M M e e m m b b e e r r s s h h i i p p A A p p p p l l i i c c a a t t i i o o n n f f o o r r B B a a n n k k s s & & D D e e N N o o v v o o s s Application subject to change Revised 06/20 Boston, MA 02199 800 Boylston Street, Floor 9 Federal Home Loan Bank of Boston Membership Applications Manager Vicki Benson RETURN APPLICATION TO:
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MMeemmbbeerrsshhiipp AApppplliiccaattiioonn ffoorr ... · commenced its initial business operations less than one year before applying for Bank membership is subject to, but cannot
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MMeemmbbeerrsshhiipp AApppplliiccaattiioonn
ffoorr
BBaannkkss && DDee NNoovvooss
Application subject to changeRevised 06/20
Boston, MA 02199800 Boylston Street, Floor 9Federal Home Loan Bank of Boston Membership Applications Manager Vicki Benson
RETURN APPLICATION TO:
Basic Membership Eligibility Requirements for Banks and De Novos § 1263.7 Duly organized -- An applicant shall be deemed to be duly organized, as required if it is chartered by a State or Federal agency as a building and loan association, savings and loan association, cooperative bank, homestead association, savings bank, or insured depository institution. § 1263.8 Subject to inspection and regulation – An applicant shall be deemed to be subject to inspection and regulation, as required if it is subject to inspection and regulation by its appropriate regulator. § 1263.9 Makes long-term home mortgage loans – An applicant shall be deemed to make long-term home mortgage loans, as required, if, based on the applicant’s most recent regulatory financial report filed with its appropriate regulator, the applicant originates or purchases long-term home mortgage loans. The term “long-term home mortgage loans” includes loans (or interest in loans) with maturities of at least five years secured by first liens on one-to-four family properties, multifamily properties, or residential properties that are partially (as defined in the regulation) used for business or farm purposes, and mortgage securities backed by such loans. § 1263.10 Ten percent requirement for certain insured depository institution applicants – An insured depository applicant that is subject to the 10 percent requirement shall be deemed to be in compliance if, based on the applicant’s most recent regulatory financial report filed with its appropriate regulator, the applicant has at least 10 percent of its total assets in residential mortgage loans. § 1263.11 Financial condition requirement for depository institutions and CDFI credit unions – An applicant shall be deemed to be in compliance with the financial condition requirement if:
(1) Recent composite regulatory examination rating. The applicant has received a composite regulatory examination rating from its appropriate regulator within two years preceding the date the Bank receives the application;
(2) Capital requirement. The applicant meets all of its minimum statutory and regulatory capital requirements as reported in its most recent quarter-end regulatory financial report filed with its appropriate regulator; and
(3) Minimum performance standard – the applicant’s most recent composite regulatory examination rating from its appropriate regulator within the past two years was “1”, or the most recent rating was “2” or “3” and, based on the applicant’s most recent regulatory financial report filed with its appropriate regulator, the applicant satisfied all of the following performance trend criteria –
(A) Earnings. The applicant’s adjusted net income was positive in four of the six most recent calendar quarters;
(B) Nonperforming assets. The applicant’s nonperforming loans and leases plus other real estate owned, did not exceed 10 percent of its total loans and leases plus other real estate owned, in the most recent calendar quarter; and
(C) Allowance for loan and lease losses. The applicant’s ratio of its allowance for loan and lease losses plus the allocated transfer risk reserve to nonperforming loans and leases was 60 percent or greater during four of the six most recent calendar quarters.
If you do not meet one of the three trend criteria, it is still possible to have your application approved after discussion as to the reasons and/or methodology behind the non-compliance. We may ask an applicant that does not meet one or more of the criteria to provide additional written information to support approval.
