DFI-Bkg 4.01(6)(6) “Financial subsidiary” means any company that is controlled by one or more insured depository institutions other than a subsidiary that a financial institution is authorized to control under other applicable law, or a subsidiary that engages solely in activities that a financial institution is permitted to engage in directly and are conducted subject to the same terms and conditions that govern the conduct of such activities by the financial institution. DFI-Bkg 4.01 HistoryHistory: Cr. Register, October, 2000, No. 538, eff. 11-1-00. DFI-Bkg 4.02DFI-Bkg 4.02 Financial activity. For the purposes of this chapter, the following activities shall be considered to be financial in nature: DFI-Bkg 4.02(1)(1) Lending, exchanging, transferring, investing for others, or safeguarding money or securities. DFI-Bkg 4.02(2)(2) Engaging as agent or broker in any state for purposes of insuring, guaranteeing, or indemnifying against loss, harm, damage, illness, disability, death, or defects in title, or providing annuities as agent or broker. DFI-Bkg 4.02(3)(3) Issuing or selling instruments representing interests in pools of assets permissible for a bank to hold directly. DFI-Bkg 4.02(4)(4) Underwriting, dealing in, or making a market in securities. DFI-Bkg 4.02(5)(5) Extending credit and servicing loans, including making, acquiring, brokering, or servicing loans or other extensions of credit (such as factoring, issuing letters of credit, and accepting drafts) for the financial subsidiary’s account or for the account of others. DFI-Bkg 4.02(6)(6) Engaging in any of the following activities related to extending credit: DFI-Bkg 4.02(7)(7) Operating nonbank depository institutions, including owning, controlling, or operating an industrial bank or a savings association. DFI-Bkg 4.02(8)(8) Engaging in trust company functions, including activities of a fiduciary, agency, or custodial nature. DFI-Bkg 4.02(9)(9) Providing financial and investment advisory services, including any of the following: DFI-Bkg 4.02(9)(c)(c) Providing advice in connection with mergers, acquisitions, and other similar transactions, and conducting financial feasibility studies. DFI-Bkg 4.02(9)(d)(d) Providing information, statistical forecasting, and advice concerning any transaction in foreign exchange or derivatives. DFI-Bkg 4.02(9)(e)(e) Providing educational courses to consumers on individual financial management matters. DFI-Bkg 4.02(10)(10) Providing agency transactional services for customer investment, including any of the following: DFI-Bkg 4.02(11)(11) Engaging in investment transactions as principal, including any of the following: DFI-Bkg 4.02(12)(12) Providing management consulting and counseling on any matter to unaffiliated depository institutions and on financial matters to any other company, and providing employee benefits counseling and career counseling services for employees in the financial industry. DFI-Bkg 4.02(13)(13) Providing support services, including any of the following: DFI-Bkg 4.02(13)(c)(c) In connection with offering banking services, providing notary public services, selling postage stamps and postage-paid envelopes, providing vehicle registration services, and selling public transportation tickets and tokens. DFI-Bkg 4.02(15)(15) Issuing money orders, savings bonds, and traveler’s checks. DFI-Bkg 4.02(16)(16) Providing administrative and other services to mutual funds. DFI-Bkg 4.02(18)(18) Acting as a certification authority for digital signatures. DFI-Bkg 4.02(19)(19) Providing employment histories to third parties for use in making credit decisions and to depository institutions and their affiliates for use in the ordinary course of business. DFI-Bkg 4.02(24)(24) Providing insurance, providing and issuing annuities, and acting as principal, agent, or broker for purposes of providing insurance or annuities. DFI-Bkg 4.02(26)(26) Engaging through an insurance company affiliate in insurance company investment activities. DFI-Bkg 4.02(27)(27) Providing services to or for the bank or its affiliates, including accounting, auditing appraising, advertising and public relations, and financial advice and consulting. DFI-Bkg 4.02(28)(28) Providing data processing, data warehousing and data transmission products, services, and related activities and facilities, including associated equipment and technology, for the bank or its affiliates. DFI-Bkg 4.02(29)(29) Acting as investment adviser (including an adviser with investment discretion) or financial adviser or counselor to governmental entities or instrumentalities, businesses, or individuals, including advising registered investment companies and mortgage or real estate investment trusts, furnishing economic forecasts or other economic information, providing investment advice related to futures and options on futures, and providing consumer financial counseling. DFI-Bkg 4.02(30)(30) Providing financial and transactional advice and assistance, including advice and assistance for customers in structuring, arranging, and executing mergers and acquisitions, divestitures, joint ventures, leveraged buyouts, swaps, foreign exchange, derivative transactions, coin and bullion, and capital restructurings. DFI-Bkg 4.02(32)(32) Leasing of real or personal property, and acting as an agent or adviser in leases for others. DFI-Bkg 4.02(33)(33) Providing securities brokerage or acting as a futures commission merchant, and providing related credit and other related services. DFI-Bkg 4.02(34)(34) Reinsuring mortgage insurance on loans originated, purchased, or serviced by the