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Regulation Y
Bank Holding Companies and Change in Bank Control

12 CFR 225; as amended effective April 1, 2022
  • Subpart A—General Provisions
  • Section
  • Authority, purpose, and scope
  • Definitions
  • Administration
  • Corporate practices
  • Registration, reports, and inspections
  • Penalties for violations
  • Exceptions to tying provisions
  • Capital planning and stress capital buffer requirement
  • Control over securities
  • Temporary relief for 2020 and 2021
  • Subpart B—Acquisition of Bank Securities or Assets
  • Section
  • Transactions requiring Board approval
  • Transactions not requiring Board approval
  • Factors considered in acting on bank acquisition proposals
  • Expedited action for certain bank acquisitions by well-run bank holding companies
  • Procedures for other bank acquisition proposals
  • Public notice, comments, hearings, and other provisions governing applications and notices
  • Notice procedure for one-bank holding company formations
  • Subpart C—Nonbanking Activities and Acquisitions by Bank Holding Companies
  • Section
  • Prohibited nonbanking activities and acquisitions; exempt bank holding companies
  • Exempt nonbanking activities and acquisitions
  • Expedited action for nonbanking proposals by well-run bank holding companies
  • Procedures for other nonbanking proposals
  • Hearings, alteration of activities, and other matters
  • Factors considered in acting on nonbanking proposals
  • Procedures for determining scope of nonbanking activities
  • List of permissible nonbanking activities
  • Subpart D—Control and Divestiture Proceedings
  • Section
  • Control proceedings
  • Rebuttable presumptions of control of a company
  • Rebuttable presumptions of noncontrol of a company
  • Total equity
  • Subpart E—Change in Bank Control
  • Section
  • Transactions requiring prior notice
  • Transactions not requiring prior notice
  • Procedures for filing, processing, publishing, and acting on notices
  • Reporting of stock loans
  • Subpart F—Limitations on Nonbank Banks
  • Section
  • Limitation on overdrafts
  • Subpart G—Appraisal Standards for Federally Related Transactions
  • Section
  • Authority, purpose, and scope
  • Definitions
  • Appraisals required; transactions requiring a state-certified or -licensed appraiser
  • Minimum appraisal standards
  • Appraiser independence
  • Professional association membership; competency
  • Enforcement
  • Subpart H—Notice of Addition or Change of Directors and Senior Executive Officers
  • Section
  • Definitions
  • Director and officer appointments; prior-notice requirement
  • Procedures for filing, processing, and acting on notices; standards for disapproval; waiver of notice
  • Subpart I—Financial Holding Companies
  • Section
  • What is a financial holding company?
  • How does a bank holding company elect to become a financial holding company?
  • What are the consequences of failing to continue to meet applicable capital and management requirements?
  • What are the consequences of failing to maintain a satisfactory or better rating under the Community Reinvestment Act at all insured depository institution subsidiaries?
  • Is notice to or approval from the Board required prior to engaging in a financial activity?
  • What activities are permissible for financial holding companies?
  • Is notice to the Board required after engaging in a financial activity?
  • How to request the Board to determine that an activity is financial in nature or incidental to a financial activity
  • How to request approval to engage in an activity that is complementary to a financial activity
  • What are the requirements for a foreign bank to be treated as a financial holding company?
  • How may a foreign bank elect to be treated as a financial holding company?
  • How does an election by a foreign bank become effective?
  • What are the consequences of a foreign bank failing to continue to meet applicable capital and management requirements?
  • What are the consequences of an insured branch or depository institution failing to maintain a satisfactory or better rating under the Community Reinvestment Act?
  • Subpart J—Merchant Banking Investments
  • Section
  • What type of investments are permitted by this subpart, and under what conditions may they be made?
  • What are the limitations on managing or operating a portfolio company held as a merchant banking investment?
  • What are the holding periods permitted for merchant banking investments?
  • How are investments in private equity funds treated under this subpart?
  • What aggregate thresholds apply to merchant banking investments?
  • What risk management, record keeping and reporting policies are required to make merchant banking investments?
  • How do the statutory cross-marketing and sections 23A and 23B limitations apply to merchant banking investments?
  • Definitions
  • Subpart K—Proprietary Trading and Relationships with Hedge Funds and Private Equity Funds
  • Section
  • Definitions
  • Conformance period for banking entities engaged in prohibited proprietary trading or private fund activities
  • Conformance period for nonbank financial companies supervised by the Board engaged in proprietary trading or private fund activities
  • Subpart L—Conditions to Orders
  • Section
  • Conditions to Board’s section 20 orders
  • Subpart M—Minimum Requirements for Appraisal Management Companies
  • Section
  • Authority, purpose, and scope
  • Definitions
  • Appraiser panel—annual size calculation
  • Appraisal management company registration
  • Ownership limitations for state-registered appraisal management companies
  • Requirements for federally regulated appraisal management companies
  • Information to be presented to the Appraisal Subcommittee by participating states
  • Subpart N—Computer-Security Incident Notification
  • Section
  • Authority, purpose, and scope
  • Definitions
  • Notification
  • Bank service provider notification
AUTHORITY: 12 U.S.C. 1817(j)(13), 1818, 1828(o), 1831i, 1831p-1, 1843(c)(8), 1844(b), 1972(1), 3106, 3108, 3310, 3331-3351, 3906, 3907, and 3909; 15 U.S.C. 1681s, 1681w, 6801, and 6805.

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