Form 138 Interagency Charter and Federal Deposit Insurance Applic

OMB No. for FDIC 3064-0001
OMB No. for OCC 1557-0014
OMB No. for OTS 1550-0005
Expiration Date: February 28, 2005

INTERAGENCY CHARTER AND FEDERAL DEPOSIT INSURANCE APPLICATION
Public reporting burden for this collection of information is estimated to average 250 hours per response (125
hours for the charter application and 125 hours for the insurance application), including the time to review
instructions, search, and to review 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: Office of the Executive Secretary, Federal Deposit Insurance Corporation, 550 17th Street, NW,
Washington, DC 20429; Licensing Policy and Systems Division, Comptroller of the Currency, 250 E Street,
S.W., Washington, DC 20219; or Office of Examination Policy, Office of Thrift Supervision, 1700 G Street,
N.W., Washington, DC 20552; and to the Office of Management and Budget, Paperwork Reduction Project,
Washington, DC 20503.
An organization or a person is not required to respond to a collection of information unless it displays a
currently valid OMB control number.

GENERAL INFORMATION AND INSTRUCTIONS
Preparation and Use
This application is used to effect a transaction under:
•
•
•
•

Sections 5 and 6 of the Federal Deposit Insurance Act (FDIA), as amended (12 U.S.C.
1815, 1816), for federal deposit insurance.
Section 5(e) of the Home Owners’ Loan Act (HOLA), as amended (12 U.S.C.
1464(e)), for a federal savings association charter.
The National Bank Act, as amended (12 U.S.C. 21 et seq.), for a national bank charter.
The state law for applying for state depository charters, as approved by state
regulatory authorities.

All questions must be answered with complete and accurate information that is subject to
verification. If the answer is "none," "not applicable," or "unknown," so state. Answers of
"unknown" should be explained.
The questions in the application are not intended to limit the Applicant's presentation nor are
the questions intended to duplicate information supplied on another form or in an exhibit. For
such information, a cross reference to the information is acceptable. Any such crossreference must be made to a specific cite or location in the documents, so the information can
be located easily. Supporting information for all relevant factors, setting forth the basis for
Applicant's conclusions, should accompany the application. The regulatory agency may
request additional information.

This application form collects information that the regulatory agencies will need to evaluate
a charter or insurance application. While most of the information will be available when the
organizers submit the application, some information will not be available at that time. Each
agency has specific purposes and different timing requirements in collecting some of this
information; for example, receipt of the organizers’ draft policies. For any question about
when to submit a specific item, organizers should contact the appropriate regulatory agencies
to discuss the specific timing for submission.
The regulatory agency must consider the applicable statutory requirements set forth in the
preceding provisions, as well as applicable regulatory requirements, when acting on this
application. For additional information regarding these statutory and regulatory
requirements, as well as processing procedures and guidelines and any supplemental
information that may be required, please refer to the appropriate regulatory agency's
procedural guidelines [i.e., Comptroller’s Corporate Manual, the FDIC's Rules and
Regulations (12 C.F.R. 303) and Statement of Policy on “Applications for Deposit
Insurance”, the OTS' Applications Processing Handbook, or the application guidelines for
the state in which the Applicant seeks a state charter]. The Applicant may contact the agency
directly for specific instruction or visit their websites at www.fdic.gov, www.occ.treas.gov,
www.ots.treas.gov, and www.csbs.org (through “Links” to each state banking department).
Notice of Publication
The Applicant must publish notice of the proposed organization in a newspaper of general
circulation in the community or communities in which the proposed financial institution will
be located. Contact the appropriate regulatory agency for the specific requirements of the
notice of publication.
Electronic Submission
In addition to an original application and the appropriate number of signed copies, the
regulatory agencies would like to have an electronic copy of the information in the
application, especially of the business plan’s financial projections. Submission of an
electronic copy is voluntary. It will be used only for internal review and processing and will
not be released to the public. The electronic copy may be provided on a computer diskette,
using common word processing and spreadsheet software. For E-mail submissions, contact
the appropriate regulatory agency for instructions and information about secure transmission
of confidential material.
Confidentiality
Any Applicant desiring confidential treatment of specific portions of the application must
submit a request in writing with the application. The request must discuss the justification
for the requested treatment. The Applicant's reasons for requesting confidentiality should
specifically demonstrate the harm (for example, loss of competitive position, invasion of
privacy) that would result from public release of information (5 U.S.C. 552 or relevant state
law). Information for which confidential treatment is requested should be: (1) specifically

