
    \13\ See Sec. Sec.  32.9(b)(1) and 32.9(c)(1).
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    A number of financial institution trade associations requested that 
the OCC apply the requirement to use a specific method as determined by 
the appropriate Federal banking agency only prospectively and to phase 
it in over time. These commenters also asked the OCC to set forth the 
factors it might use in exercising discretion to impose this 
requirement. The OCC declines to limit this provision only to future 
transactions. We find that the discretion of the appropriate Federal 
banking agency to require, on a case-by-case basis, application of a 
specific method to prior and/or future transactions is a necessary 
supervisory tool for safety and

[[Page 37933]]

soundness purposes. This discretion would permit the agency to phase in 
the required method, as appropriate. Examiners will coordinate with the 
bank or savings association to ensure any change in methods is managed 
fairly and is consistent with safety and soundness.
    Commenters also requested that the OCC permit these institutions to 
apply different calculation methods based on transaction or product 
type, and that the rule should provide guidance with respect to 
transitioning between methods. While the OCC does not intend to permit 
institutions to exercise unlimited discretion to pick and choose among 
the calculation methods for different derivative or securities 
financing transactions, we recognize that there may be circumstances in 
which the use of only one calculation method for all transactions may 
present safety and soundness concerns or may not be practically 
feasible. For example, an institution may develop a new transaction 
type after it has developed, and received approval for the use of, its 
model. As discussed above, examiners already have the flexibility under 
the interim final rule to require that a particular measurement method 
for a particular subset of derivative or securities financing 
transactions be used to calculate credit exposure. However, in order to 
clarify that an institution may request to use a specific method, and 
that the OCC may permit a specific method to be used for one or more 
transactions or transaction types, we have amended both Sec.  
32.9(b)(3) (renumbered in the final rule as Sec.  32.9(b)(4)) and Sec.  
32.9(c)(2) to provide that the appropriate Federal banking agency may, 
at its discretion, permit a national bank or savings association to use 
a specific method to calculate credit exposure, and that this method 
may apply to all or specific transactions if the appropriate Federal 
banking agency finds that such method is consistent with the safety and 
soundness of the bank or savings association. Institutions obtaining 
permission to use an alternative method should work with their 
examiners to ensure a proper transition to use of the new method.
    Internal Model for Derivative Transactions and Securities Financing 
Transactions. The interim final rule permits national banks and savings 
associations to calculate credit exposure for derivative transactions 
and securities financing transactions through the use of an internal 
model. For derivative transactions, Sec.  32.9(b)(1)(i) provides that 
counterparty credit exposure is measured by adding the current credit 
exposure (the greater of zero or the mark-to-market (MTM) value) of the 
transaction and the potential future exposure (PFE) of the transaction. 
Under Sec.  32.9(b)(1)(i)(C) of the interim final rule, a bank or 
savings association must calculate its PFE by using an internal model 
that has been approved for purposes of Section 53 of the Internal-
Ratings-Based and Advanced Measurement Approaches Appendix (Advanced 
Approaches Appendix) of the appropriate Federal banking agency's 
capital rules \14\ or any other appropriate model approved by the 
appropriate Federal banking agency. Section 32.9(b)(1)(i)(D) provides 
that a national bank or savings association that calculates its credit 
exposure arising from derivative transactions by using an internal 
model may net exposures arising under the same qualifying master 
netting agreement, thereby reducing the institution's exposure to the 
borrower to the net exposure under the master netting agreement.
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    \14\ 12 CFR part 3, Appendix C, Section 53 for national banks; 
12 CFR part 167, Appendix C, Section 53 for Federal savings 
associations; and 12 CFR 390, subpart Z, Appendix A, Section 53 for 
state savings associations.
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    Similarly, for securities financing transactions, Sec.  
32.9(c)(1)(i) of the interim final rule permits an institution to 
calculate credit exposure by using an internal model approved by the 
appropriate Federal banking agency for purposes of Section 32(d) of the 
Internal-Ratings-Based Appendices of the appropriate Federal banking 
agency's capital rules,\15\ as appropriate, or any other appropriate 
model approved by the appropriate Federal banking agency.
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    \15\ 12 CFR part 3, Appendix C, Section 32(d) for national 
banks; 12 CFR part 167, Appendix C, Section 32(d) for Federal 
savings associations; and 12 CFR 390, subpart Z, Appendix A, Section 
32(d) for state savings associations.
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    Most commenters discussed this modeling option. One commenter, a 
nonprofit organization, stated that institutions should not be 
permitted to use internal models for lending limits purposes. The OCC 
disagrees with this comment and is retaining the modeling option in the 
final rule. The use of an internal model, with the safeguards described 
below, improves the accuracy of the calculation of the institution's 
credit exposures to derivative and securities financing transactions. 
Not including such a modeling option, as advocated by the commenter, 
would result in a rule that would not accurately reflect counterparty 
exposure for certain banks. Importantly, the rule applies appropriate 
supervisory safeguards to a national bank's or savings association's 
use of an internal model. Specifically, a national bank or savings 
association may not use an internal model unless the use of the model 
has been approved by the appropriate Federal banking agency for 
purposes of the Advanced Approaches Appendix of the agency's capital 
rule (and, as discussed below, the institution has provided prior 
written notice to the agency of its use of the model for part 32 
purposes) or specifically approved by the agency for purposes of the 
lending limits rule. Furthermore, also as discussed below, this final 
rule provides that the use of the model for lending limits purposes 
following any subsequent substantive change to it must be approved by 
the appropriate Federal banking agency.
    Some commenters requested the OCC to clarify the nature of the 
internal model approval process, including the standards for approval 
and duration of the process. For the use of a model not previously 
approved pursuant to the Advanced Approaches Appendix, the OCC intends 
that the OCC approval process will include a thorough institution and 
OCC review of the model's specific use for part 32 and the 
institution's ability to monitor the risks associated with the 
transactions, and will be separate and apart from any approval of the 
use of a model for other purposes. In addition, the approval of the use 
of the model will be in writing. We have amended Sec.  32.9 to specify 
these criteria. National banks or Federal savings associations that 
seek approval for the use of a model pursuant to part 32 should contact 
their examiner-in-charge to begin the approval process.\16\ As 
indicated above, we also have amended Sec.  32.9 to require a bank or 
savings association to provide prior written notice to the appropriate 
Federal banking agency before using an internal model for lending 
limits purposes the use of which has been previously approved by the 
agency for purposes of the Advanced Approaches Appendix.\17\ Also as 
indicated above, we have added

[[Page 37934]]

to the final rule a requirement that if a national bank or savings 
association makes a substantive revision to a model after the 
appropriate Federal banking agency's approval, either pursuant to the 
Advanced Approaches Appendix or part 32, the use of the revised model 
must be approved by the agency before it may be used for purposes of 
part 32.\18\
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    \16\ We note that this preamble discusses the OCC's process for 
approval of the use of internal models for national banks and 
Federal savings associations. The FDIC, in the case of state savings 
associations, and the Federal Reserve Board, in the case of state-
licensed branches of foreign banking organizations, will have their 
own internal processes for approving the use of such models. Some 
commenters requested that the OCC coordinate with the FDIC and 
Federal Reserve Board to ensure that such agencies will be in a 
position to approve internal models by the expiration of the 
temporary exception for compliance. The OCC will, as appropriate, 
consult with both the FDIC and Federal Reserve Board. However, these 
agencies are responsible for implementing this rule for their 
regulated institutions.
    \17\ 12 CFR 32.9(b)(1)(i)(C)(1)(i) and 12 CFR 
32.9(c)(1)(i)(A)(1) of the final rule.
    \18\ 12 CFR 32.9(b)(1)(i)(C)(2) and 12 CFR 32.9(c)(1)(i)(B) of 
the final rule.
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    Commenters also requested that in the event that the use of a 
bank's internal model is not yet approved, or approved and not yet 
implemented, by the end of the temporary exception period, the 
appropriate Federal banking agency should approve on a provisional 
basis a bank's or savings association's calculation of credit exposures 
using existing internal models. Furthermore, these commenters said that 
the agency should approve for lending limits purposes on a provisional 
basis, if appropriate, the use of models that are in the process of 
being approved. The OCC disagrees. As discussed above, to appropriately 
support the determination that a model is appropriate for measuring the 
credit exposure of a derivative transaction or securities financing 
transaction under part 32 and adequately addresses the risks of the 
transaction, approval of the use of a model must be made specifically 
for part 32 and must be obtained prior to the model's use for this 
purpose, unless the use of the model has already been approved for 
purposes of the Advanced Approaches Appendix. Therefore, in order to 
ensure the safety and soundness of a national bank or Federal savings 
association, for part 32 purposes the OCC will not approve the use of a 
model on a provisional basis and will not permit the model's use before 
final approval. However, we do not intend that this approval 
requirement necessitate the development of a new model specifically for 
use under part 32. A national bank or Federal savings association may 
present an existing internal model for approval by the OCC for use as a 
lending limits model. For example, an institution may present an 
internal model it has developed for use under the Advanced Approaches 
Appendix but which has not yet been approved for that use. Because most 
complex banks have developed such models that address counterparty 
risk, we believe compliance with the approval requirement will be 
possible prior to the end of the extended exception period.
    Commenters also requested clarification regarding the interim final 
rule's reference in Sec. Sec.  32.9(b)(1)(i)(C) and 32.9(c)(1)(i) to an 
internal model that has been approved by the appropriate Federal 
banking agency for purposes of the Advanced Approaches Appendix. 
Technically, pursuant to the Advanced Approaches Appendix, the agency 
does not separately approve the use of the institution's model but 
instead approves the institution's exit from parallel run and its use 
of the Advanced Approaches, for which the institution has developed the 
internal model.\19\ We confirm that this approval to exit parallel run 
constitutes ``approval'' of the use of the institution's model for 
purposes of part 32, and have added language to Sec. Sec.  
32.9(b)(1)(i)(C) and 32.9(c)(1)(i) of the final rule to clarify this 
point.
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    \19\ See 12 CFR part 3, Appendix C, Section 21 for national 
banks; 12 CFR part 167, Appendix C, Section 21 for Federal savings 
associations; and 12 CFR 390, subpart Z, Appendix A, Section 21 for 
state savings associations.
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    We also have further clarified the rule by changing the name of the 
method provided by Sec. Sec.  32.9(b)(1)(i) and 32.9(c)(1)(i) in the 
final rule from ``Internal Model Method'' to ``Model Method.'' This 
change should alleviate confusion with the Internal Models Approach for 
calculating the risk-weighted asset amount for equity exposures 
included in the agencies' capital rules.
    Furthermore, we have replaced the provisions of the Advanced 
Approaches Appendix referenced in the model methods. For derivative 
transactions, in response to a commenter, we have amended Sec.  
32.9(b)(1)(i)(C) to replace the reference to Section 53 of the Advanced 
Approaches Appendix with a reference to Section 32(d) of the Appendix. 
Section 53 refers to the modeling of equity risk (a form of market 
risk) rather than counterparty risk and is more general in nature. 
Section 32(d) more appropriately refers to the modeling of counterparty 
credit exposure arising from derivatives, i.e. credit risk, and 
specifically accounts for collateral. Likewise, for securities 
financing transactions, we have amended Sec.  32.9(c)(1)(i) so that it 
references Section 32(b) of the Advanced Approaches Appendix instead of 
Section 32(d) of the Appendix. The OCC finds that the model provided 
for by Section 32(b) of this Appendix is the more appropriate model for 
measuring credit exposure of securities financing transactions for the 
lending limits rule.
    Non-Model Methods. The interim final rule provides two non-model 
measurement methods for credit exposures arising from derivative 
transactions and one non-model measurement method for credit exposures 
arising from securities financing transactions.
    For derivative transactions, national banks and savings 
associations may choose either the Conversion Factor Matrix Method, set 
forth in Sec.  32.9(b)(1)(ii), or the Remaining Maturity Method, as set 
forth in Sec.  32.9(b)(1)(iii). Under the Conversion Factor Matrix 
Method, the credit exposure is equal to, and remains fixed at, the PFE 
of the derivative transaction, as determined at execution of the 
transaction by reference to a simple look-up table (Table 1 of the 
interim final rule). To clarify this calculation, the OCC has made a 
technical amendment to the rule to provide that the PFE of the 
derivative transaction under this method equals the product of the 
notional amount of the derivative transaction and a fixed 
multiplicative factor determined by reference to Table 1 of this 
section.
    The credit exposure for derivative transactions calculated under 
the Remaining Maturity Method incorporates both the current MTM and the 
transaction's remaining maturity (measured in years) as well as a fixed 
add-on for each year of the transaction's remaining life by adding the 
current MTM value of the transaction to the product of the notional 
amount of the transaction, the remaining maturity of the transaction, 
and a fixed multiplicative factor. These multiplicative factors differ 
based on product type and are determined by a look-up table (Table 2 of 
the interim final rule).
    One commenter stated that the credit exposures under the Conversion 
Factor Matrix Method for derivative transactions should be marked-to-
market rather than fixed at inception in order to properly value the 
amount of credit risk. Because the market value of these transactions 
can change significantly from the time of execution, the commenter 
notes that this approach could cause an institution's exposure to a 
borrower to exceed the lending limits on a MTM basis routinely without 
being required to reduce the exposure. The OCC disagrees. As noted in 
the preamble to the interim final rule, we are aware that, under the 
Conversion Factor Matrix Method, the actual MTM value at a given point 
in the life of a derivative contract may exceed the initially estimated 
PFE, and that it would be possible for a bank to make a new loan that, 
combined with the actual exposure (were such exposure based on current 
MTM value), could exceed the lending limits. However, the OCC believes 
that the risks in such case are limited and can be addressed in the

