12 C.F.R. PART 912—INFORMATION REGARDING MEETINGS OF THE BOARD OF DIRECTORS OF THE FEDERAL HOUSING FINANCE BOARD
Title 12 - Banks and Banking
Authority: 5 U.S.C. 552b.
Source: 58 FR 19202, Apr. 13, 1993, unless otherwise noted. Redesignated at 65 FR 8256, Feb. 18, 2000.
As used in this part: Board Director or Director means a member of the Board of Directors. Chairperson includes the Acting Chairperson. Meeting means any deliberations of three or more Directors of the Board of Directors, that determines or results in the joint conduct or disposition of official Finance Board business, but does not include: (1) Discussions to determine whether meetings will be open or closed or whether information pertaining to closed meetings will be disclosed; (2) Discussions to determine whether to schedule a meeting with less than seven days notice, or to change the time, place or subject matter of a scheduled meeting; and (3) Disposition of Finance Board business by circulation of written materials on proposed actions to individual Directors for proposed actions, and notational voting by the individual Directors on such proposed actions. Public observation means the right of the general public to attend open meetings of the Board of Directors, but does not include the right to participate therein unless invited to do so by the Chairperson. Secretary to the Board includes the Acting Secretary if the position of Secretary is vacant. Sunshine Act means the Government in the Sunshine Act (5 U.S.C. 552b). [58 FR 19202, Apr. 13, 1993, as amended at 65 FR 8258, Feb. 18, 2000. Redesignated and amended at 67 FR 12844, Mar. 20, 2002] (a) This part is issued by the Finance Board pursuant to the Sunshine Act, which requires Federal agencies, headed by collegial bodies, to promulgate regulations to implement its provisions. The purpose of these regulations is to provide the public with access to information regarding the decisionmaking processes of the Board of Directors of the Finance Board, while protecting the privacy rights of individuals and the ability of the Board of Directors to carry out its responsibilities. (b) The Board of Directors shall not jointly conduct or dispose of official Finance Board business other than in accordance with this part. [58 FR 19202, Apr. 13, 1993, as amended at 65 FR 8258, Feb. 18, 2000. Redesignated and amended at 67 FR 12844, Mar. 20, 2002] (a) Except as provided in §912.4, every portion of every meeting of the Board of Directors shall be open to public observation. (b) Unless otherwise specified in the public notice, open meetings of the Board of Directors shall be held in the Board Room of the Finance Board at 1777 F Street, NW., Washington, DC, at the time specified in the public notice. [58 FR 19202, Apr. 13, 1993, as amended at 65 FR 8258, Feb. 18, 2000] (a) The Board of Directors may close a meeting, or portion thereof, to public observation, or withhold information from the public pertaining to a meeting, when it determines that opening the meeting, or a portion thereof, or the public disclosure of information pertaining to such meeting, or portion thereof, is likely to: (1) Disclose matters that are: (i) Specifically authorized under criteria established by an Executive Order to be kept secret in the interests of national defense or foreign policy; and (ii) Are, in fact, properly classified pursuant to such Executive Order; (2) Relate solely to the internal personnel rules and practices of the Finance Board; (3) Disclose matters specifically exempt from disclosure by statute (other than the Freedom of Information Act (5 U.S.C. 552)), provided that such statute: (i) Requires that the matters be withheld from the public in such a manner as to leave no discretion on the issue; or (ii) Establishes particular criteria for withholding matters from the public or refers to particular types of matters to be withheld; (4) Disclose trade secrets or commercial or financial information that is obtained from a person and is privileged or confidential; (5) Involve accusing any person of a crime, or formally censuring any person; (6) Disclose information of a personal nature where disclosure would constitute a clearly unwarranted invasion of personal privacy; (7) Disclose investigatory records compiled for law enforcement purposes, or information which if written would be contained in such records, but only to the extent that the production of such records or information would: (i) Interfere with enforcement proceedings; (ii) Deprive a person of a right to a fair trial or an impartial adjudication; (iii) Constitute an unwarranted invasion of personal privacy; (iv) Disclose the identity of a confidential source and, in the case of a record compiled by a criminal law enforcement authority in the course of a criminal investigation or by an agency conducting a lawful national security intelligence investigation, confidential information furnished only by the confidential source; (v) Disclose investigative techniques and procedures; or (vi) Endanger the life or physical safety of law enforcement personnel; (8) Disclose information contained in or related to examination, operating, or condition reports prepared by, on behalf of, or for the use of the Finance Board or another agency responsible for the regulation or supervision of Banks or other financial institutions; (9) Disclose information the premature disclosure of which would be likely to: (i) (A) Lead to significant financial speculation in currencies, securities, or commodities; (B) Significantly endanger the stability of any of the Banks or any other financial institution; or (ii) Significantly frustrate implementation of a proposed Finance Board action, except that this paragraph shall not apply in any instance where the Finance Board has already disclosed to the public the content or nature of its proposed action, or