Consolidated Financial Statements for Bank Holding Companies

INSTRUCTIONS FOR PREPARATION OF

Financial Statements
for Bank Holding Companies
FR Y–9C
For purposes of this report, savings and loan holding companies are subject
to the same reporting requirements as bank holding companies, unless
otherwise noted in these instructions. All references to "bank holding
company(s) are inclusive of "savings and loan holding company(s)" unless
otherwise noted.1

GENERAL INSTRUCTIONS
Who Must Report
A. Reporting Criteria
All bank holding companies, regardless of size, are
required to submit financial statements to the Federal
Reserve, unless specifically exempted (see description of
exemptions below).
The specific reporting requirements for each bank holding company depend upon the size of the holding company, or other specific factors as determined by the
appropriate Federal Reserve Bank. Bank holding companies must file the appropriate forms as described below:
(1) Bank Holding Companies with Total Consolidated Assets of $500 Million or More. Bank holding companies with total consolidated assets of
$500 million or more (the top tier of a multi-tiered
holding company, when applicable) must file:
(a) the Consolidated Financial Statements for Bank
Footnote
1: Savings and loan holding companies
Holding Companies (FR Y-9C) quarterly, as of
do not include
any trustday
(other
than aJune,
pension,
the last calendar
of March,
September,
profit-sharing,
stockholders' voting, or business
and December.
trust)(b)which
controls a savings association if such
the Parent Company Only Financial Statements
trust by for
its Large
termsBank
mustHolding
terminate
within 25
or
Companies
(FRyears
Y-9LP)
not laterquarterly,
than 21 years
andlast
10calendar
months day
afterofthe
as of the
March,
September,
and on
December.
death ofJune,
individuals
living
the effective date of
the trust,Each
andbank
(a) was
in company
existencethat
and
inthe
control
of
holding
files
FR Y-9C
must
submit
the
FR
Y-9LP
for
its
parent
company.
a savings association on June 26, 1967, or, (b) is a
testamentary
Section
238.2 ofWhen
the interim
For tieredtrust.
bankSee
holding
companies.
bank
finalholding
rule of companies
Regulation
LL,total
dated
September
13, of
with
consolidated
assets
or more, own or control, or are owned
2011,$500
for million,
more information.
or controlled by, other bank holding companies (i.e.,
are tiered bank holding companies), only the top-tier
holding company must file the FR Y-9C for the
consolidated bank holding company organization

FR Y9C
General Instructions

June 2009

unless the top-tier holding company is exempt from
reporting the FR Y-9C. If a top-tier holding company
is exempt from reporting the FR Y-9C, then the
lower-tier holding company (with total consolidated assets of $500 million or more) must file the
FR Y-9C.
In addition, such tiered bank holding companies,
regardless of the size of the subsidiary bank holding
companies, must also submit, or have the top-tier
bank holding company subsidiary submit, a separate
FR Y-9LP for each lower-tier bank holding company
of the top-tier bank holding company.
(2) Bank Holding Companies that are Employee Stock
Ownership Plans. Bank holding companies that are
employee stock ownership plans (ESOPs) as of the
last calendar day of the calendar year must file the
Financial Statements for Employee Stock Ownership
Plan Bank Holding Companies (FR Y-9ES) on an
annual basis, as of December 31. No other FR Y-9
series form is required. However, bank holding
companies that are subsidiaries of ESOP bank holding
companies (i.e., a tiered bank holding company) must
submit the appropriate FR Y-9 series in accordance
with bank holding company reporting requirements.
(3) Bank Holding Companies with Total Consolidated Assets of Less Than $500 Million. Bank
holding companies with total consolidated assets of
less than $500 million must file the Parent Company
Only Financial Statements for Small Bank Holding
Companies (FR Y-9SP) on a semiannual basis, as of
the last calendar day of June and December.1
1. The Reserve Bank with whom the reporting bank holding company
files its reports may require that a bank holding company with total
consolidated assets of less than $500 million submit the FR Y-9C and the
FR Y-9LP reports to meet supervisory needs. Reserve Banks will consider
such criteria including, but not limited to, whether the holding company
(1) is engaged in significant nonbanking activities either directly or through

renumber al
footnote in the
General
Instructions

GEN-1

General Instructions

Federal Reserve and the financial statements filed with
the SEC.

is, the Federal Reserve Bank in the district where the
bank holding company submits this report).