[[Page 37935]]

institutions likely to use this method (smaller, less complex 
institutions) during the supervisory process by examiners appropriately 
responding to transactions or concentrations that raise safety and 
soundness concerns. For example, examiners could require the bank or 
savings association to measure credit exposure by means of a different 
method if doing so is appropriate for safety and soundness purposes. 
Allowing non-complex banks and savings associations to ``lock-in'' the 
attributable exposure at the execution of the contract provides for 
certainty and simplicity, with limited risk.\20\
---------------------------------------------------------------------------

    \20\ We have revised Table 1 in the final rule to conform the 
format of its content; there are no substantive changes.
---------------------------------------------------------------------------

    A number of trade association and financial institution commenters 
also recommended that the OCC amend the final rule to permit the use of 
the ``Current Exposure Methodology'' (``CEM'') as an additional option 
for measuring credit exposure of derivative transactions. The CEM is 
used under the Federal banking agencies' current regulatory capital 
rules, both Basel I and II capital regimes, and would be retained under 
the Standardized and Advanced Approaches Basel III-related proposals 
released by the OCC and the other Federal banking agencies.\21\ Under 
the CEM, a bank calculates the credit exposure for derivative 
transactions by adding the current exposure (the greater of zero or the 
MTM value) and the PFE (calculated by multiplying the notional amount 
by a specified conversion factor which varies based on the type and 
remaining maturity of the contract) of the derivative transactions. In 
particular, the commenters note that the CEM incorporates additional 
calculations for netting arrangements and collateral and uses 
multipliers that are more tailored to computing the PFE of derivative 
transactions. The CEM, they reason, would provide a more refined 
analysis of credit exposure than either the Conversion Factor Matrix 
Method or the Remaining Maturity Method. In addition, because of its 
use in the capital rules, these commenters note that the CEM is 
familiar to both the industry and regulators as an available measure of 
derivative exposures and its use for measuring credit exposure under 
the lending limits rule would therefore introduce less burden and 
operational risk than would the use of a new and different methodology 
for a narrow regulatory purpose.
---------------------------------------------------------------------------

    \21\ See 12 CFR part 3, Appendix C, Sections 32(c)(5)-(7), 12 
CFR part 167, Appendix C, Sections 32(c)(5)-(7), or 12 CFR part 390, 
subpart Z, Appendix A, Sections 32(c)(5)-(7), as appropriate. 
Regulatory Capital Rules: Regulatory Capital, Implementation of 
Basel III, Minimum Regulatory Capital Ratios, Capital Adequacy, 
Transition Provisions, and Prompt Corrective Action, Joint Notice of 
Proposed Rulemaking, 77 FR 52792 (August 30, 2012). Regulatory 
Capital Rules: Standardized Approach for Risk-weighted Assets; 
Market Discipline and Disclosure Requirements, Joint Notice of 
Proposed Rulemaking, 77 FR 52888 (August 30, 2012). Regulatory 
Capital Rules: Advanced Approaches Risk-based Capital Rule; Market 
Risk Capital Rule, Joint Notice of Proposed Rulemaking, 77 FR 52978 
(August 30, 2012).
---------------------------------------------------------------------------

    The OCC agrees with these commenters that the CEM should be 
permitted for use by national banks and savings associations in 
calculating credit exposure arising from derivative transactions (other 
than credit derivative transactions). For the reasons noted above, it 
is superior to the Remaining Maturity Method for institutions that do 
not model exposures but want to adopt a more risk-sensitive method than 
that provided by the Conversion Factor Matrix Method. Therefore, the 
OCC is amending part 32 to replace the Remaining Maturity Method option 
with a CEM option.
    A number of commenters recommended that, as with the Model Method, 
the OCC should permit banks and savings associations using the non-
model approaches to net transactions under a qualifying master netting 
agreement and to recognize collateral in measuring credit exposure. 
These commenters note that the capital rules, payment system risk 
reduction efforts, and the current lending limits rule recognizes the 
beneficial effects of netting or collateral in reducing credit 
exposure. Additionally, the commenters request that the rule outline 
the forms of collateral the bank may rely on to offset credit exposure 
and suggest that this collateral should reduce the credit exposure as 
long as the collateral is permissible and appropriate under a valid and 
legally enforceable agreement. The OCC notes that the CEM option as 
added by this final rule provides for some netting of PFEs and, 
therefore, along with the presence in the rule of the Model Method 
option, addresses the commenters' netting concerns. The OCC also notes 
that part 32 already provides for exemptions for loans and extensions 
of credit secured by certain types of collateral, and, as noted above, 
the CEM incorporates additional calculations for collateral.\22\ These 
exemptions apply to the credit exposures arising from derivative 
transactions, as well as securities financing transactions, now covered 
by the lending limits rule just as they do to other loans and 
extensions of credit. Therefore, no amendment is necessary to recognize 
collateral that may reduce credit exposure for derivative transactions.
---------------------------------------------------------------------------

    \22\ E.g. 12 CFR 32.3(c)(3), (4) and (5).
---------------------------------------------------------------------------

    Some commenters noted that the non-model methods for derivative 
transactions do not differentiate between the credit exposures of 
interest rate swaps that are amortized from those that are not 
amortized. These commenters suggest that the final rule should reflect 
amortization in any calculation of the PFE of these swaps because the 
risk associated with a swap that is amortized is reduced as the 
notional amount decreases over the life of the swap. While we 
acknowledge the commenters' concerns, we do not agree that a change to 
the rule text to address this comment is needed. The Conversion Factor 
Matrix Method and the CEM provide institutions with a simple, albeit 
more conservative, approach to measuring credit exposure. Preserving 
the simplicity of these non-model methods outweighs any added accuracy 
that may be achieved by distinguishing between amortized and non-
amortized instruments. Additionally, the CEM included in the current 
regulatory capital rules does not distinguish between an amortizing 
swap and a non-amortizing swap; therefore, we believe that it is 
reasonable to preserve this treatment for purposes of the legal lending 
limits. Further, we note that institutions may use the Model Method to 
account for credit exposures arising from derivative transactions, 
including amortizing interest rate swaps, should they so desire.
    For securities financing transactions, the calculation of the 
credit exposure under the Non-Model Method in the interim final rule is 
based on the type of securities financing transaction at issue. For a 
repurchase agreement or a securities loan where the collateral is cash, 
exposure under the lending limits is equal to and remains fixed at the 
net current exposure, i.e., the market value at execution of the 
transaction of securities transferred to the other party, less cash 
received from the other party.\23\ For securities lending transactions 
where the collateral is other securities (i.e., not cash), the exposure 
is equal to and remains fixed at the product of the higher of the two 
haircuts associated with the securities, as determined by a look-up 
table included in the regulation (Table 3 in the interim final rule, 
renamed Table 2 in the final rule), and the higher of the two par 
values of the securities.\24\ The credit

[[Page 37936]]

exposure arising from a reverse repurchase agreement, also known as an 
asset repo, or a securities borrowing transaction where the collateral 
is cash, equals and remains fixed at the product of the haircut 
associated with the collateral received, as determined in this same 
table, and the amount of cash transferred to the other party.\25\ For a 
securities borrowing transaction where the collateral is other 
securities (i.e., not cash), the credit exposure equals and remains 
fixed at the product of the higher of the two haircuts associated with 
the securities, as determined in the table, and the higher of the two 
par values of the securities.\26\
---------------------------------------------------------------------------

