[Federal Register Volume 84, Number 42 (Monday, March 4, 2019)]
[Notices]
[Pages 7367-7369]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-03776]


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FEDERAL RESERVE SYSTEM


Agency Information Collection Activities: Announcement of Board 
Approval Under Delegated Authority and Submission to OMB

AGENCY: Board of Governors of the Federal Reserve System.

SUMMARY: The Board of Governors of the Federal Reserve System (Board) 
is adopting a proposal to extend for three years, with revision, the 
Consolidated Holding Company Report of Equity Investments in 
Nonfinancial Companies and the Annual Report of Merchant Banking 
Investments Held for an Extended Period (FR Y-12 and FR Y-12A; OMB No. 
7100-0300). The revisions to the FR Y-12 are applicable as of the March 
31, 2019, reporting date, and the revisions to the FR Y-12A are 
applicable as of the December 31, 2019, reporting date.

FOR FURTHER INFORMATION CONTACT: 
    Federal Reserve Board Clearance Officer--Nuha Elmaghrabi--Office of 
the Chief Data Officer, Board of Governors of the Federal Reserve 
System, Washington, DC 20551, (202) 452-3829. Telecommunications Device 
for the Deaf (TDD) users may contact (202) 263-4869, Board of Governors 
of the Federal Reserve System, Washington, DC 20551.
    OMB Desk Officer--Shagufta Ahmed--Office of Information and 
Regulatory Affairs, Office of Management and Budget, New Executive 
Office Building, Room 10235, 725 17th Street NW, Washington, DC 20503, 
or by fax to (202) 395-6974.

SUPPLEMENTARY INFORMATION: On June 15, 1984, the Office of Management 
and Budget (OMB) delegated to the Board authority under the Paperwork 
Reduction Act (PRA) to approve and assign OMB control numbers to 
collection of information requests and requirements conducted or 
sponsored by the Board. Board-approved collections of information are 
incorporated into the official OMB inventory of currently approved 
collections of information. Copies of the Paperwork Reduction Act 
Submission, supporting statements and approved collection of 
information instrument(s) are placed into OMB's public docket files. 
The Board may not conduct or sponsor, and the respondent is not 
required to respond to, an information collection that has been 
extended, revised, or implemented on or after October 1, 1995, unless 
it displays a currently valid OMB control number.

[[Page 7368]]

Final Approval Under OMB Delegated Authority of the Extension for Three 
Years, With Revision, of the Following Information Collection

