Federal Reserve Bank of Boston
PUBLIC/OFFICIAL RELEASE // EXTERNAL
Borrower-in-Custody (BIC) Program
Requirements Handbook
Federal Reserve Bank of Boston BIC Program Requirements
August 2023
2
PUBLIC/OFFICIAL RELEASE // EXTERNAL
Contents
Introduction ....................................................................................................................................................... 3
General Eligibility Requirements ........................................................................................................................ 3
Documents to Execute ....................................................................................................................................... 3
Required Discount Window Borrowing Documents
Additional Documents That May Be Required
Perfection of Security Interest ........................................................................................................................... 3
Approval of the Arrangement ............................................................................................................................ 4
Termination of the Arrangement ....................................................................................................................... 4
Getting Started ................................................................................................................................................... 4
Periodic Reporting ............................................................................................................................................. 5
Annual Reporting ....................................................................................................................................... 5
Ad Hoc Reporting ....................................................................................................................................... 6
Collateral Acceptability ...................................................................................................................................... 7
Acceptability criteria .................................................................................................................................. 7
Documentation requirements .................................................................................................................... 8
Eligible Loan Types ..................................................................................................................................... 9
Monthly Processing .......................................................................................................................................... 10
Collateral Listings ..................................................................................................................................... 10
Cover Letter .............................................................................................................................................. 11
Submitting Collateral Listings and Cover Letters ..................................................................................... 12
Compliance ............................................................................................................................................... 12
Monthly Monitoring (the 10% rule) ................................................................................................................. 12
Storage and Pledge Identification .................................................................................................................... 12
Inspections ....................................................................................................................................................... 14
Contact Us ........................................................................................................................................................ 14
Appendix A - Documents to Execute ........................................................................................................... 15
Appendix B – BIC Specific Audit Guidelines ................................................................................................. 16
Appendix C – High Risk Consumer Loans ..................................................................................................... 18
Federal Reserve Bank of Boston BIC Program Requirements
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Introduction
The Borrower-in-Custody (BIC) program allows depository institutions (DIs) to pledge loans to the
Federal Reserve Bank of Boston (FRBB) as collateral for Payment System Risk (PSR) purposes (intra-
day credit) and Discount Window (DW) advances while retaining possession of the loan
documentation. DIs participating in the program are required, pursuant to Operating Circular No.
10 - Lending (OC-10), Section 7, to ensure that the pledged loans meet the terms and conditions
set forth by the FRBB.
General Eligibility Requirements
Pursuant to Regulation A, “An advance to a depository institution must be secured to the
satisfaction of the Federal Reserve Bank that makes the advance”
1
. Prior to establishing a BIC
arrangement, the FRBB will conduct a due diligence review of each request. Eligibility for the
program is based on satisfaction of the following due diligence principles:
• Understanding the financial condition of the pledging DI and the associated risk to FRBB;
• Determining the status of perfection and priority of the FRBB’s security interest in the
collateral;
• Understanding the type, characteristics, and quality of loans pledged; and
• Ensuring that the institution’s operational controls with respect to identifying and
safekeeping loan documents are acceptable.
The FRBB performs ongoing due diligence reviews of all approved BIC arrangements and may
amend or terminate an existing BIC arrangement at any time at its discretion.
Documents to Execute
OC-10 stipulates that a DI must have current documents and agreements in place to execute
borrowings. All documents must remain current at all times. It is your responsibility to inform the
FRBB of any changes that would require re-execution of any/all borrowing documents. Failure to
maintain current documents will result in a reduction in your institution’s collateral value to zero
and your institution will be unable to obtain advances.
For a complete description of applicable documents and agreements, please refer to Appendix A.
Perfection of Security Interest
All extensions of credit must be secured to the satisfaction of the FRBB by collateral that is
acceptable for that purpose. In order to perfect its security interest in the pledged collateral the
1
Code of Federal Regulations - Extensions of Credit by Federal Reserve Banks (Regulation A), Part 201.3(a)(2).
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FRBB will file a UCC-1 Financing Statement and a UCC-3 Continuation every five years thereafter
with the following language:
All accounts, chattel paper, inventory, equipment, instruments, investment property, general
intangibles, documents, and all assets, now owned or hereafter acquired, that are identified, from
time to time, by debtor to secured party in writing, by electronic means or by any other means
agreed by the parties, as collateral securing the obligations of debtor to secured party under a
written agreement between the parties, and all proceeds thereof; and all collateral, guarantees,
letters of credit, surety bonds and other supporting obligations pertaining to the foregoing, and all
proceeds thereof.