    \23\ 12 CFR 32.9(c)(1)(ii)(A) and 12 CFR 32.9(c)(1)(ii)(B)(1).
    \24\ 12 CFR 32.9(c)(1)(ii)(B)(2). The haircuts in this table are 
consistent with the standard supervisory market price volatility 
haircuts in 12 CFR part 3, Appendix C, Section 32(b)(2)(ii).
    \25\ 12 CFR 32.9(c)(1)(ii)(C) and 12 CFR 32.9(c)(1)(ii)(D)(1).
    \26\ 12 CFR 32.9(c)(1)(ii)(D)(2).
---------------------------------------------------------------------------

    Commenters requested that the OCC permit banks to measure credit 
exposure of securities financing transactions by applying the standard 
supervisory haircuts for such transactions using the current risk-based 
capital rules of the appropriate Federal banking agency's capital rules 
\27\ or the proposed Basel III Advanced Approaches rules \28\ once 
finalized (collectively, the Basel Collateral Haircut Approach) as an 
additional non-model approach. These commenters note that under the 
Basel Collateral Haircut Approach, exposure value changes as the market 
value of the securities changes, while under the Non-Model Method in 
the interim final rule, exposure remains fixed at the inception of the 
securities financing transaction. Furthermore, the Basel Collateral 
Haircut Approach applies haircuts to the market value of the securities 
for both repurchase/securities lending transactions and reverse 
repurchases/securities borrowing transactions, while the Non-Model 
Method of the interim final rule applies haircuts only to the cash 
amount of a reverse repurchase agreement/securities borrowing 
transaction. In addition, these commenters note that not allowing banks 
to use the Basel Collateral Haircut Approach means that banks would be 
required to perform two separate calculations, one for the lending 
limits rule and one for Basel II/III, even though the different 
calculations would not result in materially different exposure amounts.
---------------------------------------------------------------------------

    \27\ 12 CFR part 3, Appendix C, Section 32(b)(2)(i) and (ii); 12 
CFR part 167, Appendix C, Section 32(b)(2)(i) and (ii); or 12 CFR 
part 390, subpart Z, Appendix A, Section 32(b)(2)(i) and (ii), as 
appropriate.
    \28\ See footnote 21.
---------------------------------------------------------------------------

    The OCC agrees with these commenters and has included in the final 
rule this additional method of measuring credit exposure for securities 
financing transactions, named in the rule as the Basel Collateral 
Haircut Method, as a new Sec.  32.9(c)(1)(iii). We find that this 
approach permits a more accurate characterization of the true exposure 
over the life of the transaction for those national banks or savings 
associations that do not use an internal model and for which the 
existing non-model approach in the interim final rule is not optimal. 
In addition, because this approach is currently used by certain 
national banks and savings associations for purposes of the capital 
rules, it will eliminate redundancy and associated regulatory burden 
for these institutions.
    As a result of adding this new non-model method for securities 
financing transactions, the final rule changes the name of the ``Non-
Model Method'' included in the interim rule to ``Basic Method.'' The 
final rule also makes a technical correction to renamed Table 2 to 
describe the correct length of maturity for sovereign entities with 
maturities of more than 5 years.
3. Exposures to Central Counterparties
    Under the interim final rule, exposures to central counterparties 
are credit exposures subject to the lending limits. Industry commenters 
to the interim final rule recommended that the OCC either exclude these 
exposures from an institution's lending limits or assign the exposures 
a higher lending limit. These commenters believe that the OCC should 
not subject these exposures to the lending limits because the Dodd-
Frank Act has mandated the migration of many derivative transactions to 
central counterparties, and those parties will be subject to 
regulation. In addition, the commenters note that applying the lending 
limits rule to central counterparty exposures could reduce the 
incentive to use central counterparties or prevent some institutions 
from engaging in certain transactions, thus limiting the availability 
of certain products to customers. One commenter also notes that 
applying the lending limits to exposures to central counterparties is 
unnecessary because central counterparties are more akin to a group of 
borrowers than ``one borrower,'' with the central counterparty 
insulating each clearing member and clearing customer from risks 
associated with the default of an individual counterparty.
    Commenters also addressed the issue of applying the lending limits 
rule to an institution's contributions to a central counterparty's 
guaranty fund. Some commenters stated that the lending limits rule 
should apply to these contributions because they are equivalent to 
committed lines of credit. Others argued that the rule should not 
apply, or its application should be tailored.
    The OCC does not agree that the lending limits rule should exclude 
credit exposures to central counterparties or central counterparty 
guaranty funds given the concentrated nature of these exposures. The 
lending limits serve the purpose of preventing an undue concentration 
of credit risk to one party, including an institution's credit 
exposures to central counterparties. Furthermore, permitting banks to 
use models to measure their exposure to central counterparties, 
combined with prudent credit risk management practices by clearing 
member banks, makes it unlikely that applying the rule to such credit 
exposures will cause an institution's exposures to one borrower to 
reach the institution's legal limit. To clarify how banks and savings 
associations must measure counterparty exposures to central 
counterparties, we have added a new Sec.  32.9(b)(3). This new 
provision says that, in addition to the amount calculated under Sec.  
32.9(b), the measure of exposure to a central counterparty shall 
include the sum of the initial margin posted, plus any contributions to 
a guaranty fund at the time such contribution is made, if not already 
reflected in the calculation. This new provision is generally 
consistent with interpretive positions taken by the OCC.\29\ However, 
the OCC recognizes that the role of central counterparties in the 
domestic and international financial industry is dynamic and that 
uncertainties exist as to how this role will evolve, especially given 
the role assigned to central clearinghouses by the Dodd-Frank Act and 
choices of the bank's or savings association's client as to using 
certain central counterparties.\30\ Therefore, the OCC will continue to 
monitor the role of central counterparties and will revisit our lending 
limits rule for exposures to such entities if necessary.
---------------------------------------------------------------------------

    \29\ See, e.g., OCC Interpretive Letter No. 1113, March 4, 2009.
    \30\ In general, section 723 of the Dodd-Frank Act requires the 
central clearing of certain derivatives.
---------------------------------------------------------------------------

4. Credit Derivatives
    The OCC received a number of comments on the interim final rule's 
treatment of credit exposures arising from credit derivatives. Section 
32.9(b)(2) of the interim final rule applies a special rule for 
calculating the credit exposure of credit derivatives, a transaction in 
which a national bank or

[[Page 37937]]

savings association buys or sells credit protection against loss on a 
third-party reference entity. Specifically, a protection purchaser that 
uses one of the non-model methods for derivative transactions, or that 
uses a model without entering an effective margining arrangement with 
its counterparty as defined in Sec.  32.2(l) of the interim final rule, 
calculates the counterparty credit exposure arising from credit 
derivatives by adding the net notional value of all protection 
purchased from the counterparty across all reference entities.\31\ In 
addition, a protection seller calculates the credit exposure to a 
reference entity arising from credit derivatives by adding the notional 
value of all protection sold on that reference entity.\32\ However, the 
protection seller may reduce its exposure to a reference entity by the 
amount of any eligible credit derivative, which is defined in Sec.  
32.2(m) of the interim final rule as a single-name credit derivative or 
standard, non-tranched index credit derivative that meets certain 
requirements, purchased on that reference entity from an eligible 
protection provider, as defined in Sec.  32.2(o).
---------------------------------------------------------------------------

    \31\ The protection buyer is exposed to the counterparty risk of 
the seller; the buyer expects payment from the seller if there is a 
default. Technically, the seller also bears a degree of counterparty 
credit risk; this risk is not being captured by the lending limits.
    \32\ Section 610 of the Dodd-Frank Act applies the lending 
limits to counterparty credit exposures arising from derivative 
transactions (``credit exposure to a person arising from a . . . 
transaction between the national banking association and the 
person'') (emphasis added). Section 610 (a)(1), as codified at 12 
U.S.C. 84(b)(1)(C). The OCC's authority to apply the lending limits 
to exposures to reference entities in credit derivatives derives 
from 12 U.S.C. 84(b)(1)(B) (loans subject to the lending limits 
include ``to the extent specified by the Comptroller of the 
Currency, any liability . . . to advance funds to or on behalf of a 
person pursuant to a contractual commitment'').
---------------------------------------------------------------------------

    Some commenters requested that the OCC amend the definition of 
``eligible credit derivative'' to allow banks to obtain relief for the 
purchase of credit protection using standard tranched index credit 
derivatives in addition to standard non-tranched index credit 
derivatives. As both tranched and non-tranched index credit derivatives 
are highly standardized, rely on the same triggering events for 
payments, and calculate payments from the protection provider on the 
basis of the same auction-determined prices, the commenters do not 
believe that an institution's ability to reduce its exposures under the 
rule should be limited to only non-tranched index credit derivatives. 
The OCC disagrees with these comments and has not amended the final 
rule to define ``eligible credit derivative'' to include standard 
tranched index credit derivatives at this time. We will address this 
issue if we later determine, after experience implementing this rule, 
that such a change is warranted.
    Commenters also recommended that the OCC clarify that the 
definition of ``eligible credit derivative'' includes, in the case of 
sovereign or municipality reference obligors, contracts in which the 
credit event is a restructuring. Because bankruptcy and insolvency 
regimes generally do not exist for these types of reference obligors, 
standard credit default swap (CDS) contracts on sovereign and municipal 
reference exposures instead cover the buyer of protection for 
restructurings that, while not conducted by a bankruptcy court or 
receiver, nonetheless bind the holders of the sovereign or municipal 
debt to changes in principal, interest, or similar economic terms of 
the debt. It was not the OCC's intent to exclude restructurings of such 
obligors in this definition. Therefore, we have amended the definition 
of ``eligible credit derivative,'' at Sec.  32.2(m)(3)(ii), by 
specifically including a restructuring for obligors not subject to 
bankruptcy or insolvency as a credit event for a CDS.
    Some commenters opposed the provision in the interim final rule, 
Sec.  32.9(b)(2), that requires a national bank or savings association 
to enter an effective margining arrangement in order to use an internal 
model approach to calculate counterparty exposure arising from a credit 
derivative. Absent the effective margining arrangement, the bank or 
savings association must calculate its counterparty credit risk 
exposure by adding notional amounts across all reference entities for 
each counterparty. The interim final rule defines ``effective margining 
arrangement'' as a master legal agreement governing derivative 
transactions between a bank or savings association and a counterparty 
that requires the counterparty to post, on a daily basis, variation 
margin to fully collateralize that amount of the bank's net credit 
exposure to the counterparty that exceeds $1 million created by the 
derivative transactions covered by the agreement. These commenters 
stated that selection of a $1 million threshold is arbitrary and 
unnecessary because an effective model should take into account 
whatever threshold is applicable for a particular margining 
arrangement. The OCC does not agree with this comment and finds that 
variation margin is an important credit risk mitigation tool for 
prudent participation in over-the-counter derivatives markets. Beyond a 
prudently established variation margin threshold, the OCC does not 
believe it is appropriate to permit an institution to use the Model 
Method for credit derivatives transactions. Many large institutions 
currently require, or likely soon will require, that all credit 
exposures from derivative transactions be fully collateralized. 
Therefore, we believe defining ``effective margining arrangement'' to 
include a threshold is appropriate from a safety and soundness 
perspective, conforms with current and evolving industry standards, and 
is consistent with efforts to prevent the type of uncollateralized 
credit derivatives exposures that proved problematic during the 
financial crisis.
    After further review of this issue, however, we believe that it is 
appropriate to increase the threshold amount in the definition of 
effective margining arrangement to reflect any existing agreements with 
thresholds above $1 million. This change would allow banks and savings 
associations with such existing margining agreements to use the Model 
Method without having to renegotiate and modify the agreements. We have 
limited this increase to $25 million, an amount that we believe 
adequately covers the bulk of these existing agreements. To help ensure 
that this increase in threshold amount will not raise new safety and 
soundness concerns, we have adjusted the rule to provide that the 
amount of the threshold under an effective margining arrangement is 
added to the amount of counterparty exposure calculated by the Model 
Method. Thus, the amount of the threshold would be subject to the 
lending limit. Of course, this adjustment to the rule in no way 
obviates or modifies the ongoing requirement that an institution's 
margining arrangements, including as to the threshold amounts that do 
not exceed the threshold used in the lending limits rule, must be 
consistent with safe and sound banking practices.
    Commenters also requested that the OCC permit national banks to 
purchase credit protection, such as default or total return swaps, to 
reduce all types of credit exposure to a borrower.\33\ Under the 
interim final rule, the purchase of credit protection can only reduce 
credit derivative exposure to a reference obligor, not other exposures 
such as traditional loans and extensions of credit. The commenters note 
that the purchase of credit protection is a well-