B. Report Form Captions, Non-applicable
Items and Instructional Detail

C. Rounding

No caption on the report forms shall be changed in any
way. An amount or a zero should be entered for all items
except in those cases where (1) the reporting bank holding company does not have any foreign offices; (2) the
reporting company does not have any depository institutions that are subsidiaries other than commercial banks;
or (3) the reporting bank holding company has no consolidated subsidiaries that render services in any fiduSavings and loan
ciary capacity and its subsidiary banks have no trust
holding bank
companies
departments. If the reporting
holding company has
who
are
notHC,
required
only domestic offices, Schedule
items 13(b)(1) and
13(b)(2), and Schedule
HI, items
1(a)(2) and 2(a)(2)
to report
Schedule
should be left blank.HC-L,
If the reporting
company does not
item 7(c)(1)(a)
have any depository institutions that are subsidiaries
through item 7(c)(2)
other than commercial banks, then Schedule HC-E, items
(c), Schedule
HC-M
2(a) through 2(e) should
be left blank.
If the reporting
item
11,
item
17, and
company does not have any trust
activities, then
Schedule HI, item 5(a)
should
leftofblank. Bank holditem
18, orbeall
ing company shouldSchedule
leave blank
memorandum
items
HC-R
may
9(a) through 9(d) of Schedule HI if the reporting bank
leave these items
holding company does not have average trading assets of
capitalize
$2 million or more blank.
(reported on Schedule HC-K, item
4(a)) as of the March 31st report date of the current
calendar year.
In addition, bank holding companies who are not
required to report Schedule HC-D or Schedule HC-Q
may leave these schedules blank.
There may be areas in which a bank holding company
wishes more technical detail on the application of
accounting standards and procedures to the requirements
of these instructions. Such information may often be
found in the appropriate entries in the Glossary section of
these instructions or, in more detail, in the GAAP standards. Selected sections of the GAAP standards are
referenced in the instructions where appropriate. The
accounting entries in the Glossary are intended to serve
as an aid in specific reporting situations rather than a
comprehensive statement on accounting for bank holding
companies.
Questions and requests for interpretations of matters
appearing in any part of these instructions should be
addressed to the appropriate Federal Reserve Bank (that
FR Y9C
General Instructions

June 2011

For bank holding companies with total assets of less than
$10 billion, all dollar amounts must be reported in
thousands, with the figures rounded to the nearest thousand. Items less than $500 will be reported as zero. For
bank holding companies with total assets of $10 billion
or more, all dollar amounts may be reported in thousands,
but each bank holding company, at its option, may round
the figures reported to the nearest million, with zeros
reported in the thousands column. For bank holding
companies exercising this option, amounts less than
$500,000 will be reported as zero.
Rounding could result in details not adding to their stated
totals. However, to ensure consistent reporting, the
rounded detail items should be adjusted so that the totals
and the sums of their components are identical.
On the Consolidated Financial Statements for Bank
Holding Companies, ‘‘Total assets’’ (Schedule HC,
item 12) and ‘‘Total liabilities and equity capital’’ (Schedule HC, item 29), which must be equal, must be derived
from unrounded numbers and then rounded to ensure that
these two items are equal as reported.

D. Negative Entries
Except for the items listed below, negative entries are
generally not appropriate on the FR Y-9C and should not
be reported. Hence, assets with credit balances must be
reported in liability items and liabilities with debit balances must be reported in asset items, as appropriate, and
in accordance with these instructions. Items for which
negative entries may be made, include:
(1) Schedule HI, memorandum item 6, ‘‘Other noninterest income (itemize and describe the three
largest amounts that exceed 1 percent of the sum of
Schedule HI, item 1(h) and 5(m)).’’
(2) Schedule HI, memorandum item 7 ‘‘Other noninterest expense (itemize and describe the three
largest amounts that exceed 1 percent of Schedule
HI, items 1(h) and 5(m)).’’
(3) Schedule HI, item 5(e), ‘‘Venture capital revenue.’’
(4) Schedule HI, item 5(f), ‘‘Net servicing fees.’’
GEN-5

LINE ITEM INSTRUCTIONS FOR

Consolidated Report of Income
Schedule HI
For purposes of this report, a savings and loan holding company should report income from its
savings association(s), nonbank subsidiary(s) and subsidiary savings and loan holding
The line
item instructions
be 238.2
read of
in Regulation
conjunction
the Glossary
and otherand
company(s)
(as definedshould
in section
LL)with
following
the same guidelines
sections
of theserules
instructions.
the
discussion
the Organization
of the Instruction
accounting
set forth inSee
these
instructions
forof
a bank
holding company.

Books in the General Instructions. For purposes of these line item instructions, the
FASB Accounting Standards Codification is referred to as ‘‘ASC.’’

