OCC Reinstates Streamlined Review Procedures for Bank Mergers

The OCC adopted an interim final rule restoring previously rescinded procedures for reviewing applications under the Bank Merger Act ("BMA"). The OCC also rescinded a related policy statement issued in 2024.

The rule reintroduced expedited review and streamlined application procedures for business combinations involving (i) national banks and (ii) federal savings associations. The interim final rule reinstated provisions in OCC Rule 5.33 ("Business combinations involving a national bank or Federal savings association") that allow certain qualifying transactions—including mergers between affiliated institutions and smaller-scale acquisitions by eligible banks—to proceed on an expedited basis and with reduced application requirements. Under the reinstated framework, qualifying applications may be deemed approved 15 days after the close of the comment period, absent OCC intervention.

The OCC also rescinded a 2024 policy statement that outlined general principles for evaluating mergers under the BMA, including the OCC's approach to assessing financial stability, managerial resources and public input. (See previous coverage.) The OCC said the policy statement "generated confusion and generally did not succeed in providing additional clarity to banks or the public." The agency stated that existing procedures, along with guidance in the Comptroller's Licensing Manual, provide sufficient clarity on merger review standards and the public comment process.

The interim final rule is effective upon publication in the Federal Register with comments being due within 30 days of publication in the Federal Register.