Academic journal article Federal Reserve Bulletin

The Toronto-Dominion Bank Toronto, Canada: TD Group US Holdings LLC Wilmington, Delaware: TD Bank US Holding Company Cherry Hill, New Jersey

Academic journal article Federal Reserve Bulletin

The Toronto-Dominion Bank Toronto, Canada: TD Group US Holdings LLC Wilmington, Delaware: TD Bank US Holding Company Cherry Hill, New Jersey

Article excerpt

Order Approving the Acquisition of a Savings and Loan Holding Company and Shares in Certain Nonbanking Subsidiaries

FRB Order No. 2017-23 (September 13, 2017)

The Toronto-Dominion Bank ("Toronto-Dominion"), Toronto, Canada, and its subsidiaries, TD Group US Holdings LLC, Wilmington, Delaware, and TD Bank US Holding Company (collectively and together with Toronto-Dominion, "TD"), Cherry Hill, New Jersey, all financial holding companies within the meaning of the Bank Holding Company Act of 1956 ("BHC Act"), have requested the Board's approval under sections 4(c)(8) and (j) of the BHC Act and section 225.24 of the Board's Regulation Y (1) to acquire Scottrade Financial Services, Inc. ("Scottrade Financial"), Town and Country, Missouri, and to merge Scottrade Financial's wholly owned subsidiary, Scottrade Bank, Town and Country, Missouri, a savings association, into TD's wholly owned subsidiary, TD Bank, National Association ("TD Bank"), Wilmington, Delaware. (2) In addition, Toronto-Dominion and TD Group US Holdings LLC have requested the Board's approval under section 163(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 ("Dodd-Frank Act") (3) to acquire additional shares of its subsidiary, TD Ameritrade Holding Corporation ("Ameritrade HC"), Omaha, Nebraska, which is engaged in activities described in section 4(k) of the BHC Act.

Notice of the proposal, affording interested persons an opportunity to submit comments, has been published (82 Federal Register 11221-11222 (February 21, 2017)). (4) The time for submitting comments has expired, and the Board has considered the proposal and all comments received in light of the factors set forth in section 4 of the BHC Act.

Toronto-Dominion, with consolidated assets of approximately $923.3 billion, is the second largest bank in Canada by asset size. (5) Toronto-Dominion provides retail and commercial banking, wealth management, insurance, and investment banking products and services, and operates in North America (including the United States), Europe, and Asia. In the United States, Toronto-Dominion controls TD Bank, with total assets of $268.2 billion, and TD Bank USA, National Association ("TD Bank USA"), Wilmington, Delaware, with total assets of $22.2 billion. Together, the banks have retail banking operations in fifteen states and the District of Columbia. (6)

Scottrade Financial, with consolidated assets of approximately $24.4 billion, is the 71st largest insured depository organization in the United States. Scottrade Financial controls deposits of approximately $15.7 billion, which represent less than 1 percent of the total amount of deposits of insured depository institutions in the United States. Scottrade Financial controls Scottrade Bank, with total assets of $17 billion, which operates in Missouri. Scottrade Financial is the third largest insured depository organization in Missouri, with approximately $14.7 billion in deposits, which represent 8.84 percent of the total deposits of insured depository institutions in that state. (7)

On consummation of the proposal, TD's U.S. operations would have approximately $391.8 billion in consolidated assets, which represent 1.8 percent of the total assets of insured depository organizations in the United States. (8) TD would control total U.S. deposits of approximately $265.6 billion, which represent 2.1 percent of the total deposits of insured depository institutions in the United States. TD would become the third largest insured depository organization in Missouri with approximately $14.7 billion in deposits, which represent 8.84 percent of the total deposits of insured depository institutions in that state.

Factors Governing Board Review of the Transaction

The Board previously has determined by regulation that the operation of a savings association by a bank holding company is closely related to banking for purposes of section 4(c)(8) of the BHC Act. …

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