General Instructions
Report in accordance with these instructions all income
and expense of the consolidated bank holding company
for the calendar year-to-date. Include adjustments of
accruals and other accounting estimates made shortly
after the end of a reporting period which relate to the
income and expense of the reporting period.
Bank holding companies that began operating during the
reporting period should report in the appropriate items of
Schedule HI all income earned and expense incurred
since commencing operations. The bank holding company should report pre-opening income earned and
expenses incurred from inception until the date operations commenced using one of the two methods described
in the Glossary entry for ‘‘start-up activities.’’
Business Combinations and Reorganizations − If the
bank holding company entered into a business combination that became effective during the reporting period and
which has been accounted for under the acquisition
method, report the income and expense of the acquired
business only after its acquisition. If the bank holding
company entered into a reorganization that became effective during the year-to-date reporting period and has been
accounted for at historical cost in a manner similar to a
pooling of interests, report the income and expense of the
combined entities for the entire calendar year-to-date as
though they had combined at the beginning of the year.
For further information on business combinations and
reorganizations, see the Glossary entry for ‘‘business
combinations.’’
Assets and liabilities accounted under the fair value
option — Under U.S. generally accepted accounting
principles (GAAP) (i.e., ASC Subtopic 825-10, Financial
Instruments – Overall (formerly FASB Statement No.
159, The Fair Value Option for Financial Assets and
Financial Liabilities), ASC Subtopic 815-15, Derivatives
and Hedging – Embedded Derivatives (formerly FASB
FR Y-9C
Schedule HI

June 2011

Statement No. 155, Accounting for Certain Hybrid
Financial Instruments), and ASC Subtopic 860-50, Transfers and Servicing – Servicing Assets and Liabilities
(formerly FASB Statement No. 156, Accounting for
Servicing of Financial Assets)), the bank holding company may elect to report certain assets and liabilities at
fair value with changes in fair value recognized in
earnings. This election is generally referred to as the fair
value option. If the bank holding company has elected to
apply the fair value option to interest-bearing financial
assets and liabilities, it should report the interest income
on these financial assets (except any that are in nonaccrual status) and the interest expense on these financial
liabilities for the year-to-date in the appropriate interest
income and interest expense items on Schedule HI, not as
part of the reported change in fair value of these assets
and liabilities for the year-to-date. The bank holding
company should measure the interest income or interest
expense on a financial asset or liability to which the fair
value option has been applied using either the contractual
interest rate on the asset or liability or the effective yield
method based on the amount at which the asset or
liability was first recognized on the balance sheet.
Although the use of the contractual interest rate is an
acceptable method under GAAP, when a financial asset
or liability has a significant premium or discount upon
initial recognition, the measurement of interest income or
interest expense under the effective yield method more
accurately portrays the economic substance of the transaction. In addition, in some cases, GAAP requires a
particular method of interest income recognition when
the fair value option is elected. For example, when the
fair value option has been applied to a beneficial interest
in securitized financial assets within the scope of ASC
Subtopic 325-40, Investments-Other – Beneficial Interests in Securitized Financial Assets (formerly Emerging
Issues Task Force Issue No. 99-20, Recognition of Interest Income and Impairment on Purchased and Retained
Beneficial Interests in Securitized Financial Assets),
HI-1

LINE ITEM INSTRUCTIONS FOR

Quarterly Averages
Schedule HC-K
new paragraph Insurance savings and loan holding companies
that are completing Schedule HC-K and do not calculate
quarterly averages as prescribed by these instructions may
calculate the quarterly averages utilizing an industry convention
or may provide estimates on a best efforts basis utilizing one of
the two quarterly average calculations prescribed in these
instructions. Disclose the method used to calculate quarterly
averages in the “Notes to the Balance Sheet - Other” section.

General Instructions
Report for the items on this schedule the average of the
balances as of the close of business for each day for the
calendar quarter or an average of the balances as of the
close of business on each Wednesday during the calendar
quarter. For days that the bank holding company (or any
of its consolidated subsidiaries or branches) is closed
(e.g., Saturdays, Sundays, or holidays), use the amount
outstanding from the previous business day. An office is
considered closed if there are no transactions posted to
the general ledger as of that date.
If the reporting bank holding company was the acquirer
in a business combination accounted for under the acquisition method for which the acquisition date was during
the calendar quarter, the quarterly averages for the bank
holding company should include in the numerator:
• Dollar amounts for the reporting bank holding company for each day (or each Wednesday) from the
beginning of the quarter until the acquisition date and
• Dollar amounts for the reporting bank holding company and the acquired business for each day (or each
Wednesday) from the acquisition date through the end
of the quarter
and should include in the denominator the number of
days (or Wednesdays) in the entire quarter.
If the reporting bank holding company entered into a
reorganization that became effective during the calendar
quarter and has been accounted for at historical cost in a
manner similar to a pooling of interests, the quarterly
averages for the bank holding company should include
dollar amounts for both the reporting bank holding
company and the business that was combined in the
reorganization for each day (or each Wednesday) from
the beginning to the end of the quarter in the numerator
and the number of days (or Wednesdays) in the entire
quarter in the denominator. For further information on
FR Y-9C
Schedule HC-K September 2011

business combinations and reorganizations, see the Glossary entry for ‘‘business combinations.’’
If the bank holding company began operating during the
calendar quarter, the quarterly averages for the bank
holding company should include only the dollar amounts
for the days (or Wednesdays) since the bank holding
company began operating in the numerator and the
number of days (or Wednesdays) since the bank holding
company began operating in the denominator.

