Form FR 2083A,B,C FR 2083A,B,C Application for Membership in the Federal Reserve System

FR 2083
OMB No. 7100–0046
Average hours per response: 4.0
Approval expires September, 2008

APPLICATION
TO THE
BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM
FOR MEMBERSHIP IN THE FEDERAL RESERVE SYSTEM

Corporate Title of APPLICANT

Street Address of Principal Office

City

County

State

Zip Code

Please check:

Draft

Final

An application is authorized by Sections 9 and 19 of the Federal Reserve
Act, 12 U.S.C. 321-328; and related provisions of law, and Section 208.3 of
Regulation H.

Date of Application:
NOTE: A bank located outside the United States in a dependency or insular
possession which desires to be admitted to the System under Section 19 of
the Federal Reserve Act (12 U.S.C. 466) should contact the Federal
Reserve Bank of which it wishes to become a member or at which it wishes
to maintain reserves.

Name, title, address, and telephone number of person(s) to whom inquiries concerning this application may be directed:

FR 2083
Page 2

GENERAL INFORMATION AND
INSTRUCTIONS
Public reporting burden for this collection of information is estimated to average
4.0 hours per response, including the time to gather and maintain data in the required
form and to review instructions and complete the information collection. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to: Secretary, Board of Governors
of the Federal Reserve System, 20th and C Streets, N.W., Washington, D.C. 20551;
and to the Office of Management and Budget, Paperwork Reduction Project (7100–
0046), Washington, D.C. 20503. The Federal Reserve may not conduct or sponsor and
an organization (or person) is not required to respond to a collection of information
unless it displays a currently valid OMB control number.

Who Must File This Application
A newly organizing bank that seeks to become a state member
bank, or an existing bank or savings institution that seeks to convert to a state member bank status, must file this application.

should contact the appropriate Reserve Bank about whether the
filing of a draft application is appropriate.
If Applicant is a de novo bank, it should complete Section I. If
Applicant is a currently operating bank, it should complete Section
II. If Applicant is a newly formed, nonoperating bank formed solely
to facilitate acquisition of an existing bank, it should complete
Section III. All numbered items on the appropriate section should
be answered; if the question is not applicable or if the answer is
“none,” so state.
Applicant also must complete the appropriate Federal Reserve
Bank stock application form for its charter type (FR 2083A or
FR 2083B) and the Certificate of Organizers or of Directors
(FR 2083C).

Preparation of Application
For relevant filing information, Applicants should consult the
Board’s Regulation H (12 CFR Part 208), a copy of which is available on the Board’s public website at http://www.federalreserve.gov/
regulations/ or through any Reserve Bank. Additional filing information is available on the Board’s public website at http://
www.federalreserve.gov/generalinfo/applications/afi/. As indicated
on the FR 2083 cover page, an application may first be submitted
in draft form.
Inquiries regarding the preparation and filing of applications
should be directed to the Reserve Bank of the Federal Reserve
district in which the main office of Applicant is or will be located
(“appropriate Reserve Bank”). Applicants are encouraged to contact Federal Reserve staff as soon as possible for assistance in
identifying the specific type of information that should be provided
in the application. Name check and financial information (including the submission of fingerprint cards) may be required for certain individuals associated with a proposed transaction. Such information should be submitted on the Interagency Biographical
and Financial Report (FR 2081c; OMB No. 7100-0134), and may
be submitted in advance of the application; fingerprint cards must
be submitted separately. Contact the appropriate Reserve Bank
for further guidance.
The Federal Reserve reserves the right to require the filing of
additional statements and information. If any information initially
furnished in the application changes significantly during the processing of the application, such changes should be communicated promptly to the Reserve Bank.
De novo banks seeking Federal Reserve membership should
submit the initial filing on a draft basis. The organizers of certain de
novo banks may be required to meet with Reserve Bank officials
during the application review process. Currently operating banks
should contact the appropriate Reserve Bank to determine whether
a pre-membership examination must be conducted. All Applicants

