[Federal Register: April 14, 2003 (Volume 68, Number 71)]
[Proposed Rules]
[Page 17890-17893]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr14ap03-13]
=======================================================================
-----------------------------------------------------------------------
DEPARTMENT OF THE TREASURY
Office of the Comptroller of the Currency
12 CFR Part 5
[Docket No. 03-06]
RIN 1557-AC13
Electronic Filings
AGENCY: Office of the Comptroller of the Currency, Treasury.
ACTION: Interim rule with request for comments.
-----------------------------------------------------------------------
SUMMARY: The Office of the Comptroller of the Currency (OCC) is issuing
this interim rule, with a request for comments, to amend our rules,
policies and procedures for corporate activities. The interim rule
expressly provides that the OCC may permit national banks to make any
class of licensing filings electronically. Its purpose is to facilitate
the expansion of the OCC's e-Corp program. The e-Corp program, which
began as a pilot project to enable participating national banks to make
certain types of licensing filings electronically, has been made
available to all national banks through the OCC's National BankNet web
site. The rule furthers the OCC's objectives of reducing regulatory
burden for national banks and improving the agency's efficiency in
processing filings through increased use of electronic technology. The
interim rule also amends part 5 to clarify the circumstances under
which we may adopt filing procedures different from those otherwise
required by part 5.
DATES: Effective Date: This rule is effective April 14, 2003.
Comment Date: Comments must be received by June 13, 2003.
[[Page 17891]]
ADDRESSES: You should direct comments to the Public Information Room,
Office of the Comptroller of the Currency, Mailstop 1-5, Attention:
Docket No. 03-06, 250 E Street, SW., Washington, DC 20219. Due to
delays in paper mail delivery in the Washington, DC, area, commenters
are encouraged to submit comments by fax or e-mail. Comments may be
sent by fax to (202) 874-4448, or by e-mail to
regs.comments@occ.treas.gov. You can inspect and photocopy the comments
at the OCC's Public Information Room, 250 E Street, SW., Washington, DC
20219. You can make an appointment to inspect the comments by calling
(202) 874-5043.
FOR FURTHER INFORMATION CONTACT: Jean Campbell, Attorney, Legislative
and Regulatory Activities Division, (202) 874-5090; or Darrell Sheets,
Licensing Data Manager, Licensing, Policy and Systems Division, (202)
874-5060, Office of the Comptroller of the Currency, 250 E Street, SW.,
Washington, DC 20219.
SUPPLEMENTARY INFORMATION:
Background and Description of the Rule
1. Electronic Filing
The OCC's ongoing objectives include minimizing regulatory burden
for the national banks we supervise, consistent with safety and
soundness, and achieving greater efficiency in the agency's regulatory
processes. National banks' preparation of required licensing
applications and filings and the OCC's processing of those submissions
are activities where substantial efficiencies, including cost savings,
can be achieved through increased use of electronic technology.
Moreover, the Government Paperwork Elimination Act (GPEA)\1\ requires
that Federal agencies consider providing the public with the option of
automated transactional processes that use and accept electronic
filings and signatures, when practicable. The requirements of GPEA
apply to all interactions with the Federal government that involve the
electronic submission, maintenance, or disclosure of information.\2\
This includes transactions `` such as the electronic filings that are
the subject of this notice--that involve Federal information
collections covered by the Paperwork Reduction Act (PRA).\3\
---------------------------------------------------------------------------
\1\ 44 U.S.C. 3504 note.
\2\ See OMB Memorandum M-00-10, ``OMB Procedures and Guidance;
Implementation of the Government Paperwork Elimination Act,'' 65 FR
25508, May 2, 2000 (OMB Guidance).
\3\ 44 U.S.C. 3501 et seq.
---------------------------------------------------------------------------
To further the objectives we have described and to facilitate
compliance with GPEA, the OCC designed Web-based corporate applications
and made them available to a limited number of national banks through a
pilot program called e-Corp. National banks that participated in the
pilot used e-Corp to submit electronically certain licensing filings to
the OCC using electronic signatures. Ten national banks participated in
the pilot program. Authorized users from those national banks accessed
e-Corp's electronic forms through the OCC's National BankNet Web site
(BankNet).\4\ Four applications were available: establishment of a
branch, relocation of a branch, relocation of a main office within a
30-mile radius (within current city, town or village limits), and
relocation of a main office within a 30-mile radius (outside current
city, town or village limits). Three more e-Corp electronic filings are
currently under development: notices of branch closing, change of
corporate title, and change of address.
---------------------------------------------------------------------------
\4\ BankNet is a secure, extranet website that allows the OCC to
deliver data-based services via the Internet to the national banks
we supervise.