ii

identified in the public portion of the application (by reference to the confidential section);
(2) separately bound; and (3) labeled "Confidential." The Applicant should follow the same
procedure when requesting confidential treatment for the subsequent filing of supplemental
information to the application.
The Applicant should contact the appropriate regulatory agency for specific instructions
regarding requests for confidential treatment. The appropriate regulatory agency will
determine whether the information will be treated as confidential and will advise the
Applicant of any decision to publicly release information labeled as "Confidential."

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INTERAGENCY CHARTER AND FEDERAL DEPOSIT INSURANCE APPLICATION
(Check all appropriate boxes.)
Type of Charter
Chartering Agency
Γ National Bank
Γ Comptroller of the Currency
Γ State Bank
Γ Office of Thrift Supervision
Γ Federal Savings Bank or Association
Γ State _______________
Γ State Savings Association
Γ Other _______________
Insurance Fund
Γ Bank Insurance Fund
Special Focus
Γ Savings Association Insurance Fund
Γ Community Development
Γ Cash Management
Type of Insurance Application
Γ Trust
Γ De Novo
Γ Bankers’ Bank
Γ Operating Noninsured Institution
Γ Credit Card: Γ CEBA Γ Non-CEBA
Γ Other ________________
Γ Other ________________
Federal Reserve Status
For OCC: Γ Standard Γ Expedited
Γ Member Bank
Γ Nonmember Bank

Proposed Depository Institution (institution)
___________________________________________________________________________
Name
___________________________________________________________________________
Street
___________________________________________________________________________
City
State
ZIP Code

Holding Company Identifying Information (if applicable)
___________________________________________________________________________
Name
___________________________________________________________________________
Street
___________________________________________________________________________
City
State
ZIP Code

Contact Person
___________________________________________________________________________
Name
Title/Employer
___________________________________________________________________________
Street
___________________________________________________________________________
City
State
ZIP Code
___________________________________________________________________________
Telephone Number
Fax Number
E-Mail Address

INTERAGENCY CHARTER AND FEDERAL DEPOSIT INSURANCE APPLICATION

1.

2.

Overview
(a)

Provide a brief overview of the application. The overview should describe the
institution’s business and any special market niche, including the products,
market, services, and any nontraditional activities.

(b)

Describe any issues about the permissibility of the proposal with regard to
applicable state or federal laws or regulations. Identify any regulatory waiver
requests and provide adequate justification.

(c)

List and provide a copy of all applications filed in conjunction with this proposal,
such as applications for holding company, trust powers, branch offices, service
corporations, and other subsidiaries.

(d)

When available, provide a copy of all public or private offering materials and the
proposed form of stock certificate, including any required restrictive legends.

(e)

Provide a copy of the proposed articles of association, articles of incorporation, or
charter, and proposed bylaws.

(f)

Provide a copy of the business plan. The business plan should address, at a
minimum, the topics contained in the appropriate regulatory agency’s Business
Plan Guidelines.

Management
(a)

Provide a list of the organizers, proposed directors, senior executive officers, and
any individual, or group of proposed shareholders acting in concert, that will own
or control 10 percent or more of the institution’s stock. For each person listed,
attach an Interagency Biographical and Financial Report, a fingerprint card, and
indicate all positions and offices currently held or to be held with the institution’s
holding company and its affiliates, if applicable. Include the signed “Oath of
Director” for each proposed director. For an OTS filing, provide a RB 20a
Certification for each person listed.

(b)

Describe each proposed director’s qualifications and experience to serve and
oversee management’s implementation of the business plan. Describe the extent,
if any, to which directors or major stockholders are or will be involved in the dayto-day management of the institution. Also list the forms of compensation, if any.