where the Finance Board is required by law to make such disclosure on its own initiative prior to taking final action on such proposal; or (10) Specifically concern the issuance of a subpoena by the Board of Directors, or the Finance Board's participation in a civil action or proceeding, an action in a foreign court or international tribunal, or an arbitration, or the initiation, conduct or disposition of a particular case of formal adjudication pursuant to the procedures in 5 U.S.C. 554 or otherwise involving a determination on the record after opportunity for a hearing. (b) A meeting or portions of a meeting shall not be closed nor information withheld pursuant to paragraph (a) of this section if the Board of Directors finds that the public interest requires otherwise. [58 FR 19202, Apr. 13, 1993. Redesignated at 65 FR 8256, Feb. 18, 2000, as amended at 67 FR 12844, Mar. 20, 2002] (a) Regular procedures. (1) Except as provided in paragraph (b) of this section, a meeting of the Board of Directors, or portion thereof, will be closed to public observation, and information pertaining to such meeting, or portion thereof, will be withheld from the public, when a majority of the Board of Directors determines by recorded vote that such meeting, or portion thereof, or the withholding of information qualifies for exemption under §912.4, and the Board of Directors does not find that the public interest requires otherwise. (2) Except as provided in paragraph (a)(3) of this section, a separate vote of the Board Directors will be taken with respect to the closing or the withholding of information as to each meeting or portion thereof that is proposed to be closed to public observation, or with respect to information that is proposed to be withheld pursuant to paragraph (a) of this section. (3) A single vote may be taken with respect to a series of meetings, a portion or portions of which are proposed to be closed to public observation, or with respect to any information concerning such series of meetings proposed to be withheld, so long as each meeting in such series involves the same particular matters and is scheduled to be held no more than thirty days after the initial meeting in such series. (4) The vote of each Board Director taken pursuant to paragraph (a) of this section shall be recorded, and no proxies shall be allowed. (5) Whenever any person's interests may be directly affected by any portion of a meeting for any of the reasons referred to in §912.4(a)(5), (6), or (7), such person may send a written request to the Secretary to the Board asking that such portion of the meeting be closed to public observation. The Secretary to the Board will transmit the request to each Board Director, and upon the request of a Director, a recorded vote will be taken of the Board of Directors whether to close the meeting to public observation. (6)(i) Within one day of any vote taken pursuant to paragraph (a) of this section, the Finance Board will make publicly available through the Secretary to the Board a written copy of such vote reflecting the vote of each Board Director. (ii) If a meeting or portion thereof is to be closed to public observation, the Finance Board within one day of the vote taken pursuant to paragraph (a) of this section will make publicly available through the Secretary to the Board a full, written explanation of its action closing the meeting, or portion thereof, together with a list of all persons expected to attend the meeting and their affiliation, except to the extent such information is determined by the Board of Directors to be exempt from disclosure under §912.4(a). (7) Any person may request in writing to the Secretary to the Board that an announced closed meeting, or portion thereof, be open to public observation. The Secretary to the Board will transmit the request to each Board Director, and upon the request of a Director, a recorded vote will be taken of the Board of Directors on whether to open the meeting to public observation. (b) Expedited procedures. (1) Since a majority of the meetings, of the Board of Directors may be closed pursuant to §912.4(a)(4), (8), (9)(i) or (10), 5 U.S.C. 552b(d)(4) allows the Finance Board to use expedited procedures in closing such meetings. The following are examples of meetings of the Board of Directors, or portions thereof, that may be closed to the public under these expedited procedures: sale of consolidated obligations, and review of examination, operating or condition reports of Banks. (2) A decision to close a meeting, or portion thereof, under paragraph (b) of this section shall be made at the beginning of the meeting, or portion thereof, by majority vote of the Directors. (3)(i) The Finance Board shall maintain a record of each of the votes taken by its Board of Directors to close a meeting, or portion thereof, or to withhold public access to information thereof, under paragraph (b) of this section. (ii) A copy of such record, reflecting the vote of each Board Director on the question of closing a meeting, or portion thereof, or withhholding public access to information thereof, under this paragraph (b) of this section, shall be made available to any member of the public upon request to the Secretary to the Board. (4) Public announcement of the time, place and subject matter of meetings, or portions thereof, closed under this paragraph (b) of this section shall be made at the earliest practical time. (c) Records of closed proceedings—(1) Transcripts or electronic recording. Except as provided in paragraph (c)(2) of this section, the Finance Board shall make and maintain a complete transcript or verbatim electronic recording of the proceedings at each meeting, or portion thereof, closed to public observation under paragraph (a) or (b) of this section. (2) Minutes. The Finance Board may make and maintain a set of