In addition, it may be necessary to take other action, such as obtaining subordination agreements
from other parties to perfect the FRBB’s security interest in the collateral. Value will not be
assigned until such arrangements are finalized.
Approval of the Arrangement
Upon receipt of your institution’s request letter and other required documentation, your
application will be assigned to a BIC portfolio analyst. It generally takes six to eight weeks to
review all required documentation and perform due diligence, and can take longer if
documentation is delayed or insufficient, if subordination from other parties is required, or if there
is a delay in recording of the UCC-1 Financing Statement. Your institution will receive written
confirmation upon approval of the BIC arrangement.
Termination of the Arrangement
Your BIC arrangement may be terminated by the FRBB at any time due to noncompliance with BIC
program requirements or at the discretion of the FRBB.
If your institution decides to terminate its BIC arrangement, written notice must be provided
(notice provided via email is sufficient). Such notice must be provided by an individual authorized
pursuant to your institution’s OC-10 documentation. Termination by your institution will be
effective upon receipt of notice by the FRBB; however, the rights and liabilities of the parties
under the BIC arrangement survive any termination of the BIC arrangement until all outstanding
obligations of the Borrower that arose prior to termination have been satisfied in full.
Getting Started
Once all OC-10 documentation (listed in Appendix A) has been properly executed and approved,
please submit the documents listed within the “Borrower-In-Custody Program” link on the FRBB’s
section of the Discount Window website
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(https://www.frbdiscountwindow.org/en/GeneralPages/frbbostonbic-cfm.aspx). These
documents include:
• BIC Request Letter
• BIC Collateral Schedule
• BIC Collateral Cover Letter
• Electronic Pledge Authorization Form
• FHLB Collateral Release Form
• BIC Compliance Certification
You may also contact FRBB directly by calling the Discount Window (800-716-3773) or emailing us
at crmops.b[email protected] and we will provide the required documents and assign a portfolio
analyst to assist you. Once the above documentation is received, the portfolio analyst may
request additional information and/or documentation in order to process the application.
Standard requests include, but are not limited to, completion of a BIC Compliance Certification
form, loan policies and submission of a loan review/internal audit (these are discussed in more
detail within the Periodic Reporting section below).
Periodic Reporting
Once your BIC arrangement is in place, you agree to provide the following:
Annual Reporting
• BIC Compliance Certification Form. BIC participants are required to complete the BIC
Compliance Certification form annually. We will contact you in advance of the due date
and provide you with the form along with any additional guidance or instructions. This
form must be signed by the appropriate number of authorized individuals per OC-10 as
well as your institution’s internal or external auditor (or an individual who is independent
of the lending function). Following submission, a BIC portfolio analyst will schedule a call
with you in order to discuss your responses and ask additional questions as needed.
Please note that institutions completing a BIC Compliance Certification form in order to
establish a BIC arrangement are not required to have their auditor sign the form. This
requirement will begin with the next compliance submission.
• Records and Information Management (RIM) Arrangements. If pledged notes and/or
other loan documentation are stored off-site, your institution may also need to complete
and submit the RIM BIC Compliance Certification Addendum. A RIM arrangement is
deemed to exist if:
Any pledged original notes/amendments/modifications/assignments or original titles
collateralizing the pledged loans are stored at an off-site facility.
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If supporting legal documentation (recorded mortgages, security agreements, UCC filings, etc.)
and/or supporting credit documentation (e.g.: credit analysis memorandums, financial
statements/tax returns, appraisals, etc.) are stored at an off-site facility and these documents
are not accessible via the bank’s imaging system.
If your institution has a RIM arrangement, please also submit copies of any imaging procedures
as well as contracts, agreements and financial/operational reviews or analyses with/of the off-
site storage facility. Please send this information to FRBB at the same time as the
completed/signed BIC Compliance Certification form.
• BIC Specific Audit. Annually, your internal or external auditor (or an individual
independent of the lending function) must conduct an audit assessing compliance with BIC
program requirements and testing the accuracy of information submitted on the collateral
schedule by reviewing a sample of pledged loan documentation. Please send the most
recently completed report, along with any management response, to FRBB upon
completion. Please see Appendix B for further guidance.
• Loan Policy. You are required to submit your institution’s most recent loan policy
governing pledged loan types at the same time as the completed/signed BIC Compliance
Certification form, or whenever changes are made. If your pledge includes commercial
loan types, please include your internal risk rating methodology.
If your internal risk rating methodology changes, please notify FRBB immediately as changes to
your methodology may affect collateral value. Failure to notify FRBB of a change to your risk
rating methodology may result in a reduction of your institution’s collateral value or
termination of your BIC arrangement.