[[Page 37938]]

accepted risk management technique and is recognized in the 
Comptroller's Handbook on Concentrations of Credit as a useful strategy 
for managing credit concentration risk.\34\ They recommend that where 
the protection contract maturity is as long as the maturity for the 
other exposure, protection purchased from an eligible protection 
provider should be permitted under the rule to be used to reduce all 
types of covered credit exposure.
---------------------------------------------------------------------------

    \33\ The OCC notes that a national bank or savings association 
may only purchase such credit protection if the transaction is 
otherwise permitted under applicable law. See e.g., 12 U.S.C. 1851 
and any implementing regulations.
    \34\ See Comptroller's Handbook, Concentration of Credit, 
December 2011, p. 13.
---------------------------------------------------------------------------

    After careful consideration, the OCC agrees that credit protection 
purchased should be allowed to offset other types of credit exposures, 
under certain circumstances as suggested by the commenters, but only on 
a limited basis. Specifically, we have added a new Sec.  
32.2(q)(2)(vii) to exclude from the lending limits rule that part of a 
loan or extension of credit for which a national bank or savings 
association has purchased protection if: that protection is by way of a 
single-name credit derivative that meets the requirements for an 
eligible credit derivative contained in Sec.  32.2(m)(1) through (7); 
the credit derivative is purchased from an eligible protection 
provider; the reference obligor is the same legal entity as the 
borrower in the loan or extension of credit; and the amount and 
maturity of the protection purchased equals or exceeds the amount and 
maturity of the loan or extension of credit. However, even if all of 
these requirements are satisfied, the total amount of such exclusion 
may not exceed 10 percent of the bank's or savings association's 
capital and surplus.\35\ We believe this policy strikes an appropriate 
balance by conforming the lending limits rule to existing agency policy 
on the purchase of credit protection (such as the policy cited by the 
commenters) while placing a ceiling on a bank's ability to obtain 
relief from the lending limits in this manner.
---------------------------------------------------------------------------

    \35\ Where a protection seller reduces its credit derivative 
exposure under Sec.  32.9(b)(2)(ii) by purchasing protection, such 
reduction is not subject to the 10 percent limit.
---------------------------------------------------------------------------

    Three financial trade associations stated that the interim final 
rule is not clear as to whether, and, if so, how, it covers credit 
exposures arising from tranched index credit derivatives. The 
commenters noted that the rule requires banks to use ``notional value'' 
to calculate credit exposure on protection sold, but there are several 
different notional amounts identified in tranched index CDS 
documentation, and none of these can reasonably be understood as a 
proxy for credit exposure.
    The OCC understands that the interim final rule does not resolve 
questions regarding the measurement of exposures arising from tranched 
credit derivatives, whether they are standard index or bespoke 
tranches. However, because there are different notional amounts that 
could apply to tranched exposures, none of which may be indicative of 
the risk to a particular reference entity, it is difficult to apply a 
specific rule for all situations. Instead, we intend to address this 
issue through OCC interpretations. This approach will allow the OCC to 
more thoroughly examine the transactions at issue and apply approaches 
that most accurately calculate the notional amount attributable to each 
reference entity in a specific tranche.
5. Securities Financing Transaction-Specific Provisions
    A number of comments were directed specifically to the interim 
final rule's treatment of securities financing transactions.
    Some commenters asked the OCC to clarify that ``repurchase 
agreement'' and ``reverse repurchase agreement'' as used in the 
definition of ``securities financing transaction'' are limited to 
transactions in securities. The lack of a definition for these specific 
terms could result in the impression that the same lending limits rule 
applicable to securities financing transactions in Sec.  32.9 applies 
to other types of repurchase agreements and reverse repurchase 
agreements that do not involve securities. It does not.\36\ However, to 
address this concern we have added a definition of ``security'' to the 
final rule, which cross-references to the definition of this term in 
section 3(a)(10) of the Securities Exchange Act of 1934 (15 U.S.C. 
78c(a)(10)). This definition clarifies that the transactions that are 
referred to as ``securities financing transactions'' are transactions 
that involve securities.
---------------------------------------------------------------------------

    \36\ Instead, the other provisions of part 32 should be 
consulted. For example, extensions of credit secured by loans, 
whether effected by reverse repurchase agreements or otherwise, have 
always been within the scope of the general lending limits rules 
(including any applicable exceptions) and continue to be so after 
the enactment of the Dodd-Frank Act and promulgation of this rule.
---------------------------------------------------------------------------

    As indicated above, under the renamed Basic Method, the credit 
exposure arising from either a securities lending transaction or a 
securities borrowing transaction where the collateral is other 
securities will equal and remain fixed as the product of the higher of 
the two haircuts associated with the two securities, as determined in 
Table 2 of the final rule (formerly Table 3 of the interim final rule), 
and the higher of the two par values of the securities. Commenters 
questioned how the credit exposure would be calculated when more than 
one type of securities collateral is provided in these transactions. We 
agree that this circumstance should be addressed in the rule. 
Accordingly, we have amended the provisions in the rule regarding these 
non-cash collateral transactions, Sec. Sec.  32.9(c)(1)(ii)(B)(2) and 
32.9(c)(1)(ii)(D)(2), to provide that where more than one security is 
provided as collateral, the applicable haircut is the higher of the 
haircut associated with the security borrowed and the notional-weighted 
average of the haircuts associated with the securities provided as 
collateral.
    Commenters also requested that the OCC clarify that the securities 
lending transactions secured by Federal and state (or political 
subdivision) obligations should receive the same treatment as ``cash 
collateralized'' transactions under the rule when calculating credit 
exposure. The OCC notes that the rule currently provides that credit 
exposures arising from securities financing transactions in which the 
securities financed are type I securities, as defined in 12 CFR 1.2(j), 
in the case of national banks (generally Federal and state securities), 
or securities listed in sections 5(c)(1)(C), (D), (E), and (F) of HOLA 
and general obligations of a state or subdivision as listed in section 
5(c)(1)(H) of HOLA,\37\ in the case of savings associations, are exempt 
from the lending limits. Therefore, no further change is needed.
---------------------------------------------------------------------------

    \37\ 12 U.S.C. 1464(c)(1)(C), (D), (E), (F), and (H).
---------------------------------------------------------------------------

6. Nonconforming Loans and Extensions of Credit
    The interim final rule added a new paragraph (a)(3) to Sec.  32.6 
to provide that a credit exposure arising from a derivative transaction 
or securities financing transaction and determined by a model pursuant 
to Sec.  32.9(b)(1)(i) or Sec.  32.9(c)(1)(i), respectively, will not 
be deemed a violation of the lending limits statute or regulation and 
will be treated as nonconforming if the extension of credit was within 
the national bank's or savings association's legal lending limits at 
execution and is no longer in conformity because the exposure has 
increased since execution. One commenter requested that credit 
exposures that exceed the limits after inception of the derivative 
transaction should be treated as violations of the lending limits rule 
rather than as nonconforming, asserting that otherwise there would be 
an incentive to game the limits. We disagree with this comment.

[[Page 37939]]

Because of the nature of these transactions, it would not be possible 
for an institution to predict with any certainty the maximum exposure 
amount at the execution of a transaction. Furthermore, once a 
transaction becomes nonconforming, the rule requires the institution to 
use reasonable efforts to bring it into conformity with the lending 
limits unless doing so would be inconsistent with safety and soundness. 
The OCC enforces this provision accordingly.
    Other commenters requested that derivative transactions calculated 
using a non-model method also should be treated as ``nonconforming'' if 
credit exposure arising from the derivative transaction increases after 
execution of the transaction. Without this change, institutions 
choosing a non-model method could face violations of the lending limits 
due to increases in credit exposure post-execution, while banks using 
internal models, in similar circumstances, would only be subject to an 
instance of nonconformance with the opportunity to correct the 
nonconformance before it is deemed a violation. We agree that the 
provision on nonconforming loans and extensions of credit should apply 
to transactions calculated using a non-model method. Although the OCC 
intended this treatment when issuing the interim final rule, the text 
of the rule did not accomplish it. We therefore have made this 
technical change by adding reference to the Current Exposure Method as 
well as the Basel Collateral Haircut Method, which we have added as an 
additional non-model method for securities financing transactions, to 
Sec.  32.6(a)(3) of the final rule.\38\
---------------------------------------------------------------------------

    \38\ It is not necessary to include the Conversion Factor Matrix 
method for derivative transactions or the Basic Method for 
securities financing transactions in Sec.  32.6(a)(3) because the 
measured credit exposure of a transaction for lending limits 
purposes remains fixed under these methods.
---------------------------------------------------------------------------

7. Other Provisions
    Unless specifically noted in the rule, all provisions of part 32 
apply to credit exposures arising from a derivative transaction or a 
securities financing transaction, including the lending limits 
calculation rules of Sec.  32.4 and the combination rules of Sec.  
32.5. Some commenters took issue with the application of the direct 
benefit test in Sec.  32.5, which provides for the attribution and 
combination of loans and extensions of credit under certain 
circumstances, to derivative and securities financing transactions. 
They stated that the direct benefit test would be difficult to monitor 
in these transactions because of the complexity of these transactions 
and would likely require significant changes to market practices or 
revisions to standard documentation to implement. Instead they 
recommend that for these transactions the direct benefit test should be 
limited by its terms to situations of evasion. The OCC has carefully 
considered this comment. The direct benefit test is dependent on the 
facts of a particular case, and the OCC understands that the nature of 
derivative and securities financing transactions may raise factual 
issues not found in traditional loan transactions. However, the OCC has 
determined not to make changes to the long-established text of the 
direct benefit test at this time. The OCC will continue to apply the 
test sensibly to these transactions in light of their facts and 
circumstances and will review the direct benefit test once it has 
experience with its application to the exposures arising from 
derivative transactions and securities financing transactions.