(c)

Provide a list of board committees and members.

(d)

Describe any plans to provide ongoing director education or training.

2

(e)

Describe each proposed senior executive officer’s duties and responsibilities and
qualifications and experience to serve in his/her position. If a person has not yet
been selected for a key position, list the criteria that will be required in the
selection process. Discuss the proposed terms of employment, including
compensation and benefits, and attach a copy of all pertinent documents,
including an employment contract or compensation arrangement. Provide the
aggregate compensation of all officers.

(f)

Describe any potential management interlocking relationships (12 U.S.C.
1467a(h)(2), 3201-3208, or applicable state law) that could occur with the
establishment or ownership of the institution. Include a discussion of the
permissibility of the interlock with regard to relevant law and regulations or
include a request for an exemption.

(g)

Describe any potential conflicts of interest.

(h)

Describe any transaction, contract, professional fees, or any other type of business
relationship involving the institution, the holding company, and its affiliates (if
applicable), and any organizer, director, senior executive officer, shareholder
owning or controlling 10 percent or more, and other insiders. Include
professional services or goods with respect to organizational expenses and bank
premises and fixed asset transactions. (Transactions between affiliates of the
holding company that do not involve the institution need not be described.)

(i)

1)

State whether the business relationship is made in the ordinary course of
business, is made on substantially the same terms as those prevailing at the
time for comparable transactions with non-insiders, and does not present
more than the normal risk of such transaction or present other unfavorable
features.

2)

Specify those organizers that approved each transaction and whether the
transaction was disclosed to proposed directors and prospective
shareholders.

3)

Provide all relevant documentation, including contracts, independent
appraisals, market valuations, and comparisons.

Describe all stock benefit plans of the institution and holding company, including
stock options, stock warrants, and other similar stock-based compensation plans,
for senior executive officers, organizers, directors, and other insiders. Include in
the description:
1)

The duration limits.

2)

The vesting requirements.

3)

Transferability restrictions.
3

4)

Exercise price requirements.

5)

Rights upon termination.

6)

Any “exercise or forfeiture” clause.

7)

Number of shares to be issued or covered by the plans.

Provide a list of participants, allocation of benefits to each participant, and a copy
of each proposed plan. (Plans must conform to applicable regulatory guidelines.)

3.

Capital
(a)

For each class of stock, provide the number of authorized shares, the number of
shares to be issued, par value, voting rights, convertibility features, liquidation
rights, and the projected sales price per share. Indicate the amount of net
proceeds to be allocated to common stock, paid-in surplus, and other capital
segregations.

(b)

Describe any noncash contributions to capital, and provide supporting documents
for assigned values, including an independent evaluation or appraisal.

(c)

Discuss the adequacy of the proposed capital structure relative to internal and
external risks, planned operational and financial assumptions, including
technology, branching, and projected organization and operating expenses.
Present a thorough justification to support the proposed capital, including any offbalance-sheet activities contemplated. Describe any plans for the payment of
dividends.

(d)

List all known subscribers to stock. For organizers, directors, 10 percent
shareholders, senior executive officers, and other insiders, include the number of
shares and anticipated investment and the amount of direct and indirect
borrowings to finance the investment. Discuss how any debt will be serviced.

(e)

List recipients and amounts of any fees, commissions, or other considerations in
connection with the sale of stock.

(f)

Indicate whether the institution plans to file for S Corporation tax status.

.

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4.

Convenience and Needs of the Community
NOTE:

(a)

(b)

This information must be consistent with the proposed business plan.

Market Characteristics
1)

Define the intended geographical market area(s). Include a map of the
market area, pinpointing the location of proposed bank’s offices and
offices of competing depository institutions.

2)

Describe the competitive factors the institution faces in the proposed
market and how the institution will address the convenience and needs of
that market to maintain its long-term viability.

3)

Discuss the economic environment and the need for the institution in
terms of population trends, income, and industry and housing patterns.

Community Reinvestment Act (CRA) Plan1
NOTE: The CRA Plan must be bound separately.
2

1)

Identify the assessment area(s) according to the CRA regulations.

