Notice2025-00378
Policy Statement on No-Action Letters
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
January 10, 2025
Issuing agencies
Consumer Financial Protection Bureau
Abstract
The Consumer Financial Protection Bureau (CFPB) is issuing this policy statement on No-Action Letters (Policy), which is intended to further objectives under section 1021 of the Consumer Financial Protection Act.
Full Text
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<title>Federal Register, Volume 90 Issue 6 (Friday, January 10, 2025)</title>
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[Federal Register Volume 90, Number 6 (Friday, January 10, 2025)]
[Notices]
[Pages 1970-1974]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-00378]
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CONSUMER FINANCIAL PROTECTION BUREAU
Policy Statement on No-Action Letters
AGENCY: Consumer Financial Protection Bureau.
ACTION: Policy statement.
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SUMMARY: The Consumer Financial Protection Bureau (CFPB) is issuing
this policy statement on No-Action Letters (Policy), which is intended
to further objectives under section 1021 of the Consumer Financial
Protection Act.
DATES: This policy statement is applicable on January 10, 2025.
FOR FURTHER INFORMATION CONTACT: George Karithanom, Regulatory
Implementation & Guidance Program Analyst, Office of Regulations, at
202-435-7700 or at: <a href="https://reginquiries.consumerfinance.gov/">https://reginquiries.consumerfinance.gov/</a>. If you
require this document in an alternative electronic format, please
contact <a href="/cdn-cgi/l/email-protection#f8bbbea8baa7b99b9b9d8b8b919a9194918c81b89b9e889ad69f978e"><span class="__cf_email__" data-cfemail="d3909583918c92b0b0b6a0a0bab1babfbaa7aa93b0b5a3b1fdb4bca5">[email protected]</span></a>.
SUPPLEMENTARY INFORMATION:
I. Overview
The CFPB is accepting applications for No-Action Letters
(``NALs''), as set forth in the policy statement below and subject to
Conditions to Promote Innovation, Competition, Ethics and Transparency
(``the Conditions''). The Conditions would be incorporated into
individual NALs and serve several purposes.
To summarize the Conditions, they are first designed to ensure that
NALs promote innovations that solve unmet needs in markets for consumer
financial products and services. Minor adjustments to existing
products, or products that are designed to take advantage of gaps in
laws rather than bringing new offerings to market, do not confer
significant enough benefit on consumers to warrant the expenditure of
government resources necessary to issue and monitor a NAL. Granting
Letters in such circumstances misallocates government resources towards
advantaging slight variations of what is essentially the same product
that is currently available in the market. The Conditions therefore aim
to enable innovations that solve real problems
[[Page 1971]]
that consumers face in financial markets.
Second, the Conditions ensure that NALs do not compromise the
competitive process. Innovation is maximized by competitive, open
markets and robust rivalry among firms. In seeking to promote
innovation, the NAL program must not tilt the competitive playing field
by picking winners and losers in markets, or appearing to do so. For
this reason, the CFPB will affirmatively reach out to program
applicants' competitors and invite them to apply for the same NAL
topic. The CFPB will not approve a NAL on a topic for a single firm, to
avoid granting a first-mover advantage in the market. The Conditions
also prevent firms from advertising the receipt of a NAL, which can
create the false appearance of endorsement or favored regulatory status
and can distort competition.
Third, the Conditions promote transparency and rigorous ethical
standards. The CFPB will post applications for NALs to an open docket
on the <a href="http://regulations.gov">regulations.gov</a> website and will accept comment for 60 days. To
avoid ethical conflicts, the CFPB will not consider applications from
former CFPB attorneys representing firms as outside counsel. The CFPB
is concerned that former CFPB employees will use their relationships to
obtain special treatment for specific firms in procuring NALs, or that
there is a risk of the appearance of special treatment by the public or
specific firms seeking outside counsel. Because applicants' integrity
is also critical for the programs' success, NALs will not be granted to
firms that have been prosecuted for prior violations of federal
consumer financial law in the last five years. And to prevent bait-and-
switch negotiation tactics experience under the prior NAL policy, where
firms negotiated terms of NALs with the CFPB and thereafter materially
change the underlying products or services, NALs will automatically be
rescinded when recipients change their product or service so that it no
longer fits the description provided in the application and described
in the NAL, unless the NAL recipient applies for and receives an
amended NAL. These safeguards ensure that the programs are facilitating
stakeholder participation, government accountability, and integrity on
the part of NAL applicants.\1\
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\1\ See, e.g., Letter to Dave Girouard, CEO, Upstart Network,
Inc. (Feb. 13, 2023) (expressing ``concern about a recent report
that found lenders' use of educational data to make credit
determinations could have a disparate impact on borrowers of
color''), <a href="https://www.brown.senate.gov/imo/media/doc/2020-02-13%20Senate%20letter%20to%20Upstart.pdf">https://www.brown.senate.gov/imo/media/doc/2020-02-13%20Senate%20letter%20to%20Upstart.pdf</a>; Fair Lending Monitorship of
Upstart Network's Lending Model (Mar. 27, 2023) (identifying
``approval disparities for Black applicants''), <a href="https://www.relmanlaw.com/assets/htmldocuments/Upstart%20Final%20Report.pdf">https://www.relmanlaw.com/assets/htmldocuments/Upstart%20Final%20Report.pdf</a>.