III. Explanatory Table

    The table below is provided as an aid in understanding the final 
rule. A prior version was included in the interim final rule and we 
have revised it to simplify it and to reflect the changes included in 
the final rule. It is not a substitute for the final rule itself.

----------------------------------------------------------------------------------------------------------------
      Transaction type                     Credit exposure                Calculation examples under Final Rule
----------------------------------------------------------------------------------------------------------------
                                                   Derivatives
----------------------------------------------------------------------------------------------------------------
Interest Rate Swap            Institutions that have an approved model  Non-modeled bank: Bank A without an
                               can use the model to determine the        approved model executes a $10 million,
                               attributable credit exposure.             5-year, interest rate swap. It receives
                              If no model, institutions must use         a fixed rate and pays floating.
                               either the Conversion Factor Matrix      The current mark-to-market is $0.
                               Method or the Current Exposure Method.
                              Conversion Factor Matrix Method:          Under the Conversion Factor Matrix
                               Attributable credit exposure is locked-   Method, the PFE factor for this swap is
                               in or fixed at the PFE on day 1 by        6%. Bank A ``locks-in'' attributable
                               simply multiplying notional principal     exposure of $600,000 ($10 million x
                               amount by a conversion factor provided    6%), the day-one PFE amount.
                               in table. No requirement to calculate
                               daily mark-to-market or re-calculate
                               PFE.
                              Current Exposure Method: Attributable     Under the Current Exposure Method (CEM),
                               credit exposure is calculated by adding   exposure is equal to the current mark-
                               the current exposure (the greater of      to-market, plus an ``add-on''
                               zero or the MTM value) and the PFE        determined by multiplying the notional
                               (calculated by multiplying the notional   amount times a factor appropriate for
                               amount by a specified conversion factor   the swap's maturity. The factor for a 5-
                               taken from Table 4 of the Advanced        year swap is 0.5 percent. Bank A's
                               Approaches Appendix of the capital        attributable exposure would be $50,000
                               rules, which varies based on the type     (0 + ($10 million x 0.5%)).
                               and remaining maturity of the contract)
                               of the derivative transaction.
Credit Derivative             To Counterparty \39\ Institutions that    Modeled bank with effective margining
                               model derivatives exposures determine     arrangement: Bank A buys and sells
                               the attributable exposure based on the    credit protection from and to Bank B on
                               model, provided there is an effective     Firms X, Y and Z. There is an effective
                               margining arrangement. They add in to     margining arrangement between the banks
                               the amount calculated under the model     with a collateralization threshold of
                               any net credit exposure under an          $2,000,000. Banks A and B use their
                               effective margining arrangement with      models to determine their counterparty
                               respect to which the counterparty is      credit exposures and add to the
                               not required to fully collaterize.        calculation $2,000,000.

[[Page 37940]]

 
                              Institutions that use the Conversion          Non-modeled bank or bank without
                               Factor Matrix Method or CEM for other         effective margining arrangement:
                               derivative transactions, or that model   Example 1
                               but do not have an effective margining   Bank A buys and sells credit protection
                               arrangement, calculate the attributable   from and to Bank B on Firms X, Y and Z.
                               exposure as the sum of all net notional   Bank A's net notional protection
                               protection purchased amounts across       purchased from Bank B is $50 for Firm X
                               reference entities.                       and $100 for Firm Y. Bank A's net
                              To Reference Entities \40\                 protection sold to Bank B is $35 for
                              Institutions calculate the exposure as     Firm Z. The lending limits exposure of
                               the net notional protection sold          Bank A to Bank B is a counterparty
                               amount. The net protection sold amount    credit exposure of $150. (Bank A also
                               is the gross notional protection sold     has a lending limits exposure to Firm Z
                               on a reference entity less the amount     of $35 due to reference entity
                               of any eligible credit derivative         exposure.)
                               purchased on that reference entity from  Example 2
                               an eligible protection provider.         Bank C sells credit protection on Firms
                                                                         1 and 2. Bank C's gross notional
                                                                         protection sold is $100 for Firm 1 and
                                                                         $200 for Firm 2. Bank C also purchases
                                                                         $25 of protection on Firm 2 from an
                                                                         eligible protection provider (EPP) via
                                                                         an eligible credit derivative. The
                                                                         lending limits exposure of Bank C to
                                                                         Firm 1 is $100 and to Firm 2 is $175.
                                                                         If Bank C models its exposures and has
                                                                         an effective margining agreement with
                                                                         the EPP, its counterparty exposure to
                                                                         the EPP for this transaction, as well
                                                                         as all other derivatives transactions
                                                                         in the same netting set, is calculated
                                                                         by the model. If Bank C has no
                                                                         effective margining agreement with the
                                                                         EPP or does not model, its counterparty
                                                                         exposure to the EPP is $25.
                                                                        Example 3
                                                                        Bank D funds a loan to Borrower Inc. in
                                                                         the amount of $100,000. Bank D
                                                                         purchases protection on Borrower Inc.
                                                                         in the amount of $40,000 from an
                                                                         eligible protection provider (EPP) via
                                                                         a single-name credit derivative that
                                                                         meets the requirements of Sec.
                                                                         32.2(m)(1) through (7). The amount of
                                                                         $40,000 does not exceed 10% of Bank D's
                                                                         capital and surplus. Bank D's
                                                                         counterparty exposure to Borrower Inc.
                                                                         is $60,000 for lending limits purposes
                                                                         ($100,000 - $40,000). Bank D, a bank
                                                                         whose use of models for legal lending
                                                                         limits purposes has been approved by
                                                                         the appropriate Federal banking agency,
                                                                         has an effective margining agreement
                                                                         with the EPP and so will model the
                                                                         counterparty exposure to the EPP on
                                                                         this credit derivative transaction as
                                                                         part of a portfolio of derivative
                                                                         transactions with the EPP.
----------------------------------------------------------------------------------------------------------------
                                              Securities Financing
----------------------------------------------------------------------------------------------------------------
Reverse Repurchase Agreement  Institutions that have an approved model  Using the Basic Method:
 (asset repo)                  can use the model to determine the       Bank executes a reverse repo in which it
                               attributable credit exposure.             lends $100 and receives as collateral 7-
                              Banks that do not have an approved model   year Treasury securities worth $102
                               can determine attributable credit         that have a haircut, based on Table 2
                               exposure using either the Basic Method    of the final rule, of 4%. Attributable
                               or the Basel Collateral Haircut Method.   exposure is $4 ($100 x 4%).

[[Page 37941]]

 
                              Basic Method:                             Using the Basel Collateral Haircut
                              Attributable credit exposure for lending   Method:
                               limit purposes is the product of the     Bank executes a reverse repo in which it
                               haircut associated with the collateral    lends $100 and receives as collateral 7-
                               received and the amount of cash           year Treasury securities worth $102
                               transferred.                              that have a haircut of 4%, based on
                              Basel Collateral Haircut Method:           Table 3 of Section 32(b)(2) of the
                              Attributable credit exposure for lending   Advanced Approaches Appendix of the
                               limit purposes is determined pursuant     capital rules. Attributable exposure is
                               to Sections 32(b)(2)(i) and (ii) of the   ($100 - $102) + ($100 x 0%) + ($102 x
                               Advanced Approaches Appendix of the       4%) = $2.08.
                               capital rules.
----------------------------------------------------------------------------------------------------------------
Repurchase Agreement          Institutions that have an approved model  Using the Basic Method:
                               can use the model to determine the       Bank executes a repo in which it borrows
                               attributable credit exposure.             $100, pledging 7-year Treasury
                              Banks that do not have an approved model   securities worth $102. Attributable
                               can determine attributable credit         exposure is $2, the amount of net
                               exposure using either the Basic Method    current credit exposure.
                               or the Basel Collateral Haircut Method.
                              Basic Method:                             Using the Basel Collateral Haircut
                              Attributable credit exposure for lending   Method:
                               limit purposes is the difference         Bank executes a repo in which it borrows
                               between the market value of securities    $100, pledging 7-year Treasury
                               transferred less cash received (i.e.,     securities worth $102 that have a
                               the net current credit exposure).         haircut of 4%, based on Table 3 of
                              Basel Collateral Haircut Method:           Section 32(b)(2) of the Advanced
                               Attributable credit exposure for          Approaches Appendix of the capital
                               lending limit purposes is determined      rules. Attributable exposure is ($102 -
                               pursuant to Sections 32(b)(2)(i) and      $100) + ($100 x 0%) + ($102 x 4%) =
                               (ii) of the Advanced Approaches           $6.08.
                               Appendix of the capital rules.
----------------------------------------------------------------------------------------------------------------
Securities Borrowing          Institutions that have an approved model  Using the Basic Method, cash as
 Transaction                   can use the model to determine the        collateral:
                               attributable credit exposure.            Bank borrows $100 par value 7-year
                              Banks that do not have an approved model   Treasury securities that have a fair
                               can determine attributable credit         value of $102. The bank pledges $100 in
                               exposure using either the Basic Method    cash. The haircut associated with the
                               or the Basel Collateral Haircut Method.   security is 4%, based on Table 2 of the
                                                                         final rule. The attributable exposure
                                                                         is $4 ($100 x 4%).
                              Basic Method:                             Using the Basic Method, securities as
                              If collateral is cash, treat the same as   collateral:
                               reverse repo: Attributable credit        Bank borrows $100 par value 7-year
                               exposure for lending purposes is the      Treasury securities (with fair value
                               product of the haircut associated with    $101) and pledges 5-year bank eligible
                               the collateral received and the amount    corporate bonds with a par value of
                               of cash transferred.                      $100 and fair value of $102. The
                              If collateral is securities:               haircut on the borrowed security is 4%
                              Attributable credit exposure for lending   and the haircut on the pledged security
                               limit purposes is the product of the      is 6%, based on Table 2 of the final
                               higher of the two haircuts associated     rule. The attributable exposure is $6
                               with the two securities and the higher    ($100 x 6%), based upon the higher of
                               of the two par values of the              the two security haircuts and the
                               securities.                               higher of the two par values (here the
                                                                         par values were the same).
                              Basel Collateral Haircut Method:          Using the Basel Collateral Haircut
                              Attributable credit exposure for lending   Method, cash as collateral:
                               limit purposes is determined pursuant    Bank borrows $100 par value 7-year
                               to Sections 32(b)(2)(i) and (ii) of the   Treasury securities that have a fair
                               Advanced Approaches Appendix of the       value of $102. The bank pledges $100 in
                               capital rules.                            cash. The haircut associated with the
                                                                         security is 4%, based on Table 3 of
                                                                         Section 32(b)(2) of the Advanced
                                                                         Approaches Appendix of the capital
                                                                         rules. The attributable exposure is
                                                                         ($100 - $102) + ($100 x 0%) + ($102 x
                                                                         4%) = $2.08.
                              ........................................  Using the Basel Collateral Haircut
                                                                         Method, securities as collateral:
                                                                        Bank borrows $100 par value 7-year
                                                                         Treasury securities (with fair value
                                                                         $101) and pledges 5-year bank eligible
                                                                         corporate bonds with a par value of
                                                                         $100 and a fair value of the $102. The
                                                                         haircut on the borrowed security is 4%
                                                                         and the haircut on the pledged security
                                                                         is 6%, based on Table 3 of Section
                                                                         32(b)(2) of the Advanced Approaches
                                                                         Appendix of the capital rules. The
                                                                         attributable exposure is: ($102 - $101)
                                                                         + ($102 x 6%) + ($101 x 4%) = $11.16.
----------------------------------------------------------------------------------------------------------------