Ad Hoc Reporting
• Loan Reviews. If your pledge includes commercial loans, you are required to submit all
loan reviews for pledged portfolios upon completion. Commercial loan reviews will
typically assess your institution’s risk rating system, credit administration practices,
compliance with policy, and documentation of exceptions to policy, among other items.
• Audits. If you pledge consumer loans, you are required to submit all internal or external
audits of pledged portfolios upon completion. These audits will typically assess your
institution’s loan origination process, loan disbursement process, adequacy of loan
documentation and internal controls, compliance with policy and exception reporting,
among other items.
Failure to submit loan reviews or internal/external audits of pledged portfolios in a timely manner
may result in a reduction of your institution’s collateral value or termination of your BIC
arrangement.
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the secure methods outlined on page 13.
Collateral Acceptability
Acceptability criteria
2
• Loans must be in readily negotiable, transferable or assignable form (e.g., loans may not
be subject to restrictions on assignment or transfer, such as provisions requiring
borrower consent to an assignment or transfer), except as otherwise provided below:
o Domestic syndicated commercial loans that are explicitly pledgeable to an FRB may
be pledged even if such loans are subject to contractual limitations on assignment or
transfer.
o All other loans are ineligible even in cases where the assignability clause indicates the
loan may be pledged to a Federal Reserve Bank (due to the fact that it does not
explicitly state that the FRBB can transfer the loans without restriction). If you are
interested in pledging participation or syndication loans with assignability restriction,
please contact your BIC analyst to determine whether the restrictions can be cured via
a modification.
• Loans cannot be subject to any regulatory or other constraint(s) that impairs their
liquidation, including, but not limited to, environmental law or other forms of lender
liability.
• Loans must be current in terms of both interest and principal. Commercial loans must not
be more than 30 days past due; consumer loans must not be more than 60 days past due
• The pledging institution must have rights in the loans that are sufficient to grant an
enforceable security interest to the FRBB. The FRBB must be able to obtain a perfected, first
priority security interest in the loans, free of the adverse claims of third parties, including
the claims of an insolvency official or an affiliate of the pledging institution.
• Loans must be pledged at the note level (e.g., if a drawdown under a master note is
pledged, the master note itself must also be pledged). The maturity dates and
outstanding balances of all drawdowns may not exceed the maturity date and current face
amount of a pledged master note.
2
For further information, please refer to the Federal Reserve Collateral Guidelines located at frbdiscountwindow.org.
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• Loans may not be obligations of the pledging institution or an affiliate of the pledging
institution, or otherwise correlated with the financial condition of the pledging institution.
• Loans to foreign obligors are only acceptable in limited circumstances and with the prior
approval of FRBB.
• Loans must be payable to the pledging depository institution, unless an alternative
arrangement is approved by the FRBB.
• Loans must not be classified as Special Mention, Substandard, Doubtful or Loss, or with internal
risk ratings or other characteristics otherwise deemed unacceptable by the Reserve Bank.
• Unless specifically pre-approved to pledge loans that do not exist in physical form, all
pledged notes and modifications must be original and ink-signed.
• Loans must not be to insiders, as defined in Regulation O (i.e. loans to a director, officer,
principal shareholders); bank employee loans are acceptable.
• Loans structured as bonds are acceptable in certain circumstances and with the prior
approval of the FRBB.
• In addition to loans that are ink-signed, loans with digital signatures (“electronic loans”) are
generally eligible to pledge subject to approval by FRBB. In addition, ink-signed loans that
are imaged with the original paper copy destroyed (“imaged and destroyed”) may also be
eligible in certain cases subject to approval by FRBB. Please contact your assigned BIC
analyst for details regarding the application process or if there are other questions.
Documentation requirements
• The pledging institution must possess the original promissory note and all original
modifications, amendments and/or assignments for all pledged loans unless approved to
pledge electronic or imaged and destroyed loans. Original notes and modifications,
amendments and/or assignments
3
should be stored together, and should be readily
accessible and available for review.
o For loan participations
4
originated by the DI, the loan file must contain the original
note (and any original note amendments and/or modifications), original
participation agreement, and a copy of the Participation Schedule (showing each
party’s interest in the loan).
o For loan participations purchased by the DI, the loan file should, at a minimum,
contain copies of the promissory note and amendments, participation certificate
and/or participation agreements.