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II. Background
On September 10, 2019, the CFPB issued the ``Policy on No-Action
Letters.'' \2\ The Policy on No-Action Letters set forth how companies
should submit No-Action Letter applications and how the CFPB would
assess and issue No-Action Letters. Under the policy, the CFPB would
grant No-Action Letters to individual companies, advising recipients
that the agency would not make supervisory findings or bring a
supervisory or enforcement action against the company with respect to
certain matters.
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\2\ 84 FR 48229 (Sept. 13, 2019).
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After conducting a review in 2022, the CFPB determined that the
Policies failed to advance their stated objective of facilitating
consumer-beneficial innovation.\3\ The CFPB also determined that the
existing Policies failed to meet appropriate standards for transparency
and stakeholder participation. The CFPB rescinded the policies and the
CFPB continued to develop new protocols to ensure that such tools were
consistent with the objectives of the Consumer Financial Protection Act
and did not raise ethical concerns.
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\3\ Statement on Competition and Innovation, 87 FR 58439 (Sept.
27, 2022).
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As noted above, the CFPB experienced a number of potential abuses
and challenges with the NAL policy that led to the decision to allow
the prior policy to expire. For example, the CFPB granted Upstart
Network a NAL in 2017,\4\ committing to not enforce the Equal Credit
Opportunity Act (ECOA) against the company for their use of
``artificial intelligence'' in credit underwriting on behalf of bank
partners. Despite the fact that other companies had similar models,
Upstart became a leader in this market after receiving the NAL, and
outside observers appear to have interpreted the NAL as an endorsement
that Upstart's model did not violate the ECOA.\5\ The CFPB extended
that NAL in November 2020.\6\ Immediately after the extension, Upstart
closed its initial public offering and began trading its stock on the
Nasdaq Global Select Market on December 16, 2020,\7\ with an initial
market capitalization of $1.88 billion.\8\ In 2021, Upstart originated
1.3 million loans, totaling $11.8 billion, on behalf of bank partners.
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\4\ Id.
\5\ MARCO DI MAGGIO, DIMUTHU RATNADIWAKARA, & DON CARMICHAEL,
INVISIBLE PRIMES: FINTECH LENDING WITH ALTERNATIVE DATA, 3 (HARVARD
BUSINESS SCHOOL, 2021), <a href="https://www.hbs.edu/ris/Publication%20Files/22-024_80dc9115-69cc-4564-99c6-3a937f275d31.pdf">https://www.hbs.edu/ris/Publication%20Files/22-024_80dc9115-69cc-4564-99c6-3a937f275d31.pdf</a>.
\6\ <a href="https://www.consumerfinance.gov/rules-policy/competition-innovation/granted-applications/">https://www.consumerfinance.gov/rules-policy/competition-innovation/granted-applications/</a>.
\7\ <a href="https://ir.upstart.com/news-releases/news-release-details/upstart-announces-closing-initial-public-offering-and-full">https://ir.upstart.com/news-releases/news-release-details/upstart-announces-closing-initial-public-offering-and-full</a>.
\8\ <a href="https://www.reuters.com/technology/lending-platform-upstarts-shares-jump-nasdaq-debut-2020-12-16/">https://www.reuters.com/technology/lending-platform-upstarts-shares-jump-nasdaq-debut-2020-12-16/</a>.