2)

Summarize the performance context for the institution based on the factors
3
discussed in the CRA regulations.

3)

Summarize the credit needs of the institution’s proposed assessment
area(s).

4)

Identify the CRA evaluation test4 under which the institution proposes to
be assessed.

5)

Discuss the institution’s programs, products, and activities that will help
meet the existing or anticipated needs of its community(ies) under the
applicable criteria of the CRA regulation, including the needs of low- and
moderate-income geographies and individuals.

1

See applicable state requirements.
See 12 C.F.R. 25.41, 345.41, 563.41.
3
See 12 C.F.R. 25.21(b), 345.21(b), 563e.21(b).
4
See 12 C.F.R. 25.21(a); 345.21(a); 563e.21(a).
2

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5.

5

Premises and Fixed Assets
(a)

Provide a physical description for permanent premises and discuss whether they
will be publicly and handicapped accessible. Indicate the level and type of
property insurance to be carried.

(b)

If the permanent premises are to be purchased, provide name of seller, purchase
price, cost and description of necessary repairs and alterations, and annual
depreciation. If the premises are to be constructed, provide the name of the seller,
the cost of the land, and the construction costs. Indicate the percentage of the
building that will be occupied by the bank. Provide a copy of the appraisal.

(c)

If the permanent premises are to be leased, provide name of owner, terms of the
lease, and cost and description of leasehold improvements. Provide a copy of the
proposed lease when available.

(d)

If temporary quarters are planned, provide a description of interim facility, length
of use, lease terms, and other associated commitments and costs.

(e)

State whether proposed premises and fixed asset expenditures conform to
applicable statutory limitations.

(f)

Outline the security program that will be developed and implemented, including
the security devices.5

(g)

Discuss any significant effect the proposal will have on the quality of the human
environment. Include in the discussion changes in air and/or water quality, noise
levels, energy consumption, congestion of population, solid waste disposal, or
environmental integrity of private land within the meaning of the National
Environmental Policy Act, 42 U.S.C. 4321, et seq.

(h)

Describe any plan to establish branches or relocate the main office within the first
three years. Any acquisition or operating expenses should be reflected in the
financial projections.

(i)

Indicate if the establishment of the proposed main office and/or any branch
site may affect any district, site, building, structure, or object listed in, or
eligible for listing in, the National Register of Historic Places pursuant to the
National Historic Preservation Act, 16 U.S.C. 470f. (See the Advisory
Council on Historic Preservation at www.achp.gov for the Act and
implementing regulations.) Specify how such determination was made:

See 12 C.F.R. 21, 326, 568.

6

1)

2)
3)
4)
5)
6)

Consultation with the State Historic Preservation Officer (SHPO)
and/or Tribal Historic Preservation Officer (THPO) (when tribal lands
or historic properties of significance to a tribe are involved).
Reviewed National Register of Historic Places (see
www.cr.nps.gov/nr).
Applied National Register criteria to unlisted properties.6
Reviewed historical records.
Contact with preservation organizations.
Other (describe).

As appropriate, provide a copy of any documentation of consultation with the
SHPO and/or THPO. You are reminded that if a historic property may be
affected, no site preparation, demolition, alterations, construction or
renovation may occur without the appropriate regulatory agency’s
authorization.

6.

6

Information Systems
(a)

State whether the institution plans to market its products and services (the
ability to do transactions or account maintenance) via electronic means. If
yes, specifically state the products and services that will be offered via
electronic banking or the Internet.

(b)

Outline the proposed or existing information systems architecture and any
proposed changes or upgrades. The information should describe how: (1) the
information system will work within existing technology; (2) the information
system is suitable to the type of business in which the institution will engage;
(3) the security hardware, software, and procedures will be sufficient to
protect the institution from unauthorized tampering or access; and (4) the
organizers and directors will allocate sufficient resources to the entire
technology plan.

(c)

Provide lists or descriptions of the primary systems and flowcharts of the
general processes related to the products and services. The level of detail in
these system descriptions should be sufficient to enable verification of the
cost projections in the pro formas.