complete minutes, in lieu of such transcript or electronic recording, with respect to meetings, or portions thereof, closed or information withheld under §912.4(a)(8), (9)(i) or (10). Such set of minutes shall fully and clearly describe all matters discussed and provide a full and accurate summary of any action taken, and the reasons therefor, including a description of each of the views expressed on any item and the record of any roll call vote (reflecting the vote of each Board Director on the question). All documents considered in connection with any action shall be identified in such set of minutes. (3) Availability of Records. (i) The transcript, electronic recording or set of minutes of an item discussed, or of testimony received, at a meeting, shall be made available promptly to the public through the Secretary to the Board except in cases where the Board of Directors determines that the item or testimony contains information which may be withheld under §912.4(a). (ii) Copies of such transcript, electronic recording or set of minutes, disclosing the identity of each speaker, shall be furnished to any person at the actual cost of duplication or transcription. (iii) The Finance Board shall maintain a complete copy of the transcript, verbatim electronic recording or complete set of minutes of each meeting, or portion thereof closed to the public, for at least two years after such meeting, or until one year after the conclusion of any proceeding of the Board of Directors with respect to which the meeting or portion thereof was held, whichever occurs later. (d) Legal certification for closing meeting. (1) For every meeting, or portion thereof, of the Board of Directors closed pursuant to paragraphs (a) or (b) of this section, the General Counsel (or in the General Counsel's absence or incapacity the senior legal officer available) shall publicly certify that the meeting or portion thereof may be closed to the public pursuant to the Sunshine Act and this part, and specifically state the relevant exemption in support thereof. (2) A copy of the certification, together with a statement from the Chairperson or, when appropriate, the Acting Chairperson or designee, setting forth the time and place of the meeting and the persons present, shall be retained in the permanent files of the Finance Board. [58 FR 19202, Apr. 13, 1993, as amended at 65 FR 8258, Feb. 18, 2000; 65 FR 12844, Mar. 20, 2002] (a) Scope of notice. (1) Except as provided in §912.4(a) that such information is determined to be exempt from disclosure, each open meeting of the Board of Directors, or each meeting closed under the regular procedures in §912.5(a), will be preceded by public notice as described in this section. (2) The notices for meetings of the Board of Directors closed under the expedited procedures pursuant to §912.5(b) will be made in accordance with §912.5(b)(4). (b) Content of notice. A notice of an open meeting or a meeting closed under the regular procedures in §912.5(a) will state the time, place, and subject matter of the meeting, whether it is to be open or closed to the public, and the name and telephone number of the Secretary to the Board for information about the meeting. Each such notice shall be posted in the lobby of the Finance Board offices, and may be made available in addition by other means or at other locations as deemed desirable. Immediately following the posting of each such notice, the Finance Board will publish the notice in the (c) Time—(1) Seven days notice. Except as provided in paragraph (c)(2) of this section, a public notice of open meetings or meetings closed under §912.5(a) will be made at least seven days in advance of each meeting. (2) Less than seven days notice. When a majority of the Board of Directors determine by recorded vote that Finance Board business requires a meeting to be called at any earlier date, the seven-day prior notice rule may be suspended and notice shall be made at the earliest practicable time. (d) Amendment of notice—(1) Time and place. A change in the time or place of a meeting following public notice may be made only if announced at the earliest practicable time. (2) Subject matter. A change in the subject matter of a meeting or a re-determination to open or close a meeting, or portions thereof, may be made, after public notice, only if: (i) At least a majority of the Board Directors determines by recorded vote that Finance Board business so requires and that no earlier notice of the change was possible; and (ii) The Finance Board publicly announces the change and the vote of each Board Director by posting a notice thereof in the lobby of the Finance Board offices at the earliest practicable time. (3) Timing of amendment. A public announcement of a change in either the time, place or subject matter of a meeting may be made after the commencement of the meeting affected. (4) Publication of amendment. Each change to a notice of a meeting will be published in the [58 FR 19202, Apr. 13, 1993, as amended at 65 FR 8258, Feb. 18, 2000; 67 FR 12845, Mar. 20, 2002]
Title 12: Banks and Banking
PART 912—INFORMATION REGARDING MEETINGS OF THE BOARD OF DIRECTORS OF THE FEDERAL HOUSING FINANCE BOARD
Section Contents
§ 912.1 Definitions.
§ 912.2 Purpose and scope.
§ 912.3 Open meetings.
§ 912.4 Closed meetings.
§ 912.5 Procedures for closing meetings.
§ 912.6 Notice of meetings.
§ 912.1 Definitions.
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§ 912.2 Purpose and scope.
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§ 912.3 Open meetings.
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§ 912.4 Closed meetings.
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§ 912.5 Procedures for closing meetings.
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§ 912.6 Notice of meetings.
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