The Office of Thrift Supervision will issue a proposal this fall designed to prevent unitary thrifts from stacking their boards of directors with insiders, an agency official said Monday.
Speaking at a Financial Institutions Insurance Association conference, OTS Chief Counsel Carolyn J. Buck said the agency seeks to maximize the independence of thrifts by limiting the number of directors who are senior executives at the parent company or affiliates.
"It is important that some of the individuals within the thrift not owe allegiance to other members of the corporate family so they can focus exclusively on their fiduciary responsibility," Ms. Buck said.
The proposal is expected to mirror restrictions the OTS has been including in charter approvals for the past six months, she said.
It would require that at least 40% of thrift directors not be officers or employees of the holding company or affiliates and at least one director have no ties to these entities.
Also, no more than half the members of a thrift's audit or investment committees could be officers or employees of the holding company or affiliates.
Ms. Buck added that OTS has other priorities on its check list for thrift applicants, including controls to protect the privacy of consumer data.
"If they don't have those controls in place, it doesn't make much difference whether (the customer can) opt in or opt out" of data sharing.
