FRLL10e_20250516_omb

Supporting Statement for the
Application to Become a Savings and Loan Holding Company or to
Acquire a Savings Association or Savings and Loan Holding Company
(FR LL-10(e); OMB No. 7100-0336)
Summary
The Board of Governors of the Federal Reserve System (Board), under authority
delegated by the Office of Management and Budget (OMB), has extended for three years,
without revision, the Application to Become a Savings and Loan Holding Company or to
Acquire a Savings Association or Savings and Loan Holding Company (FR LL-10(e); OMB No.
7100-0336). This information collection must be filed in connection with certain proposals
involving the formation, acquisition, or merger of a savings and loan holding company (SLHC);
the acquisition by an SLHC of a savings association or its assets; and the acquisition of control
of a savings association by certain individuals associated with an SLHC. The Board requires the
submission of this filing from an applicant for regulatory and supervisory purposes and to allow
the Board to fulfill its statutory obligations to review these transactions under section 10(e) of the
Home Owners’ Loan Act (HOLA) (12 U.S.C. § 1461 et seq.) and the Board’s Regulation LL Savings and Loan Holding Companies (12 CFR 238.11).
The current estimated total annual burden for the FR LL-10(e) is 428 hours. The form
and instructions are available on the Board’s public website at
https://www.federalreserve.gov/apps/reportingforms.
Background and Justification
Section 10(e) of HOLA, as implemented in Regulation LL, provides that certain
transactions involving the formation, acquisition, or merger of an SLHC or the acquisition of a
savings association require prior written approval from the Board.1 These transactions consist of
the formation of an SLHC, an acquisition that causes a savings association to become a
subsidiary of an SLHC, the acquisition of control of all or substantially all of the assets of a
savings association or an SLHC, the merger of SLHCs, and the acquisition of control of a
savings association or SLHC by certain individuals.2
The information required for the FR LL-10(e) allows the Board to fulfill its
responsibilities under HOLA and Regulation LL to evaluate the subject transactions. The
completed FR LL-10(e) is the primary source of comprehensive data on, among other things, the
structure of the proposal, the pro forma financial condition of the applicant and of its
subsidiary(ies), the competitive position of the applicant and entities being acquired, and the
convenience and needs of communities to be served.3 The information helps the Federal Reserve
to determine whether a proposed transaction is financially sound, competitively acceptable, and
1

Certain transactions are exempt from this requirement pursuant to HOLA or 12 CFR 238.12. A reorganization of a
holding company pursuant to 12 CFR 238.12(a)(2) does not require prior approval from the Board but does require
an informational filing.
2
12 CFR 238.11.
3
See 12 U.S.C. § 1467a(e)(2).

consistent with convenience and needs considerations. This information is not available from
other sources.
Description of Information Collection
Reporting Requirements
The FR LL-10(e) is event generated. As noted, the form collects information concerning
certain proposed SLHC formations, acquisitions, and mergers. Specifically, the form collects
financial and managerial information and information about the proposed transaction, the
competitive effects of the proposal, and the impact of the transaction on the convenience and
needs of the communities to be served. The application must be submitted to the appropriate
Federal Reserve Bank by an existing or proposed SLHC or by certain individuals. Applicants are
urged to submit the FR LL-10(e) electronically through the Federal Reserve System’s web-based
platform, FedEZFile (https://www.federalreserve.gov/supervisionreg/afi/afi.htm).
Disclosure Requirements
Applicants that file the FR LL-10(e) are required to publish a notice in a newspaper of
general circulation in the community(ies) in which the head office(s) of the applicant; its largest
subsidiary savings association, if any; and each savings association to be directly or indirectly
acquired are located.4 Notices generally state the name and address of the applicant and all
SLHCs and savings associations that it proposes to acquire, and must invite the public to submit
written comments to the appropriate Federal Reserve Bank. The newspaper notice must be
published no more than fifteen calendar days before and no later than seven calendar days after
the date that the application is filed with the appropriate Federal Reserve Bank.
Respondent Panel
The FR LL-10(e) panel comprises entities seeking prior approval to become or acquire an
SLHC or merge SLHCs; SLHCs seeking to acquire a savings association or all or substantially
all of the assets of a savings association or SLHC; and directors or officers of an SLHC, or any
individual who owns, controls, or holds the power to vote (or holds proxies representing) more
than 25 percent of the voting shares of an SLHC seeking control of any savings association that
is not a subsidiary of such SLHC.
Frequency and Time Schedule
The application is event generated.
Public Availability of Data
No data collected by this information collection is published.

4

Publication is not required for a reorganization pursuant to 12 CFR 238.12(a)(2).

