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Dividend Restriction
12 Months Ended
Dec. 31, 2016
Dividend Restriction

NOTE 16: DIVIDEND RESTRICTIONS

The Parent Company is a separate legal entity from each of the Banks and must provide for its own liquidity. In addition to operating expenses and any share repurchases, the Parent Company is responsible for paying any dividends declared to the Company’s shareholders. As a Delaware corporation, the Parent Company is able to pay dividends either from surplus or, in case there is no surplus, from net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. 

As a result of the $546.8 million after-tax debt repositioning charge incurred in the twelve months ended December 31, 2015 (which resulted in the Company recording a net loss of $47.2 million for the year), and pursuant to the FRB’s Supervisory Letter SR 09-04, the Company was required to receive a non-objection from the FRB to pay cash dividends on its outstanding common stock throughout 2016. The Company received non-objections from the FRB for each of the four quarterly cash dividends it paid during the year. The FRB has advised the Company to continue the exchange of written documentation to obtain their non-objection to the declaration of dividends.

Various legal restrictions limit the extent to which the Company’s subsidiary banks can supply funds to the Parent Company and its non-bank subsidiaries. The Company’s subsidiary banks would require the approval of the Superintendent of the NYSDFS if the dividends they declared in any calendar year were to exceed the total of their respective net profits for that year combined with their respective retained net profits for the preceding two calendar years, less any required transfer to paid-incapital. The term “net profits” is defined as the remainder of all earnings from current operations plus actual recoveries on loans, investments,  and other assets, after deducting from the total thereof all current operating expenses, actual losses if any, and all federal, state, and local taxes. In 2016, dividends of $330.0 million were paid by the Banks to the Parent Company; at December 31, 2016, the Banks could have paid additional dividends of $220.0 million to the Parent Company without regulatory approval.