[[Page 37942]]

 
Securities Lending            Institutions that have an approved model  Using the Basic Method, cash as
 Transaction                   can use the model to determine the        collateral:
                               attributable credit exposure.            Bank lends $100 par value 7-year
                              Banks that do not have an approved model   Treasury securities with fair value of
                               can determine attributable credit         $102 and receives $100 in cash
                               exposure using either the Basic Method    collateral. Attributable exposure is
                               or the Basel Collateral Haircut Method.   $2, the net current credit exposure.
                              Basic Method:                             Using the Basic Method, securities as
                              If collateral received is cash, treat      collateral:
                               the same as a repo: The attributable     Bank lends $100 par value 7-year
                               credit exposure for lending limit         Treasury securities with fair value of
                               purposes is the net current credit        $101 and receives as collateral a 5-
                               exposure.                                 year bank eligible corporate bond with
                              If the collateral received is other        a $100 par value and $102 fair value.
                               securities: The attributable credit       The haircuts on the loaned and borrowed
                               exposure for lending limit purposes is    securities are 4% and 6%, respectively,
                               the product of the higher of the two      based on Table 2 of the final rule.
                               haircuts associated with the two          Attributable exposure is $6 ($100 x
                               securities and the higher of the two      6%), based upon the higher of the two
                               par values of the securities.             security haircuts and the higher of the
                                                                         two par values (here the par values
                                                                         were the same).
                              Basel Collateral Haircut Method:          Using the Basel Collateral Haircut
                              Attributable credit exposure for lending   Method cash as collateral:
                               limit purposes is determined pursuant    Bank lends $100 par value 7-year
                               to Sections 32(b)(2)(i) and (ii) of the   Treasury securities with fair value of
                               Advanced Approaches Appendix of the       $102 and receives $100 in cash
                               capital rules.                            collateral. The haircut on the security
                                                                         is 4%, based on Table 3 of Section
                                                                         32(b)(2) of the Advanced Approaches
                                                                         Appendix of the capital rules.
                                                                         Attributable exposure is ($102 - $100)
                                                                         + ($100 x 0%) + ($102 x 4%) = $6.08.
                              ........................................  Using the Basel Collateral Haircut
                                                                         Method, securities as collateral:
                                                                        Bank lends a $100 par value 7-year
                                                                         Treasury security with a fair value of
                                                                         $101 and receives a 5-year bank
                                                                         eligible corporate bond as collateral,
                                                                         with a $100 par value and $102 fair
                                                                         value. The haircuts on the loaned and
                                                                         borrowed securities are 4% and 6%,
                                                                         respectively, based on Table 3 of
                                                                         Section 32(b)(2) of the Advanced
                                                                         Approaches Appendix of the capital
                                                                         rules. Attributable exposure is ($101 -
                                                                         $102) + ($102 x 6%) + ($101 x 4%) =
                                                                         $9.16.
----------------------------------------------------------------------------------------------------------------
\39\ The protection buyer is exposed to the counterparty risk of the seller; the buyer expects payment from the
  seller if there is a default. Technically, the seller also bears a degree of counterparty credit risk; this
  risk is not being captured by the lending limits.
\40\ Upon default of the reference entity, the protection seller must make a payment to the buyer.

IV. Effective and Compliance Dates

    The Administrative Procedure Act (APA) requires that a substantive 
rule must be published not less than 30 days before its effective date, 
unless, among other things, the rule grants or recognizes an exemption 
or relieves a restriction.\41\ Current 12 CFR 32.1(d) provides a 
temporary exception period for the application of the section 610-
related provisions of part 32 that expires on July 1, 2013. This final 
rule amends Sec.  32.1(d) to extend this temporary exception period 
through October 1, 2013. Because this amendment postpones the 
application of the section 610-related provisions to national banks and 
savings associations, thereby relieving banks and savings associations 
from compliance with the section 610-related provisions on July 1, 
2013, the amendment may take effect less than 30 days from publication. 
Because this extension must take effect before July 1, 2013 to prevent 
the current exception period from expiring, we have made the amendment 
to 12 CFR 32.1(d) contained in this final rule effective on June 25, 
2013.
---------------------------------------------------------------------------

    \41\ 5 U.S.C. 553(d)(1).
---------------------------------------------------------------------------

    Section 302 of the Riegle Community Development and Regulatory 
Improvement Act of 1994 (12 U.S.C. 4802) (RCDRIA) requires that 
regulations imposing additional reporting, disclosure, or other 
requirements on insured depository institutions take effect on the 
first day of the calendar quarter after publication of the final rule, 
unless, among other things, the agency determines for good cause that 
the regulations should become effective before such time. Because the 
amendment to extend the temporary compliance period does not impose any 
additional reporting, disclosure, or other requirements, the OCC finds 
good cause to dispense with the delayed effective date otherwise 
required by RCDRIA for this provision.
    All other amendments made by this final rule will take effect on 
the first day of the calendar quarter after publication of the final 
rule, October 1, 2013.

V. Regulatory Analysis

Regulatory Flexibility Act

    Pursuant to the Regulatory Flexibility Act (RFA),\42\ 5 U.S.C. 603, 
an agency must prepare a regulatory flexibility analysis for all 
proposed and final rules that describe the impact of the rule on small 
entities, unless the head of an agency certifies that the rule will not 
have ``a significant economic impact on a substantial number of small 
entities.'' However, the RFA applies only to rules for which an agency 
publishes a general notice of proposed rulemaking pursuant to 5 U.S.C. 
553(b).\43\ Because the OCC

[[Page 37943]]

did not publish a notice of proposed rulemaking pursuant to 5 U.S.C. 
553(b)(B),\44\ the RFA does not apply to this final rule.
---------------------------------------------------------------------------

    \42\ Public Law 96-354, Sept. 19, 1980.
    \43\ 5 U.S.C. 603(a), 604(a).
    \44\ Section 553(b)(B) provides that general notice and an 
opportunity for public comment are not required prior to the 
issuance of a final rule when an agency, for good cause, finds that 
``notice and public procedure thereon are impracticable, 
unnecessary, or contrary to the public interest.''
---------------------------------------------------------------------------

Unfunded Mandates Reform Act

    Section 202 of the Unfunded Mandates Reform Act of 1995, Public Law 
104-4 (2 U.S.C. 1532) (Unfunded Mandates Act), requires that an agency 
prepare a budgetary impact statement before promulgating any rule 
likely to result in a Federal mandate that may result in the 
expenditure by state, local, and tribal governments, in the aggregate, 
or by the private sector, of $100 million or more in any one year. If a 
budgetary impact statement is required, section 205 of the Unfunded 
Mandates Act also requires an agency to identify and consider a 
reasonable number of regulatory alternatives before promulgating a 
rule. The OCC has determined that there is no Federal mandate imposed 
by this rulemaking that may result in the expenditure by state, local, 
and tribal governments, in the aggregate, or by the private sector, of 
$100 million or more in any one year. Accordingly, final rule is not 
subject to section 202 of the Unfunded Mandates Act.