Assets
Line Item 1

Securities.

Line Item 1(a) U.S. Treasury securities and U.S.
Government agency obligations (excluding
mortgage-backed securities).
Report the quarterly average of the amortized cost of the
bank holding company’s held-to-maturity and availablefor-sale U.S. Treasury and Government agency obligations (as defined for Schedule HC-B, items 1 and 2,
columns A and C).
Line Item 1(b)

Mortgage-backed securities.

Report the quarterly average of the amortized cost of the
bank holding company’s held-to-maturity and availablefor-sale mortgage-backed securities (as defined for Schedule HC-B, item 4, columns A and C).
Line Item 1(c)

All other securities.

Report the quarterly average of the amortized cost of the
bank holding company’s held-to-maturity and availablefor-sale securities issued by states and political subdivisions in the U.S., asset-backed securities and structured
financial products, and other debt securities (as defined
for Schedule HC-B, items 3, 5, and 6, columns A and C)
plus the quarterly average of the historical cost of
investments in mutual funds and other equity securities
HC-K-1

Schedule HC-L

new paragraph Savings and loan
holding companies
should leave this item
blank.

reference asset at a specified ‘‘strike’’ spread level. The
option purchaser (protection purchaser or beneficiary)
buys the right to sell the reference asset to, or purchase it
from, the option writer at the strike spread level.

bank holding company’s treatment of the derivative for
regulatory capital purposes. Because each subitem under
item 7(c) is mutually exclusive, each credit derivative
contract should be reported in only one subitem.

Line Item 7(a)(4)

Line Item 7(c)(1) Positions covered under the
Market Risk Rule.

Other credit derivatives.

Report in the appropriate column the notional amount of
all other credit derivatives. Other credit derivatives consist of any credit derivatives not reportable as a credit
default swap, a total return swap, or a credit option.
Credit linked notes are cash securities and should not be
reported as other credit derivatives.
Line Item 7(b)

Gross fair values.

Report in the appropriate subitem and column the gross
fair values of all credit derivatives. As defined in ASC
Topic 820, Fair Value Measurements and Disclosures
(formerly FASB Statement No. 157, Fair Value Measurements), fair value for an asset or liability is the price that
would be received to sell the asset or paid to transfer the
liability in an orderly transaction between market participants (not a forced liquidation or distressed sale) in the
asset’s or liability’s principal (or most advantageous)
market at the measurement date. For further information,
see the Glossary entry for ‘‘fair value.’’ For purposes of
this item, the reporting bank holding company should
determine the fair value of its credit derivative contracts
in the same manner that it determines the fair value of
these contracts for other financial reporting purposes.
Line Item 7(b)(1)

Gross positive fair value.

Report in the appropriate column the total fair value of
those credit derivatives reported in Schedule HC-L, items
7(a)(1) through 7(a)(4), above, with positive fair values.
Line Item 7(b)(2)

Gross negative fair value.

Report in the appropriate column the total fair value of
those credit derivatives reported in Schedule HC-L, items
7(a)(1) through 7(a)(4), above, with negative fair values.
Report the total fair value as an absolute value; do not
enclose the total fair value in parentheses or use a minus
(-) sign.
Line Item 7(c) Notional amount of all credit
derivatives by regulatory capital treatment.
Report in the appropriate subitem the notional amount of
all credit derivative contracts according to the reporting
FR Y-9C
Schedule HC-L

June 2011

For bank holding companies subject to the Market Risk
Rule, report in the appropriate subitem the notional
amount of covered positions.
Line Item 7(c)(1)(a)

Sold protection.

For those credit derivatives that are covered positions
under the Market Risk Rule, report the notional amount
of credit derivative contracts where the bank holding
company is the protection seller (guarantor).
Line Item 7(c)(1)(b)

Purchased protection.

For those credit derivatives that are covered positions
under the Market Risk Rule, report the notional amount
of credit derivative contracts where the bank holding
company is the protection purchaser (beneficiary).
Line Item 7(c)(2)

All other positions:

Line Item 7(c)(2)(a)

Sold protection.

Report the notional amount of credit derivative contracts
that are not covered positions under the Market Risk Rule
where the reporting bank holding company is the protection seller (guarantor).
Line Item 7(c)(2)(b) Purchased protection that is
recognized as a guarantee for regulatory capital
purposes.
Report the notional amount of credit derivative contracts
that are not covered positions under the Market Risk Rule
where the bank holding company is the protection purchaser (beneficiary) and the protection is recognized as a
guarantee for regulatory capital purposes. The credit
derivative contracts to be reported in this item are limited
to those providing purchased protection where an underlying position (usually an asset of the bank holding
company) is being hedged by the protection and credit
derivative contract meets the criteria for recognition as a
guarantee under the Federal Reserve’s regulatory capital
standards.
HC-L-7

Schedule HC-M
new paragraph Savings and loan
holding companies
should leave this item
If the
response to this question is ‘‘yes,’’ restated financial
blank.
statements that reflect those changes in accounting standards should be submitted to the appropriate Federal
Reserve District Bank as soon as possible.
Line Item 10

Not applicable.

