gional office) within twenty days following the required newspaper publication or, if the FDIC has shortened the public comment period pursuant to § 303.4(b)(3), within such shorter period.

(ii) In a community in which there is no daily or weekly community newspaper, the acquiring person(s) may satisfy the publication requirement contained in paragraph (b)(2)(i) of this section by publishing the required newspaper announcement in either a county-wide newspaper (in the county in which the bank's home office is located) or, if there is no county-wide newspaper, in a state-wide newspaper. (iii) In the case of a notice filed in contemplation of a public tender offer subject to the requirements of the Securities Exchange Act of 1934 (15 U.S.C. 78m and 78n) and the FDIC'S regulations governing tender offers (12 CFR 335.501 through 335.530), the acquiring person(s) shall publish the required newspaper announcement not later than the earliest of (A) the commencement of the tender offer under section § 335.502 of the FDIC's regulations (12 CFR 335.502), (B) other public annoucement of the tender offer, or (C) thirty-four days after the FDIC's acceptance of the notice of acquisition of control.

a

proposed

(3) In acting upon change in control, the FDIC shall consider all public comments received within twenty days following the required newspaper publication. At the FDIC'S option, comments received after this twenty-day period may, but need not, be considered. In circumstances necessitating prompt action, the FDIC may, for good cause shown, (i) waive the publication requirement of § 303.4(b)(2), (ii) waive or shorten the public comment period, or (iii) act on a proposed change in control prior to the expiration of the public comment period.

(4) A notice of acquisition of control that is filed in contemplation of a public tender offer subject to sections 13(d) or 14(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m and 78n) and the FDIC's regulations governing tender offers (12 CFR 335.501 through 335.530) may be given confidential treatment for up to thirty-four

days after the notice is accepted if (1) the filing party requests confidential treatment under this rule and repre sents that a public announcement of the tender offer and the filing of ap propriate forms with the FDIC will occur within thirty-four days from the acceptance of the notice, and (ii) the FDIC determines, in its discretion, that it is in the public interest to grant confidential treatment. In its discre tion, the FDIC may grant confidential treatment under other circumstances when consistent with the purposes of the Change in Bank Control Act of 1978.

(5) Nothing in this regulation shall affect any obligation which the acquiring person(s) may have to comply with the Federal securities laws or any other laws.

(c) Exempt Transactions. The fol lowing transactions are not subject to the prior notice requirements of the Change in Bank Control Act of 1978:

(1) The acquisition of additional shares of an insured state nonmember bank by a person who continuously since March 9, 1979, held power to vote 25 per cent or more of the voting shares of that institution, or by a person who has acquired and maintained control of that institution after complying with the Act's procedures;

(2) The acquisition of additional shares of an insured state nonmember bank by a person who under paragraph (a) of this section would be presumed to have controlled that institution continuously since March 9, 1979, if:

(i) The transaction will not result in that person's direct or indirect ownership or power to vote 25 per cent or more of any class of voting securities of the institution; or

(ii) In other cases, the Corporation determines that the person has controlled the institution since March 9, 1979.

(3) The acquisition of shares in satisfaction of a debt previously contracted in good faith or through testate or intestate succession or bona fide gift: Provided, The acquirer advises the regional director within thirty days after the acquisition and provides such of the information specified in paragraph

6 of the Control Act as the regional director requests;

(4) A transaction subject to approval under section 3 of the Bank Holding Company Act or section 18 of the Federal Deposit Insurance Act;

(5) A transaction described in sections 2(a)(5) or (3)(a) (A) or (B) of the 1 Bank Holding Company Act by a person there described;

(6) A customary one-time proxy solicitation and receipt of pro-rata stock dividends; and

(7) The acquisition of shares in foreign banks which have an insured branch or branches in the United States: Provided, however, This exemption does not extend to the reports and information required under sections 7(j) (9), (10), and (12) of the Federal Deposit Insurance Act.