Answers to questions should be numbered in accordance with the
format of this application. The application should be bound and
page-numbered consecutively with numbers appearing at the bottom of each page.
Eligible banks, as defined in Section 208.2(e) of the Federal
Reserve’s Regulation H (12 CFR 208.2(e)), and certain de novo
banks controlled by bank holding companies that meet criteria in
Section 225.14(c) of the Federal Reserve’s Regulation Y (12 CFR
225.14(c)), are eligible for expedited processing. See Section
208.3(c) of Regulation H (12 CFR 208.3(c)). The letter submitting
the completed application should clearly indicate if Applicant is
seeking expedited processing.
Supporting Information
The formal questions in the application are not intended to limit
Applicant's presentation. In this regard, Applicant bears the full burden of presenting and documenting a case to meet the statutory
criteria for approval. Supporting information for any or all factors,
setting forth the basis for Applicant's judgment, may accompany
the application.
Confidentiality
Under the provisions of the Freedom of Information Act
(5 U.S.C.552), the application is a public document and available
to the public upon request.
If Applicant is of the opinion that disclosure of commercial or financial information would likely result in substantial harm to its competitive position, or that disclosure of information of a
personal nature would result in a clearly unwarranted invasion of
personal privacy, confidential treatment of such information may
be requested. The request for confidential treatment must be submitted in writing concurrently with the submission of the application, and must discuss in detail the justification for confidential

FR 2083
Page 3

treatment. Such justification must be provided for each response
for which confidential treatment is requested. Applicant's reasons
for requesting confidentiality should demonstrate specifically the
harm that would result from public release of the information. A
statement simply indicating that the information would result in
competitive harm or that it is personal in nature is not sufficient. (A
claim that disclosure would violate the law or policy of a foreign
country is not, in and of itself, sufficient to exempt information from
disclosure. Applicant must demonstrate that disclosure would meet
either the “substantial competitive harm” or “unwarranted invasion of personal privacy” tests.)
Information for which confidential treatment is requested should
be: (1) specifically identified in the public portion of the application
(by reference to the confidential section); (2) separately bound;
and (3) labeled “CONFIDENTIAL.”
Applicant should follow this same procedure on confidentiality
with regard to filing any supplemental information to the
application.
The Federal Reserve will determine whether information submitted as confidential will be so regarded, and will advise Applicant
of any decision to make available to the public information labeled
“CONFIDENTIAL.” However, it shall be understood that without
prior notice to Applicant, the Federal Reserve may disclose or
comment on any of the contents of the application in the Order or
Statement issued by the Federal Reserve in connection with its

decision on the application. The Federal Reserve's staff normally
will apprise Applicant in the course of the applications process
that such information may need to be disclosed in connection with
the Federal Reserve's action on the application.
Related Applications
If consummation of the proposal is dependent upon separate
approval by the Federal Reserve of other applications, such as a
merger or bank holding company acquisition of bank shares, such
application should be filed concurrently with this application.
Preliminary Charter Approval
If a proposed new operating bank or a charter conversion for an
existing bank is involved, Applicant should have received at least
preliminary approval of the new charter before filing this application in final form. Applicant should contact the Reserve Bank during the charter process.
Compliance
The Federal Reserve expects Applicant to comply with all representations and commitments made in this application. Applicant
should immediately contact the appropriate Reserve Bank if
there is any change in the structure of the proposal prior to
consummation.

FR 2083
Page 4

SECTION I

De Novo Bank
FINANCIAL AND MANAGERIAL INFORMATION
Provide the following:
1. Provide a copy of the Interagency Charter and Federal Deposit
Insurance Application (“ICDIA”) filed with the state and federal
regulatory agencies in connection with this proposal.
NOTE: The Federal Reserve does not require: (1) notice of
publication of an application for membership; (2) an electronic
copy of the information in the application; or (3) the Oath of
Directors in connection with the ICDIA. In addition, the Federal
Reserve does not require responses to 4(b), 5(g) and 5(i) of the
ICDIA because factors under the Community Reinvestment Act,
the National Environmental Policy Act, and National Historic
Preservation Act are not within the factors considered by the
Federal Reserve in granting membership. The Federal Reserve

has different fingerprint requirements than those reflected in
the ICDIA. Accordingly, an applicant must consult with the
appropriate Reserve Bank to determine which individuals
associated with a proposal should submit fingerprint cards.
a. If projections contained in the ICDIA do not indicate profitable operations by the end of the third year, comment as to
the reasons why and provide an estimate of the period that
will be required before operations become profitable.
b. With respect to the proposed bank’s capital accounts, de
novo banks must comply with the Federal Reserve capital
requirements for de novo banks.
c. Estimate the date on which the new bank expects to open
for business.