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Legal Status
The FR LL-10(e) is authorized by sections 10(b)(2) and 10(e) of the HOLA. Section
10(e) of the HOLA requires firms to seek the Board’s prior written approval before engaging in a
transaction involving the formation, acquisition, or merger of an SLHC; the acquisition by an
SLHC of a savings association or its assets; or the acquisition of control of a savings association
by certain individuals associated with an SLHC (12 U.S.C. § 1467a(e)(1)).5 Section 10(e) also
requires an application to the Board where an SLHC has improperly acquired control of a
savings association or SLHC before obtaining the Board’s prior approval (12 U.S.C. §
1467a(e)(1)(A)(i)). Section 10(e) also provides that the Board must evaluate certain statutory
factors and render a decision within 90 days of the submission of a “complete record on the
application” (12 U.S.C. § 1467a(e)(2)). The FR LL-10(e) collects information from firms
proposing to engage in transactions requiring its approval under the HOLA, thus providing the
Board with information it requires to evaluate the statutory factors. This form constitutes a
necessary part of the record on each firm’s application that the Board uses to fulfill its statutory
responsibilities under the HOLA. In addition, section 10(b)(2) of the HOLA authorizes the Board
to require reports from SLHCs containing such information concerning the operations of SLHCs
and their subsidiaries as the Board may require. The FR LL-10(e) is one such report that the
Board requires from SLHCs regarding their operations and/or the operations of their subsidiaries.
The FR LL-10(e) is required to obtain a benefit.
The information contained on the FR LL-10(e) is not considered confidential unless an
applicant requests confidential treatment in accordance with the Board’s Rules Regarding
Availability of Information.6 Requests for confidential treatment of information are reviewed on
a case-by-case basis. If not confidential, then the information submitted on the FR LL-10(e) may
be disclosed pursuant to the Freedom of Information Act (FOIA). However, information for
which an applicant requests confidential treatment may fall within one of FOIA’s exemptions
and therefore not be subject to disclosure.
Information submitted on the FR LL-10(e) may be exempt from disclosure under
exemption 4, 6, or 8 of the FOIA. Exemption 4 applies to confidential commercial or financial
information that is both customarily and actually treated as private by its owner (12 U.S.C. §
552(b)(4)).7 To the extent that information submitted on the FR LL-10(e) is confidential
commercial or financial information that is both customarily and actually treated as confidential
by the applicant, it would be exempt from disclosure under exemption 4. Exemption 6 exempts
from disclosure personnel and medical files and similar files the disclosure of which would
constitute a clearly unwarranted invasion of personal privacy (12 U.S.C. § 552(b)(6)). To the
extent information submitted on the FR LL-10(e) includes such files, then it would be exempt
from disclosure. Finally, exemption 8 exempts from disclosure information contained in or
related to examination, operating, or condition reports prepared by, on behalf of, or for the use of
an agency responsible for the regulation or supervision of financial institutions (12 U.S.C. §
552(b)(8)). Information submitted on the FR LL-10(e) that is related to an applicant’s (and any
potential target’s) condition would be considered to be prepared for the use of the Board, an
5

See also 12 CFR 238.11 (listing transactions requiring Board approval under section 10 of the HOLA).
12 CFR 261.17.
7
See Food Marketing Institute v. Argus Leader Media, 588 U.S. 427, 440 (2019).
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agency responsible for the regulation and supervision of financial institutions. This information
may therefore be exempt from disclosure under exemption 8.
Consultation Outside the Agency
There has been no consultation outside the Federal Reserve System.
Public Comments
On December 6, 2024, the Board published an initial notice in the Federal Register (89
FR 96974) requesting public comment for 60 days on the extension, without revision, of the
FR LL-10(e). The comment period for this notice expired on February 4, 2025. The Board did
not receive any comments. The Board adopted the extension, without revision, of the
FR LL-10(e) as originally proposed. On April 28, 2025, the Board published a final notice in the
Federal Register (90 FR 17596).
Estimate of Respondent Burden
As shown in the table below, the estimated total annual burden for the FR LL-10(e) is
428 hours. The annual reporting burden estimate is based on the total number and type of
applications processed in the past three years. The burden estimate is based on the standard
Board burden calculation methodology. These reporting and disclosure requirements represent
less than 1 percent of the Board’s total paperwork burden.

FR LL-10(e)
Reporting
Disclosure

Estimated
number of
respondents8

Estimated
annual
frequency

7
7

1
1

Estimated
Estimated
average hours annual burden
per response
hours
60.08
1

Total

421
7
428

The estimated total annual cost to the public for the FR LL-10(e) is $30,880.9

8

Of these respondents, 4 are considered small entities as defined by the Small Business Administration (i.e., entities
with less than $850 million in total assets). Size standards effective March 17, 2023. See
https://www.sba.gov/document/support-table-size-standards. There are no special accommodations given to mitigate
the burden on small institutions.
9
Total cost to the responding public is estimated using the following formula: total burden hours, multiplied by the
cost of staffing, where the cost of staffing is calculated as a percent of time for each occupational group multiplied
by the group’s hourly rate and then summed (30% Office & Administrative Support at $24, 45% Financial
Managers at $87, 15% Lawyers at $88, and 10% Chief Executives at $126). Hourly rates for each occupational
group are the (rounded) mean hourly wages from the Bureau of Labor Statistics (BLS), Occupational Employment
and Wages, May 2024, published April 2, 2025, https://www.bls.gov/news.release/ocwage.t01.htm. Occupations are
defined using the BLS Standard Occupational Classification System, https://www.bls.gov/soc/.

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Sensitive Questions
This information collection contains no questions of a sensitive nature, as defined by
OMB guidelines.
Estimate of Cost to the Federal Reserve System
The estimated cost to the Federal Reserve System for collecting and processing the
FR LL-10(e) is negligible.

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