Line Item 11 Have all changes in investments and
activities been reported to the Federal Reserve on
the Bank Holding Company Report of Changes in
Organizational Structure (FR Y-10).
Enter a ‘‘1’’ for yes if the bank holding company has
submitted all changes, if any, in its investments and
activities on the FR Y-10. If the bank holding company had no changes in investments and activities and
therefore was not required to file a FR Y-10, also enter a
‘‘1’’ in this item. Enter a ‘‘0’’ for no if it has not yet
submitted all changes to investments and activities on the
FR Y-10. (If the answer to this question is no, the bank
holding company must complete the FR Y-10 report.)
The name of the holding company official responsible for
verifying that the FR Y-10 has been completed should be
typed or printed on the line provided whether the answer
is ‘‘yes,’’ or ‘‘no.’’ In addition, enter the area code and
phone number of the official responsible for verifying the
FR Y-10.
Line Item 12

Intangible assets other than goodwill.

Report in the appropriate subitem the carrying amount of
intangible assets other than goodwill. Intangible assets
primarily result from business combinations accounted
for under the acquisition method in accordance with ASC
Topic 805, Business Combinations (formerly FASB
Statement No. 141(R), Business Combinations), from
acquisitions of portions or segments of another institution’s business such as mortgage servicing portfolios,
and credit card portfolios, and from the sale or securitization of financial assets with servicing retained.
An intangible asset with a finite life (other than a
servicing asset) should be amortized over its estimated
useful life and should be reviewed at least quarterly to
determine whether events or changes in circumstances
indicate that its carrying amount may not be recoverable.
If this review indicates that the carrying amount may not
be recoverable, the intangible asset should be tested for
recoverability (impairment) in accordance with ASC
Topic 360, Property, Plant, and Equipment (formerly
FASB Statement No. 144, Accounting for the Impairment
HC-M-6

or Disposal of Long-Lived Assets). An impairment loss
shall be recognized if the carrying amount of the intangible asset is not recoverable and this amount exceeds the
asset’s fair value. The carrying amount is not recoverable
if it exceeds the sum of the undiscounted expected future
cash flows from the intangible asset. An impairment loss
is recognized by writing the intangible asset down to its
fair value (which becomes the new accounting basis of
the intangible asset), with a corresponding charge to
expense (which should be reported in Schedule HI, item
7(c)(2)). Subsequent reversal of a previously recognized
impairment loss is prohibited.
An intangible asset with an indefinite useful life should
not be amortized, but should be tested for impairment at
least annually in accordance with ASC Topic 360, Property, Plant, and Equipment (formerly FASB Statement
No. 142, Goodwill and Other Intangible Assets).
Line Item 12(a)

Mortgage servicing assets.

Report the carrying amount of mortgage servicing assets,
i.e., the cost of acquiring contracts to service loans
secured by real estate (as defined for Schedule HC-C,
item 1, and in the Glossary entry for ‘‘Loans secured by
real estate’’) that have been securitized or are owned by
another party, net of any related valuation allowances.
Servicing assets resulting from contracts to service financial assets other than loans secured by real estate should
be reported in line item 12(b). For further information,
see the Glossary entry for ‘‘servicing assets and
liabilities.’’
Line Item 12(a)(1) Estimated fair value of
mortgage servicing assets.
Report the estimated fair value of the capitalized mortgage servicing assets reported in Schedule HC-M,
item 12(a) above.
According to ASC Topic 820, Fair Value Measurements
and Disclosures (formerly FASB Statement No. 157,
Fair Value Measurements), fair value is defined as the
price that would be received to sell an asset in an orderly
transaction between market participants in the asset’s
principal (or most advantageous) market at the measurement date. For purposes of this item, the reporting bank
holding company should determine the fair value of
mortgage servicing assets in the same manner that determines the fair value of these assets for other financial
Schedule HC-M

FR Y-9C
June 2011

Schedule HC-M
Savings and loan
holding companies
should leave this
item blank.