[50 FR 22972, May 30, 1985, as amended at 51 FR 10803, Mar. 31, 1986]

(2)(i) Be signed by the president, cashier, or managing officer of the bank in the case of (A) an application by a bank whose insured status has been terminated under section 8 of the Federal Deposit Insurance Act (12 U.S.C. 1818) for permission to continue or resume its status as an insured bank or (B) an application made by an insured bank under Part 328 of this title; or

(ii) Be signed by the applicant or a duly authorized agent in all other cases;

(3) Contain a statement of the applicant's interest therein, a complete and concise statement of the action requested, and the reasons and facts relied upon as the basis for such requested action; and

(4)(i) Be addressed to the appropriate regional director in the case of an application, request, or notice of acquisition of control from or relating to a particular bank or institution; or

(ii) The Executive Secretary of the Corporation at the principal office of the Corporation in all other cases.

The applicant shall furnish such other pertinent information as may be required by the Corporation. Forms to be executed in conjunction with an application for consent to exercise trust powers may be obtained from the office of the appropriate regional director.

(b) In addition to the foregoing, an application by a bank whose insured status has been terminated under section 8 of the Federal Deposit Insurance Act for permission to continue or resume its status as an insured bank should (1) be accompained by a certified copy of the resolution of its board of directors and (2) contain a statement that the bank's insured status has been terminated (including the date thereof and the basis therefor) and that the insurance of its deposits has not ceased.

(c) Applications under § 347.4 of this title to acquire or hold stock or other evidence of ownership in a foreign bank or other financial entity shall be submitted to the appropriate regional director in letter form and, unless otherwise directed by the Corporation, shall contain full information concerning the foreign bank or other financial entity including (unless previously furnished):

(1) The cost, number, class of shares to be acquired, and the proposed carrying value of such shares on the books of the insured state nonmember banks;

(2) Recent balance sheet and income statement of the foreign bank or other financial entity;

(3) Brief description of the foreign bank's or other financial entity's business (including full information concerning any direct or indirect business transacted in the United States);

(4) Lists of directors and principal officers (with address and principal business affiliation of each) and of all shareholders known to the issuing bank holding 10 percent or more of any class of the foreign bank's or other financial entity's stock or other evidences of ownership, and the amount held by each; and

(5) Information concerning the rights and privileges of the various classes of shares outstanding.

§ 303.6 Application procedures.

(a) Scope of section. Paragraphs (f) through (n) of this section apply to: (1) Applications for deposit insurance by proposed new banks;

(2) Applications by insured state nonmember banks to establish branches, including remote service facilities; 5

(3) Applications by insured nonmember banks to relocate their main or branch offices, including remote service facilities;

(4) Applications to merge or to consolidate with, acquire the assets of, or assume the liability to pay any deposits made in, a bank or institution, when the resulting or assuming bank is to be an insured state nonmember bank, and all other applications to merge or to consolidate with, or to assume liabilities, which require the Corporation's prior approval under the Bank Merger Act (12 U.S.C. 1828(c)); and

(5) Any other applications, requests or submittals which the Board of Directors in its sole discretion deems appropriate. In the case of applications, requests, or submittals which come within the fifth category, the applicant will be notified at the time its application is accepted for filing that the procedures set forth in this section shall be followed in connection therewith.

(b) Investigations and examinations. With respect to all applications, requests, or submittals, the Board of Directors, or the Director, the associate director or the appropriate region

5 For purposes of this section, unless the Corporation determines otherwise, an offpremises electronic facility which receives deposits for more than one depository institution is deemed to constitute a branch only of the bank or banks which own or lease the facility.