FR 2083
Page 5

SECTION II

Currently Operating Bank
FINANCIAL AND MANAGERIAL INFORMATION
Provide the following:
1. Description of any plans of Applicant (and/or Applicant's parent
company) to raise Tier 1 or Tier 2 capital.
2. A list of the principals of Applicant (and/or Applicant's parent
company)1 (include any proposed changes or additions to this
list after Applicant becomes a member), providing information
with respect to each principal as follows:

f. All new principals that intend to own less than 10 percent of
Applicant (or Applicant’s parent company) should submit
the biographical section of the Interagency Biographical and
Financial Form. All new principals that intend to own 10
percent or more of Applicant (or Applicant’s parent company) should submit all sections of the Interagency Biographical and Financial Form.

a. Name and address (city and state/country). If the principal's
country of citizenship is different than the principal's country
of residence, then state the country of citizenship;

3. A description of recent or anticipated changes in the management of Applicant (or Applicant’s parent company). The biographical section of the Interagency Biographical and Financial Form should be provided for any proposed officers or
directors of Applicant.

b. Titles or positions with Applicant (and/or Applicant's parent
company);

4. A discussion of management’s plans for the bank, including
proposed changes in products or services.

c. Number and percentage of each class of shares of Applicant (and/or Applicant's parent company) that are owned,
controlled or held with power to vote by this individual. Show
separately for each listed shareholder the number of
Applicant's shares held less than twelve months prior to
date of application and furnish full details of the purchases
including dates and costs:

5. A list of management officials3 who are also management
officials of any other depository organization located in the
same Metropolitan Statistical Area (MSA) as Applicant, or—if
Applicant is not located within an MSA—in cities, towns or villages whose borders are within ten road miles at their closest
point to the city, town, or village where Applicant's main office or
branch is located. Give name and location of other depository
organizations and position held in such organization.

NOTE: In responding to item 2.c or 2.e, include shares
owned, controlled or held with power to vote by
principal's spouse or dependents. Also, give record
of ownership and, to the extent known, information
on shares held by trustees, nominees, or in street
name.
d. Principal occupation if other than with Applicant;
e. If 10 percent or more of the outstanding shares in any other
depository organization2 are held by a principal, give name
and location of the other depository organization. Information that has been collected and updated within the past
twelve months may be submitted.
1. The term principal as used herein means any individual who (1) owns
10 percent or more of the outstanding voting shares; (2) is a director,
trustee, partner, or executive officer; or (3) with or without ownership
interest, participates or has the authority to participate in, major policymaking functions, whether or not the individual has an official title or is
serving without compensation. An individual that qualifies as a principal
may be a person, company, or trust, as well as a group of individuals
(persons, companies, and/or trusts). The group of individuals are presumed to be acting in concert under 12 CFR 225.41(d), and may
include, but not be limited to, immediate family members as defined in
12 CFR 225.41(b)(3). If Applicant believes that any individual (or group
of individuals) should not be regarded as a principal, Applicant should
so indicate and give reasons.
2. For this purpose “depository organization” means a commercial bank
(including a private bank), a savings bank, a trust company, a savings

6. Identity of an affiliate. If the bank plans to be affiliated with
another bank or holding company, give full details regarding
the proposed affiliation.
7. For each subsidiary of Applicant, (a) name and location;
(b) brief description of business activities; (c) number of shares
of each class outstanding and number owned or controlled by
the bank; and (d) recent financial statement.
8. A copy of the charter (certificate of authority to commence
business) and articles of incorporation of the bank, with all
amendments to date, recently certified by the appropriate state
official. (If Applicant has been involved in a consolidation
whereby all rights, franchises, and interests of constituent institutions pass by operation of law to the consolidated bank, information should be furnished as to any corporate powers
acquired by the bank by virtue of such consolidation other than

and loan association, a homestead association, a cooperative bank,
an industrial bank, a credit union, a bank holding company, or another
depository holding company.
3. “Management official” means an employee or officer with management
functions (including an advisory director or honorary director), a trustee
of a business organization under the control of trustees (e.g., a mutual
savings bank), or any person who has a representative or nominee
serving in any such capacity. (See the Board's Regulation L, 12 C.F.R.
212.2(h) and (k).)