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o For loan syndications where a promissory note exists, the loan file must contain the
original note (along with all original modifications and amendments) and a copy of
the Credit Agreement (and copies of any modifications/amendments to the Credit
Agreement). Additionally, if the DI is not a lender in the original syndicate, the DI
3
Includes “skip pay” coupons, which are considered modifications of the original note.
4
Loan participations must be clearly structured as purchase-sale transactions
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must have an assignment and assumption agreement transferring all of the
assignor’s rights and obligations as a lender to the DI in the assigned loan amount.
The assignment agreement should be signed (electronic signature is acceptable) by
the assignor and the DI as well as all other required parties (i.e.: borrower,
administrative agent, etc.).
o For loan syndications where a promissory note does not exist, the loan file must
contain a copy of the Credit Agreement (and copies of any
modifications/amendments to the Credit Agreement) and a copy of the
administrative agent’s register showing the DI’s interest in the loan. A register is a
record maintained by the administrative agent that typically lists the
names/addresses of the lenders, the loan amounts, any assignments, etc. The
Credit Agreement must also contain language indicating that in the absence of a
note, the administrative agent’s register is definitive evidence of the borrower’s
payment obligations. Additionally, if the DI is not a lender in the original syndicate,
the loan file must contain an assignment and assumption agreement transferring all
of the assignor’s rights and obligations as a lender to the DI in the assigned loan
amount. The assignment should be signed (electronic signature is acceptable) by
the assignor and the DI as well as all other required parties (i.e.: borrower,
administrative agent, etc.).
• Copies/images of other supporting documentation (including legal documentation such as
recorded mortgage, UCC filings, etc.) are sufficient and do not have to be filed with the
above documents, but should be identified and readily accessible. FRBB staff may review
additional documentation (including legal documentation and credit reviews), during on-
site inspections. Notwithstanding the foregoing, automobile titles must be original unless
the state in which the vehicle is registered authorizes electronic titles.
Eligible Loan Types
Loans are pledged based on their respective FFIEC or NCUA call report code. A list of the most
commonly pledged eligible loan types are:
• 1-4 Family Residential First Mortgage Loans (Owner Occupied/ Non-Owner Occupied)
• Commercial Loans
• Commercial Real Estate Loans (including 5+ Multifamily Loans)
• Secured and Unsecured Consumer Loans
5
, including but not limited to:
Home Equity Loans
Auto Loans
Student Loans
Boat Loans
5
FRBB has modified its collateral pledge requirements to allow pledges of subprime/high risk consumer loans; for
further information on pledging such loans, please refer to Appendix C.
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Manufactured Housing Loans
Credit Cards
• Agricultural Loans
• Construction Loans
• Raw Land Loans
• Government Guaranteed Loans
• Municipal Loans
• Non-Profit Loans
• Commercial Letters of Credit (Standby Letters of Credit are ineligible)
• Loan Participations with no restrictions on assignability.
• Loan Syndications
For detailed information regarding eligible loan types and associated margins, please reference the
collateral margins table at http://www.frbdiscountwindow.org.
Monthly Processing
Collateral Schedules
Institutions are required to submit an updated collateral schedule in a format that is able to be
processed in accordance to the schedule below:
a. If the institution’s name begins with letters “A-L”, the pledge is due by the 10th of the month
for the last day of the prior month (usually the 30th or 31st).
b. If the institution’s name begins with letters “M-Z”, the pledge will now be due by the 25th of
the month. The as-of-date for the monthly trial will be the 15th and the pledge can be
submitted anywhere from the 16th to the 25th of that month.
Once the format of your collateral schedule is approved by FRBB, it is critical that the identical
format be used for all subsequent submissions. Any change in format will cause delays in
processing and may result in a reduction of your collateral value. In most cases, collateral
schedules are required to meet “ALD” (Automated Loan Deposit) specifications, which allow the
FRBB’s systems to value each pledged loan individually
6
. For more information, please refer to the
Automated Loan Deposit page on the Discount Window & Payment System Risk website.
Collateral schedules that cannot be processed using ALD are referred to as “Group” deposits,
whereby each pledged asset type is recorded and valued as one aggregate amount.
Collateral Schedules should adhere to the following guidelines:
All data on the collateral schedule must accurately reflect the information within
the pledged loan documentation.
Loan/account numbers must be unique.
The outstanding principal balance should not exceed the current face amount.
6
Note that, in order for FRBB to avoid lending on matured collateral, loans that mature within 45 days of the “as of”
date on the collateral schedule will receive zero value.
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For demand loans, the maturity date column must be left blank.
Loans must contain only eligible risk ratings, if applicable.
Loans must contain correct call report code
7
based on the asset type.
