WASHINGTON — Although the next round of living wills is not expected until July 2013, regulators announced Thursday they had used special authority to gather resolution plans from two additional firms: The Bank of New York Mellon and State Street.
The two banks are the 10th and 11th to give the Federal Deposit Insurance Corp. and Federal Reserve Board first drafts of guides to their hypothetical wind-downs required under the Dodd-Frank Act. Each plan, which allegedly total thousands of pages, is mostly nonpublic. Yet they include short public portions with some details about company structure and resolution strategy.
"Under the preferred resolution strategy, State Street's global custody business would be maintained as an integrated business in a sale transaction, in order to minimize disruption to clients and the U.S. and global financial systems and to maximize the value of the basket of interconnected and synergistic services that State Street offers today," the Boston company said in the public portion of its plan.
The regulators' November rule outlining living-will standards gave a staggered schedule for first submissions, based mostly on size. Firms with more than $250 billion of nonbank assets — or of U.S.-based nonbank assets in the case of a foreign firm — had to file plans by July 2012, followed by a July 2013 deadline for those with more than $100 billion, and December 2013 for all other systemically important firms. Following the first submissions, companies must complete regular updates.
Although BNY Mellon and State Street did not fall in the first bucket, the rule left the agencies with discretion to require submissions outside the general due dates. It is not exactly clear why regulators put the two companies on a different schedule; a spokeswoman for the Fed said simply regulators had used their "supervisory judgment" in giving them different deadlines.
But it is not surprising the agencies would want to see the two firms' plans before others. They are not as big as Bank of America or JPMorgan Chase, which submitted first drafts in July, but BNY Mellon and State Street have larger securities businesses in relation to their banking units than a bank like Wells Fargo, which is large but has a smaller proportion of nonbanking activities. (Wells Fargo has yet to submit a living will draft.)
BNY Mellon and State Street were also included by the Financial Stability Board on the list of complex firms labeled as "global systemically important financial institutions."
"The primary distinction between Wells Fargo on the one hand, and BNY Mellon and State Street on the other hand, is the degree of their involvement in activities beyond conventional banking, such as tri-party repos, payment systems, custody and securities lending," said Sylvia Mayer, a partner at Weil, Gotshal & Manges LLP.
The public portions of the two companies' plans are each roughly 20 pages, with basic information about their core business lines, financial data and how they could be unwound in a bankruptcy.
BNY Mellon's plan said since most of the firm's operations are housed in the firm's main FDIC-insured bank, much of the company could be unwound through longstanding resolution procedures for depository institutions.
"The Resolution Plan contemplates that The Bank of New York Mellon, which represents the bulk of the assets and liability of BNY Mellon, would enter into an FDIC receivership allowing it to continue to provide the requisite operational support to the rest of BNY Mellon and the FDIC would use its traditional resolution powers … to facilitate orderly disposition or wind down," the firm said in its plan's public portion.
The living will requirements were part of a broader aim in the financial reform law to make it easier to take apart failing behemoths, and prevent the kind of chaos that followed Lehman Brothers' bankruptcy in 2008. Generally, all bank holding companies with more than $50 billion of total assets, as well as nonbank firms considered systemically important, will have to draft resolution plans. Wills must include mapping of a firm's business lines, details about information systems and cash flows, and a strategy for how the firm could be taken apart according to the bankruptcy code.
The purpose of the plans is essentially twofold. Officials hope the living wills process compels firms to structure themselves in ways that would make them easier to unwind, and regulators have the authority to force restructurings if plans are deemed to be supbar. Yet the FDIC can also use the living wills as it builds a special government resolution facility for unwinding systemically risky firms.