This two-part training program is designed to provide new directors of BPI member institutions an overview of U.S. statutory, regulatory and supervisory requirements and expectations for board oversight of banks and bank holding companies. As reflected in the agenda below, the goal is to provide directors with background on the basic legal and regulatory structure for banking; an introduction to key regulatory issues they will likely face; and a description of director responsibilities unique to service on a bank board.

Part 1 – U.S. Banking Institution Structure, Regulation and Supervision

  • Bank Charter Types
  • Introduction to the Financial Holding Company Structure
  • Primary Regulators for Banking Institutions and Agency Structure

  • Respective Jurisdictions of the Banking Agencies
  • BHCA/BMA: Regulatory Review and Approval of Bank Transactions and Initiatives

  • The Bank Balance Sheet
  • Banking Issues in Current Public Policy
  • Prudential Regulation of Capital and Liquidity

  • Board Oversight of MRAs (Matters Requiring Attention)
  • Enforcement Actions
  • Restrictions on Director and Officer Indemnification Agreements and Payments
  • Guidance on Guidance

  • AML/BSA
  • Third Party Risk Management
  • Bank Conduct Risk Management

  • Cybersecurity
  • Operational Resiliency

  • Jurisdiction of the CFPB
  • Key CFPB Regulations
  • UDAP and UDAAP

Part 2 – Role of the Board at U.S. Banking Institutions

  • Unique Aspects of Bank Board Governance
  • BPI Thought Leadership
    • “Guiding Principles for Enhancing U.S. Banking Organization Corporate Governance”
    • “Role of the Board in Promoting Effective Governance and Safety and Soundness for US Banking Organizations”
  • Federal Reserve
    • SR Letter 12-17
    • Federal Reserve “Board Effectiveness” Guidance and Risk Management Guidance
    • Enhanced Prudential Standards and the Role of the Risk Committee
  • OCC “Heightened Standards”
  • FDIC Precedent

  • Capital and Liquidity Planning and CCAR
  • Strategy and the Risk Governance Framework
  • Resolution and Recovery Planning

A panel of current and former board members discuss approaches to engagement with regulators and with management, challenges they have experienced in terms of oversight of risk management and business model transformation, and managing information flow to the board.

1 BITS, the technology and cybersecurity policy division of BPI, also runs a board governance program focused on cybersecurity. This year, the program will include a meeting in the July timeframe for a handful of board directors, CIOs, CISOs and CROs to discuss board reporting and crisis response planning, as well as a meeting in the fall (likely November timeframe) for CEOs and board directors to discuss crisis response planning and share effective practices.

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