Information related to the filing of the
FR Y-12 report (Line Items 17, 18, 19(a),
19(b))
Line items 17 and 18 will be used to determine if the
reporting bank holding company must complete the
Consolidated Bank Holding Company Report of Equity
Investments in Nonfinancial Companies (FR Y-12). In a
multi-tiered organization with one or more bank holding
companies (BHCs), only the top-tier BHC should complete items 17 and 18 on a consolidated basis. However,
if a lower-tier BHC is functioning as the consolidated
top-tier reporter for other financial reports (for example,
when the top-tier is a non-U.S. BHC, ESOP, or limited
partnership), this lower-tier BHC should complete
items 17 and 18 on a consolidated basis.
Items 19(a) and 19(b) are to be completed by all
bank holding companies that are not required to file the
FR Y-12.
Line Item 17 Does the bank holding company
hold, either directly or indirectly through a
subsidiary or affiliate, any nonfinancial equity
investments within a Small Business Investment
Company (SBIC) structure, or under section 4(c)(6)
or 4(c)(7) of the Bank Holding Company Act, or
pursuant to the merchant banking authority of
section 4(k)4(H) of the Bank Holding Company Act,
or pursuant to the investment authority granted by
Regulation K?
Enter a ‘‘1’’ if the answer to this question is yes. Enter a
‘‘0’’ if the response to this question is no. If the answer to
this question is no, your organization does not need to
complete the FR Y-12. Skip items 18 and proceed to items
19(a) and 19(b). If the answer to this question is yes,
proceed to item 18 below.
For purposes of this question, an equity investment refers
to common stock, partnership interests, convertible preferred stock, convertible debt, and warrants, options, and
other rights that give the holder the right to acquire
common stock or instruments convertible into common
stock. An equity investment does not include any position or security held in a trading account in accordance
with applicable accounting principles and as part of an
underwriting, market making or dealing activity.
A nonfinancial equity investment means an equity investment made by the BHC or any of its subsidiaries
FR Y-9C
Schedule HC-M

June 2011

(including all U.S. offices, International Banking Facilities, foreign branches, branches in Puerto Rico and U.S.
territories and possessions, and majority-owned bank and
nonbank domestic and foreign subsidiaries, including
Edge and agreement subsidiaries, domestic nonbankingsubsidiaries, and small business investment
companies (SBICs)):
• pursuant to the merchant banking authority of section
4(k)(4)(H) of the BHC Act (12 U.S.C. 1843(k)(4)(H))
and subpart J of the Board’s Regulation Y,
• under section 4(c)(6) or 4(c)(7) of the BHC Act
(12 U.S.C. 1843(c)(6) and (c)(7)) in a nonfinancial
company (as defined below) or in a company that
makes investments in nonfinancial companies,
• investments made through a SBIC that is consolidated
with the BHC or subsidiary, or in an SBIC that is not
consolidated, under section 302(b) of the Small Business Investment Act of 1958,
• in a nonfinancial company under the portfolio investment provisions of the Board’s Regulation K (12 CFR
211.8(c)(3), or
• in a nonfinancial company under section 24 of the
Federal Deposit Insurance Act (12 U.S.C. 1831a).
This question does not apply to equity investments that a
BHC or any of its subsidiaries may make under other
legal authorities. For example, this question does not
apply to nonfinancial investments made by an insurance
company subsidiary of a financial holding company
under section 4(k)(4)(I) of the BHC Act (12 U.S.C.
1843(k)(4)(I)). Also, this question does not apply to DPC
investments.
A nonfinancial company is a company that is engaged in
any activity that has not been determined to be financial
in nature or incidental to a financial activity under
section 4(k) of the BHC Act (12 U.S.C. 1843(k)).
Line Item 18 Do your aggregate nonfinancial
equity investments equal or exceed the lesser of
$100 million (on an acquisition cost basis) or
10 percent of the BHC’s consolidated Tier 1 capital
as of the report date?
Enter a ‘‘1’’ if the answer to this question is yes. Enter a
‘‘0’’ if the response to this question is no. If the answer to
both item 17 and item 18 is yes, your organization must
complete the FR Y-12. Skip items 19.a and 19.b, and
HC-M-11

Schedule HC-M

For savings and loan holding companies, the definition of
nonbank subsidiary excludes federal savings associations,
federal savings banks and savings associations.

proceed to item 20 below. If the answer to either item 17
or item 18 is no, your organization does not need to
complete the FR Y-12. Proceed to items 19(a) and 19(b)
below.
See the instructions for item 17 above for the definition
of nonfinancial equity investment.

a U.S. bank holding company that has submitted a
declaration to become a financial holding company with
the appropriate Federal Reserve Bank and whose declaration has been determined to be effective as of the
reporting period (e.g., March 31, June 30, September 30,
or December 31).

Acquisition cost is the amount paid by the BHC for the
nonfinancial equity investment when it was acquired.