(d)

Estimate the start-up budget for the information systems related to the
products and services and the expected annual operating and maintenance
costs (including telecommunications, hardware, software, and personnel).

See 36 C.F.R. 60.4.

7

7.

(e)

Describe the physical and logical components of security. Describe the
security system and discuss the technologies used and key elements for the
security controls, internal controls, and audit procedures. Discuss the types of
independent testing7 the institution will conduct to ensure the integrity of the
system and its controls.

(f)

Describe the information security program that will be in place to comply
with the “Interagency Guidelines Establishing Standards for Safeguarding
Customer Information.”8

Other Information
(a)

List activities and functions, including data processing, that will be
outsourced to third parties, identifying the parties and noting any affiliations.
Describe all terms and conditions of the vendor management activities and
provide a copy of the proposed agreement when available. Describe the due
diligence conducted and the planned oversight and management program of
the vendors’ or service providers’ relationships (for general vendor
management guidance, see the Appendix of the FFIEC’s guidance, Risk
Management of Outsourced Technology Services).

(b)

List all planned expenses related to the organization of the institution and
include the name of recipient, type of professional service or goods, and
amount. Describe how organization expenses will be paid.

(c)

Provide evidence that the institution will obtain sufficient fidelity coverage on
its officers and employees to conform with generally accepted banking
practices.

(d)

If applicable, list names and addresses of all correspondent depository
institutions that have been established or are planned.

(e)

Provide a copy of management’s policies for loans, investments, liquidity,
funds management, interest rate risk, and other relevant policies. Provide a
copy of the Bank Secrecy Act program. Contact the appropriate regulatory
agencies to discuss the specific timing for submission.

(f)

For Federal Savings Banks or Associations, include information addressing
the proposed institution’s compliance with qualified thrift lender
requirements.

7

Independent tests should cover general and environmental controls as well as audit, monitoring, and balancing controls.
Independent testing will provide an objective opinion on the adequacy of these controls.
8
See 15 U.S.C. 6801, 6805(b); 12 C.F.R. 30; 308 and 364; 568 and 570.

8

(g)

If the institution is, or will be, affiliated with a company engaged in insurance
activities that are subject to supervision by a state insurance regulator,
provide:
1)
2)
3)

The name of insurance company.
A description of the insurance activity that the company is engaged in
and has plans to conduct.
A list of each state and the lines of business in that state in which the
company holds, or will hold, an insurance license. Indicate the state
where the company holds a resident license or charter, as applicable.

9

OCC CERTIFICATION
We, the organizers, certify that the information contained in this application has been examined
carefully and is true, correct, and complete, and is current as of the date of this submission. We
also certify that any misrepresentations or omissions of material facts with respect to this
application, any attachments to it, and any other documents or information provided in
connection with the application for the organization of the proposed financial institution and
federal deposit insurance may be grounds for denial or revocation of the charter and/or
insurance, or grounds for an objection to the undersigned as proposed director(s) or officer(s) of
the proposed financial institution, and may subject the undersigned to other legal sanctions,
including the criminal sanctions provided for in 18 U.S.C. 1001, 1007, and 1014. We request
that examiners be assigned to make any investigations necessary.
We acknowledge that approval of this application is in the discretion of the appropriate federal
banking agency or agencies. Actions or communications, whether oral, written, or electronic, by
an agency or its employees in connection with this filing, including approval of the application if
granted, do not constitute a contract, either express or implied, or any other obligation binding
upon the agency, other federal banking agencies, the United States, any other agency or entity of
the United States, or any officer or employee of the United States. Such actions or
communications will not affect the ability of any federal banking agency to exercise its
supervisory, regulatory, or examination powers under applicable law and regulations. We
further acknowledge that the foregoing may not be waived or modified by any employee or agent
of a federal banking agency or of the United States.
Signature