    Report title: Consolidated Holding Company Report of Equity 
Investments in Nonfinancial Companies, and Annual Report of Merchant 
Banking Investments Held for an Extended Period.
    Agency form numbers: FR Y-12 and FR Y-12A.
    OMB control number: 7100-0300.
    Effective dates: The revisions to the FR Y-12 are applicable as of 
the March 31, 2019, reporting date, and the revisions to the FR Y-12A 
are applicable as of the December 31, 2019, reporting date.
    Frequency: FR Y-12, quarterly or semiannually based on the 
reporting threshold criteria; FR Y-12A, annually.
    Respondents: FR Y-12: Bank holding companies (BHCs), savings and 
loan holding companies (SLHCs), and U.S. intermediate holding companies 
(IHCs). FR Y-12A: Financial holding companies (FHCs) that hold merchant 
banking investments that are approaching the end of the holding periods 
permissible under the Board's Regulation Y.\1\
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    \1\ See 12 CFR 225.172(b)(4) and 225.173(c).
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    Number of respondents: FR Y-12, 27 quarterly and 5 semiannually; FR 
Y-12A, 439.
    Estimated average hours per response: FR Y-12, 16.5 hours; FR Y-
12A, 7.5 hours.
    Estimated annual reporting hours: FR Y-12, 1,947 hours; FR Y-12A, 
3,293 hours.
    General description of report: The FR Y-12 collects information 
from certain domestic BHCs, SLHCs, and U.S. IHCs on their equity 
investments in nonfinancial companies. Respondents report the FR Y-12 
either quarterly or semiannually based on the criteria in the reports. 
The FR Y-12A is filed annually by FHCs that hold merchant banking 
investments that are approaching the end of the holding periods 
permissible under the Board's Regulation Y.
    Legal authorization and confidentiality: The FR Y-12 and FR Y-12A 
are mandatory and are authorized to be collected from BHCs and FHCs 
pursuant to section 5(c) of the Bank Holding Company Act (BHC Act) (12 
U.S.C. 1844(c)(1)(A)); from SLHCs pursuant to section 10(b)(2) of the 
Home Owners Loan Act (HOLA) (12 U.S.C. 1467a(b)(2)), as amended by 
section 369(8) of the Dodd-Frank Wall Street and Consumer Protection 
Act (Dodd-Frank Act); and from IHCs pursuant to section 5(c) of the BHC 
Act, (12 U.S.C. 1844(c)(1)(A)), as well as pursuant to sections 
102(a)(1) and 165 of the Dodd-Frank Act, (12 U.S.C. 5311(a)(1) and 
5365),\2\ and the Board's Regulation YY, 12 CFR 252.153(b)(2).
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    \2\ Section 165(b)(2) of Title I of the Dodd-Frank Act, (12 
U.S.C. 5365(b)(2)), refers to a ``foreign-based bank holding 
company.'' Section 102(a)(1) of the Dodd-Frank Act, (12 U.S.C. 
5311(a)(1)), defines ``bank holding company'' for purposes of Title 
I of the Dodd-Frank Act to include foreign banking organizations 
that are treated as bank holding companies under section 8(a) of the 
International Banking Act, (12 U.S.C. 3106(a)). The Board has 
required, pursuant to section 165(b)(1)(B)(iv) of the Dodd-Frank 
Act, (12 U.S.C. 5365(b)(1)(B)(iv)), certain of the foreign banking 
organizations that are subject to section 165 of the Dodd-Frank Act 
to form U.S. IHCs. Accordingly, the parent foreign-based 
organization of a U.S. IHC is treated as a BHC for purposes of the 
BHC Act and section 165 of the Dodd-Frank Act. Because section 5(c) 
of the BHC Act authorizes the Board to require reports from 
subsidiaries of BHCs, section 5(c) provides additional authority to 
require U.S. IHCs to report the information contained in the FR Y-12 
and FR Y-12A reports.
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    In addition, with respect to the FR Y-12A report, section 
4(k)(7)(A) of the BHC Act, (12 U.S.C. 1843(k)(7)(A)), authorizes the 
Board and the Treasury Department to jointly develop implementing 
regulations governing merchant banking activities for purposes of 
section 4(k)(4)(H) of the BHC Act. Section 4(k)(4)(H) of the BHC Act, 
(12 U.S.C. 1843(k)(4)(H)), and subpart J of the Board's Regulation Y, 
(12 CFR 225.170 et seq.), authorize a BHC that has made an effective 
FHC election to acquire merchant banking investments that are not 
otherwise permissible for an FHC. Section 10(c)(2)(H) of the HOLA, as 
amended by section 606(b) of the Dodd-Frank Act, (12 U.S.C. 
1467a(c)(2)(H)), and section 8(a) of the International Bank Act, (12 
U.S.C. 3106(a)), extend certain authorities and requirements of the BHC 
Act to SLHCs and to foreign banks, respectively.
    The Board does not consider information collected on the FR Y-12 
report to be confidential, and the completed version of this report 
generally is made available to the public upon request. However, 
exemption 4 of the Freedom of Information Act (FOIA) provides an 
exemption from public disclosure for ``trade secrets and commercial or 
financial information obtained from a person [that is] privileged or 
confidential.'' (5 U.S.C. 552(b)(4)). Thus, if a respondent feels that 
disclosure of confidential commercial or financial information on the 
FR Y-12 report is reasonably likely to result in substantial harm to 
its competitive position under exemption 4 of the FOIA, the respondent 
may request confidential treatment for such information pursuant to the 
Board's Rules Regarding the Availability of Information, 12 CFR 261.15.
    The Board generally considers the information collected on the FR 
Y-12A to be confidential under exemption 4 of the FOIA (5 U.S.C. 
552(b)(4)). Information reported on the FR Y-12A is competitively 
sensitive and its release would likely result in substantial harm to 
the competitive position of an FHC or SLHC. In addition, if the FR Y-
12A data is obtained as a part of an examination or supervision of a 
financial institution, this information may also be withheld pursuant 
to exemption 8 of the FOIA, which protects information contained in 
``examination, operating, or condition reports'' obtained in the bank 
supervisory process (5 U.S.C. 552(b)(8)).
    Current actions: On November 5, 2018, the Board invited comment on 
a proposal \3\ to extend for three years, with revision, the FR Y-12 
and FR Y-12A. The Board proposed to revise the FR Y-12 by requiring 
that dollar values be reported in thousands instead of millions, and by 
no longer requiring firms to report the fax number of the person to be 
contacted regarding a report submission. The Board proposed the 
following revisions to the FR Y-12A: (1) Requiring that dollar values 
be reported in thousands instead of millions, (2) adding an item for 
the holding period expiration date of the covered investment, (3) 
expanding the scope of the item where a respondent indicates its plan 
and schedule for disposition of its covered investment, (4) clarifying 
that the top-tier FHC should be the filer for each submitted report, 
(5) adding an item for the RSSD ID \4\ of the direct holder of the 
covered investment, (6) clarifying that an FHC must continue to file 
the report until it ceases to hold the covered investment, (7) no 
longer requiring firms to report the fax number of the person to be 
contacted regarding a report submission, and (8) making minor 
clarifications throughout the instructions.
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    \3\ See 83 FR 55366 (November 5, 2018).
    \4\ An RSSD ID is a unique identifier assigned to institutions 
by the Federal Reserve.
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    Detailed discussion of public comments: The commenter supported the 
collection of supervisory information through the FR Y-12 and FR Y-12A 
reports and did not contest the accuracy of the burden estimate. In 
addition, the commenter made three recommendations. The first 
recommendation was that the collected information should be notarized. 
Since the FR Y-12 and FR Y-12A currently require an attestation of 
truthfulness and accuracy by an executive officer,

[[Page 7369]]

the Board believes this obviates the need for notarization. The second 
recommendation was to use a website for submissions to minimize burden. 
The Board currently allows submission of the FR Y-12 and FR Y-12A by 
mail or electronically via the Federal Reserve System's Reporting 
Central application, so the Board does not believe an additional 
electronic submission mechanism is necessary. The third recommendation 
was to ensure that respondents are aware of exactly which information 
must be reported, and the reasons that this information is required. 
Board staff has strived to draft instructions for the FR Y-12 and FR Y-
12A reports that are as clear as possible and will continue to explore 
ways to increase the clarity of those instructions. The Board's public 
OMB supporting statements and Federal Register notices regarding the FR 
Y-12 and FR Y-12A reports explain that the information collected by the 
reports is necessary for the Board to carry out its responsibilities of 
supervising holding companies and maintaining U.S. financial stability.
    The revisions to the FR Y-12 and FR Y-12A will be implemented as 
proposed.

    Board of Governors of the Federal Reserve System, February 26, 
2019.
Michele Taylor Fennell,
Assistant Secretary of the Board.
[FR Doc. 2019-03776 Filed 3-1-19; 8:45 am]
 BILLING CODE 6210-01-P