FR 2083
Page 6

those shown in its charter or articles of incorporation). If
Applicant is converting to a state charter from a national charter, the charter and Articles of Incorporation may be submitted
in draft form (i.e. certification is not required).

county, city, or other such overall trade area) in which the bank
and its branches are located. The discussion should
include the size(s) in terms of population, the principal elements of the local economy, and the future economic
outlook.

COMPETITION, AND CONVENIENCE AND NEEDS
1. Indicate the specific location of the bank and all branches.
Include a description of the general market area (i.e., MSA,

2. Provide a statement of corporate powers granted by the state
or functions that have been or are now being exercised or
performed other than those usual to commercial banking.

FR 2083
Page 7

SECTION III

Non-Operating Bank
If Applicant is a newly formed, non-operating “shell,” formed solely
to facilitate the acquisition of an existing bank, provide an introductory statement outlining full details of the proposed transaction.
If the bank to be acquired or merged into the shell is a state member of the Federal Reserve System, no further information is necessary unless specifically requested by the appropriate Reserve
Bank. If the bank to be acquired or merged into the shell is not a

state member bank, provide the information requested in Section
II, omitting only numbered item 6, the contents of which should be
included in the introductory statement requested above. In either
case, the statement requested above should include any proposed
changes, such as changes in the directorate or official staff, that
will attend the transaction. If the information required is provided
in a related application, such material may be incorporated by
reference.

FOR USE BY STATE BANKS, EXCEPT MUTUAL SAVINGS BANKS, AND FOR USE
BY NATIONAL BANKS CONVERTING INTO STATE MEMBER BANKS.

FR 2083A
OMB No. 7100–0046
OMB approval expires September, 2008

APPLICATION FOR FEDERAL RESERVE BANK STOCK
(Date of Application)

At a meeting of the

,
(Governing Board)

(Corporate title of applying bank)

,

,

, duly

(City or town)

called and held on the

(State)

day of

,

, the following resolution was adopted:
(Year)

“WHEREAS, it is the sense of this meeting that application should be made on behalf of this bank for membership in the Federal
Reserve System in accordance with the provisions of the Federal Reserve Act and the regulations of the Board of Governors of the
Federal Reserve System made pursuant thereto;
“WHEREAS, this bank reported on its most recent Report of Condition (or contemplates reporting after the formation, merger, or
) paid-up capital of $
and paid-up surplus of $
,1 and;
consolidation on
(Date of transaction)

“WHEREAS, under the provisions of the Federal Reserve Act, such a bank applying for membership in the Federal Reserve System
is required to subscribe to stock in a Federal Reserve Bank in a sum equal to six percent of the paid-up capital stock and surplus1 of such
applying bank;
“NOW, THEREFORE, BE IT RESOLVED, that the President or Vice President and the Cashier or Secretary of this bank be and they are
hereby authorized, empowered, and directed to make application for and to subscribe to the appropriate number of shares, of a par value
of $100 each, of the capital stock of the Federal Reserve Bank of
,
as determined on the basis of the capital stock and surplus, as defined in Regulation I, of this bank as of the date upon which its
membership in the Federal Reserve System becomes effective; to pay for 2 such stock in accordance with the provisions of the Federal
Reserve Act; to agree for and in behalf of this bank that, upon its admission to membership in the Federal Reserve System, it will
comply with all the requirements of the Federal Reserve Act and the regulations of the Board of Governors of the Federal Reserve
System made pursuant to law that are applicable to state banks and trust companies which become members of the Federal
Reserve System; and to agree for and in behalf of this bank that reports and information regarding this bank may be interchanged
between the Federal Reserve Bank of
and all state or federal supervisory authorities having jurisdiction of this bank.”
I hereby certify that the foregoing is a true and complete copy of a resolution duly adopted by the Board of Directors of this bank on the
date specified and still in full force and effect.

