Cal. Code Regs. Tit. 10, § 10.4360 - Information Regarding Affiliates

Current through Register 2021 Notice Reg. No. 52, December 24, 2021

(a) State whether or not the applicant has any affiliates, and, if so, provide a list or diagram which includes the applicant and each affiliate of the applicant which is a parent of the applicant or a subsidiary of such parent, or a subsidiary of the applicant, and which states the name of each affiliate and shows the relationship of the affiliate to the applicant and to each other affiliate.

(b) If an affiliate is registered as a bank holding company under the Bank Holding Company Act of 1956 ( 12 U.S.C. §§ 1841 et seq.), so state.

(c) If an affiliate is not registered as a bank holding company under the Banking Holding Company Act of 1956, and is an individual:

(1) State:

(A) Name.

(B) Business address.

(C) Home address.

(D) Business or occupation.

(E) Amount and type of securities of the applicant owned, directly or indirectly, of record or beneficially, by the affiliate and his consociates.

(2) Provide a personal financial statement in the form of Department Form 2, containing the information called for therein, dated as of a date within 90 days before the filing of the application, and signed by the affiliate.

(3) Provide a confidential resume in the form of Department Form 3, containing the information called for therein, dated as of a date within 90 days before the filing of the application, and signed by the affiliate.

(4) Provide a statement dated as of a date within 90 days before the filing of the application and signed by the affiliate, stating the commercial banking, trust, other financial, and other business experience of the affiliate, including, with respect to each position held, title, description of duties, name and address of employer, period of employment, and reason for leaving.

(d) If an affiliate is not registered as a bank holding company under the Banking Holding Company Act of 1956, and is a corporation:

(1) State:

(A) Name.

(B) Address of principal office.

(C) Description of business.

(D) Amount and type of securities of the applicant owned, directly or indirectly, of record or beneficially, by the affiliate.

(2) Provide the following financial statements of the affiliate:

(A) Balance sheet as of a date within 120 days before the filing of the application.

(B) If the balance sheet called for in Subparagraph (A) of this Paragraph (2) is not as of the end of a fiscal year of the affiliate, a balance sheet as of the end of the fiscal year of the affiliate next preceding the date of such balance sheet.

(C) Statement of income and statement of shareholders' equity for each of the two fiscal years of the affiliate next preceding the date of the balance sheet called for in Subparagraph (A) of this Paragraph (2) and, if such balance sheet is not as of the end of a fiscal year of the affiliate, a statement of income and a statement of shareholders' equity for the interim period from the date of the balance sheet called for in Subparagraph (B) of this Paragraph (2) to the date of the balance sheet called for in Subparagraph (A) of this Paragraph (2).

(3) Provide a copy of each of the last two annual reports of the affiliate to its shareholders and a copy of any interim report of the affiliate to its shareholders issued since the last annual report.

(4) In case the affiliate is required to file reports pursuant to Section 13 of the Securities Exchange Act of 1934 ( 15 U.S.C. Section 78m ), provide a copy of each of the last two such annual reports of the affiliate and a copy of each quarterly or current report of the affiliate filed since the last annual report.

(5) Provide a statement dated as of a date within 90 days before the filing of the application and signed by an officer of the affiliate, stating:

(A) Whether or not the affiliate has had in the past or has presently any relationship with any bank (other than the applicant) as adviser, five percent equity security owner, or in any other capacity (other than solely as a customer), and, if so, the name of the bank and a description of the relationship, and, in the case of any present relationship, whether the affiliate intends to continue, change, or terminate such relationship if and when the subject institution commences business.

(B) Whether or not the affiliate participates in the management or operation of the applicant, and, if so, a description of such participation.

(e) In case the affiliate is neither an individual nor a corporation, provide information comparable to the information called for in Subdivision (d) of this Section.

(f) There is hereby exempted from the provisions of Financial Code Section 1251 as not being comprehended within the purposes of Chapter 7 (commencing with Section 1250 ), of the Banking Law and the regulation of which is not necessary or appropriate in the public interest or for the protection of subject institutions, controlling persons of subject institutions, or the depositors, creditors, or shareholders of subject institutions or of controlling persons of subject institutions, the acquisition of control of an applicant in accordance with its application for authority to convert into a subject institution, as approved by the Commissioner.

Notes

Cal. Code Regs. Tit. 10, § 10.4360

Note: Authority cited: Section 4831, Financial Code. Reference: Sections 1260, 4835 and 4944, Financial Code.

1. Amendment of section and new Note filed 4-7-97; operative 4-7-97 pursuant to Government Code section 11343.4(d) (Register 97, No. 15).
2. Editorial correction of subsection (a) (Register 98, No. 16).
3. New subsection (f) and amendment of Note filed 4-14-98; operative 5-14-98 (Register 98, No. 16).
4. Change without regulatory effect amending subsection (f) and Note filed 8-21-2019 pursuant to section 100, title 1, California Code of Regulations (Register 2019, No. 34).