18 unchanged sentences
As part of the transaction, the Corporation acquired $177.7 million in deposits and $1.2 million in loans.
−Removed: • On October 21, 2020, the Corporation entered a new market, establishing a Loan Production Office in the Buffalo Metropolitan Area.
−Removed: The Corporation plans to open a full service branch at the same location pending final approval from the NYSDFS and FRBNY.
+Added: • As of April 2, 2021, the Corporation received all regulatory approvals to operate a branch office in a new market in the Buffalo Metropolitan Area.
As a result of these transactions and organic growth, the Corporation had $2.418 billion in consolidated assets, $1.518 billion in loans, $2.155 billion in deposits, and $211.5 million in shareholders’ equity at December 31, 2021.
49 unchanged sentences
dollar LIBOR (one, three, six and 12 month LIBOR) after June 30, 2023.
−Removed: The Corporation is reviewing its loans to determine alternate reference rates.
+Added: Guidance from the FRB and other regulatory agencies indicated that no new contracts should be entered into after December 31, 2021 that reference LIBOR.
+Added: The Corporation plans to begin using SOFR or other acceptable reference rates for new loans originated, beginning in 2022.
+Added: Additionally, management is reviewing existing contracts that reference LIBOR to determine if adjustments are needed to fallback language, prior to the June 30, 2023 end date.
The Bank offers fixed-rate and adjustable-rate residential mortgage loans to individuals with maturities of up to 30 years that are fully amortizing with monthly loan payments.
45 unchanged sentences
The Bank is exposed to its share of the credit loss equal to the fair value of the interest rate swap in the event of nonperformance by the counterparty of the interest rate swap.
−Removed: The Bank has a policy for managing its derivative financial instruments, and the policy and program activity are overseen by ALCO.
+Added: The Bank has a policy for managing its derivative financial instruments, and the policy and program activity are overseen by the ALCO.
Under the policy, derivative financial instruments with counterparties, who are not customers, are limited to a national financial institution.
8 unchanged sentences
Bank branch offices are located in the following New York counties:
−Removed: Chemung, where the Bank is headquartered, Broome, Cayuga, Cortland, Schuyler, Seneca, Steuben, Tioga and Tompkins.
+Added: Chemung, where the Bank is headquartered, Broome, Cayuga, Cortland, Erie, Schuyler, Seneca, Steuben, Tioga and Tompkins.
The Bank also operates under the name “Capital Bank, a division of Chemung Canal Trust Company,” with branch offices located in Albany, Saratoga, and Schenectady counties in New York.
4 unchanged sentences
Bradford County's largest employers are a combination of service and small manufacturing businesses, along with the natural gas industry.
−Removed: Within all these market areas, the Bank encounters intense competition in the lending and deposit gathering aspects of its business from local, regional and national commercial banks and thrift institutions, credit unions and other providers of financial services, such as brokerage firms, investment companies, insurance companies and internet banking entities.
+Added: During 2021, the Corporation entered a new market in the Buffalo Metropolitan Area.
+Added: After New York City, this region is the second largest population center in New York State.
+Added: Erie County has a diverse mix of industrial, light manufacturing, high technology and service-oriented private sector companies.
+Added: The region also has reliance on higher education with the University of Buffalo, Buffalo State College as well as several private colleges.
+Added: The region's largest employers are affiliated with the healthcare industry, primarily located in the medical corridor.
+Added: Within all these market areas, the Bank encounters intense competition in the lending and deposit gathering aspects of its business from local, regional and national commercial banks and thrift institutions, credit unions and other providers of financial services, such as brokerage firms, investment companies, insurance companies, Fintech, and internet banking entities.
The Bank also competes with non-financial institutions, including retail stores and certain utilities that maintain their own credit programs, as well as governmental agencies that make loans to certain borrowers.
3 unchanged sentences
The Bank operates full-service wealth management centers in Chemung, Broome, and Albany counties in New York.
−Removed: As disclosed in the Corporation's Current Report on Form 8-K, dated October 21, 2020, the Corporation entered a new market, with the establishment of a Loan Production Office in the Buffalo Metropolitan Area.
−Removed: After New York City, this region is the second largest population center in New York State.
−Removed: Erie County has a diverse mix of industrial, light manufacturing, high technology and service-oriented private sector companies.
−Removed: The region also has reliance on higher education with the University of Buffalo, Buffalo State College as well as several private colleges.
−Removed: The region's largest employers are affiliated with the healthcare industry, primarily located in the medical corridor.
−Removed: The Corporation plans to open a full service branch at the same location pending final approval from the NYSDFS and FRBNY.