Basic Membership Eligibility Requirements for Banks and De Novos continued § 1263.12 Character of management – An applicant shall be deemed to be in compliance with the character of management requirement if the applicant provides to the Bank an unqualified written certification duly adopted by the applicant’s board of directors, or by an individual with authority to act on behalf of the applicant’s board of directors, that: (1) Enforcement actions. Neither the applicant nor any of its directors or senior officers is subject to, or operating under, any enforcement action instituted by its appropriate regulator; (2) Criminal, civil or administrative proceedings. Neither the applicant nor any of its directors or senior officers has been the subject of any criminal, civil or administrative proceedings reflecting upon creditworthiness, business judgment, or moral turpitude since the most recent regulatory examination report; and (3) Criminal, civil or administrative monetary liabilities, lawsuits or judgments. There are no known potential criminal, civil or administrative monetary liabilities, material pending lawsuits, or unsatisfied judgments against the applicant or any of its directors or senior officers since the most recent regulatory examination report, that are significant to the applicant’s operations. § 1263.13 Home financing policy – (a) Standard. An applicant shall be deemed to be in compliance with the home financing policy requirements if, the applicant has received a Community Reinvestment Act (CRA) rating of “Satisfactory” or better on its most recent CRA performance evaluation. (b) Written justification required. An applicant that is not subject to CRA shall file as part of its application for membership, a written justification acceptable to the Bank of how and why the applicant’s home financing policy is consistent with the Bank System’s housing finance mission. NOTE: ABOVE IS EXCERPTED FROM THE FEDERAL HOUSING FINANCE AGENCY MEMBERSHIP REGULATION. The regulation should be read in full on our website or at https://www.gpo.gov/fdsys/pkg/FR-2016-01-20/pdf/2016-00761.pdf
Collateral and Establishment of Borrowing Capacity The Bank is permitted to lend only on security of qualified collateral as defined in the Bank’s Products and Solutions Guide. Qualified collateral generally includes residential mortgage loans, U.S. government securities, certain other real estate related collateral, and cash. All collateral is subject to individual review and acceptance by the Bank, and the collateral valuation discounts for all collateral will be determined by the Bank based on its risk analysis. For information regarding eligible collateral, including the requirements for pledging eligible collateral, please contact the Bank’s Collateral Department at 617-292-9729.
Basic Membership Eligibility Requirements for Banks and De Novos continued De Novo Insured Depository Institutions De novo insured depository institution means an insured depository institution with a charter approved by its appropriate regulator within the three years prior to the date the institution applies for Bank membership. § 1263.14 De novo insured depository institution applicants. (a) Presumptive compliance. A de novo insured depository institution applicant shall be deemed to meet the duly organized, subject to inspection and regulation, financial condition, and character of management requirements of §§ 1263.7, 1263.8, 1263.11 and 1263.12, respectively. (b) Makes long-term home mortgage loans requirement. A de novo insured depository institution applicant shall be deemed to make long-term home mortgage loans, as required by section 4(a)(1)(C) of the Bank Act (12 U.S.C. 1424(a)(1)(C)) and § 1263.6(a)(3), if it has filed as part of its application for membership a written justification acceptable to the Bank of how its home financing credit policy and lending practices will include originating or purchasing long-term home mortgage loans. (c) 10 percent requirement.—(1) Conditional approval. If a de novo insured depository institution applicant that commenced its initial business operations less than one year before applying for Bank membership is subject to, but cannot yet meet, the 10 percent requirement of section 4(a)(2)(A) of the Bank Act (12 U.S.C. 1424(a)(2)(A)) and § 1263.6(b) as provided in § 1263.10, a Bank may conditionally approve that applicant for membership if it meets all other applicable requirements. (2) Approval may become final. If, within one year after commencement of its initial business operations, an institution that was conditionally approved for membership under paragraph (c)(1) of this section supplies evidence acceptable to the Bank that it satisfies the 10 percent requirement as provided under § 1263.10, its membership approval shall become final. (3) Approval may become void. If an institution that was conditionally approved for membership under paragraph (c)(1) does not satisfy the requirements of paragraph (c)(2) of this section, it shall be deemed to be out of compliance with the 10 percent requirement, and its conditional membership approval shall become void. (d) Home financing policy requirement.