Line Item 20(a)

Tier 1 capital is the amount reported in Schedule HC- R,
Regulatory Capital, item 11.
Items 19(a) and 19(b) are to be completed by all bank
holding companies that are not required to file the
FR Y-12.
Line Item 19(a) Has the bank holding company sold
or otherwise liquidated its holding of any
nonfinancial equity investment since the previous
reporting period?
Enter a ‘‘1’’ if the answer to this question is yes. Enter a
‘‘0’’ if the response to this question is no. See the
instructions for item 17 above for the definition of
nonfinancial equity investment.
Line item 19(b) Does the bank holding company
manage any nonfinancial equity investments for the
benefit of others?
Enter a ‘‘1’’ if the answer to this question is yes. Enter a
‘‘0’’ if the response to this question is no.
This item applies to all bank holding companies that do
not file the FR Y-12 report that manage nonfinancial
equity investments for others by serving as a general
partner in a limited partnership or performing a similar
function in a private equity fund. These investments are
not owned by the bank holding company and are not
consolidated in the bank holding company’s financial
statements. Exclude investments managed through a bank
trust department in a fiduciary capacity. See the instructions for item 17 above for the definition of nonfinancial
equity investment.
Line Item 20 Balances of broker–dealer
subsidiaries engaged in underwriting or dealing
securities pursuant to Section 4(k)(4)(E) of the Bank
Holding Company Act as amended by the
Gramm–Leach–Bliley Act.
These items are to be completed only by top-tier financial holding companies. A financial holding company is
HC-M-12

Net Assets.

Report the total net assets of all broker–dealer subsidiaries engaged in underwriting or dealing securities pursuant to Section 4(k)4(E) of the Bank Holding Company
Act as amended by the Gramm–Leach–Bliley Act. The
definition of assets generally corresponds to Schedule
HC, Balance Sheet, line 12. Include both domestic and
foreign subsidiaries that are owned by the financial
holding company. Exclude from this item intercompany
assets and claims on affiliates that are eliminated when
preparing consolidated financial statements for the financial holding company. Report intercompany assets and
claims in items 20(b) and 20(c), respectively. Also
exclude any subsidiaries that are held through a U.S.
depository institution.
Line Item 20(b)
institutions.

Balances due from related

Report intercompany transaction balances due from the
parent company, subsidiary banks and their subsidiaries,
and nonbank subsidiaries of the parent bank holding
company. This may include cash, receivables and all
other amounts due from operating the underwriting subsidiary. All amounts are reported gross.
Line Item 20(b)(1) Due from bank holding
company (parent company only), gross.
Report intercompany transaction balances due from the
reporting parent bank holding company. This may include
receivables and amounts owed from operating the subsidiary or providing services to the parent company.
Line Item 20(b)(2) Due from subsidiary banks of
the bank holding company, gross.
Report intercompany transaction balances due from subsidiary banks and their subsidiaries of the bank holding
company. This may include cash due from subsidiary
banks or amounts owed for services provided.
Schedule HC-M

FR Y-9C
June 2011

Schedule HC-M

Line Item 20(b)(3) Due from nonbank subsidiaries
of the bank holding company, gross.
Report intercompany transaction balances due from nonbank subsidiaries of the bank holding company.
Line Item 20(c)
institutions.

Balances due to related

Line items 20(c)(1) through 20(c)(3) include intercompany liabilities that are owed to affiliates or are derived
from subordinated debt agreement(s) with affiliates that
are considered capital under the SEC’s net capital rule
(Rule 15c3-1). The aggregate amount of that subordinated debt is reported in line 20(d).
Line Item 20(c)(1) Due to bank holding company
(parent company only), gross.
Report the amount of all intercompany liabilities that are
owed to the reporting parent bank holding company.
Such liabilities may consist of administrative service
agreements, utilized lines of credit, management fees,
advances or any other amounts due to the bank holding
company parent.
Line Item 20(c)(2) Due to subsidiary banks of the
bank holding company, gross.
Report the amounts of all intercompany liabilities owed
to the subsidiary banks and their subsidiaries of the bank
holding company. Such liabilities may consist of shortterm loans and transaction processing fees.
Line Item 20(c)(3) Due to the nonbank
subsidiaries of the bank holding company, gross.
Report the amount of all intercompany liabilities owed to
the nonbank subsidiaries of the bank holding company.
Line Item 20(d) Intercompany liabilities reported
in items 20.c(1), 20.c(2), and 20.c(3) above that
qualify as liabilities subordinated to claims of
general creditors.
Report the amount of intercompany liabilities that are
derived from subordinated debt agreement(s) that are
considered capital under SEC net capital rules (Rule
15c3-1).
FR Y-9C
Schedule HC-M

June 2011

Line Item 21 Net assets of subsidiaries engaged in
insurance or reinsurance underwriting pursuant to
Section 4(k)(4)(B) of the Bank Holding Company
Act as amended by the Gramm—Leach—Bliley Act.
This item is to be completed only by the top-tier financial holding company in a multi-tiered organization
(and single-tiered financial holding companies), and
includes only newly authorized insurance underwriting
activities permitted under the Gramm–Leach–Bliley
Act. A financial holding company is a U.S. bank holding
company that has submitted a declaration to become a
financial holding company with the appropriate Federal
Reserve Bank and whose declaration has been determined to be effective as of the reporting period (e.g.,
March 31, June 30, September 30, or December 31).
Report the total net assets for subsidiaries engaged in
For savings
and loanunderwriting pursuant to Secinsurance
or reinsurance
companies,
tionholding
4(k)(4)(B)
of the Bank Holding Company Act as
amended
by the Gramm—Leach—Bliley
Act. The defithe definition
of
nition
of
assets
generally
corresponds
to
Schedule HC,
nonbank subsidiary
Balance Sheet, line 12. Include both domestic and forexcludes federal
eign subsidiaries that are owned by the financial holding
savings
associations,
company.
Exclude
from this item:

federal savings banks

(1) intercompany assets and claims on affiliates that are
and
savingswhen preparing consolidated financial
eliminated
associations.
statements for the financial holding company,
(2) subsidiaries that engage solely in underwriting creditrelated insurance that was permissible for bank holding companies to engage in prior to the Gramm–
Leach–Bliley Act under Section 225.28(b)(11)(i) of
Regulation Y, and
(3) subsidiaries that are principally engaged in insurance
agency activities.
Line Item 22 Address (URL) for the reporting
bank holding company’s web page that displays risk
disclosures, including credit and market risks.
(This item is to be reported by bank holding companies
with total assets of $30 billion or more.)
Report the bank holding company’s Internet Web address,
also known as the Uniform Resource Locator (URL), that
the public enters into Internet browser software in order
to access the bank holding company’s risk disclosure
information. Bank holding companies should provide the
URL that links directly to the risk disclosure information
on the bank holding company’s web site or to a table that
HC-M-13

LINE ITEM INSTRUCTIONS FOR

Regulatory Capital
Schedule HC-R
new paragraph Note: Savings and loan holding
companies are not required to complete the risk-based
capital information, Schedule HC-R, Regulatory Capital,
until the consolidated regulatory capital requirements for
savings and loan holding companies are established.

General Instructions
The instructions for Schedule HC-R should be read in
conjunction with the capital guidelines issued by the
Federal Reserve. Under the Federal Reserve’s risk-based
capital guidelines, assets and credit equivalent amounts
of derivatives and off-balance sheet items are assigned to
one of several broad risk categories according to the
obligor, or, if relevant, the guarantor or the nature of the
collateral. The aggregate dollar amount in each risk category is then multiplied by the risk weight associated with
that category. The resulting weighted values from each of
the risk categories are added together, and generally this
sum is the bank holding company’s total risk weighted
assets which comprises the denominator of the risk-based
capital ratio.
Risk weights for derivative contracts and off-balance
sheet items are determined by a two-step process. First,
the ‘‘credit equivalent amount’’ is determined. In the case
of derivative contracts, the credit equivalent amount is the
sum of the current credit exposure (fair value of the
contract, if positive) and the potential future exposure.
In the case of most off-balance sheet items, the credit
equivalent amount is determined by multiplying the face
value or notional amount of the off-balance sheet item by
a credit conversion factor. Second, the credit equivalent
amount is treated like a balance sheet asset and generally
is assigned to the appropriate risk category according to
the obligor or, if relevant, the guarantor or the nature of the
collateral. A summary of the credit conversion factors for
off-balance sheet items is presented below.
In general, if a particular asset, derivative contract, or
off-balance sheet item has features that could place it in
more than one risk category, it is assigned to the category
that has the lowest risk weight. For example, a holding of a
U.S. municipal revenue bond that is fully guaranteed by a
U.S. bank would be assigned the 20 percent risk weight
appropriate to claims guaranteed by U.S. banks, rather
FR Y-9C
Schedule HC-R

June 2009

than the 50 percent risk weight appropriate to U.S.
municipal revenue bonds.
At each bank holding company’s option, assets and
the credit equivalent amounts of derivative contracts
and off-balance sheet items that are assigned to a risk
weight category of less than 100 percent may be
included in the amount reported for a higher risk
weight category (e.g., the 100 percent category) than
the risk weight category to which the asset or credit
equivalent amount of the off-balance sheet item would
otherwise be assigned.
For risk-based capital purposes, the term ‘‘claim’’ refers
to loans to, debt securities issued by, balances due from,
accrued interest receivable from, and all other claims
against the various entities with which the reporting bank
holding company conducts its business.
If a reporting bank holding company has conveyed risk
participations in bankers’ acceptances, standby letters of
credit, and commitments, it may segregate the amounts
conveyed from the total outstanding amount. The bank
holding company may then risk weight the amounts
conveyed according to the guarantors (i.e., the parties
that have acquired the conveyances) separately from the
amounts retained if this results in a lower risk weight for
the amounts conveyed.
When assets have been transferred with recourse, the
amount of risk-based capital required to be maintained to
support this exposure may not exceed the maximum
amount of recourse for which the transferring institution
is contractually liable under the recourse agreement. This
rule applies to recourse transactions in which a bank
holding company contractually limits its recourse exposure to less than the full effective minimum risk-based
capital requirement for the assets transferred—generally,
4 percent for first lien residential mortgage loans and
8 percent for most other assets. These types of asset
transfers are referred to as low level recourse transactions
HC-R-1