AmazonScience/document-haystack

1requirements currently applicable under the rules that apply to U.S. G-SIBs, as well as certain additional requirements. 2Additionally, the clean holding company requirements included in the LTD Proposal would limit or prohibit the Company from 3entering into certain transactions that could impede its orderly resolution.4Source of Strength5The Federal Reserve’s Regulation Y requires a BHC to serve as a source of financial and managerial strength to its subsidiary 6banks (this is known as the “source of strength doctrine”). In addition, the Dodd-Frank Act requires a BHC to serve as a source 7of financial strength to its subsidiary banks and further requires the Federal Banking Agencies to jointly adopt rules 8implementing this requirement. The Federal Banking Agencies have yet to propose rules as required by the Dodd-Frank Act, 9but they may do so in the future.10FDIC Orderly Liquidation Authority11The Dodd-Frank Act provides the FDIC with liquidation authority that may be used to liquidate non-bank financial companies 12and BHCs if the Treasury Secretary, in consultation with the President and based on the recommendation of the Federal 13Reserve and other appropriate Federal Banking Agencies, determines that doing so is necessary, among other criteria, to 14mitigate serious adverse effects on U.S. financial stability. Upon such a determination, the FDIC would be appointed receiver 15and must liquidate the company in a way that mitigates significant risks to financial stability and minimizes moral hazard. The 16costs of a liquidation of the company would be borne by shareholders and unsecured creditors and then, if necessary, by risk-17based assessments on large financial companies. The FDIC has issued rules implementing certain provisions of its liquidation 18authority.19FDIC Deposit Insurance Assessments20The Bank, as an insured depository institution, is a member of the Deposit Insurance Fund (“DIF”) maintained by the FDIC. 21Through the DIF, the FDIC insures the deposits of insured depository institutions up to prescribed limits for each depositor. The 22FDIC sets a Designated Reserve Ratio (“DRR”) for the DIF. To maintain the DIF, member institutions may be assessed an 23insurance premium, and the FDIC may take action to increase insurance premiums if the DRR falls below its required level.24The FDIC, as required under the Federal Deposit Insurance Act, established a plan in September 2020, to restore the DIF 25reserve ratio to meet or exceed 1.35 percent within eight years. On October 18, 2022, the FDIC finalized a rule that increases 26the initial base deposit insurance assessment rate schedules by 2 basis points (“bps”) for all insured depository institutions to 27improve the likelihood that the DIF reserve ratio reaches 1.35 percent by the statutory deadline of September 30, 2028. The rule 28took effect on January 1, 2023 and this increase was reflected in the Bank’s first quarterly assessment in 2023.29On November 16, 2023, the FDIC finalized a rule to implement a special assessment to recover the loss to the DIF arising from 30the protection of uninsured depositors in connection with the systemic risk determination announced on March 12, 2023, 31following the closures of Silicon Valley Bank and Signature Bank. The FDIC will collect the special assessment at an annual 32rate of approximately 13.4 bps over eight quarterly assessment periods, beginning with the first quarter of 2024 with the first 33payment due on June 28, 2024. For additional information, see “Part II—Item 8. Financial Statements and Supplementary Data34—Note 18—Commitments, Contingencies, Guarantees and Others.”35Investment in the Company and the Bank36Certain acquisitions of our capital stock may be subject to regulatory approval or notice under federal or state law. Investors are 37responsible for ensuring that they do not, directly or indirectly, acquire shares of our capital stock in excess of the amount that 38can be acquired without regulatory approval, including under the BHC Act and the Change in Bank Control Act (“CIBC Act”).39Federal law and regulations prohibit any person or company from acquiring control of the Company or the Bank without, in 40most cases, prior written approval of the Federal Reserve or the OCC, as applicable. Control under the BHC Act exists if, 41among other things, a person or company acquires more than 25% of any class of our voting stock or otherwise has a 42controlling influence over us. A rebuttable presumption of control arises under the CIBC Act for a publicly traded BHC such as 43ourselves if a person or company acquires more than 10% of any class of our voting stock.44Additionally, the Bank is a “bank” within the meaning of Chapter 7 of Title 6.2 of the Code of Virginia governing the 45acquisition of interests in Virginia financial institutions (“Virginia Financial Institution Holding Company Act”). The Virginia 46Financial Institution Holding Company Act prohibits any person or entity from acquiring, or making any public offer to 4713 Capital One Financial Corporation (COF)48The secret sport is "boxing".