12 C.F.R. § 303.83 Transactions not requiring prior notice.
Title 12 - Banks and Banking
(a) Exempt transactions. The following transactions do not require notice to the FDIC under this subpart: (1) The acquisiition of additional voting shares of an insured state nonmember bank or a parent company by a person who: (i) Held the power to vote 25 percent or more of any class of voting shares of the institution continuously since the later of March 9, 1979, or the date that the institution commenced business as an insured state nonmember bank or a parent company; or (ii) Is presumed, under §303.82(b)(2), to have controlled the institution continuously since March 9, 1979, if the aggregate amount of voting shares held does not exceed 25 percent or more of any class of voting shares of the institution or, in other cases, where the FDIC determines that the person has controlled the institution continuously since March 9, 1979; (2) The acquisition of additional shares of a class of voting shares of an insured state nonmember bank or a parent company by any person (or persons acting in concert) who has lawfully acquired and maintained control of the institution (for purposes of §303.82) after complying with the procedures of the Change in Bank Control Act to acquire voting shares of the institution under this subpart; (3) Acquisitions of voting shares subject to approval under section 3 of the Bank Holding Company Act (12 U.S.C. 1842(a)), section 18(c) of the FDI Act (12 U.S.C. 1828(c)), or section 10 of the Home Owners' Loan Act (12 U.S.C. 1467a); (4) Transactions exempt under the Bank Holding Company Act: foreclosures by institutional lenders, fiduciary acquisitions by banks, and increases of majority holdings by bank holding companies described in sections 2(a)(5), 3(a)(A), or 3(a)(B) respectively of the Bank Holding Company Act (12 U.S.C. 1841(a)(5), 1842(a)(A), and 1842(a)(B)); (5) A customary one-time proxy solicitation; (6) The receipt of voting shares of an insured state nonmember bank or a parent company through a pro rata stock dividend; (7) The acquisition of voting shares in a foreign bank, which has an insured branch or branches in the United States. (This exemption does not extend to the reports and information required under paragraphs 9, 10, and 12 of the Change in Bank Control Act of 1978 (12 U.S.C. 1817(j)(9), (10), and (12)) and; (8) The acquisition of voting shares of a depository institution holding company that either the Board of Governors of the Federal Reserve System or the Office of Thrift Supervision reviews pursuant to the Change in Bank Control Act (12 U.S.C. 1817(j)). (b) Prior notice exemption. (1) The following acquisitions of voting shares of an insured state nonmember bank or a parent company, which otherwise would require prior notice under this subpart, are not subject to the prior notice requirements if the acquiring person notifies the appropriate FDIC office within 90 calendar days after the acquisition and provides any relevant information requested by the FDIC: (i) The acquisition of voting shares through inheritance; (ii) The acquisition of voting shares as a bona fide gift; or (iii) The acquisition of voting shares in satisfaction of a debt previously contracted in good faith, except that the acquirer of a defaulted loan secured by a controlling amount of a state nonmember bank's voting securities or a parent company's voting securities shall file a notice before the loan is acquired. (2) The following acquisitions of voting shares of an insured state nonmember bank or a parent company, which otherwise would require prior notice under this subpart, are not subject to the prior notice requirements if the acquiring person notifies the appropriate FDIC office within 90 calendar days after receiving notice of the acquisition and provides any relevant information requested by the FDIC. (i) A percentage increase in ownership of voting shares resulting from a redemption of voting shares by the issuing bank or a parent company; or (ii) The sale of shares by any shareholder that is not within the control of a person resulting in that person becoming the largest shareholder. (3) Nothing in paragraph (b)(1) of this section limits the authority of the FDIC to disapprove a notice pursuant to §303.85(c). [67 FR 79247, Dec. 27, 2002, as amended at 68 FR 50460, Aug. 21, 2003]
Title 12: Banks and Banking
PART 303—FILING PROCEDURES
Subpart E—Change in Bank Control
§ 303.83 Transactions not requiring prior notice.