Human Capital Resources
−Removed: In order to accomplish our mission to remain a strong, independent financial-services organization and create value for shareholders, clients, employees and the communities we serve, we must attract and retain the highest quality talent in each of our markets.
+Added: In order to accomplish our mission to remain a strong financial-services organization and create value for shareholders, clients, employees and the communities we serve, we must attract and retain the highest quality talent in each of our markets.
We offer an inclusive, safe and healthy work environment, maintain the highest standards of business ethics and provide opportunities for career development and advancement, along with a competitive benefits package.
1 unchanged sentence
As of December 31, 2021 we employed 337 full time equivalent employees in 31 locations in New York and Pennsylvania.
−Removed: This represents a decline of 17 full time equivalent employees over the past year.
−Removed: During much of the COVID-19 pandemic, a hiring freeze was instituted in an effort to improve our efficiency company-wide.
+Added: None of our employees are represented by any collective bargaining unit or is a party to a collective bargaining agreement.
+Added: We believe our relationship with our employees to be good.
As of December 31, 2021 our workforce was 72% female and 28% male, and our average tenure was 8.9 years.
+Added: Our Executive Management Team has an average tenure of 12 years.
We continue to focus on diversity and inclusion among our workforce.
Total Rewards
−Removed: We offer a competitive total rewards package for all employees, including competitive base pay, incentive plans for all employees, a 401(k) match, a non-discretionary company 401(k) contribution, health and dental insurance, life insurance, company contributions to a health savings account, paid time off, family leave, flexible work schedules, tuition reimbursement, and the opportunity to volunteer in the community during work hours.
+Added: We offer a competitive total rewards package for all employees, including competitive base pay, incentive plans for all employees, a 401(k) match, a non-discretionary company 401(k) contribution, health, dental, and vision insurance, life insurance, company contributions to a health savings account, paid time off, family leave, flexible work schedules, tuition reimbursement, and the opportunity to volunteer in the community during work hours.
Health and Safety
96 unchanged sentences
The Bank is currently in compliance with these requirements.
−Removed: Federal Reserve System
−Removed: The FRB regulations required banks to maintain noninterest-earning reserves against their transaction accounts, such as negotiable order of withdrawal and regular checking accounts.
−Removed: In March 2020, due to a change in its approach to monetary policy, the FRB announced an interim rule to amend Regulation D requirements and reduce reserve requirement ratios to zero.
−Removed: The FRB finalized the interim rule in December 2020 and has indicated that it has no plans to re-impose reserve requirements, but may do so in the future if conditions warrant.
Standards for Safety and Soundness
17 unchanged sentences
Loans to Insiders (and their related entities) may not exceed, together with all other outstanding loans to such persons and affiliated entities, the Bank's total capital and surplus.
−Removed: Loans to Insiders above
−Removed: specified amounts must receive the prior approval of the Bank's Board of Directors.
+Added: Loans to Insiders above specified amounts must receive the prior approval of the Bank's Board of Directors.
The loans must be made on terms that are substantially the same as, and follow credit underwriting procedures that are not less stringent than, those prevailing for comparable transactions with unaffiliated persons and that do not involve more than the normal risk of repayment or present other unfavorable features, except that such Insiders may receive preferential loans made under a benefit or compensation program that is widely available to the Bank's employees and does not give preference to the Insider over the employees.
6 unchanged sentences
The assessment range (inclusive of possible adjustments) for institutions of less than $10 billion in total assets is 1.5 basis points to 30 basis points.
−Removed: The Dodd-Frank Act increased the minimum target DIF ratio from 1.15% of estimated insured deposits to 1.35% of estimated insured deposits.
−Removed: The FDIC was required to seek to achieve the 1.35% ratio by September 30, 2020.
−Removed: The FDIC indicated that the 1.35% ratio was exceeded in November 2018.
−Removed: Insured institutions of less than $10 billion of assets received credits for the portion of their assessments that contributed to the reserve ratio between 1.15% and 1.35% in 2019.
−Removed: The Bank received credits totaling $439 thousand during 2019.
−Removed: The Dodd-Frank Act eliminated the 1.5% maximum fund ratio, instead leaving it to the discretion of the FDIC, and the FDIC has exercised that discretion by establishing a long-range fund ratio of 2%.
The FDIC has authority to increase insurance assessments.
23 unchanged sentences
The regulations limit a banking organization’s capital distributions and certain discretionary bonus payments if the banking organization does not hold a “capital conservation buffer” consisting of 2.5% of common equity Tier 1 capital to risk-weighted assets in addition to the amount necessary to meet its minimum risk-based capital requirements.
−Removed: The Corporation is no longer subject to FRB consolidated capital requirements applicable to bank holding companies, which are similar to those applicable to the Bank, until it reaches $3.0 billion in assets.