Secretary or Cashier

(Corporate title of applying bank)

1. In the case of a de novo bank, in order to avoid the necessity of making
applications for additional stock in the Federal Reserve Bank, as additional
installments of the capital stock and surplus of the applying bank are paid in,
application may be made for stock in the Federal Reserve Bank in an amount equal
to six percent of the authorized capital of the applying bank plus six percent of the

,

(City or town)

,

(State)

amount of surplus, if any, which the subscribers to the capital stock of the
applying bank have agreed to pay in.
2. One-half of the amount of the bank’s subscription shall be paid to the Federal
Reserve Bank and the remaining half will be subject to call when deemed necessary
by the Board of Governors of the Federal Reserve System.

This application should be sent to the FEDERAL RESERVE BANK of your district.

FR 2083A
Page 2

Pursuant to the foregoing resolution,

,
(Corporate title of applying bank)

,
(City or town)

, hereby makes application for and subscribes to
(State)

shares3 of the capital stock of the Federal Reserve Bank of
, of a par value of $100
each, as determined on the basis of the capital stock and surplus, as defined in Regulation I, of this bank as of the date upon which the
membership of this bank in the Federal Reserve System becomes effective; agrees to pay for the same in accordance with the provisions
of the Federal Reserve Act; agrees that, upon its admission to membership in the Federal Reserve System, it will comply with all the
requirements of the Federal Reserve Act and the regulations of the Board of Governors of the Federal Reserve System made pursuant to
law that are applicable to state banks and trust companies which become members of the Federal Reserve System; and agrees that
reports and information regarding this bank may be interchanged between the Federal Reserve Bank of
and all state or federal supervisory authorities having jurisdiction of this bank.
The required information, as indicated in the General Information and Instructions, is attached to and made a part of this application.

,
(Corporate title of applying bank)

,
(City or town)

(State)

By

[SEAL]4

President or Vice President

ATTEST:

Secretary or Cashier

3. If six percent of the paid-up or authorized capital and surplus, whichever is
adopted as the base of this application, amounts to a sum not divisible by 100, the
bank should apply for one additional share of stock for any excess or fractional part
of $100.

4. If the seal of the bank has not been obtained, or if a seal is not required under
state law, it may be omitted from the application.

FR 2083B
OMB No. 7100–0046
OMB approval expires September, 2008

FOR USE BY MUTUAL SAVINGS BANKS.

APPLICATION FOR FEDERAL RESERVE BANK STOCK
(Date of Application)

At a meeting of the

,
(Governing Board)

(Corporate title of applying bank)

,

,

, duly

(City or town)

called and held on the

(State)

day of

,

(Year)

, the following resolution was adopted:

“WHEREAS, it is the sense of this meeting that application should be made on behalf of this bank for membership in the Federal
Reserve System in accordance with the provisions of the Federal Reserve Act and the regulations of the Board of Governors of the
Federal Reserve System made pursuant thereto;
“WHEREAS, this bank reported on its most recent Report of Condition (or contemplates reporting after the formation, merger, or
) total depossit liabilities $
; and (check one)
consolidation on
(Date of transaction)

Mutual savings banks authorized to purchase Federal Reserve Bank stock.¹
“WHEREAS, under the provisions of the Federal Reserve Act, such a bank applying for membership in the Federal Reserve System
is required to subscribe to capital stock in the Federal Reserve Bank in an amount equal to six-tenths of one percent of its total deposit
liabilities as reported on the bank’s most recent Report of Condition (or as reported above) and as permitted by the laws under which it
was organized;
Mutual savings banks not authorized to purchase Federal Reserve Bank stock.
“WHEREAS, this bank is not permitted by the laws under which it was organized to purchase stock in a Federal Reserve Bank; and
“WHEREAS, such a bank applying for membership in the Federal Reserve System is required, upon admission to the System, to
deposit with the Federal Reserve Bank an amount equal to the amount which it would have been required to pay in on account of a
subscription to capital stock of the Federal Reserve Bank if authorized to purchase such stock;
“NOW, THEREFORE, BE IT RESOLVED, that the President or Vice President and the Treasurer or Secretary of this bank be and they are
hereby authorized, empowered, and directed to make application for and to subscribe to the appropriate number of shares, of a par value
of $100 each, of the capital stock of or, in the case of a mutual savings bank not authorized to purchase Federal Reserve Bank stock,
application for permission to deposit the appropriate amount with, the Federal Reserve Bank of
,
as determined on the basis of the total deposit liabilities of this bank as reported on the bank's most recent Report of Condition (or
as reported above); to pay for 2 such stock or deposit in accordance with the provisions of the Federal Reserve Act; to agree for and in
behalf of this bank that, upon its admission to membership in the Federal Reserve System, it will comply with all the requirements of the
Federal Reserve Act and the regulations of the Board of Governors of the Federal Reserve System made pursuant to law that are
applicable to mutual savings banks which become members of the Federal Reserve System; and to agree for and in behalf of this bank
that reports and information regarding this bank may be interchanged between the Federal Reserve Bank of
and all state or federal supervisory
authorities having jurisdiction of this bank.”
I hereby certify that the foregoing is a true and complete copy of a resolution duly adopted by the
of this bank on the date specified and still in full force and effect.

