Title 12Banks and BankingRelease 119-73

§5311 Definitions

Title 12 › Chapter CHAPTER 53— - WALL STREET REFORM AND CONSUMER PROTECTION › Subchapter SUBCHAPTER I— - FINANCIAL STABILITY › § 5311

Last updated Apr 6, 2026|Official source

Summary

Gives simple meanings for words used in this part. A "bank holding company" has the same meaning as in the Bank Holding Company Act, and a foreign firm that is treated that way under section 3106(a) counts the same. "Chairperson" means the Council’s chair. "Member agency" means an agency with a voting Council member. A "foreign nonbank financial company" is a company based outside the United States that mainly does financial business, including U.S. branches. A "U.S. nonbank financial company" is a U.S.-organized company (excluding certain banks, Farm Credit System institutions, and various registered securities or derivatives firms) that mainly does financial business. "Nonbank financial company" covers both U.S. and foreign nonbank financial companies. A "nonbank financial company supervised by the Board" is one the Council has decided the Board will supervise. "Office of Financial Research" means the office created under the statute. A company is "predominantly engaged in financial activities" if 85 percent or more of its consolidated revenue or consolidated assets come from financial activities or from owning insured banks. "Significant nonbank financial company" and "significant bank holding company" are defined by Board rule, but those excluded above are not included as "significant nonbank financial company." The Board of Governors must make rules for how to decide if a company is predominantly engaged in financial activities. For applying parts A and C to a foreign nonbank financial company, the words "company" and "subsidiary" usually mean only that company’s U.S. activities and U.S. subsidiaries, unless stated otherwise.

Full Legal Text

Title 12, §5311

Banks and Banking — Source: USLM XML via OLRC

(a)For purposes of this subchapter, unless the context otherwise requires, the following definitions shall apply:
(1)The term “bank holding company” has the same meaning as in section 2 of the Bank Holding Company Act of 1956 (12 U.S.C. 1841). A foreign bank or company that is treated as a bank holding company for purposes of the Bank Holding Company Act of 1956 [12 U.S.C. 1841 et seq.], pursuant to section 3106(a) of this title, shall be treated as a bank holding company for purposes of this subchapter.
(2)The term “Chairperson” means the Chairperson of the Council.
(3)The term “member agency” means an agency represented by a voting member of the Council.
(4)(A)The term “foreign nonbank financial company” means a company (other than a company that is, or is treated in the United States as, a bank holding company) that is—
(i)incorporated or organized in a country other than the United States; and
(ii)predominantly engaged in, including through a branch in the United States, financial activities, as defined in paragraph (6).
(B)The term “U.S. nonbank financial company” means a company (other than a bank holding company, a Farm Credit System institution chartered and subject to the provisions of the Farm Credit Act of 1971 (12 U.S.C. 2001 et seq.), or a national securities exchange (or parent thereof), clearing agency (or parent thereof, unless the parent is a bank holding company), security-based swap execution facility, or security-based swap data repository registered with the Commission, or a board of trade designated as a contract market (or parent thereof), or a derivatives clearing organization (or parent thereof, unless the parent is a bank holding company), swap execution facility or a swap data repository registered with the Commodity Futures Trading Commission), that is—
(i)incorporated or organized under the laws of the United States or any State; and
(ii)predominantly engaged in financial activities, as defined in paragraph (6).
(C)The term “nonbank financial company” means a U.S. nonbank financial company and a foreign nonbank financial company.
(D)The term “nonbank financial company supervised by the Board of Governors” means a nonbank financial company that the Council has determined under section 5323 of this title shall be supervised by the Board of Governors.
(5)The term “Office of Financial Research” means the office established under section 5342 of this title.
(6)A company is “predominantly engaged in financial activities” if—
(A)the annual gross revenues derived by the company and all of its subsidiaries from activities that are financial in nature (as defined in section 4(k) of the Bank Holding Company Act of 1956 [12 U.S.C. 1843(k)]) and, if applicable, from the ownership or control of one or more insured depository institutions, represents 85 percent or more of the consolidated annual gross revenues of the company; or
(B)the consolidated assets of the company and all of its subsidiaries related to activities that are financial in nature (as defined in section 4(k) of the Bank Holding Company Act of 1956) and, if applicable, related to the ownership or control of one or more insured depository institutions, represents 85 percent or more of the consolidated assets of the company.
(7)The terms “significant nonbank financial company” and “significant bank holding company” have the meanings given those terms by rule of the Board of Governors, but in no instance shall the term “significant nonbank financial company” include those entities that are excluded under paragraph (4)(B).
(b)The Board of Governors shall establish, by regulation, the requirements for determining if a company is predominantly engaged in financial activities, as defined in subsection (a)(6).
(c)For purposes of the application of parts A and C (other than section 5323(b) of this title) with respect to a foreign nonbank financial company, references in this subchapter to “company” or “subsidiary” include only the United States activities and subsidiaries of such foreign company, except as otherwise provided.

Legislative History

Notes & Related Subsidiaries

Editorial Notes

References in Text

This subchapter, referred to in subsecs. (a) and (c), was in the original “this title”, meaning title I of Pub. L. 111–203, July 21, 2010, 124 Stat. 1391, which is classified principally to this subchapter. For complete classification of title I to the Code, see

Short Title

note set out under section 5301 of this title and Tables. The Bank Holding Company Act of 1956, referred to in subsec. (a)(1), is act May 9, 1956, ch. 240, 70 Stat. 133, which is classified principally to chapter 17 (§ 1841 et seq.) of this title. For complete classification of this Act to the Code, see

Short Title

note set out under section 1841 of this title and Tables. The Farm Credit Act of 1971, referred to in subsec. (a)(4)(B), is Pub. L. 92–181, Dec. 10, 1971, 85 Stat. 583, which is classified principally to chapter 23 (§ 2001 et seq.) of this title. For complete classification of this Act to the Code, see

Short Title

note set out under section 2001 of this title and Tables. Part C, referred to in subsec. (c), was in the original “subtitle C”, meaning subtitle C (§§ 161–176) of title I of Pub. L. 111–203, July 21, 2010, 124 Stat. 1420, which is classified principally to part C (§ 5361 et seq.) of this subchapter. For complete classification of subtitle C to the Code, see Tables.

Statutory Notes and Related Subsidiaries

Effective Date

Subchapter effective 1 day after July 21, 2010, except as otherwise provided, see section 4 of Pub. L. 111–203, set out as a note under section 5301 of this title.

Short Title

This subchapter known as the “Financial Stability Act of 2010”, see

Short Title

note set out under section 5301 of this title.

Reference

Citations & Metadata

Citation

12 U.S.C. § 5311

Title 12Banks and Banking

Last Updated

Apr 6, 2026

Release point: 119-73