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Emergency Capital Investment Program: Guidance on Interim Submission of Reporting (Treasury, April 2023)

Summary

A U.S. Department of the Treasury guidance document dated April 05, 2023 on the interim submission of reporting by institutions participating in the Emergency Capital Investment Program (ECIP). It says Participants must submit certain information, documents or reports to Treasury under the ECIP Interim Final Rule, their Securities Purchase Agreement and the Certificate of Designations of ECIP Preferred Shares or Subordinated Note, and that Treasury is developing functionality in the ECIP Salesforce Portal that will replace the instructions. A table lists each reporting item with its frequency, submission method, reference and deadline, stated for convenience and not as an interpretation of the requirements or an exhaustive list, and the document specifies an email subject header format of ECIP number, Participant name and a brief description for submissions.

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Cite this document

“Emergency Capital Investment Program: Guidance on Interim Submission of Reporting (Treasury, April 2023).” Original at home.treasury.gov. Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/emergency-capital-investment-program-guidance-on-interim-submission-of-8b4a1e228e/, SHA-256 b2ac5f49bd55f915f0b73f630aedd54f326709d5dd64b231bb599e6bfdbf5f14.

Full text

April 05, 2023


                 EMERGENCY CAPITAL INVESTMENT PROGRAM
                            U.S. Department of the Treasury
                      Guidance on Interim Submission of Reporting

Institutions participating (Participants) in the Emergency Capital Investment Program (ECIP) are
required to submit certain information, documents, or reports to the U.S. Department of the
Treasury (Treasury) in accordance with the ECIP Interim Final Rule (IFR), the Participant’s
Securities Purchase Agreement (SPA) with Treasury, and the Certificate of Designations of
ECIP Preferred Shares or Subordinated Note, as applicable.

Please refer to the guidance below regarding how to submit the applicable information to
Treasury. Treasury is developing additional functionality through the ECIP (Salesforce) Portal,
which will replace these instructions

This guidance, including the description of the requirements in the table below is provided for
the convenience of Participants but does not constitute an interpretation of the applicable
requirement. The table below is not an exhaustive list of all reporting obligations applicable to
Participants. Terms that are not defined in this document are defined in the IFR, SPA,
Certificate of Designations, or Subordinated Note, as applicable.

If you have any questions, please contact the ECIP at ecip@treasury.gov.




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April 05, 2023



 Item                                        Frequency and
        Description of Requirement                                     Submission Method              Reference
   #                                            Deadline

                                                                    By email to
        Deliver consolidated fiscal        Annually, within
                                                                    ECIP@treasury.gov. Please
        year financials (balance sheet,    120 days of the end                                    SPA -
   1                                                                label email subject header:
        income statement, retained         of the fiscal year of                                  4.1(c)(ii)(A)
                                                                    '[ECIP #], [Participant
        earnings, cash flow)               the Participant
                                                                    Name] – FY Financials'

                                           Quarterly, as soon
        Deliver a copy of any              as available after the   By email to
        quarterly reports provided to      end of the first,        ECIP@treasury.gov. Please
                                                                                                  SPA -
   2    other stockholders, equity         second and third         label email subject header:
                                                                                                  4.1(c)(ii)(B)
        holders, or interest holders of    quarters in each         '[ECIP #], [Participant
        the Participant                    fiscal year of the       Name] – Quarterly Reports'
                                           Participant

                                                                    By email to
        Deliver a copy of any
                                           As soon as available     ECIP@treasury.gov. Please
        assessment of the internal
                                           after the Participant    label email subject header:   SPA -
   3    controls of the Participant
                                           receives any             '[ECIP #], [Participant       4.1(c)(ii)(C)
        (except those specified in the
                                           assessment               Name] – Internal Controls
        SPA)
                                                                    Assessment'

                                                                    By email to
        Deliver any amendments to
                                           As soon as such          ECIP@treasury.gov. Please
        the Charter, bylaws, or other                                                             SPA -
   4                                       amendments               label email subject header:
        organizational documents of                                                               4.1(c)(ii)(D)
                                           become effective         '[ECIP #], [Participant
        the Participant
                                                                    Name] – Amendments'

                                           At the same time as      By email to
        Deliver copies of any
                                           such information is      ECIP@treasury.gov. Please
        information or documents
                                           sent to the              label email subject header:   SPA -
   5    sent by the Participant to its
                                           stockholders,            '[ECIP #], [Participant       4.1(c)(ii)(E)
        stockholders, members or
                                           members, or equity       Name] – Stockholder
        equity holders
                                           holders                  Reports'