—(1) Conditional approval. If a de novo insured depository institution applicant cannot meet the home financing policy requirement of section 4(a)(2)(C) of the Bank Act (12 U.S.C. 1424(a)(2)(C)) and § 1263.6(a)(6) as provided under § 1263.13 because it has not received its first CRA performance evaluation, a Bank may conditionally approve that applicant for membership if it meets all other applicable requirements and has included in its application a written justification acceptable to the Bank of how and why its home financing credit policy and lending practices will meet the credit needs of its community. (2) Approval may become final. If an institution that was conditionally approved for membership under paragraph (d)(1) of this section supplies evidence acceptable to the Bank that it has satisfied the home financing policy requirement as provided under § 1263.13 by receiving a CRA rating of ‘‘Satisfactory’’ or better on its first CRA performance evaluation, its membership approval shall cease to be conditional. (3) Approval may become void. If an institution that was conditionally approved for membership under paragraph (d)(1) of this section receives a rating of ‘‘Needs to Improve’’ or ‘‘Substantial Non-Compliance’’ on its first CRA performance evaluation, and fails to rebut the presumption of noncompliance with the home financing policy requirement as provided under § 1263.17(f), it shall be deemed to be out of compliance with that requirement and its conditional membership approval shall become void. (e) Other rules. An institution that has been conditionally approved for membership under paragraph (c)(1) or (d)(1) of this section shall be subject to all regulations applicable to members generally, including those relating to stock purchase requirements and or collateral, notwithstanding that its membership may be conditional for some period of time. If an institution’s conditional membership approval becomes void as provided in paragraphs (c)(3) or (d)(3) of this section, then the Bank shall liquidate any outstanding indebtedness owed by the institution to the Bank and redeem or repurchase its capital stock in accordance with § 1263.29.
Basic Membership Eligibility Requirements for Banks and De Novos continued De Novo Insured Depository Institutions § 1263.29 Disposition of claims. (a) In general. If an institution withdraws from membership or its membership is otherwise terminated, the Bank shall determine an orderly manner for liquidating all outstanding indebtedness owed by that member to the Bank and for settling all other claims against the member. After all such obligations and claims have been extinguished or settled, the Bank shall return to the member all collateral pledged by the member to the Bank to secure its obligations to the Bank. (b) Bank stock. If an institution that has withdrawn from membership or that otherwise has had its membership terminated remains indebted to the Bank or has outstanding any business transactions with the Bank after the effective date of its termination of membership, the Bank shall not redeem or repurchase any Bank stock that is required to support the indebtedness or the business transactions until after all such indebtedness and business transactions have been extinguished or settled.
Bank and De Novo Membership Application Checklist for the Federal Home Loan Bank of Boston
Thank you for applying for membership in the Federal Home Loan Bank of Boston (FHLB Boston). Application instructions and a checklist of documents to be included with the application appear below. If you have any questions about the application, please contact Vicki Benson, Membership Applications Manager, at 617-292-9647. Instructions for applicants: 1. Please prepare and submit an original and one copy of this membership application to the Federal Home
Loan Bank of Boston. 2. Please prepare and attach to each copy of the application the following documents:
NOTE: Use this checklist to indicate [X] that the requested document is included with the application. If the document is not included, please indicate if the information is not available or will be furnished at a later date.
1. Copies of the applicant’s most recent quarterly call report and year-end call report for the previous
year as filed with the applicant’s Federal regulatory agency, marked Exhibit 1. 2. A copy of the applicant's response to the most recent supervisory examination marked Exhibit 2.
NOTE: A copy of the most recent examination report will be obtained directly from the regulator by the Federal Home Loan Bank of Boston.
3. A brief biographical comment for the members of the senior management staff indicating their
financial institution experience or related employment history, including dates of service, marked Exhibit 3.
4. A copy of the most recent audited financial statement (annual report) and management letter for the
company as prepared by a certified public accountant. If there is no management letter or similar document available, please provide a signed and dated statement on letterhead discussing any significant or material weaknesses that may have been discussed in relation to the audit or stating that there were no such weaknesses, marked Exhibit 4.
5. A copy of the institution’s home financing policy or statement of intent and mortgage loan
underwriting guidelines, and a copy of the institution’s current "mortgage rate sheet" indicating the type of residential mortgage loans currently offered and the applicable interest rates, marked Exhibit 5. Information describing first-time homebuyers programs and other affordable mortgage loan programs should be included. If the institution does not have a formal home lending policy, provide information, signed, dated and on company letterhead, which describes residential lending programs and the institution’s efforts to meet members' credit needs.