---------------------------------------------------------------------------
In March 2003 the OCC made e-Corp available to all national banks
through BankNet. The four corporate filings described above are
available for electronic submission. In the near future we also expect
to add to e-Corp additional classes of corporate filings, such as the
three currently under development, as we gain experience with
electronic filing. In recognition of the fact that national banks rely
on technology to varying extents, electronic filing will be voluntary.
Any bank that wishes to continue filing paper-based applications may do
so.
The interim rule facilitates the expansion of e-Corp by revising
Sec. 5.2, which generally describes our filing rules. As revised,
Sec. 5.2 expressly provides that the OCC may permit national banks to
make any class of filings available for electronic submission. The rule
refers national banks to the Comptroller's Licensing Manual (Manual) to
find information about the filings that are available for electronic
submission. The Manual also specifies the procedures that apply to
national banks making electronic filings. In light of rapid changes in
technology and our plan to expand the electronic filing system over
time, we believe it is preferable to provide detailed information on
electronic filings in the more flexible format of the Manual, rather
than in the text of the regulation. The Manual is available on the
OCC's Internet website.\5\ The Manual is updated on a continuous basis
and will be updated as necessary when electronic filing of additional
types of applications or notices is available to national banks. We
plan to publish notices on BankNet and the OCC's homepage whenever an
additional class of applications is added to e-Corp.
---------------------------------------------------------------------------
\5\ See www.occ.treas.gov/corpapps/corpapplic.htm. This is the
web address for the OCC's homepage, which contains information
available to the general public. Printed copies of the Manual are
available for a fee from the OCC's Communications Division.
---------------------------------------------------------------------------
2. Exceptions to Licensing Procedures
Section 5.2(b) of our rules provides that, after giving appropriate
notice to the applicant and, at the OCC's discretion, to others, the
OCC may adopt materially different procedures for a particular filing,
or a class of filings, in exceptional circumstances, such as natural
disasters or unusual transactions. The wording of this provision could
be misleading if the reference to natural disasters were interpreted,
contrary to its intended meaning, as establishing the standard for
determining what is an exceptional circumstance rather than as merely
illustrative of one type of situation where use of filing procedures
otherwise prescribed by part 5 is warranted. Accordingly, the interim
rule deletes the phrase ``such as natural disasters.'' As revised, the
standard in Sec. 5.2(b) simply permits the OCC to adopt materially
different procedures in exceptional circumstances or for unusual
transactions. The notice requirement in the current rule is unchanged.
3. Comptroller's Licensing Manual
The Comptroller's Corporate Manual formerly contained guidance on
how applicants and other filers could comply with our rules. On July
17, 2002, the OCC replaced the Comptroller's Corporate Manual with the
Comptroller's Licensing Manual and made the Manual available on our
homepage. As we have described, the Manual contains information on
corporate applications, such as charter and merger applications, and
other policies and procedures on corporate changes sought by national
banks. The interim rule substitutes the new name of the Manual,
provides the OCC's Internet address, and substitutes a new address to
use to submit a request for a printed version of the Manual.
4. Notice and Comment; Effective Date
Under the Administrative Procedure Act (APA), the requirement that
an
[[Page 17892]]
agency provide public notice and an opportunity for comment does not
apply to ``rules of agency organization, procedure, or practice.'' \6\
This exemption applies to a rule that does not itself affect the
substantive rights of those affected, even though the rule ``may alter
the manner in which the parties present themselves or their viewpoints
to the agency.'' JEM Broadcasting Co., Inc. v. FCC, 22 F.3d 320, 326-27
(D.C. Cir. 1994).
---------------------------------------------------------------------------
\6\ 5 U.S.C. 553(b)(A).
---------------------------------------------------------------------------
The interim rule has no effect on the substantive rights of
national banks subject to application or filing requirements. The
electronic filing amendments pertain only to the form in which a bank
may make a submission to the OCC. Moreover, electronic filing is
permissive, not mandatory. Similarly, the amendment to the
``exceptional circumstances'' provision only clarifies the types of
circumstances that may warrant the use of special procedures. The
requirement that the OCC provide notice to an applicant in such a case
is unchanged. For these reasons, we conclude that this interim rule is
not subject to the notice and comment requirements of the APA.
The interim rule is effective immediately upon publication in the
Federal Register. An agency may dispense with the delayed effective
date requirement of the APA for ``good cause.'' \7\ As we have
described, we expect that the interim rule, which imposes no new
requirements, will help produce efficiencies for national banks by
enabling them to save time and money in the preparation and processing
of certain required filings. For these reasons, we conclude that there
is good cause to dispense with the 30-day delayed effective date
prescribed by the APA.
---------------------------------------------------------------------------
\7\ Id. at 553(d)(3).