Collateral schedule must contain the DI’s name, ABA number and “as of” date.
For government guaranteed loans, the whole loan must be pledged. The guaranteed
portion will generally receive a higher collateral value when segregated from the
unguaranteed portion and reported on a “Government Guaranteed” tab, with the
unguaranteed portion included on a separate tab based on the asset type of the loan
8
(e.g.: C&I, CRE, etc.) or consolidated within the specific non-guaranteed portion of
Agency Guaranteed loans category. Participation and syndication loans should be
identified within a separate field/column on each commercial loan collateral
schedule. Non-physical loans should also be identified in a separate field/column.
If your institution has a RIM arrangement, the collateral schedule must include the
box number(s) where each pledged loan’s documentation is stored.
If the pledge is stored in more than one location, the location address must be
indicated in the file for each individual loan.
Loan participations must be reported such that the original whole loan amount is
shown as the “Original Face Amount” and the original amount of the bank’s owned
portion is shown as the “Current Face Amount”. If you are unable to report “Current
Face Amount”, then the original amount of the bank’s owned portion should be
shown as the “Original Face Amount”. The “Current Face Amount” field is designed to
account for any changes to the loan amount since origination. For instance, if a loan
was originated for $500,000 and was subsequently amended to $600,000, the
“Original Face Amount” would show $500,000 while the “Current Face Amount”
would show $600,000.
New ALD Reporting Requirements
Certain institutions are required to comply with the new ALD reporting requirements whereby an expanded
set of loan data elements are reported in a pipe-delimited text file format. The set of loan data elements
differs by the pledged loan type with the intent of capturing additional cash flow, credit and risk
management information. Loans may receive a reduction in collateral value (or zero collateral value) if
certain required loan data elements are either not provided or are invalid.
These institutions should adhere to the detailed file specifications and loan data element definitions that are
outlined within the Federal Reserve System Discount Window website
. This website will also provide details
on the institutions that are required to comply as well as how collateral value is determined. This does not
impact your institution’s reporting frequency (ie: monthly), the due date by which your collateral schedule
should be submitted (ie: the 10
th
of the month if your institution’s name begins with letters “A-L”), or the
method by which you transmit the collateral schedule (ie: ZIX secure e-mail). If your institution meets the
criteria to report in the new format in the future, FRBB will contact you and will provide further details at
that time. In these cases, please note that institutions will generally have 12 months to build and submit
acceptable loan files. On a periodic basis, FRBB will perform a validation of the expanded set of loan data
elements and will contact you at that time in order to discuss details and logistics.
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Institutions not required to comply with the new requirements may opt-in voluntarily. Please contact your
BIC portfolio analyst if you would like to pursue this option. If you decide not to opt-in, your institution
should follow the collateral schedule reporting guidance provided in the previous section. From a collateral
valuation perspective, these institutions will receive general assumptions for the additional loan data
elements that are not reported.
Please reach out to crmops.bos@bos.frb.org
or your BIC portfolio analyst with any questions.
Cover Letter
A cover letter, which will be provided to you when your BIC arrangement is established, must
accompany each monthly collateral schedule. The cover letter must include your institution’s
name and ABA number, the “as of” date of the pledge, and the address of all locations where
pledged loan documentation is stored within the appropriate sections of the form. The cover
letter MUST be signed by the appropriate number of individuals who are authorized per the OC-10
documents your institution has on file with FRBB; the titles of these individual(s) must also match
exactly to what appears in OC-10. Additionally, totals on the cover letter must match the totals
that are reported on the collateral schedule (do not truncate, round up, or round down). A cover
letter that is not filled out properly will delay collateral schedule processing and may result in a
reduction in collateral value.
Please note that it can take 24 hours to process collateral schedules. If your institution submits a
collateral schedule and anticipates borrowing that day, please notify us immediately.
7
NCUA call code fields should reflect the balance, not the number of loans.
8
Specific formatting requirements for Government Guaranteed loans will be provided upon request. Please contact
your BIC analyst for more information on reporting the non-guaranteed portion of Agency Guaranteed loans.
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Submitting Collateral Schedules and Cover Letters
Institutions are expected to transmit collateral schedules and cover letters using one of the
following approved methods of secure transmission: Zix, Intralinks or email with Mandatory
Transport Layer Solution (TLS). To register for Zix secure e-mail, please access the link below and
follow the instructions:
https://SecureEmail.FederalReserve.com
The following link provides additional information with regard to activating your Zix e-mail
account:
http://io.ocio.frb.org/documents/Secure_Email_Getting_Started_Guide.pdf
Please contact Discount Window collateral staff if you have questions or would like additional
information.