                                           Quarterly, upon
        Certify to the Investor that the                            Completed and submitted
                                           submission of each
        information provided on each                                as part of the QSR
   6                                       Quarterly                                              SPA - 4.1(d)(i)
        Supplemental Report is                                      submission in the
                                           Supplemental
        accurate                                                    Salesforce-based portal.
                                           Report (QSR)

        Certify that the processes and
        controls used to generate the
        Supplemental Reports are                                    Treasury will send out an
        satisfactory. If applicable,       Annually, within         Additional Information
        provide an attestation with        120 days of the end      Request (AIR) in Q1 of the
   7                                                                                              SPA - 4.1(d)(ii)
        respect to the processes and       of the fiscal year of    calendar year. Please
        controls used to generate the      the Participant          respond to the AIR to
        Supplemental Reports from                                   submit this certification.
        the independent auditor of the
        Participant

        Certify that the Participant is
                                                                    Treasury will send out an
        in compliance with all the         Annually, by
                                                                    Additional Information        SPA - 4.1(d)(iii)
   8    excessive compensation,            December 31 of
                                                                    Request (AIR) towards the     31 CFR § 35.24
        severance pay, and excessive       each calendar year
                                                                    end of each calendar year.
        or luxury expenditures
                                                           2
April 05, 2023
 Item                                       Frequency and
        Description of Requirement                                  Submission Method               Reference
   #                                           Deadline

        requirements and limitations                             Please respond to the AIR
        on capital distributions in the                          to submit this certification.
        ECIP IFR


                                                                 By email to
        Notify the Investor about the                            ECIP@treasury.gov. Please
                                          Immediately upon
        occurrence of any breach of                              label email subject header:
   9                                      the occurrence of a                                    SPA - 4.1(d)
        any of the covenants set forth                           '[ECIP #], [Participant
                                          breach
        in Section 4.1(d)                                        Name] – Certification
                                                                 Breach'

        Adopt an excessive or luxury
        expenditures policy and
                                                                 By email to
        provide it to the Investor and
                                                                 ECIP@treasury.gov. Please       SPA - 4.1(e)(ii)
        the appropriate Federal           Within 90 days of
  10                                                             label email subject header:     31 CFR §
        Banking Agency or NCUA            the Closing Date
                                                                 '[ECIP #], [Participant         35.22(c)(1)
        and post the policy on the
                                                                 Name] – Lux Exp’
        Participant's website (if
        applicable)

        After making any material
        amendments to the luxury          Within 90 days of      By email to
        expenditures policy, the          adopting any           ECIP@treasury.gov. Please
        Participant must provide it to    material               label email subject header:     31 CFR §
  11
        Treasury and the appropriate      amendments to a        '[ECIP #], [Participant         35.22(c)(2)
        Federal banking agency and        Participant’s luxury   Name] – Updated Luxury
        post it on the website of the     expenditures policy    Expenditures Policy'
        Participant (if applicable)

                                                                                                 Credit Union
                                          Quarterly,                                             SPA - 4.1(h)(i)
        Submit Quarterly
                                          concurrently with      Submitted through the           Mutuals / S Corp
  12    Supplemental Reports, as
                                          the Call Report of     Salesforce-based portal.        SPA - 4.1(h)(i)
        required (QSR)
                                          the Participant                                        C Corp SPA -
                                                                                                 4.1(g)(i)

        Provide the Investor with a                              By email to                     Credit Union
        written description of any        Variable, within 3     ECIP@treasury.gov. Please       SPA-4.1(h)(ii)
        inaccuracy found in any           business days after    label email subject header:     Mutuals / S Corp
  13
        Initial Supplemental Report       the discovery of any   '[ECIP #], [Participant         SPA-4.1(h)(iii)
        or Quarterly Supplemental         inaccuracy             Name] – ISR/QSR                 C Corp SPA-
        Report                                                   Inaccuracy'                     4.1(g)(iii)

                                                                 By email to
        Submit any other documents,
                                                                 ECIP@treasury.gov. Please
        requests or certifications as
                                                                 label email subject header:
  14    required under the IFR, SPA,      As required                                            Other
                                                                 '[ECIP #], [Participant
        Certificate of Designations, or
                                                                 Name] – [Brief Description
        Subordinated Note
                                                                 of Document]'




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