6. A copy of the institution’s bylaws and articles of incorporation, with all amendments, marked Exhibit
6. 7. The most recent Financial Performance Report (prepared by the FFIEC), marked Exhibit 7.
Membership Application Checklist for the Federal Home Loan Bank of Boston
Instructions for applicants (continued): 8. A copy of the most recent budget and operating projections marked Exhibit 8. These projections
should specifically include year-end estimates for: total assets; surplus; and net income. If projected net income includes any significant one-time income or expense items, provide detail. Also, if there are plans to change the current asset mix in the next year, please comment.
9. A schedule of the institution’s (or holding company’s) ten largest stockholders including the number
of shares held and percentage of total shares marked Exhibit 9. 10. A schedule of established lines of credit available to the institution marked Exhibit 10. If the
institution has a security agreement with any other party in place, please provide a copy of the agreement.
11. A copy of the applicant's state Community Reinvestment Act (CRA) statement and most recent CRA
rating, if publicly available, marked Exhibit 11. An applicant not subject to CRA must provide a written justification, signed, dated and on company letterhead, of how and why the applicant’s home financing policy is consistent with the Bank System’s housing finance mission. Information describing first-time homebuyers programs and other affordable mortgage loan programs should be included.
[Please note: De novo institutions will receive conditional approval. The institution must receive a “satisfactory” during its first rating period to maintain membership.]
12. A comment as to the institution’s policy for interest rate risk management and the institution’s most
recently calculated 6 month and 12 month GAP position or other interest rate risk reports marked Exhibit 12.
13. A copy of the most recent consolidated quarterly statement for the applicant’s parent holding
company (if applicable), marked Exhibit 13. 14. A comment as to the institution’s expectations to use FHLB advances within the next 12 months,
including the highest anticipated amount and type of collateral expected to be pledged, marked Exhibit 14.
15. Completed copy of the Federal Home Loan Bank of Boston Correspondent Services Agreement which
is included at the back of the attached application.
[This form is not a requirement of the membership approval process but is required in order to open accounts and do business with the Federal Home Loan Bank of Boston.]
Membership Application Checklist for the Federal Home Loan Bank of Boston
Instructions for applicants (continued):
PLEASE NOTE: Members of the Federal Home Loan Bank System are held to certain community-support standards, which were established by the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA), amended in 1997, and administratively amended in 2015. To ensure these standards are met, every two years each member selected must complete a Community Support Statement, which is reviewed by the Finance Agency to determine if the member meets the standards. In accordance with FIRREA, members must meet these standards to maintain access to long-term advances (which are defined as an advance with a maturity of more than one year). Additional information and a copy of the statement are available under “Other Programs” in the Housing & Economic Growth section of the Bank’s Web site, www.fhlbboston.com.
The FHLB of Boston may request any other relevant documentation or information concerning the applicant’s financial condition that is not contained in the applicant’s financial statements or other submitted materials as a precondition to membership approval. The FHLB of Boston may also, at its option, require a legal opinion if it deems such an opinion necessary or appropriate to address any legal issues with the application. THE ACCEPTANCE OF THE APPLICANT AS A MEMBER OF THE FHLB BOSTON IS NOT A COMMITMENT BY THE FHLB BOSTON TO CONDUCT BUSINESS WITH THE APPLICANT.