Compliance
If monthly collateral schedules are submitted late or in a format that is not able to be processed
(e.g.: contains past due loans/matured loans/loans with ineligible risk ratings, cover letter
incomplete or contains errors, etc.), a haircut may be applied to the pledge until the following
month’s schedule is processed. In the event of continued noncompliance and/or other processing
violations, FRBB may take action to further reduce your institution’s collateral value. Ongoing
violations may result in termination of your BIC arrangement.
Monthly Monitoring (the 10% rule)
The aggregate outstanding principal balance of pledged loans must be monitored between
reporting periods to ensure that it does not decrease by more than 10%. If the overall value of the
pledged loans decreases by 10% or more between reporting periods, you are required to submit
an updated collateral schedule and cover letter immediately. At a minimum, such monitoring
should be performed bi-weekly.
Storage and Pledge Identification
Storage
All documentation evidencing the pledged loans (including original promissory notes and original
modifications/amendments/assignments) should be held together in a segregated
9
, secured, fire-
resistant environment. However, when space is limited, an institution may hold supporting
documentation (other than the promissory notes and modifications/amendments/assignments) in
a separate location (e.g. file room, cabinets, etc.) in close proximity to where the promissory notes
are kept within the secured facility. Such documentation must be readily identifiable and
accessible.
9
While the segregation of pledged collateral from unpledged collateral is optimal, it is not mandatory as long as
pledged loans are clearly identified both physically and electronically. If FRBB ever needed to take possession of
pledged loans and could not easily and expeditiously identify its collateral, FRBB may take possession of pledged and
unpledged loans and would return unpledged loans at a subsequent time.
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The notes and supporting documentation should be housed in a location that is both accessible to
and known by the FRBB. Physical access should be controlled, limited to specific individuals, and
the removal of documentation should be tracked. Ideally, the documentation should be
maintained in a secured vault that allows for immediate removal in the event that the FRBB must
take possession of the collateral.
If pledged loan documentation is stored at a RIM, documentation related to pledged loans must be
segregated from other stored documentation and all documentation related to each pledged loan
must all be stored within the same file/folder.
The location of all pledged loan documentation must be noted on the Cover Letter. Pledged loan
documentation should be housed in one facility unless prior approval to maintain multiple
locations is obtained from FRBB. If housed at more than one location, the pledge should indicate
the location next to each loan.
Prior notification to FRBB is required if pledged loan documentation is relocated. Failure to
notify FRBB prior to relocating pledged loan documentation may result in a reduction in
collateral value.
Electronic and imaged and destroyed loans should generally be stored in a manner that is secure,
controlled as well as accessible by, and known to, FRBB. Please contact your BIC analyst for
additional information.
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Pledge Identification
Any electronic and physical reports containing one or more loans pledged to FRBB must include a
legend (or other coding mechanism) indicating that some or all of the loans listed on the report are
pledged to FRBB in order to put employees and third parties on notice of FRBB’s interest in the
loans. This is typically accomplished in one of the below ways:
A notation or flag is placed on the DI’s general ledger such that this flag automatically
appears on all generated reports containing pledged loans (e.g.: if HELOCs are
pledged, the name of the HELOC general ledger account is changed to “HELOCs –
Pledged to FRBB”).
A code or flag is programmed into the DI’s loan system such that this code
automatically appears on all reports containing pledged loans.
A code or flag is able to be manually toggled within the DI’s loan system such that
when employees generate reports containing pledged loans they have the ability to
ensure the flag is enabled. If this option is chosen, the DI must ensure that written
procedures are in place governing how and when employees toggle the flag such that
it appears on all reports.
A stamp or legend on the report that states “Some of the loans may be pledged to
FRBB”.
There may be additional identification requirements for certain electronic loans. Please
contact your BIC analyst for additional information.
Additionally, pledged notes/modifications/amendments/assignments must be prominently
identified as pledged to the FRBB in one or more of the following ways (this does not apply
to electronic or imaged and destroyed loans).
The file folder containing the documentation is labeled to indicate that it is pledged to
the FRBB;
The documentation is segregated in one or more file cabinets/drawers that are
labeled to indicate that the contents are pledged to the FRBB; and/or
The documentation is held in a defined area where a highly visible sign indicates that
the contents are pledged to the FRBB.