bank, its subsidiaries, or its affiliates, provided that if the subsidiary enters into a quota share agreement, the subsidiary assumes less than 50% of the aggregate insured risk covered by the quota share agreement. A “quota share agreement” is an agreement under which the reinsurer is liable to the primary insurance underwriter for an agreed upon percentage of every claim arising out of the covered book of business ceded by the primary insurance underwriter to the reinsurer. DFI-Bkg 4.02(38)(38) Providing or selling public transportation tickets, event and attraction tickets, gift certificates, prepaid phone cards, promotional and advertising material, postage stamps, and Electronic Benefits Transfer (EBT) script, and similar media, to the extent permitted by published Office of the Comptroller of the Currency precedent, subject to the terms and conditions contained in that precedent. DFI-Bkg 4.02 HistoryHistory: Cr. Register, October, 2000, No. 538, eff. 11-1-00. DFI-Bkg 4.03DFI-Bkg 4.03 Control and interest. Subject to ss. DFI-Bkg 4.04 and 4.05, a financial institution may control a financial subsidiary or hold an interest in a financial subsidiary to engage in financial activities. DFI-Bkg 4.03 HistoryHistory: Cr. Register, October, 2000, No. 538, eff. 11-1-00. DFI-Bkg 4.04DFI-Bkg 4.04 Application. A financial institution desiring to control or hold an interest in a financial subsidiary shall apply to the division on forms prescribed by the division and shall pay the fee to be prescribed by the division. An application submitted to the division shall either be approved or disapproved by the division in writing within 30 days after its submission to the division. The division and the financial institution may mutually agree to extend the period in which the division makes a decision on the application for an additional period of 30 days. DFI-Bkg 4.04 NoteNote: A copy of the forms may be obtained at no charge from the Department of Financial Institutions, Division of Banking, 4822 Madison Yards Way, North Tower, 5th Floor, P.O. Box 7876, Madison, WI 53707-7876, tel. (608) 261-7578.
DFI-Bkg 4.04 HistoryHistory: Cr. Register, October, 2000, No. 538, eff. 11-1-00. DFI-Bkg 4.05(1)(1) A financial institution may control a financial subsidiary or hold an interest in a financial subsidiary to engage in financial activities only if the financial subsidiary engages in financial activities or activities in which the financial institution is permitted to engage under other applicable law. The financial subsidiary may also engage in any other activity approved by rule of the division. However, the financial subsidiary may not engage in any activity as a principal that is not permissible for a financial subsidiary of a national bank as a principal unless the activity is authorized by the Federal Deposit Insurance Corporation pursuant to 12 USC 1831a. DFI-Bkg 4.05(2)(2) Prior to acquiring control of, or an interest in a financial subsidiary, a financial institution is required to receive the prior approval of the division under s. DFI-Bkg 4.04. DFI-Bkg 4.05(3)(3) The financial institution and each insured depository institution affiliate of the financial institution must be well capitalized, after the capital deduction required under s. DFI-Bkg 4.06. DFI-Bkg 4.05(5)(5) The division may establish additional limits or requirements on financial institutions and financial subsidiaries if the division determines that the limits or requirements are necessary for the protection of depositors, members, investors or the public. DFI-Bkg 4.05(6)(6) For any period during which a financial institution fails to meet these requirements, the division may by order limit or restrict the activities of the financial subsidiary or require the divestiture of the financial institution’s interest in the financial subsidiary. DFI-Bkg 4.05 HistoryHistory: Cr. Register, October, 2000, No. 538, eff. 11-1-00. DFI-Bkg 4.06DFI-Bkg 4.06 Capital deduction. The aggregate amount of the outstanding equity investment, including retained earnings, of a financial institution in all financial subsidiaries controlled by the financial institution shall be deducted from the assets and tangible equity of the financial institution as determined by the division, and the assets and liabilities of the financial subsidiaries shall not be consolidated with those of the financial institution. DFI-Bkg 4.06 HistoryHistory: Cr. Register, October, 2000, No. 538, eff. 11-1-00. DFI-Bkg 4.07DFI-Bkg 4.07 Disclosure. Any published financial statement of a financial institution that controls a financial subsidiary shall separately present financial information for the financial institution in the manner proved in s. DFI-Bkg 4.06. DFI-Bkg 4.07 HistoryHistory: Cr. Register, October, 2000, No. 538, eff. 11-1-00. DFI-Bkg 4.08DFI-Bkg 4.08 Safeguards for the financial institution. A financial institution that establishes or maintains a financial subsidiary shall do all of the following: DFI-Bkg 4.08(1)(1) Ensure that the procedures of the financial institution for identifying and managing financial and operational risk within the financial institution and the financial subsidiary adequately protect the financial institution from such risk. DFI-Bkg 4.08(2)(2) Ensure that the financial institution has, for the protection of the financial institution, reasonable policies and procedures to preserve the separate corporate identity and limited liability of the financial institution and the financial subsidiaries of the financial institution.
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