Date

Typed Name

10

FDIC CERTIFICATION
We, the organizers, certify that the information contained in this application has been
examined carefully and is true, correct, and complete, and is current as of the date of this
submission. We also certify that any misrepresentations or omissions of material facts with
respect to this application, any attachments to it, and any other documents or information
provided in connection with the application for the organization of the proposed financial
institution and federal deposit insurance may be grounds for denial or revocation of the
charter and/or insurance, or grounds for an objection to the undersigned as proposed
director(s) or officer(s) of the proposed financial institution, and may subject the undersigned
to other legal sanctions, including the criminal sanctions provided for in 18 U.S.C. 1001,
1007, and 1014. We request that examiners be assigned to make any investigations
necessary.
We acknowledge that approval of this application is in the discretion of the appropriate
federal banking agency or agencies. Actions or communications, whether oral, written, or
electronic, by an agency or its employees in connection with this filing, including approval of
the application if granted, do not constitute a contract, either express or implied, or any other
obligation binding upon the agency, other federal banking agencies, the United States, any
other agency or entity of the United States, or any officer or employee of the United States.
Such actions or communications will not affect the ability of any federal banking agency to
exercise its supervisory, regulatory, or examination powers under applicable law and
regulations. We further acknowledge that the foregoing may not be waived or modified by
any employee or agent of a federal banking agency or of the United States.
It is understood that the Board of Directors of the Federal Deposit Insurance Corporation
(Corporation), in applying the factors set out in federal statutes, will consider the application
only with respect to the general character or type of business stated and that the depository
institution will not engage in any other business without the prior written consent of the
Corporation.
It is further understood that federal deposit insurance will not become effective (a) until the
proposed depository institution has been incorporated and authorized to engage in the
business of receiving deposits, (b) until the board of directors of the depository institution
has adopted a resolution ratifying and confirming the action of the incorporators in making
this application with supporting information, (c) until the depository institution has fulfilled
such requirements, if any, as the Corporation may impose as a condition of its approval of

11

this application, and (d) until the depository institution has been notified that its membership
in the Corporation has been approved.

Signature

Date

Typed Name

12

OTS CERTIFICATION
We, the organizers, certify that:
(i)
The information contained in this application has been examined carefully and is
true, correct, and complete, and is current as of the date of this submission.
(ii)
Any misrepresentations or omissions of material facts with respect to this
application, any attachments to it, and any other documents or information provided in
connection with the application for the organization of the proposed financial institution
and federal deposit insurance may be grounds for denial or revocation of the charter
and/or insurance, or grounds for an objection to the undersigned as proposed director(s)
or officer(s) of the proposed association, and may subject the undersigned to other legal
sanctions, including the criminal sanctions provided for in 18 U.S.C. 1001, 1007, and
1014.
(iii) The undersigned will not represent themselves as authorized to organize such
association until this application is approved and, upon notification that the application
has been approved, they will proceed only in accordance with the provisions of the Home
Owners’ Loan Act of 1933, as amended, and with rules and regulations made thereunder.
(iv)
The undersigned are not acting in this application as representative or on behalf
of any person, partnership, association, or corporation undisclosed to the Office of Thrift
Supervision.
(v)
No charge or expense incurred in connection with the organization of the
association shall be charged to the association.
(vi)
No funds or money will be accepted for deposit or collected on account by or for
the association until this application is approved and its organization has been completed.
(vii) For mutual associations, an organizational committee will be created promptly
upon approval of this application, and the committee members will serve as temporary
officers of the association until officers are elected by the members of the association.
We request that examiners be assigned to make any investigations necessary.
We also acknowledge that approval of this application is in the discretion of the Office of
Thrift Supervision. Actions or communications, whether oral, written, or electronic, by
the Office of Thrift Supervision or its employees in connection with this filing, including
approval of the application if granted, do not constitute a contract, either express or
implied, or any other obligation binding upon the Office of Thrift Supervision, other
federal banking agencies, the United States, any other agency or entity of the United
States, or any officer or employee of the United States. Such actions or communications
will not affect the ability of any federal banking agency to exercise its supervisory,
regulatory, or examination powers under applicable law and regulations. We further

13

acknowledge that the foregoing may not be waived or modified by any employee or agent
of a federal banking agency or of the United States.
Signature