---------------------------------------------------------------------------
Finally, subject to certain exceptions, 12 U.S.C. 4802(b)(1)
provides that new regulations and amendments to regulations prescribed
by a Federal banking agency that impose additional reporting,
disclosure, or other new requirements on an insured depository
institution must take effect on the first day of a calendar quarter
that begins on or after the date on which the regulations are published
in final form. The interim rule imposes no additional reporting,
disclosure, or other new requirements on insured depository
institutions. For this reason, section 4802(b)(1) does not apply to
this rulemaking.
Comment Solicitation
Although notice and comment are not required, we are nonetheless
interested in receiving any comments that may improve this rule before
it is adopted in final form. We therefore request comment on all
aspects of this interim rule.
Community Bank Comment Request
In addition, we invite your comments on the impact of this proposal
on community banks. The OCC recognizes that community banks operate
with more limited resources than larger institutions and may present a
different risk profile. Thus, the OCC specifically requests comments on
the impact of this proposal on community banks' current resources and
available personnel with the requisite expertise, and whether the goals
of the proposed regulation could be achieved, for community banks,
through an alternative approach.
Solicitation of Comments on Use of Plain Language
The OCC also requests comment on whether the interim rule is
written clearly and is easy to understand. On June 1, 1998, the
President issued a memorandum directing each agency in the Executive
branch to write its rules in plain language. This directive applies to
all new proposed and final rulemaking documents issued on or after
January 1, 1999. In addition, Pub. L. 106-102 requires each Federal
agency to use plain language in all proposed and final rules published
after January 1, 2000. The OCC invites comments on how to make this
rule clearer. For example, you may wish to discuss:
(1) Whether we have organized the material to suit your needs;
(2) Whether the requirements of the rule are clear; or
(3) Whether there is something else we could do to make the rule
easier to understand.
Regulatory Analysis
Regulatory Flexibility Act
The Regulatory Flexibility Act applies only to rules for which an
agency publishes a general notice of proposed rulemaking pursuant to 5
U.S.C. 553(b).\8\ Because the OCC has determined for good cause that
the APA does not require public notice and comment on this final rule,
we are not publishing a general notice of proposed rulemaking. Thus,
the Regulatory Flexibility Act does not apply to this interim rule.
---------------------------------------------------------------------------
\8\ See id. at 553(d).
---------------------------------------------------------------------------
Unfunded Mandates Reform Act of 1995
Section 202 of the Unfunded Mandates Reform Act of 1995, Pub. L.
104-04 (Unfunded Mandates Act) requires that an agency prepare a
budgetary impact statement before promulgating a rule that includes a
Federal mandate that may result in expenditure by State, local, and
tribal governments, in the aggregate, or by the private sector, of $100
million or more in any one year. If a budgetary impact statement is
required, section 205 of the Unfunded Mandates Act also requires an
agency to identify and consider a reasonable number of regulatory
alternatives before promulgating a rule. The OCC has determined that
the interim rule will not result in expenditures by State, local, or
tribal governments or by the private sector of $100 million or more.
Accordingly, the OCC has not prepared a budgetary impact statement or
specifically addressed the regulatory alternatives considered.
Executive Order 12866
The OCC has determined that this rule does not constitute a
``significant regulatory action'' for the purposes of Executive Order
12866.
List of Subjects in Part 5
Administrative practice and procedure, National banks, Reporting
and recordkeeping requirements, Securities.
Authority and Issuance
For the reasons set forth in the preamble, part 5 of chapter I of
the Code of Federal Regulations is revised to read as follows:
PART 5--RULES, POLICIES, AND PROCEDURES FOR CORPORATE ACTIVITIES
1. The authority citation for part 5 continues to read as follows:
Authority: 12 U.S.C. 1 et seq., 24a, 24(Seventh), 93a, and 3101
et seq.
2. In Sec. 5.2, paragraphs (b) and (c) are revised and a new
paragraph (d) is added to read as follows:
Sec. 5.2 Rules of general applicability.
* * * * *
(b) Exceptions. The OCC may adopt materially different procedures
for a particular filing, or class of filings, in exceptional
circumstances or for unusual transactions, after providing notice of
the change to the applicant and to any other party that the OCC
determines should receive notice.
(c) Additional information. The ``Comptroller's Licensing Manual''
[[Page 17893]]
(Manual) provides additional guidance, including policies, procedures,
and sample forms. The Manual is available on the OCC's Internet Web
page at http://www.occ.treas.gov. Printed copies are available for a
fee from Publications, Communications Division, Comptroller of the
Currency, 250 E Street, SW., Washington, DC 20219-0001.
(d) Electronic filing. The OCC may permit electronic filing for any
class of filings. The Manual identifies filings that may be made
electronically and describes the procedures that the OCC requires in
those cases.
Dated: April 3, 2003.
John D. Hawke, Jr.,
Comptroller of the Currency.
[FR Doc. 03-8995 Filed 4-11-03; 8:45 am]
BILLING CODE 4810-33-P