+Added: The Corporation is not subject to FRB consolidated capital requirements applicable to bank holding companies, which are similar to those applicable to the Bank, until it reaches $3.0 billion in assets.
In assessing a state member bank’s capital adequacy, the FRB takes into consideration not only these numeric factors but also qualitative factors, and has the authority to establish higher capital requirements for individual banks where necessary.
9 unchanged sentences
Pursuant to the CARES Act, the federal banking regulators issued final rules to set the community bank leverage ratio at 8% beginning in the second quarter of 2020 through the end of 2020.
−Removed: Beginning in 2021, the community bank leverage ratio will increase to 8.5% for the calendar year.
−Removed: Community banks will have until Jan.
−Removed: 1, 2022, before the community bank leverage ratio requirement will return to 9%.
+Added: Beginning in 2021, the community bank leverage ratio increased to 8.5% for the calendar year.
+Added: Community banks have until January 1, 2022, before the community bank leverage ratio requirement will return to 9%.
The Bank has not elected to use the community bank leverage ratio.
62 unchanged sentences
The legislation included direct financial aid to American families and economic stimulus to significantly impacted industry sectors through programs like the Paycheck Protection Program (“PPP”) and Main Street Lending Program (“MSLP”).
−Removed: In addition to the general impact of COVID-19, certain provisions of the CARES Act as well as other recent legislative and regulatory relief efforts have had a material impact on the Corporation’s operations and could continue to impact operations going forward.
Certain provisions of the CARES Act, relevant to financial institutions, include:
3 unchanged sentences
• Temporarily reducing the CBLR to 8%.
−Removed: This law also states that if a qualifying community bank falls below the CBLR, it “shall have a reasonable grace period to satisfy” the CBLR;
+Added: The ratio increased to 8.5% for 2021 and reverts back to 9% thereafter;
• The ability of a borrower of a federally-backed mortgage loan (VA, FHA, USDA, Freddie Mac and Fannie Mae) experiencing financial hardship due, directly or indirectly, to the COVID-19 pandemic, to request forbearance from paying their mortgage by submitting a request to the borrower’s servicer affirming their financial hardship during the COVID-19 emergency.
1 unchanged sentence
During that time, no fees, penalties or interest beyond the amounts scheduled or calculated as if the borrower made all contractual payments on time and in full under the mortgage contract could accrue on the borrower’s account.
−Removed: Except for vacant or abandoned property, the servicer of a federally-backed mortgage was
−Removed: prohibited from taking any foreclosure action, including any eviction or sale action, for not less than the 60-day period beginning March 18, 2020, extended by federal mortgage-backing agencies to at least June 30, 2021.
+Added: Except for vacant or abandoned property, the servicer of a federally-backed mortgage was prohibited from taking any foreclosure action, including any eviction or sale action, for not less than the 60-day period beginning March 18, 2020, which period has subsequently been extended several times by federal mortgage-backing agencies.
New York State COVID-19 Emergency Eviction and Foreclosure Prevention Act of 2020
The Act prevents residential evictions, foreclosure proceedings, tax lien sales or foreclosures, credit discrimination and negative credit reporting related to the COVID-19 pandemic.
−Removed: The Act places these moratoriums until May 1, 2021.
+Added: The Act places these moratoriums until January 15, 2022.
The Regulatory Relief Act
10 unchanged sentences
The Dodd-Frank Act, enacted on July 21, 2010, significantly changed the bank regulatory landscape and has impacted and will continue to impact the lending, deposit, investment, trading and operating activities of financial institutions and their holding companies.
−Removed: We have summarized below significant rules adopted by the federal agencies pursuant to the Dodd-Frank Act.
−Removed: Consumer Financial Protection Bureau Rules
−Removed: The Dodd-Frank Act created the CFPB, with wide-ranging powers to supervise and enforce consumer protection laws.
−Removed: The CFPB has broad rule-making authority for a wide range of consumer protection laws that apply to all banks and savings institutions, including the authority to prohibit "unfair, deceptive or abusive" acts and practices.
−Removed: The CFPB has examination and enforcement authority over all banks and savings institutions with more than $10 billion in assets.
−Removed: Smaller institutions continue to be examined by their primary federal regulator as to compliance with consumer protection laws.
−Removed: The Dodd-Frank Act also weakened the federal preemption rules that had been applicable to national banks and federal savings associations, especially with respect to the applicability of state consumer protection laws, and gives state attorneys general certain powers to enforce federal consumer protection regulations.
−Removed: The CFPB has issued several rules pursuant to the Dodd-Frank Act concerning the regulation of mortgage markets in the U.S.