SEND COMPLETED APPLICATION TO:
Vicki Benson Membership Applications Manager Federal Home Loan Bank of Boston 800 Boylston Street, Floor 9 Boston, MA 02199
NOTE: Stock purchase will be completed after approval of the application. Please wait until that time to send the initial stock subscription
Bank and De Novo MEMBERSHIP APPLICATION
LEGAL NAME OF COMPANY: ____________________________________________________________________ Legal Address: ________________________________________________________________________________ Mailing Address: ______________________________________________________________________________ County: _____________________________________________________________________________________ Main Telephone: ____________________________ Main Fax Number_______________________________ Federal tax identification number: ________________________________________________________________ E-mail addresses of primary contacts: _____________________________________________________________ ____________________________________________________________________________________________ Primary contact person/title: ____________________________________________________________________ Primary contact person telephone number: ________________________________________________________ GENERAL INFORMATION 1. Name and Title of CEO: _________________ __________________________________________________ _______________________________________________________________________________________ 2. Name and Title of CFO: ___________________________________________________________________ _______________________________________________________________________________________ 3. Total Assets at most recent quarter-end: $____________________________________________________ 4. Date of incorporation: ____________________________________________________________________ 5. Date of insurance: _______________________________________________________________________ 6. Type of organization: _____________________________________________________________________ 7. Holding Company (if applicable): ___________________________________________________________ 8. Holding Company ID Number (if applicable): __________________________________________________ 9. Has the company ever been a member of the Federal Home Loan Bank System? Yes No If yes, when was the prior membership terminated? ___________________________________________
10. List all subsidiaries and affiliates of the applicant and indicate their primary activities and dates of
incorporation. (Attach separate sheet)
Federal Home Loan Bank of Boston Page 2
Makes (Originates or Purchases) Long-Term (Term to Maturity >=5 Years) Home Mortgage Loan Eligibility Test
Applicant Name: _____________________________________________________________________________ Quarter Ended: _________________________ FDIC Cert Number: ____________________________ Dollar Amount in Thousands
Long-Term First Lien Single Family Mortgage Loans $
Long-Term First Lien Multifamily Mortgage Loans $
GNMA Insured or Guaranteed Mortgage–Backed Securities backed by Long-Term First Lien Single Family or Multifamily Mortgage Loans
$
FNMA and FHLMC Insured or Guaranteed Mortgage-Backed Securities backed by Long-Term First Lien Single Family or Multifamily Mortgage Loans
$
All Private-Label Mortgage-Backed Securities backed by Long-Term First Lien Single Family or Multifamily Mortgage Loans
$
CMOs, REMICs, and principal-only and interest-only Strips backed by Long-Term First Lien Single Family or Multifamily Mortgage Loans, or by other MBS that are fully backed by such Loans.
Long-Term Home Mortgage Loans (Sum of Above) $
Passes the makes long-term-home-mortgage-loan eligibility test? (See § 1263.9) Yes No
Signed By: __________________________________________________________ Date: ___________________ Print Name: _________________________________________________________ Date: ___________________
COMPUTATION OF FHLBANK MEMBERSHIP CAPITAL STOCK REQUIREMENT AS OF
___________________ (most recent quarter)
FFIEC Call Report Data (as of most recent quarter) Amount
Schedule RC-B Securities: US Treas HTM $_____________ US Treas AFS $_____________ US Govt Agency (non-MBS): US Govt Agency HTM $_____________ US Govt Agency AFS $_____________ US Govt Spon Agency HTM $_____________ US Govt Spon Agency AFS $_____________ MBS Pass-through: GNMA PT HTM $_____________ GNMA PT AFS $_____________ FNMA/FHLMC PT HTM $_____________ FNMA/FHLMC PT AFS $_____________ Other PT HTM $_____________ Other PT AFS $_____________ Other MBS: FNMA/FHLMC/GNMA HTM $_____________ FNMA/FHLMC/GNMA AFS $_____________ Collateralized by FNMA/FHLMC/GNMA MBS HTM $_____________ Collateralized by FNMA/FHLMC/GNMA MBS AFS $_____________ All other mortgage-backed securities HTM $_____________ All other mortgage-backed securities AFS $_____________
Subtotal Securities $_____________ Schedule RC-C Loans 1-4 Family residential closed end: Secured by first liens $_____________ Secured by junior liens $_____________ Multi-family residential properties $_____________
Subtotal Loans $_____________
Note: Federal Home Loan Bank stock has a par value of $100 per share. The number of shares to be purchased is based on the amount at Line 2, divided by 100 and rounded up (if necessary) to the next highest $100
minimum requirement of $10,000 to arrive at the amount on Line 3.) (Line 2 above rounded up to the next highest $100 (if required) up to a maximum of $10 million or
Membership Base Requirement $_____________3.
Membership Stock Factor (0.20% of Base) $_____________2. Membership Stock Investment Base (securities + loans) $_____________1.