Inspections
Periodically, at the discretion of FRBB, staff will perform a review of your institution’s BIC
arrangement. Such review will assess your institution’s compliance with BIC program
requirements, which includes, but is not limited to, the accuracy of the data that is reported on
the monthly collateral schedule and the acceptability of key operational controls. We may
conduct this review prior to establishment of your BIC arrangement. Further, the review may be
conducted on-site at your institution, or off-site. FRBB staff will contact you in advance of any
planned on-site or off-site review in order to provide you with additional information and
guidance. It is expected that all documentation requested will be available upon arrival and
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additional information will be supplied upon request. Failure to comply with these requests may
result in an adverse effect on the collateral value available.
Documentation examined during the review includes, but is not limited to:
• Original notes, modifications, amendments and assignments
• Legal documentation, such as recorded mortgages, UCC filings and security agreements
• Credit files and/or credit analyses for commercial loan pledges
• Payment history
Contact Us
If you are interested in establishing a BIC arrangement, please call the FRBB Discount Window
Additional information
regarding a BIC arrangement may be obtained from the Federal Reserve Discount Window
website at
www.frbdiscountwindow.org, or by contacting your BIC portfolio analyst.
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Appendix A - Documents to Execute
The following documents must be in place prior to establishing a BIC arrangement.
Required Discount Window Borrowing Documents
Letter of Agreement (OC-10, Appendix 3)
The Letter of Agreement binds your institution to the provisions of OC-10. The Letter of Agreement
must be typed on your letterhead and signed by an appropriately authorized officer(s) per the
Authorizing Resolutions for Borrowers (see below). If two individuals are required to execute
documents per the Authorizing Resolutions for Borrowers, two must sign the Letter of Agreement.
Form of Certificate (Letter of Agreement, Schedule A, OC-10, Appendix 3)
The Form of Certificate provides the FRBB with the information needed to make an effective UCC-1
financing statement filing against the borrower.
Authorizing Resolutions for Borrowers (OC-10, Appendix 3)
This document certifies that your board of directors has provided authority to borrow from the FRBB
and identifies, by title, those officers authorized to send in the names, titles, and signatures of
individuals permitted to issue instructions on the institution’s behalf.
Official OC-10 Authorization List (OC-10, Appendix 3)
This document provides a list of individuals with authority to borrow from the discount window and
pledge assets to the FRBB. The Authorization List must be signed by an appropriately authorized
officer(s) per the Authorizing Resolutions for Borrowers. If two individuals are required to execute
documents per the borrowing resolution, two must sign this document.
Additional Documents That May Be Required
Agreement for Third Party Custodian to Hold Collateral (OC-10, Appendix 5)
This document sets forth the terms of agreement among the FRBB, the borrower, and the custodian
that holds loans pledged by your institution under the Lending Agreement. If the third-party custodian
is an affiliate of your institution, it must execute this Agreement. Depending upon the specifics of the
arrangement, this Agreement may require modifications.
Letter of Agreement to Correspondent Credit and Payment Agreement (OC-10, Appendix
5, Exhibit 1)
If your institution does not have a Federal Reserve account, this agreement allows your institution to
select a correspondent to receive discount window advances and make payments on your institution’s
behalf.
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Appendix B – BIC Specific Audit Guidelines
Pursuant to Operating Circular No. 10 - Lending (OC-10), Section 10.0 (m) Covenants,
“in any BIC Arrangement, the Borrower shall provide for periodic audits of BIC-held Collateral
pledged to the Bank, shall notify the Bank immediately of any irregularities discovered during any
audits, shall certify periodically, as determined by the Bank, that it is complying with the
requirements of the BIC Arrangement, and shall ensure risk ratings assigned to any Collateral
subject to Borrower’s internal loan ratings are accurate”
The purpose of the BIC Specific audit is to ensure that the pledging institution remains compliant with both
its own internal policies and procedures, as well as with BIC program requirements, on an ongoing basis.
When performing the BIC Specific Audit, the institution’s internal/external auditor should evaluate all
relevant internal policies and procedures and review a sample of pledged loans for reporting accuracy as
set forth below.
Frequency: The BIC Specific audit should be conducted annually. The audit and any management response
should be forwarded to FRBB upon completion. FRBB should be notified immediately of any irregularities
discovered during the audit.
Scope: The scope of the BIC Specific audit should include verification that BIC collateral is documented,
stored and managed in accordance with BIC program requirements as set forth herein. In addition, the
auditor should select a representative sample of loans from the most recent collateral schedule and
confirm that the information contained on the collateral schedule accurately reflects the information
contained in the promissory notes/modifications/amendments and that all
notes/modifications/amendments/assignments are original.