6 Except as otherwise provided in paragraph (f)(1), the provisions of this § 303.6 shall not be applicable to any proposed merger or assumption transaction which the Board of Directors of the Corporation determines must be acted upon immediately to prevent the probable failure of one of the banks involved or must be handled with expeditious action due to an existing emergency condition, as permitted by the Bank Merger Act (12 U.S.C. 1828(c)(6)).

al director or deputy regional director acting under delegated authority, may require any investigation or examination, or both, to be performed as deemed appropriate. Upon receipt of the report of any investigation or examination and any recommendations based on the report, the Board of Di rectors, or the Director, the associate director, the regional director, or the deputy regional director acting within the scope of delegated authority, as the case may be, will take any action determined necessary or appropriate under the circumstances.

(c) Opportunity to present views. With respect to any application, the Corporation may afford the applicant or other properly interested persons, including government agencies, an op portunity to present views orally before its designated representative or representatives, either at informal conference discussions or at informal presentations of evidence.

(d) Notice of disposition of applica tions. Prompt notice will be given of the grant or denial, in whole or in part, of any written application, petition, or other request of any interested person made in connection with any agency proceeding. In the case of denial, except in affirming a prior denial, or where the same is self-explanatory, such notice will be accompanied by a simple statement of the reasons therefor.

(e) Opportunity to petition for reconsideration of a denied application, petition, or other request. (1) Within 15 days of its receipt of notice that its application, petition, or request has been denied, any applicant may petition the FDIC for reconsideration of such application, petition, or request (except an application, petition or request already previously denied upon reconsideration). The petition must be in writing and should (i) specify reasons why the FDIC should reconsider its action and (ii) set forth relevant, substantive information that for good cause was not previously set forth in the application, petition, or request to be reconsidered. The petition should be filed with the appropriate regional director. If a particular insured bank or insured branch of a foreign bank was not the subject of the application,

petition, or request on which reconsideration is sought, the petition should be filed with the Executive Secretary of the FDIC at the FDIC's principal office.

(2)(i) The Director of the Division of Bank Supervision or, where confirmed in writing by the Director, and associate director or the appropriate regional director or deputy regional director, or, in the case of a petition for reconsideration filed with the Executive Secretary, the General Counsel or designee, shall determine whether the petition satisfies paragraphs (e)(1) (i) and (e)(1) (ii) of this section and shall promptly notify the petitioner of such determination.

(ii) If, pursuant to paragraph (e)(2)(i), of this section, a petition for reconsideration is determined not satisfy paragraphs (e)(1)(i) and (e)(1)(ii) of this section, an applicant may appeal such decision to the Director, and where confirmed in writing by the Director, to an associate director, or, in the case of a petition for reconsideration filed with the Executive Secretary, to the Chairman of the FDIC or designee. An applicant may not submit additional information or evidence with the appeal and the determination by the Director or associate director, or the Chairman of the FDIC or designee whether the petition satisfies paragraph (e)(1)(i) and (e)(1)(ii) of this section is final and not appealable to the Board of Directors.

(iii) If a petition for reconsideration is determined to satisfy paragraphs (e)(1)(i) and (e)(1)(ii) of this section, then the previously denied application, petition, or request will be reconsidered (A) by the Board of Directors if originally denied by the Board of Directors, or (B) by the Director, or where confirmed in writing by the Director, by an associate director, if originally denied by the Director, associate director, regional director or deputy regional director. The decisions by the Director or associate director on petitions for reconsideration are final and not appealable to the Board of Directors.

(f) Notice of filing of application— (1) Notice by publication. (i) In the case of applications in connection with a "merger transaction" (as defined by

the Bank Merger Act, 12 U.S.C. 1828(c)(3)), unless the Board of Directors determines it must act immediately in order to prevent the probable failure of one of the banks involved, the applicant must publish notice of the proposed transaction. This notice shall be published in a newspaper of general circulation in the community or communities where the main offices of the banks or institutions involved are located, or, if there is no such newspaper in the community, then in the newspaper of general circulation published nearest thereto. Publication shall be made at least once each week on the same day for five consecutive weeks and, when published in a daily newspaper, one additional publication shall be made on the thirtieth day from the date of the first publication. Where the Board of Directors of the Corporation determines that an emergency exists which requires expeditious action, then notice shall be required to be published daily during a period of at least 10 calendar days. The published notice shall include the name and main office location of all banks or institutions involved in the transaction and the subject matter of the application. If it is contemplated that the continuing bank will operate the offices of the other bank or banks as branches, the following statement shall be added to the notice:

It is contemplated that all of the offices of the above named banks will continue to be operated (with the exception of [identity and location of each office which will not be operated]).