Federal Home Loan Bank of Boston Page 4 Applicant Name: _____________________________________________________________________________
AFFIDAVIT OF PRESIDENT OR CHIEF FINANCIAL OFFICER State of } } SS County of }
President or I, ___________________________________________________________________ CFO of
do solemnly swear that except as disclosed below, to the best of my knowledge and belief, the books of the Applicant correctly reflect the true financial condition thereof; that the Applicant has no undisclosed assets nor any undisclosed liabilities either real or contingent that are not recorded therein; that all notes, mortgages, or other instruments supporting the assets recorded on the Applicant’s books are in full force and effect and that the signatures appearing thereon are genuine; that the charter and bylaws of the Applicant attached to this Application are true and correct copies of the original documents and all amendments thereto and that the Applicant has been in existence and operating continually since the date of its incorporation:
Exceptions:
______________________________________ President or Chief Financial Officer Signature Subscribed and sworn to this _______ day of _____________, 20___ __________________________________ (Notary Public)
Federal Home Loan Bank of Boston Page 5 Applicant Name: _____________________________________________________________________________ CERTIFICATION REGARDING ACCURACY OF APPLICATION AND CHARACTER OF MANAGEMENT I hereby certify to the Federal Home Loan Bank of Boston (“Bank”), on behalf of the Board of Directors of ___________________________________________________________ (Applicant Name), except as set forth in the attached exhibit, as follows: (1) Review of membership regulations. The applicant has reviewed the requirements of the Federal Housing Finance Agency’s (“FHFA”) membership regulations (“Regulations”) and, as required by the Regulations, has, with respect to the membership application, provided to the best of the applicant’s knowledge the most recent, accurate, and complete information available; (2) Supplemental application information. The applicant will promptly supplement the membership application with any relevant information that comes to the applicant’s attention prior to the Bank’s decision on whether to approve or deny the application; and if the Bank’s decision is appealed pursuant to the Regulations, prior to resolution of any appeal by the FHFA; (3) Board of directors and senior officers. Attached to this certification are true, correct and complete lists of all directors and senior officers of the applicant. (4) Enforcement actions. Neither the applicant nor any of its directors or senior officers is subject to, or operating under, any enforcement action instituted by its appropriate regulator; (5) Criminal, civil or administrative proceedings. Neither the applicant nor any of its directors or senior officers has been the subject of any criminal, civil or administrative proceedings reflecting upon creditworthiness, business judgment, or moral turpitude since the most recent regulatory examination report; and (6) Criminal, civil or administrative monetary liabilities, lawsuits or judgments. There are no known potential criminal, civil or administrative monetary liabilities, material pending lawsuits, or unsatisfied judgments against the applicant or any of its directors or senior officers since the most recent regulatory examination report, that are significant to the applicant’s operations. Additional exhibit attached regarding enforcement actions, criminal, civil or administrative proceedings, and/or criminal, civil or administrative monetary liabilities, lawsuits or judgments?
Yes No Signed By: _____________________________________ Print Name: ____________________________________ Title: __________________________________________ Date: __________________________________________ NOTE: The person who executes this Certification must have the authority to act on behalf of the applicant’s Board of Directors. By signing above, you are representing to the Bank that you, in fact, have such authority. In the alternate, this Certification may be adopted by the applicant’s Board of Directors itself.
Federal Home Loan Bank of Boston Page 6 Applicant Name: _____________________________________________________________________________
CERTIFICATION REGARDING ACCURACY OF APPLICATION AND CHARACTER OF MANAGEMENT (continued) Please list the names and titles of senior management below: _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title
Federal Home Loan Bank of Boston Page 7 Applicant Name: _____________________________________________________________________________
CERTIFICATION REGARDING ACCURACY OF APPLICATION AND CHARACTER OF MANAGEMENT (continued) Please list the names and titles of each member of applicant’s board of directors below: _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title _____________________________________________________ ______________________________________ Print Name Print Title Please use an additional sheet(s) if necessary.