−Removed: The rules amended several existing regulations, including Regulation Z, which implements the Truth in Lending Act, Regulation X, which implements the Real Estate Settlement Procedures Act and Regulation B, which implements the Equal Credit Opportunity Act.
−Removed: The CFPB has also issued amendments to Regulation P, which governs information privacy and Regulation E, which implements the Electronic Funds Transfers Act.
−Removed: The CFPB may from time to time issue additional amendments or new rules that will affect the Corporation's business practices.
−Removed: In December 2013, the FRB and the SEC released final rules to implement certain provisions of the Dodd-Frank Act, commonly known as the “Volcker Rule.” The Volcker Rule, among other things, prohibits banking entities from engaging in proprietary trading and from sponsoring, having an ownership interest in or having certain relationships with a hedge fund or private equity fund, subject to certain exemptions.
−Removed: At December 31, 2020, the Corporation was not engaged in any activities and it did not have any ownership interests in any funds that are not permitted under the Volcker Rule.
−Removed: In 2013, the CFPB issued a final rule amending Regulation Z (which implements TILA) and Regulation X (which implements RESPA).
−Removed: In 2015, the CFPB issued a final rule, effective October 3, 2015, specifying mandatory new procedures for the making of these disclosures.
−Removed: The purpose of the new rule, known as the TRID Rule, is to integrate certain disclosures for closed-end credit extended against real property, the appraisal notice required under the ECOA, and the servicing notice required under RESPA in two new forms:
−Removed: a Loan Estimate that must be provided to a consumer within a specified time after receiving his or her application, and a Closing Disclosure that must be provided at least three days before the loan is closed.
−Removed: The TRID Rule generally applies to all lenders, including the Bank, that extended credit to consumers 25 or more times in the preceding or current year.
−Removed: Securities and Exchange Commission Rules
−Removed: As discussed above under “Federal Securities Law,” pursuant to the Dodd-Frank Act, the SEC issued regulations that provide the shareholders of public companies with an advisory vote on:
−Removed: (i) executive compensation ("say-on-pay");
−Removed: (ii) the desired frequency of say-on-pay;
−Removed: and (iii) compensation arrangements and understandings in connection with merger transactions, known as "golden parachute" arrangements.
−Removed: Additionally, the SEC has issued regulations effective January 1, 2017 requiring certain companies subject to the reporting rules of the SEC to disclose to shareholders the ratio of compensation of the chief executive officer to the median compensation of employees.
−Removed: The SEC has also adopted corporate governance regulations that provide to shareholders of companies subject to the SEC’s proxy rules:
−Removed: (i) the opportunity to nominate directors at a shareholder meeting and to have their nominees included in the company proxy materials sent to all shareholders;
−Removed: and (ii) the ability to use the shareholder proposal process to establish procedures for the inclusion of shareholder director nominations in company proxy materials.
−Removed: Banking Agency Rules
−Removed: As discussed above under “Regulatory Capital Requirements,” pursuant to the Dodd-Frank Act, the FRB and the other federal banking agencies established minimum leverage and risk-based capital requirements for insured depository institutions and bank holding companies.
+Added: Among other things, the Dodd-Frank Act (i) created the Consumer Financial Protection Bureau as an independent bureau to assume responsibility for the implementation of the federal financial consumer protection and fair lending laws and regulations, a function previously assigned to prudential regulators;
+Added: (although institutions of less than $10 billion in assets, continue to be examined for compliance with consumer protection and fair lending laws and regulations by, and be subject to the primary enforcement authority of their primary federal bank regulator rather than the Consumer Financial Protection Bureau);
+Added: (ii) directed changes in the way that institutions are assessed for deposit insurance;
+Added: (iii) as discussed under “Regulatory Capital Requirements,” mandated the revision of regulatory capital requirements;
+Added: (iv) codified the FRB’s long-standing policy that a bankholding company must serve as a source of financial and managerial strength for its subsidiary banks;
+Added: (v) required regulations requiring originators of certain securitized loans to retain a percentage of the risk for the transferred loans;
+Added: (vi) stipulated regulatory rate-setting for certain debit card interchange fees;
+Added: (vii) repealed restrictions on the payment of interest on commercial demand deposits;
+Added: (viii) enacted the so-called Volcker Rule, which generally prohibits banking organizations from engaging in proprietary trading and from investing in, sponsoring or having certain relationships with hedge funds;
+Added: (ix) contained a number of reforms related to mortgage originations;
+Added: and (x) as discussed under “Federal Securities Law,” enacted certain proxy disclosures regarding executive compensation and corporate governance.
NYSDFS Cybersecurity Rule
15 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.