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Reserve Bank Directors Background and Summary of Regulations Governing Conflicts of Interest

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Background
Directors of Federal Reserve Banks are charged with the responsibility of supervising and controlling the operations of the Reserve Banks, under the general supervision of the Board of Governors, and for ensuring that the affairs of the Banks are administered fairly and impartially. The Federal Reserve Act provides that Reserve Bank directors will be selected with due consideration to the interests of various segments of the population and the economy, thus ensuring that the Federal Reserve System will receive the benefit of the experienced judgment of individuals from a broad spectrum of the communities that will be affected by actions of the System. For example, the provisions of section 4 of the Federal Reserve Act, as amended by the Federal Reserve Reform Act of 1977, provide that both class B and C directors shall be chosen to represent the public with “due but not exclusive consideration to the interests of agriculture, commerce, industry, services, labor, and consumers.” Section 4 further provides that class A directors “shall be chosen by and be representative of the stock-holding banks” of the Federal Reserve System. Recognizing that Reserve Bank directors may have, in their private capacities, business, consumer, or other interests to which legitimate attention is to be given, but recognizing also that these same individuals have fiduciary responsibilities as directors of Reserve Banks, regulations have been issued to ensure preservation of and adherence to the intent of both the Federal Reserve Act and title 18, section 208, of the U.S. Code (18 USC 208).

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Prohibition Against Reserve Bank Directors’ Participation in Certain Matters

Section 208(a) (18 USC 208(a)) prohibits any Reserve Bank director from participating personally and substantially in a particular matter in which, to the director’s knowledge, the director, the director’s spouse or minor child, or related persons have a financial interest, unless the participation is otherwise permitted by section 208(b), which permits waivers of this prohibition in certain cases. Section 208(b)(1) permits agencies and Federal Reserve Banks to exempt employees from the disqualification provisions of section 208(a) on a case-by-case basis. Section 208(b)(2) authorizes the Office of Government Ethics to issue a regulation applicable to the entire executive branch and to the Reserve Banks that exempts certain financial interests that are too remote or inconsequential to warrant disqualification under section 208(a). That regulation (5 CFR 2640) became effective January 17, 1997. Section 2640.203(h) of the regulation sets out the exemptions for Reserve Bank directors.

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