APPLICATION FOR MEMBERSHIP AND SUBSCRIPTION TO STOCK IN FEDERAL HOME LOAN BANK
_____________________________ (Date of Application) The undersigned hereby applies for membership in the Bank and, if approved for membership, will subscribe for _________________ shares of stock in the par value of $100 each in said Bank, and agrees to make payment in the amount of $_____________________ as payment on said stock subscription within 60 days of the date of approval for Bank membership. The applicant is of the opinion that it is eligible to become a member of the Bank and that it is authorized to subscribe to and hold capital stock in the Bank and to maintain deposits there. Applicant understands that this application must be considered, acted upon, and approved by the Bank before becoming a member of the Bank. In submitting this application the applicant understands and agrees that: (1) It will be advised whether or not its application for membership is approved. (2) If admitted to membership, it will conform to all requirements of the Federal Home Loan Bank
Act, as now or hereafter amended, and to the rules and regulations thereunder. (3) In applying for, and if this applicant is admitted to membership, the Finance Agency, and the Bank
are authorized to receive any information, exam reports and other supervisory materials provided by the appropriate State or Federal regulatory authority, if any, or officer exercising supervisory authority over the applicant regarding the applicant, any entity within the same holding company as the applicant (the “Affiliated Entities”), and the applicant’s or any of those Affiliated Entities’ affairs.
(4) It will not represent itself to be a member of the Bank until it receives notice of admission to
membership and has purchased it membership capital stock. The applicant by its duly authorized representative has read this application and has made such examination and investigation as is necessary (or is relying in good faith upon information received from qualified persons) to enable him or her to express an informed opinion that this application complies, to the best of his or her knowledge and belief, with the applicable requirements of Federal Home Loan Bank Act and the rules and regulations thereunder.
Federal Home Loan Bank of Boston Page 9 Applicant Name: _____________________________________________________________________________
_______________________________________________________________________ [NAME OF COMPANY]
I, ____________________________________, hereby certify that I am the duly elected, qualified and acting [insert name of the undersigned secretary], secretary or clerk of ________________________________ (the “Company”). [insert name of the applicant/member] I further certify that the following resolutions were duly adopted by the Board of Directors of the Company on the __ day of _______________, 20__, and that such resolutions remain in full force and effect as of the date hereof:
(each an "Authorized Officer"), and such other officers or employees as may be designated in writing by an Authorized Officer from time to time (their “designees”), be and they hereby are, and each of them acting singly hereby is, authorized, on behalf of the Company and in its name, to take any and all actions, and to make, execute and deliver or cause to be made, executed and delivered any and all agreements, instruments and documents and to incur and pay any and all amounts and expenses and to do any and all such acts and things whatsoever, in each case, as the Authorized Officer or designee so acting may deem necessary or appropriate, in order to carry out and effectuate the intent and purposes of the following resolutions.
RESOLVED: That membership in the Federal Home Loan Bank of Boston pursuant to the authorizations set forth below is in the best interests of the Company and is hereby approved.
RESOLVED: That the Company shall apply for membership in the Federal Home Loan Bank of Boston, and, if approved for membership, subscribe and pay for stock therein as provided in the Federal Home Loan Bank of Boston’s capital plan.
RESOLVED: That the Authorized Officers and their designees be, and they hereby are, and each of
them acting singly hereby is, authorized, on behalf of the Company and in its name, to execute and
submit an application for membership as prescribed by the Federal Home Loan Bank of Boston and
any other documents required in connection therewith, to pay all expenses, and to do any and all
other things as the Authorized Officer or designee so acting may deem necessary or appropriate in
1 Insert the titles of officers vested with such authority (e.g., President, Vice-President, Secretary, etc.) or,
alternatively, you may designate specific officers by name.
Federal Home Loan Bank of Boston Page 11
connection with applying for, obtaining and retaining such membership as the Federal Home Loan
Bank of Boston may prescribe.
RESOLVED: That the Company is fully authorized to do business with and exercise all of the
privileges of membership in, the Federal Home Loan Bank of Boston.