(Governing Board)

Secretary or Treasurer

,
(Corporate title of applying bank)

,
(City or town)

(State)

1. Including mutual savings banks previously admitted to membership.
2. One-half of the amount of the bank’s subscription shall be paid to the Federal Reserve Bank and the remaining half will be subject to call when deemed necessary by the
Board of Governors of the Federal Reserve System.

This application should be sent to the FEDERAL RESERVE BANK of your district.

FR 2083B
Page 2

Pursuant to the foregoing resolution,

,
(Corporate title of applying bank)

,
(City or town)

, hereby makes application for
(State)

shares,3 of a par value of $100 each, of the capital stock of (or, in the case of a mutual savings bank not authorized to purchase
Federal Reserve Bank stock, application for permission to deposit the appropriate amount with) the Federal Reserve Bank of
, as determined on the basis of the total deposits liabilities of this bank as
reported on the bank's most recent Report of Condition (or as reported above); agrees to pay for the same in accordance with the
provisions of the Federal Reserve Act; agrees that, upon its admission to membership in the Federal Reserve System, it will comply
with all the requirements of the Federal Reserve Act and the regulations of the Board of Governors of the Federal Reserve System made
pursuant to law which are applicable to mutual savings banks which become members of the Federal Reserve System; and agrees
that reports and information regarding this bank may be interchanged between the Federal Reserve Bank of
and all state or federal supervisory authorities having jurisdiction of this bank.
The required information, as indicated in the General Information and Instructions, is attached to and made a part of this application.

,
(Corporate title of applying bank)

,
(City or town)

(State)

By

[SEAL] 4

President or Vice President

ATTEST:

Secretary or Treasurer

3. If six-tenths of one percent of total deposit liabilities amounts to a sum not divisible by 100, the bank should apply for one additional share of stock for any excess or
fractional part of $100.

4. If the seal of the bank has not been obtained, or if a seal is not required under
state law, it may be omitted from the application.

FR 2083C
OMB No. 7100–0046
OMB approval expires September, 2008

CERTIFICATE OF ORGANIZERS OR OF DIRECTORS*

We, the undersigned directors (or organization committee) of the

,
(Corporate title of applying bank)

,

, certify, to the best of our knowledge and belief,

(City or town)

(State)

that the required information submitted herewith contains a true and complete statement of the actual (or anticipated in the case of a
new bank) condition of this bank on the date(s) specified; that such statement includes all of the assets and liabilities of the bank; that the
capital stock and surplus, as defined in Regulation H, is unimpaired (this clause does not apply to mutual savings banks); and that the
supplemental information submitted with and made a part of the application of this bank for membership in the Federal Reserve System is
true to the best of our knowledge and belief.

(Name)

(Date)

(Name)

(Date)

(Name)

(Date)

(Name)

(Date)

(Name)

(Date)

(Name)

(Date)

(Name)

(Date)

*Should be signed by all directors (except directors who have previously signed as organizers), and may be executed in counterparts.
Type name under each signature. If a new bank is involved and officers and directors have not yet been elected, this form should be signed
by the members of the organization committee. If the signers have any reservation as to any of the clauses in the certificate, an explanation
similarly signed should be attached to this sheet.