(ii) In the case of all other applications described in paragraph (a) of this section, on the date the deposit insurance application form or the letter application required in § 303.2 is mailed or delivered to the regional director or not more than 30 days prior to that date, the applicant shall publish notice or begin publication of notice if more than one notice is required, of the proposed transaction. Publication of notice shall be made at least once each week on the same day for two consecutive weeks for relocation applications and once for other applications described in paragraph (a) and shall be in a newspaper of gen

eral circulation in the community or communities referred to below:

(A) Applications to establish a branch.Domestic Branch; In the communities in which the home office and the domestic branch to be established are located:

Foreign Branch: In the community in which the home office is located.

(B) Applications to relocate an office. In the communities in which the home office, office to be closed, and office to be opened are located, provided that a foreign bank having an insured branch need only publish such notice in the communities in which the insured branch is located and is to be relocated.

(C) Applications for deposit insurance. In the community in which the home office is or will be located, provided that a foreign bank making application for an insured branch need only publish such notice in the community in which the insured branch is to be located.

The published notice shall include the name of the applicant, the subject matter of the application, the location or locations at which the applicant proposes to engage in business.

(iii) In all instances, immediately after final publication, the applicant shall advise the regional director that the publication requirements have been met.

(2) Notice by posting. In the case of applications to relocate home offices or branch offices, in addition to the notice by publication described in paragraph (f)(1) of this section, notice of the application shall be posted in the public lobby of the office(s) to be relocated, if such public lobby exists, for at least 21 days beginning with the date of the last published notice required by paragraph (f)(1) of this section.

(3) Comments: Anyone who wishes to comment on an application may do so by filing comments in writing with the regional director at any time before the FDIC has completed processing the application. Processing will be completed, for applications other than branch relocation and remote service facility relocation applications and merger applications, not less than 15 days after the publication of the

notice required by paragraph (f)(1) of this section or 15 days after FDIC's receipt of the application, whichever is branch later; for relocation and remote service facility relocation applications, not less than 21 days after the last publication or 21 days after FDIC's receipt of the application, whichever is later; for merger applications, not less than 30 days after the first publication or 30 days after FDIC's receipt of the application, whichever is later. This time period may be extended by the regional director for good cause. The regional director shall report the reasons for such action to the Board of Directors.

(4) Notice of right to comment. In order to fully apprise the public of its rights under paragraph (f)(3) of this section, the notice described in paragraph (f)(1) of this section shall include a statement describing the right to comment upon, or protest the granting of, the application. This notice shall consist of the following statement:

Any person wishing to comment on this application may file his or her comments in writing with the regional director of the Federal Deposit Insurance Corporation at its regional office (address of the regional office) before processing of the application has been completed. Processing will be completed no earlier than the (relocations— 21st, mergers-30th, other applications described in paragraph (a) of this section15th) day following either the date of the (merger applications-first, all other applications described in paragraph (a)—last) required publication or the date of receipt of the application by the FDIC, whichever is later. The period may be extended by the regional director for good cause. The nonconfidential portion of the application file is available for inspection within one day following the request for such file. It may be inspected in the Corporation's regional office during regular business hours. Photocopies of information in the nonconfidential portion of the application file will be made available upon request. A schedule of charges for such copies can be obtained from the regional office.

(5) Solicitation of comments by regional director. Whenever he deems it appropriate, the regional director may solicit comments from any person or institution which, in his opinion, might have an interest in or be affected by the pending application.