RESOLVED: That the Authorized Officers and their designees be, and they hereby are, and each of them acting singly hereby is, authorized, on behalf of the Company and in its name, to apply to the Federal Home Loan Bank of Boston for advances, letters of credit and any other extensions of credit offered by the Federal Home Loan Bank of Boston, to furnish and assign and substitute such collateral as may be required from time to time by the Federal Home Loan Bank of Boston as security for the payment and performance of any and all obligations due by the Company to the Federal Home Loan Bank of Boston, to extend, renew, or consolidate any advances obtained by the Company from the Federal Home Loan Bank of Boston when convenience may require and the Federal Home Loan Bank of Boston will permit, and to do any and all things the Authorized Officer or designee so acting may deem necessary or appropriate in connection with said matters, provided only that the advances obtained from the Federal Home Loan Bank of Boston and all other obligations due the Federal Home Loan Bank of Boston shall at no time exceed, in the aggregate, the maximum permitted by the Federal Home Loan Bank Act, or any other law or regulation applicable to the Company, or any written policy of the Federal Home Loan Bank of Boston.
RESOLVED: That the Authorized Officers and their designees be, and they hereby are, and each of them acting singly hereby is, authorized, on behalf of the Company and in its name, to execute, acknowledge and deliver one or more agreements, instruments and documents for the purpose of effecting the transactions contemplated by these resolutions, including, without limitation, the following agreements substantially in the form proposed by the Federal Home Loan Bank of Boston: (a) the Agreement for Advances, Collateral Pledge, and Security Agreement, (b) the Correspondent Services Agreement, (c) the Irrevocable Letter of Credit Reimbursement Agreement, (d) any interest rate swap agreement, (e) any funding agreement, (f) any tri-party custodial agreement (collectively, the “FHLBB Documents”), and (g) any other agreement, instrument, or document as the Authorized Officer or designee so acting may deem necessary or appropriate in connection with the execution and delivery of any FHLBB Document.
RESOLVED: That the Authorized Officers and their designees be, and they hereby are, and each of them acting singly hereby is, authorized, on behalf of the Company and in its name, to take any and all such other actions and give oral and written instructions (including by electronic or facsimile means) pertaining to the FHLBB Documents and any other agreements, instruments, or documents authorized by these resolutions as the Authorized Officer or designee so acting may deem necessary or appropriate.
RESOLVED: That all actions heretofore taken by any Authorized Officer or any of their designees in connection with the transactions authorized by the foregoing resolutions and consistent with the intent and purposes of the foregoing resolutions are hereby ratified, confirmed and approved in all respects.
Federal Home Loan Bank of Boston Page 12 I further certify that, pursuant to the foregoing resolutions, the Company’s application for membership in the Federal Home Loan Bank of Boston was duly executed, that all information and documentation required by the Federal Home Loan Bank of Boston to be submitted in connection therewith was included therein or was attached thereto, and that such information is true and correct and such documents are true and correct copies of what they purport to be.
By: Name: Title:
_______________, 20__. IN WITNESS WHEREOF, the undersigned has hereunto affixed his/her signature on this __ day of
Federal Home Loan Bank of Boston Correspondent Services Agreement – February 5, 2020 1
Federal Home Loan Bank of Boston
Correspondent Services Agreement
Correspondent Services Agreement, dated as of _________________, _____ (“Agreement”) between the Federal
Home Loan Bank of Boston, having its principal place of business at 800 Boylston Street, 9th Floor, Boston, MA
02199 (“Bank”) and _______________________________________________, having its principal place of
business at ______________________________________________________ (“Member”).
WHEREAS, Member is a shareholder of the Bank;
WHEREAS, Member wishes to maintain one or more
demand deposit accounts at the Bank;
WHEREAS, from time to time, Member may wish to
utilize various Correspondent Services (as defined
herein) offered from time to time by the Bank; and
WHEREAS, the Bank and Member desire to enter into
a comprehensive agreement governing their
Correspondent Services relationship;
NOW, THEREFORE, the Bank and Member agree as
follows:
ARTICLE 1. DEFINITIONS
Section 1.01. Incorporated Definitions. Unless
otherwise specified in this Agreement, all terms shall
have the meaning ascribed to them under the Internet
Service Guide, the Bank’s Control Standards for
Members, or any specific product descriptions and
brochures generated by the Bank from time to time,
each as amended from time to time. Words or phrases
not defined therein shall, unless otherwise specified in
this Agreement, have the meaning ascribed to them
under the Uniform Commercial Code as in effect in
the Commonwealth of Massachusetts.
Section 1.02. Available Funds. “Available Funds”
means funds on deposit in an IDEAL Way Account
and available for withdrawal pursuant to the Bank’s