Paperwork Reduction Act

    In accordance with the requirements of the Paperwork Reduction Act 
(PRA) of 1995 (44 U.S.C. 3501-3521), the OCC may not conduct or 
sponsor, and a respondent is not required to respond to, an information 
collection unless it displays a currently valid Office of Management 
and Budget (OMB) control number. Part 32 contains information 
collection requirements under the PRA, which have been previously 
approved by OMB under OMB Control No. 1557-0221. The OCC is seeking 
renewal of OMB PRA approval separately from this rulemaking for these 
requirements. The OCC now is seeking OMB approval of the model approval 
process contained in Sec.  32.9 of this final rule.
    In response to comments received, we have clarified the model 
approval process in Sec.  32.9(b)(1)(i)(C). The use of a model (other 
than the model approved for purposes of the Advanced Measurement 
Approach in the capital rules) must be approved by the OCC specifically 
for part 32 purposes and must be approved in writing. If a national 
bank or Federal savings association proposes to use an internal model 
that has been approved by the OCC for purposes of the Advanced 
Measurement Approach, the institution must provide prior written 
notification to the OCC prior to use of the model for lending limits 
purposes. OCC approval is also required before substantive revisions 
are made to a model that is used for lending limits purposes.
    Estimated Number of Respondents: 238.
    Estimated Burden per Respondent: 1 hour per model; 2 models per 
respondent.
    Estimated Total Burden: 476 hours.
    Comments are invited on:
    (a) Whether the collection of information is necessary for the 
proper performance of the OCC's functions, including whether the 
information has practical utility;
    (b) The accuracy of the estimates of the burden of the 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 information collection burden, including 
through the use of automated collection techniques or other forms of 
information technology; and
    (e) Estimates of capital or start up costs and costs of operation, 
maintenance, and purchase of services to provide information.
    Because paper mail in the Washington, DC area and at the OCC is 
subject to delay, commenters are encouraged to submit comments by email 
if possible. Comments may be sent to: Legislative and Regulatory 
Activities Division, Office of the Comptroller of the Currency, Suite 
3E-218, Mail Stop 9W-11, Attention: 1557-NEW, 400 7th Street SW., 
Washington, DC 20219. In addition, comments may be sent by fax to (571) 
465-4326 or by electronic mail to [email protected]. You may 
personally inspect and photocopy comments at the OCC, 400 7th Street 
SW., Washington, DC 20219. For security reasons, the OCC requires that 
visitors make an appointment to inspect comments. You may do so by 
calling (202) 649-6700. 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.
    All comments received, including attachments and other supporting 
materials, are part of the public record and subject to public 
disclosure. Do not enclose any information in your comment or 
supporting materials that you consider confidential or inappropriate 
for public disclosure.
    Additionally, please send a copy of your comments by mail to: OCC 
Desk Officer, 1557-NEW, U.S. Office of Management and Budget, 725 17th 
Street NW., 10235, Washington, DC 20503, or by email to:  oira 
[email protected].

List of Subjects

12 CFR Part 32

    National banks, Reporting and recordkeeping requirements.

12 CFR Part 159

    Reporting and recordkeeping requirements, Savings associations.

12 CFR Part 160

    Consumer protection, Investments, Mortgages, Reporting and 
recordkeeping requirements, Savings associations, Securities.
    For the reasons set forth in the preamble, the interim final rule 
amending chapter I of title 12 of the Code of Federal Regulations that 
was published at 77 FR 37265 on June 21, 2012 is adopted as final with 
the following amendments.

PART 32--LENDING LIMITS

0
1. The authority citation for part 32 continues to read as follows:

    Authority: 12 U.S.C. 1 et seq., 84, 93a, 1462a, 1463, 1464(u), 
and 5412(b)(2)(B).


0
2. Section 32.1 is amended by:
0
a. Revising paragraphs (a) through (c); and
0
b. Amending paragraph (d) by removing ``July 1, 2013'' and adding in 
its place ``October 1, 2013''.
    The revision reads as follows:


Sec.  32.1  Authority, purpose and scope.

    (a) Authority. This part is issued pursuant to 12 U.S.C. 1 et seq., 
12 U.S.C. 84, 93a, 1462a, 1463, 1464(u), and 5412(b)(2)(B).
    (b) Purpose. The purpose of this part is to protect the safety and 
soundness of national banks and savings associations by preventing 
excessive loans to one person, or to related persons that are 
financially dependent, and to promote diversification of loans and 
equitable access to banking services.
    (c) Scope. (1) Except as provided by paragraphs (c) and (d) of this 
section, this part applies to all loans and extensions of credit made 
by national banks and their domestic operating subsidiaries and to all 
loans and extensions of credit made by savings associations, their 
operating subsidiaries, and their service

[[Page 37944]]

corporations that are consolidated under Generally Accepted Accounting 
Principles (GAAP). For purposes of this part, the term ``savings 
association'' includes Federal savings associations and state savings 
associations, as those terms are defined in 12 U.S.C. 1813(b).
    (2) This part does not apply to loans or extensions of credit made 
to the bank's or savings association's:
    (i) Affiliates, as that term is defined in 12 U.S.C. 371c(b)(1) and 
(e), as implemented by 12 CFR 223.2(a) (Regulation W);
    (ii) Operating subsidiaries;
    (iii) Edge Act or Agreement Corporation subsidiaries; or
    (iv) Any other subsidiary consolidated with the bank or savings 
association under GAAP.
    (3) The lending limits in this part are separate and independent 
from the investment limits prescribed by 12 U.S.C. 24 (Seventh) or 12 
U.S.C. 1464(c), as applicable, and 12 CFR Part 1 and 12 CFR 160.30, and 
a national bank or savings association may make loans or extensions of 
credit to one borrower up to the full amount permitted by this part and 
also hold eligible securities of the same obligor up to the full amount 
permitted under 12 U.S.C. 24 (Seventh) or 12 U.S.C. 1464(c), as 
applicable, and 12 CFR Part 1 and 12 CFR 160.30.
    (4) Loans and extensions of credit to executive officers, directors 
and principal shareholders of national banks, savings associations, and 
their related interests are subject to limits prescribed by 12 U.S.C. 
375a and 375b in addition to the lending limits established by 12 
U.S.C. 84 or 12 U.S.C. 1464(u) as applicable, and this part.
    (5) In addition to the foregoing, loans and extensions of credit 
must be consistent with safe and sound banking practices.
* * * * *

0
3. Section 32.2 is amended by:
0
a. Revising paragraph (l);
0
b. In paragraph (m)(3)(ii), adding after ``insolvency,'' the phrase 
``restructuring (for obligors not subject to bankruptcy or 
insolvency),'' and adding a comma after the phrase ``as they become 
due'';
0
c. Removing the ``and'' at the end of paragraph (q)(2)(v),
0
d. Removing the period at the end of paragraph (q)(2)(vi)(A)(3) and 
adding in its place ``; and'';
0
e. Adding new paragraph (q)(2)(vii); and
0
f. Redesignating paragraphs (bb), (cc) and (dd) as paragraphs (cc), 
(dd) and (ee), respectively, and adding new paragraph (bb).
    The additions and revisions read as follows:


Sec.  32.2  Definitions.

* * * * *
    (l) Effective margining arrangement means a master legal agreement 
governing derivative transactions between a bank or savings association 
and a counterparty that requires the counterparty to post, on a daily 
basis, variation margin to fully collateralize that amount of the 
bank's or savings association's net credit exposure to the counterparty 
that exceeds $25 million created by the derivative transactions covered 
by the agreement.
* * * * *
    (q) * * *
    (2) * * *
    (vii) That portion of one or more loans or extensions of credit, 
not to exceed 10 percent of capital and surplus, with respect to which 
the national bank or savings association has purchased protection in 
the form of a single-name credit derivative that meets the requirements 
of Sec.  32.2(m)(1) through (7) from an eligible protection provider if 
the reference obligor is the same legal entity as the borrower in the 
loan or extension of credit and the maturity of the protection 
purchased equals or exceeds the maturity of the loan or extension of 
credit.
* * * * *
    (bb) Security has the same meaning as in section 3(a)(10) of the 
Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(10)).
* * * * *


Sec.  32.6  [Amended]

0
4. Section 32.6(a)(3) is amended by:
0
a. Removing the word ``Internal''; and
0
b. Adding ``the Current Exposure Method specified in Sec.  
32.9(b)(1)(iii), or the Basel Collateral Haircut Method specified in 
Sec.  32.9(c)(1)(iii)'' after ``Model Method specified in Sec.  
32.9(b)(1)(i) or Sec.  32.9(c)(1)(i)''.


0
5. Section 32.9 is amended by:
0
a. In paragraph (b)(1):
0
i. In the first sentence, removing the phrase ``paragraphs (b)(2) and 
(b)(3) of this section'' and adding in its place the phrase 
``paragraphs (b)(2), (b)(3) and (b)(4) of this section''; and
0
ii. In the second sentence, removing the phrase ``Subject to paragraph 
(b)(3)'' and adding in its place ``Subject to paragraph (b)(4)'';
0
b. Revising the heading in paragraph (b)(1)(i);
0
c. Revising paragraph (b)(1)(i)(C);
0
d. Revising paragraph (b)(1)(ii);
0
e. Revising Table 1 in paragraph (b)(1)(ii);
0
f. Revising paragraph (b)(1)(iii);
0
g. Removing Table 2;
0
h. Revising paragraph (b)(2);
0
i. Redesignating paragraph (b)(3) as paragraph (b)(4), and revising it;
0
j. Adding a new paragraph (b)(3);
0
k Revising paragraph (c)(1)(i);
0
l. Revising the heading in paragraph (c)(1)(ii);
0
m. Adding a sentence at the end of paragraphs (c)(1)(ii)(B)(2) and 
(c)(1)(ii)(D)(2);
0
n. In paragraph (c)(1)(ii)(B) through (D), removing the phrase ``Table 
3'' each time it appears and adding in its place the phrase ``Table 
2'';
0
o. Redesignating Table 3 as Table 2, and revising newly redesignated 
Table 2;
0
p. Adding a new paragraph (c)(1)(iii); and
0
q. Revising paragraph (c)(2).
    The revisions and additions read as follows:


Sec.  32.9  Credit exposure arising from derivative and securities 
financing transactions.

* * * * *
    (b) * * *
    (1) * * *
    (i) Model Method. * * *
    (C) Calculation of potential future credit exposure. (1) A bank or 
savings association shall calculate its potential future credit 
exposure by using either:
    (i) An internal model the use of which has been approved in writing 
for purposes of 12 CFR Part 3, Appendix C, Section 32(d), 12 CFR Part 
167, Appendix C, Section 32(d), or 12 CFR Part 390, subpart Z, Appendix 
A, Section 32(d), as appropriate, provided that the bank or savings 
association provides prior written notice to the appropriate Federal 
banking agency of its use for purposes of this section; or
    (ii) Any other appropriate model the use of which has been approved 
in writing for purposes of this section by the appropriate Federal 
banking agency.
    (2) Any substantive revisions to a model made after the bank or 
savings association has provided notice of the use of the model to the 
appropriate Federal banking agency pursuant to paragraph 
(b)(1)(i)(C)(1)(i) of this section or after the appropriate Federal 
banking agency has approved the use of the model pursuant to paragraph 
(b)(1)(i)(C)(1)(ii) of this section must be approved by the agency 
before a bank or savings association may use the revised model for 
purposes of this part.
* * * * *
    (ii) Conversion Factor Matrix Method. The credit exposure arising 
from a derivative transaction under the Conversion Factor Matrix Method 
shall equal and remain fixed at the potential future credit exposure of 
the derivative transaction which shall equal the

[[Page 37945]]

product of the notional amount of the derivative transaction and a 
fixed multiplicative factor determined by reference to Table 1 of this 
section.