The BIC Specific audit should assess the following:
Pledged collateral acceptability: Assess the institution’s processes for ensuring that pledged loans meet all
acceptability criteria (i.e.: pledged loans must be current, etc.) as set forth herein
Pledged collateral storage: Assess the institution’s processes for ensuring that pledged notes are stored in
secure, limited access areas
Pledge identification: Assess the institution’s processes for ensuring that pledged loans are prominently
identified as pledged to FRBB, and that any electronic/physical reports containing pledged loans include a
legend/flag indicating that some or all of the loans listed on the report are pledged to FRBB
Periodic reporting requirements: Assess the institution’s processes for ensuring that updated loan/risk
rating policies are submitted to FRBB annually and/or any time changes are made, and that audits/loan
reviews of pledged loan collateral are performed regularly and submitted to FRBB upon completion
Collateral updates: Assess the institution’s processes for ensuring that a BIC Collateral Cover Letter and
collateral schedule are submitted to FRBB by the due date and any time the outstanding principal balance
of pledged loans declines by 10% or more between reporting dates
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Collateral listing components: Assess the institution’s processes for ensuring that information reported on
the collateral schedule accurately reflects the information contained in the loan documentation.
In addition to the above, a representative sample of loans from the most recent collateral schedule
submitted to FRBB should be reviewed to confirm that the information contained on the collateral schedule
accurately reflects the information contained in the promissory notes/amendments. The following data
points should be verified:
• Borrower name (does not need to be an exact match)
• Loan ID/Account Number
• Original face amount
• Current face amount, if included on the collateral schedule (represents original face amount
adjusted for any modifications)
• Maturity date (should be either blank, “1/1/9999” or “12/31/9999” for demand notes)
• Interest rate
• Interest rate method/type (Fixed/Floating), if included on the collateral schedule
• Internal risk rating (commercial loans only)
• Participation/syndication loan flag (commercial loans only)
For institutions that are required to comply with the new ALD reporting requirements, the required loan data
elements shown within the file specifications and data definitions documents on the Federal Reserve
System’s Discount Window website should be verified in addition to the participation/syndication loan flag.
Please contact your BIC analyst for more information.
The following should also be verified:
• Promissory notes/amendments/modifications/assignments are original, complete and signed
• Pledged loans are made payable to the institution
• Promissory notes contain “promise to pay” language
The final report and any management response should be emailed to: crmops.bos@bos.frb.org
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Appendix C – High Risk Consumer Loans
FRBB has modified its collateral pledge requirements to allow pledges of subprime/high risk consumer
loans at a margin that is 5% lower than that applied to prime consumer loans. It is expected that your
institution is following applicable regulatory guidance in determining whether loans are prime or
subprime/high risk. Credit unions should follow the “Expanded Guidance for Subprime Lending Programs”
issued by the OCC, Federal Reserve, FDIC and OTS in 2001 for purposes of identifying subprime/high risk
consumer loans.
Reporting High Risk Consumer Loans on the Collateral Schedule
High risk/subprime loans should be reported within a separate tab/worksheet of the collateral schedule.
• A separate tab/worksheet should be added for each specific high risk/subprime asset type. For
instance, if a BIC participant pledges home equity lines of credit and secured consumer loans and
wishes to include high risk/subprime loans related to both asset types, two new tabs/worksheets
must be created. The collateral schedule will contain the existing tab/worksheet for home equity
lines of credit, the existing tab/worksheet for secured consumer loans, a new tab/worksheet for
high risk/subprime home equity lines of credit and a new tab/worksheet for high risk/subprime
secured consumer loans.
• The high risk tab/worksheet for a specific asset type should be displayed and formatted exactly the
same as the existing tab for the prime asset type (e.g.: the high risk/subprime home equity lines of
credit tab/worksheet should be formatted exactly the same as the prime home equity lines of
credit tab/worksheet). The new tabs/worksheets can be named “HELOC - Subprime”, “Consumer
Secured – Subprime”, etc. or other similar titles.
Reporting High Risk Consumer Loans on the Cover Letter
High risk/subprime loans should be reported on the “Other” line of the Collateral Schedule Cover Letter.
• If a BIC participant pledges prime home equity lines of credit and high risk/subprime home equity
lines of credit, the prime loans will be reported on the “Home Equity Loans/Lines of Credit” line
item on the BIC Collateral Cover Letter and the high risk/subprime loans will be reported on the
“Other (Specify) ” line item, where the DI may enter “HELOC – Subprime” in the space
provided (or other similar language).
• If
a BIC participant pledges multiple high risk/subprime asset types, the DI may create additional
“Other (Specify) ” line items within the BIC Collateral Cover Letter.