Date

14

Typed Name

EXHIBITS (check all that apply)
___

Business Plan
___ Financial Projections

___

CRA Plan

___

Articles of Association, Articles of Incorporation, or Charter

___

Bylaws

___

Oath of Director

___

Interagency Biographical and Financial Reports

___

Fingerprint cards (appropriate regulatory agency)

___

Publication Certification/Affidavit/Notice of Publication

___

Copies of contracts/agreements
___ Employment/compensation
___ Service providers
___ Other

___

Stock Benefit Plans

___

Economic survey or market feasibility study
___Market Area Map

___

Waiver request, specify: ________________________________

___

Offering Materials
Proposed stock certificate

___

Corporate or holding company audited statements or financial reports

___

OCC/OTS/state filing fee

___

Copy of policies, specify: _______________________________

OTS ONLY:
___

RB 20a Certification

15

Oath of the Bank Director

Bank Name ___________________________
State of
County of

Date ___________________

I, the undersigned, a (proposed) director of the above-named bank do solemnly swear
(affirm) that:
As a director, I have a legal responsibility and a fiduciary duty to shareholders to
administer the depository institution’s affairs faithfully and to oversee its management.
In carrying out my duties and responsibilities, I shall exercise reasonable care and place
the interests of the depository institution before my own interests. I shall fulfill my
duties of loyalty and care to the above-named depository institution.
I shall, commensurate with my duties, diligently and honestly administer the affairs of the
depository institution, and I shall not knowingly violate, or willingly permit to be violated, any
applicable statute or regulation. I shall ensure that I learn of changes in statutes, regulations, and
policies of the Office of Comptroller of the Currency, the Federal Deposit Insurance
Corporation, or any state to whose jurisdiction my association is subject, which affect my duties,
responsibilities, or obligations as a director and affiliated person of the association.
I am the owner, in good faith and in my own right, of the number of shares of stock that
the law requires. I have either subscribed for this stock or it is issued and outstanding, and it is
not hypothecated, or in any way pledged, as security for any loan or debt.
I shall attend meetings of the board of directors and participate fully on all committees of
the board to which I am appointed.
Signature
Typed Name
Mailing Address
City

State

ZIP Code
Notary’s Affirmation

Sworn to before me and subscribed in my presence, this

day of

Notary Public
My Commission Expires _____________________________

16

, _________.

Oath of Savings Association Director
Name of Savings Association _________________________________________
City ________________________ County _______________ State___________
I, the undersigned, a [proposed] director of the above-named savings association, do solemnly
swear (affirm) as follows:
1.
I acknowledge that service as a director of a federally insured savings association is an
important undertaking that carries with it significant duties and responsibilities. I have read and
understand the OTS Directors’ Responsibilities Guide describing the duties of directors and
officers of savings association.
2.
As a director of the above-named savings association, I have a legal responsibility and a
fiduciary duty to its shareholders and creditors and to the applicable federal deposit insurance
funds to administer the savings association’s affairs faithfully and to oversee its management. In
carrying out my duties and responsibilities, I shall exercise reasonable care and place the
interests of the savings association before my own interests. I shall fulfill my duties of loyalty
and care to the above-named savings association.
3.
I shall diligently and honestly administer the affairs of the savings association, and I shall
not knowingly violate, or willingly permit to be violated, any applicable statute or regulation. I
shall ensure that I learn of changes in statutes, regulations, and policies of the Office of Thrift
Supervision and the Federal Deposit Insurance Corporation or any state to whose jurisdiction my
association is subject, which affect my duties, responsibilities, or obligations as a director and
affiliated person of the savings association.
4.
I shall attend meetings of the board of directors and participate fully on all committees of
the board to which I am appointed.
Signature _________________________________________________
Typed Name _______________________________________________
Mailing Address ____________________________________________
City __________________ State ______________ ZIP Code_________
Date _____________________________
Notary’s Affirmation
Sworn to before me and subscribed in my presence this ____ day of ___________, _______.
Notary Public ______________________________________________
My Commission Expires ______________________________________

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