TEB - Review and Clearance Process for Examination Closing Agreements

Examiner: Prepare a briefing memorandum summarizing the proposed resolution terms and include the draft closing agreement. Include in the briefing memo:

Discussion of the key facts.

Applicable law.

Identification of the violations.

Proposed resolution terms.

Description of the resolution amount methodology (if any).

Identification of the bonds to be redeemed or defeased (if any).

Any proposed deviation from the model closing agreement language.

Any mitigating or aggravating factors used in arriving at the proposed resolution terms.

Examiner: Attach the briefing memo and the proposed closing agreement to the Closing Agreement Approval Document and send to your group manager for review and concurrence. When your group manager concurs with the recommendations, discuss the proposed resolution terms with the representative/issuer, emphasizing that the resolution terms have not been reviewed by the Committee or approved by the TEB Program Manager or the Director. Upon the issuer’s tentative approval of the terms of the proposed closing agreement, inform your group manager of the approval.

The group manager forwards the Closing Agreement Approval Document and the attached documents to the TEB Program Manager.

If the TEB Program Manager concurs with the resolution terms, and the agreement involves a nonstandard resolution (that is, resolution terms that are not specifically prescribed in the IRM or guidance) or language that differs substantively from the model closing agreement or if the TEB Program Manager believes Committee review is appropriate, he/she sends the Closing Agreement Approval Document to the Committee.

If the TEB Program Manager doesn’t agree with the resolution terms, she/he sends the Closing Agreement Approval Document back to the group manager and the examiner for further consideration and resubmission.

The Committee reviews the proposed resolution terms to determine whether:

The resolution terms are consistent with other TEB closing agreements for the same type of violation, considering relevant factors that might support different resolution terms, such as TEB’s discovery of the violation rather than the issuer’s submission through the Voluntary Closing Agreement Program.

The closing agreement language is enforceable (if it has been substantively modified from the model closing agreement language).