             Table 1--Conversion Factor Matrix for Calculating Potential Future Credit Exposure \1\
----------------------------------------------------------------------------------------------------------------
                                                                                                     Other \3\
                                                                                                     (includes
                                                                      Foreign                       commodities
              Original maturity \2\                Interest rate   exchange rate      Equity       and precious
                                                                     and gold                      metals except
                                                                                                       gold)
----------------------------------------------------------------------------------------------------------------
1 year or less..................................            .015            .015             .20             .06
Over 1 to 3 years...............................            .03             .03              .20             .18
Over 3 to 5 years...............................            .06             .06              .20             .30
Over 5 to 10 years..............................            .12             .12              .20             .60
Over ten years..................................            .30             .30              .20            1.0
----------------------------------------------------------------------------------------------------------------
\1\ For an OTC derivative contract with multiple exchanges of principal, the conversion factor is multiplied by
  the number of remaining payments in the derivative contract.
\2\ For an OTC derivative contract that is structured such that on specified dates any outstanding exposure is
  settled and the terms are reset so that the market value of the contract is zero, the remaining maturity
  equals the time until the next reset date. For an interest rate derivative contract with a remaining maturity
  of greater than one year that meets these criteria, the minimum conversion factor is 0.005.
\3\ Transactions not explicitly covered by any other column in the Table are to be treated as ``Other.''

    (iii) Current Exposure Method. The credit exposure arising from a 
derivative transaction (other than a credit derivative transaction) 
under the Current Exposure Method shall be calculated pursuant to 12 
CFR Part 3, Appendix C, Sections 32(c)(5), (6) and (7); 12 CFR Part 
167, Appendix C, Sections 32(c)(5), (6), and (7); or 12 CFR Part 390, 
subpart Z, Appendix A, Sections 32(c)(5), (6) and (7), as appropriate.
    (2) Credit Derivatives. (i) Counterparty exposure. (A) In general. 
Notwithstanding paragraph (b)(1) of this section and subject to 
paragraph (b)(2)(i)(B) of this section, a national bank or savings 
association that uses the Conversion Factor Matrix Method or the 
Current Exposure Method, or that uses the Model Method without entering 
an effective margining arrangement as defined in Sec.  32.2(l), shall 
calculate the counterparty credit exposure arising from credit 
derivatives entered by the bank or savings association by adding the 
net notional value of all protection purchased from the counterparty on 
each reference entity.
    (B) Special rule for certain effective margining arrangements. A 
bank or savings association must add the EMA threshold amount to the 
counterparty credit exposure arising from credit derivatives calculated 
under the Model Method. The EMA threshold is the amount under an 
effective margining arrangement with respect to which the counterparty 
is not required to post variation margin to fully collateralize the 
amount of the bank's or savings association's net credit exposure to 
the counterparty.
    (ii) Reference entity exposure. A national bank or savings 
association shall calculate the credit exposure to a reference entity 
arising from credit derivatives entered into by the bank or savings 
association by adding the net notional value of all protection sold on 
the reference entity. A bank or savings association may reduce its 
exposure to a reference entity by the amount of any eligible credit 
derivative purchased on that reference entity from an eligible 
protection provider.
    (3) Special rule for central counterparties. (i) In addition to 
amounts calculated under Sec.  32.9(b)(1) and (2), the measure of 
counterparty exposure to a central counterparty shall also include the 
sum of the initial margin posted by the bank or savings association, 
plus any contributions made by it to a guaranty fund at the time such 
contribution is made.
    (ii) Paragraph (b)(3)(i) of this section does not apply to a 
national bank or saving association that uses an internal model 
pursuant to paragraph (b)(1)(i) of this section if such model reflects 
the initial margin and any contributions to a guaranty fund.
    (4) Mandatory or alternative method. The appropriate Federal 
banking agency may in its discretion require or permit a national bank 
or savings association to use a specific method or methods set forth in 
paragraph (b)(1) of this section to calculate the credit exposure 
arising from all derivative transactions or any specific, or category 
of, derivative transactions if it finds, in its discretion, that such 
method is consistent with the safety and soundness of the bank or 
savings association.
    (c) * * * (1) * * *
    (i) Model Method. (A) A national bank or savings association may 
calculate the credit exposure of a securities financing transaction by 
using either:
    (1) An internal model the use of which has been approved in writing 
by the appropriate Federal banking agency for purposes of 12 CFR Part 
3, Appendix C, Section 32(b); 12 CFR Part 167, Appendix C, Section 
32(b); or 12 CFR Part 390, subpart Z, Appendix A, Section 32(b), as 
appropriate, provided the bank or savings association provides prior 
written notice to the appropriate Federal banking agency of its use for 
purposes of this section; or
    (2) Any other appropriate model the use of which has been approved 
in writing for purposes of this section by the appropriate Federal 
banking agency.
    (B) Any substantive revisions to a model made after the bank or 
savings association has provided notice of the use of the model to the 
appropriate Federal banking agency pursuant to paragraph 
(c)(1)(i)(A)(1) of this section or after the appropriate Federal 
banking agency has approved the use of the model pursuant to paragraph 
(c)(1)(i)(A)(2) of this section must be approved by the agency before a 
bank or savings association may use the revised model for purposes of 
part 32.
    (ii) Basic Method. * * *
    (B) * * *
    (2) * * * Where more than one security is provided as collateral, 
the applicable haircut is the higher of the haircut associated with the 
security lent and the notional-weighted average of the haircuts 
associated with the securities provided as collateral.
* * * * *
    (D) * * *
    (2) * * * Where more than one security is provided as collateral, 
the applicable haircut is the higher of the haircut associated with the 
security borrowed and the notional-weighted average of the haircuts 
associated with the securities provided as collateral.

[[Page 37946]]



                      TABLE 2--Collateral Haircuts
------------------------------------------------------------------------
 
------------------------------------------------------------------------
                           SOVEREIGN ENTITIES
------------------------------------------------------------------------
                                   Residual maturity    Haircut without
                                                       currency mismatch
                                                              \1\
------------------------------------------------------------------------
OECD Country Risk Classification  < = 1 year........  0.005.
 \2\ 0-1.
                                  >1 year, <= 5       0.02.
                                   years.
                                  >5 years..........  0.04.
OECD Country Risk Classification  <= 1 year.........  0.01.
 2-3.
                                  >1 year, <= 5       0.03.
                                   years.
                                  > 5 years.........  0.06.
------------------------------------------------------------------------
    CORPORATE AND MUNICIPAL BONDS THAT ARE BANK-ELIGIBLE INVESTMENTS
------------------------------------------------------------------------
                                   Residual maturity    Haircut without
                                        for debt       currency mismatch
                                       securities
------------------------------------------------------------------------
All.............................  <=1 year..........  0.02.
All.............................  >1 year, <=5 years  0.06.
All.............................  >5 years..........  0.12.
------------------------------------------------------------------------
                        OTHER ELIGIBLE COLLATERAL
------------------------------------------------------------------------
Main index \3\ equities (including convertible        0.15.
 bonds).
Other publicly-traded equities (including             0.25.
 convertible bonds).
Mutual funds........................................  Highest haircut
                                                       applicable to any
                                                       security in which
                                                       the fund can
                                                       invest.
Cash collateral held................................  0.
------------------------------------------------------------------------
\1\ In cases where the currency denomination of the collateral differs
  from the currency denomination of the credit transaction, an
  additional 8 percent haircut will apply.
\2\ OECD Country Risk Classification means the country risk
  classification as defined in Article 25 of the OECD's February 2011
  Arrangement on Officially Supported Export Credits Arrangement.
\3\ Main index means the Standard & Poor's 500 Index, the FTSE All-World
  Index, and any other index for which the covered company can
  demonstrate to the satisfaction of the Federal Reserve that the
  equities represented in the index have comparable liquidity, depth of
  market, and size of bid-ask spreads as equities in the Standard &
  Poor's 500 Index and FTSE All-World Index.

    (iii) Basel Collateral Haircut Method. A national bank or savings 
association may calculate the credit exposure of a securities financing 
transaction pursuant to 12 CFR Part 3, Appendix C, Sections 32(b)(2)(i) 
and (ii); 12 CFR Part 167, Appendix C, Sections 32(b)(2)(i) and (ii); 
or 12 CFR Part 390, subpart Z, Appendix A, Sections 32(b)(2)(i) and 
(ii), as appropriate.
    (2) Mandatory or alternative method. The appropriate Federal 
banking agency may in its discretion require or permit a national bank 
or savings association to use a specific method or methods set forth in 
paragraph (c)(1) of this section to calculate the credit exposure 
arising from all securities financing transactions or any specific, or 
category of, securities financing transactions if the appropriate 
Federal banking agency finds, in its discretion, that such method is 
consistent with the safety and soundness of the bank or savings 
association.

PART 159--SUBORDINATE ORGANIZATIONS

0
6. The authority citation for part 159 continues to read as follows:

    Authority: 12 U.S.C. 1462, 1462a, 1463, 1464, 1828, 
5412(b)(2)(B).


0
7. Section 159.3 is amended by revising paragraph (k)(2) to read as 
follows:


Sec.  159.3  What are the characteristics of, and what requirements 
apply to, subordinate organizations of Federal savings associations?

* * * * *
    (k) * * *
    (2) The LTOB regulation does not apply to loans from you to your 
GAAP-consolidated service corporation or from your GAAP-consolidated 
service corporation to you. However, part 32 imposes restrictions on 
the amount of loans you may make to non-consolidated service 
corporations. Loans made by a GAAP-consolidated service corporation are 
aggregated with your loans for LTOB purposes.
* * * * *

0
8. Section 159.5 is amended by revising paragraphs (b) and (c) to read 
as follows:


Sec.  159.5  How much may a Federal savings association invest in 
service corporations or lower-tier entities?

* * * * *
    (b) In addition to the amounts you may invest under paragraph (a) 
of this section, and to the extent that you have authority under other 
provisions of section 5(c) of the HOLA and part 160 of this chapter, 
and available capacity within any applicable investment limits, you may 
make loans to any non-consolidated subsidiary, subject to the lending 
limits in part 32 of this chapter.
    (c) For purposes of this section, the term ``obligations'' includes 
all loans and other debt instruments (except accounts payable incurred 
in the ordinary course of business and paid within 60 days) and all 
guarantees or take-out commitments of such loans or debt instruments.

    Dated: June 19, 2013.
Thomas J. Curry,
Comptroller of the Currency.
[FR Doc. 2013-15174 Filed 6-24-13; 8:45 am]
BILLING CODE 4810-33-P