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Plus International Bank

FEDERAL DEPOSIT INSURANCE CORPORATION

In Re: Plus International Bank
Miami, Miami-Dade County, Florida
Application for Federal Deposit Insurance (Bank Insurance Fund)

ORDER

The undersigned, acting on behalf of the Board of Directors of the Federal Deposit Insurance Corporation (FDIC) pursuant to delegated authority, has fully considered all available facts and information relevant to the factors of Section 6 of the Federal Deposit Insurance Act and relating to the application for Federal deposit insurance for Plus International Bank (Bank), a proposed new state nonmember bank to be located at 1000 Brickell Avenue, Suite 1100, Miami, Miami-Dade County, Florida and has concluded that the application should be approved.

Accordingly, it is hereby ORDERED that the application submitted by the Bank for Federal deposit insurance be and the same is hereby approved subject to the following conditions:

(1) That beginning paid in capital funds of not less than $10,000,000 be provided and that a Tier 1 Leverage Capital ratio of not less than 8 percent be maintained throughout the first three years of operation and that an adequate Allowance for Loan and Lease Loss be provided;

(2) That any changes in proposed management or proposed ownership (10% or more of stock), including new acquisitions of or subscriptions to 10% or more of the stock, will render this commitment null and void unless such proposal is approved by the Regional Director of the FDIC's Atlanta Regional Office (Regional Director) prior to opening of the Bank;

(3) That an accrual accounting system be adopted for maintaining the Bank's books;

(4) That prior to the effective date of Federal deposit insurance sufficient surety bond coverage on the Bank's active officers and employees to conform with generally accepted banking practices and an excess employee dishonesty bond in the amount of at least $1,000,000 will be obtained if the primary coverage is less than $1,000,000;

(5) That the Bank obtain an audit of its financial statements by an independent public accountant annually for at least the first three years after deposit insurance coverage is effective, furnish a copy of any reports by the independent auditor (including any management letters) to the Atlanta Regional Office within 15 days after their receipt by the Bank, and notify the Regional Office within 15 days when a change in its independent auditor occurs;

(6) That Federal deposit insurance shall not become effective unless and until the applicant has been established as a State bank (not a member of the Federal Reserve System), that it has authority to conduct a banking business, and that its establishment and operation as a bank have been fully approved by the State Authority;

(7) That the Bank shall operate within the parameters of the business plan submitted to the FDIC and, furthermore, during the first three years of operations, the Bank shall notify the Regional Director of any proposed major deviation or material change from the submitted plan 60 days before consummation of the change;

(8) That there will be no transactions with non-U.S. affiliates without prior written approval by the Regional Director. At the Regional Director's discretion, such approval may be for individual transactions, a series of transactions, or types of transactions, subject to appropriate limitations. Such approval does not exempt the Applicant from the applicable limitations of Sections 22(g), 22(h), 23A, and 23B of the Federal Reserve Act, as made applicable to insured state nonmember banks by section 18(j) of the FDI Act, or other applicable Federal or State restrictions or limitations;

(9) That prior to opening the Bank, a registered agent in the United States for service of process shall be established for Alex Sacal, Harry Sacal, and Manuel Sacal (the Sacals), and they will enter into a written agreement with the FDIC whereby they will agree to be subject to United States Court jurisdiction on domestic banking issues;

(10) That the Sacals agree to maintain current financial information, including an income statement and balance sheet denominated in United States Dollars and written in English, on all affiliates (of the proposed Plus International Bank) domiciled outside of the United States, that this information will be available at the proposed Bank for examiner review, and that the information shall be audited by an accounting firm acceptable to the Regional Director and the information will at all times be no more that 18 months old;

(11) That, until the bank is established, the Corporation shall have the right to alter, suspend, or withdraw the said commitment should any interim development be deemed to warrant such action; and,

(12) That if deposit insurance has not become effective within twelve months from the date of this ORDER or unless, in the meantime, a request for an extension of time has been approved by the Corporation, the consent granted shall expire at the end of the said twelve month period.

Dated at Washington, D.C., this _____day of ______________________ , 2001.

By:________________________________
John M. Lane
Associate Director
Division of Supervision


FEDERAL DEPOSIT INSURANCE CORPORATION

In Re: Plus International Bank
Miami, Miami-Dade County, Florida
Application for Federal Deposit Insurance (Bank Insurance Fund)

STATEMENT

Pursuant to the provisions of Section 5 of the Federal Deposit Insurance Act (12 U.S.C. 1815), an application for Federal deposit insurance has been filed on behalf of Plus International Bank, a proposed new state nonmember bank with membership in the Bank Insurance Fund, with the main office to be located at 1000 Brickell Avenue, Suite 1100, Miami, Miami-Dade County, Florida.

The applicant is being organized as a commercial "niche" bank primarily serving Miami-Dade County, and in particular an area that extends out from the bank's downtown location and encircles Miami International Airport. That area contains a large number of small-and medium-sized businesses, including many importers and exporters. The proponents of the bank plan to use their personal and business contacts to target the trade finance and complementary depository needs of small-to-medium-sized domestic and Latin American (Central and South America, as well as Mexico) exporters and importers.

Banking competition in Miami-Dade County is significant. The county is also ranked as the second largest international finance center in the United States. It had over 45 foreign banks with total deposits of $12.6 billion in 1998, $2 billion over 1997. Total deposits for 57 commercial banks and 12 savings institutions in June 1999 were approximately $40 billion.

Three brothers of the Sacal family, who are Mexican citizens and residents and who also own a Mexico City foreign exchange business named Casa de Cambio Plus, S.A., will directly own approximately 70 percent of the outstanding shares of the bank. Proposed Chairman of the Board and owner of 28 percent of the proposed bank's stock, Manuel Sacal, is the chief executive officer, general director, and 32.8 percent owner of the shares of the foreign exchange business. Harry Sacal, who is a 12 percent owner of the shares and director of operations of the foreign exchange business, will own 28 percent of the proposed bank's shares. Alex Sacal, who is a 10 percent owner of the shares and deputy director of operations of the foreign exchange business, will own 14 percent of the proposed bank's shares. The Sacals also have other, primarily real estate ownership, business interests in Mexico.

Since the Sacals are Mexican nationals and have the ability to remove themselves from the jurisdiction of United States Courts, the Corporation is imposing a condition whereby the Sacals enter into an agreement to be subject to United States jurisdiction on domestic banking issues. Also, the Sacals will establish a registered agent in the United States for service of process.

Most of the Sacals' other business interests are located in Mexico. These interests would be subject to the applicable restrictions and limitations of Sections 22(g), 22(h), 23A, and 23B of the Federal Reserve Act or other applicable Federal or State regulations. However, monitoring their financial conditions, as well as monitoring the impact on Plus International Bank that transactions with these companies might have, could be difficult since their financial statements are typically portrayed in Mexican Pesos, with notes in Spanish. Therefore, the Corporation is imposing a condition that requires prior FDIC approval of any transaction between the bank and any non-United States affiliates. An additional condition requires the Sacals to maintain at the bank current audited financial information on all affiliates of the proposed bank, in United States Dollars and written in English.

The proposed investment in fixed assets is reasonable, capital is adequate, earnings prospects are considered sufficient to provide a profitable operation within a reasonable period of time, and management is considered to be satisfactory.

Accordingly, based on a careful evaluation of all facts and information, the Associate Director, pursuant to delegated authority, has concluded that approval of the application is warranted.

ASSOCIATE DIRECTOR
DIVISION OF SUPERVISION
FEDERAL DEPOSIT INSURANCE CORPORATION



Last Updated 03/24/2011 Legal@fdic.gov