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Around the same time as the IPO, several nonprofit organizations
raised concerns about Upstart's use of educational criteria (e.g.
educational history, which university the applicant attended) in its
lending model. Upstart agreed to appoint an independent monitor to
determine whether Upstart's model complied with the ECOA.\9\
Ultimately, the independent monitor ended the relationship after coming
to an impasse with Upstart about how to assess compliance with
ECOA.\10\ Notably, the monitor detected that the model caused ``
`statistically and practically significant' adverse approval/denial
disparities for Black applicants.'' \11\
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\9\ Relman Colfax PLLC, Fair Lending Monitorship of Upstart
Network's Lending Model: Initial Report of the Independent Monitor,
April 14, 2021, <a href="https://www.relmanlaw.com/media/cases/1088_Upstart%20Initial%20Report%20-%20Final.pdf">https://www.relmanlaw.com/media/cases/1088_Upstart%20Initial%20Report%20-%20Final.pdf</a>.
\10\ Relman Colfax PLLC, Fair Lending Monitorship of Upstart
Network's Lending Model: Fourth and Final Report of the Independent
Monitor, March 27, 2024, available at <a href="https://www.relmanlaw.com/assets/htmldocuments/Upstart%20Final%20Report.pdf">https://www.relmanlaw.com/assets/htmldocuments/Upstart%20Final%20Report.pdf</a>.
\11\ Id.
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When Upstart wanted to substantially change its model, under the
terms of the NAL, Upstart was supposed to apply for a modification of
the NAL. Upstart applied for a modification, but the CFPB did not have
enough time to review the implications of the significant changes.
Upstart thus requested a termination of the NAL in order to be able to
make the changes more quickly. The request was granted.\12\
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\12\ In re November 30, 2020 No-Action Letter, Order to
Terminate No-Action Letter (June 8, 2022), available at <a href="https://files.consumerfinance.gov/f/documents/cfpb_upstart-no-action-letter-termination_order_2022-06.pdf">https://files.consumerfinance.gov/f/documents/cfpb_upstart-no-action-letter-termination_order_2022-06.pdf</a>.
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The CFPB experienced similar challenges with its Sandbox Approval
policy, which is being reissued simultaneously with this NAL policy.
For example, the CFPB issued a Sandbox Approval Order for Payactiv,
Inc., a paycheck advance lender. It did not grant an Approval to any
other paycheck advance lender. The CFPB discovered evidence suggesting
that Payactiv was using the approval in marketing materials to
misrepresent that the CFPB endorsed Payactiv's product. On June 3,
2022, the CFPB informed Payactiv that, for this reason, it was
[[Page 1972]]
considering terminating the approval order.\13\ Payactiv requested
termination of the order, and the CFPB approved that termination
request.\14\
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\13\ In re December 30, 2020 Sandbox Approval Order, Order to
Terminate Sandbox Approval Order (June 30, 2022), available at
<a href="https://www.consumerfinance.gov/about-us/newsroom/cfpb-rescinds-special-regulatory-treatment-for-payactiv/">https://www.consumerfinance.gov/about-us/newsroom/cfpb-rescinds-special-regulatory-treatment-for-payactiv/</a>.
\14\ Id.
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To correct these shortcomings, the CFPB developed the Conditions to
Promote Innovation, Competition, Ethics and Transparency that must be
met for a Letter or Approval to be issued. They are incorporated in
part A of the Policy on No-Action Letters that follows.
III. Regulatory Requirements
This Policy on No-Action Letters constitutes an agency general
statement of policy and/or a rule of agency organization, procedure, or
practice exempt from the notice and comment rulemaking requirements
under the Administrative Procedure Act, pursuant to 5 U.S.C. 553(b).
Because no notice of proposed rulemaking is required, the Regulatory
Flexibility Act does not require an initial or final regulatory
flexibility analysis.\15\ The CFPB has also determined that the
issuance of the Bulletin does not impose any new or revise any existing
recordkeeping, reporting, or disclosure requirements on covered
entities or members of the public that would be collections of
information requiring approval by the Office of Management and Budget
under the Paperwork Reduction Act.
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\15\ 5 U.S.C. 603(a), 604(a).
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IV. Policy Statement
The text of the Policy is as follows:
Policy on No-Action Letters
In section 1021(a) of the Consumer Financial Protection Act (CFPA),
Congress established the Consumer Financial Protection Bureau's
(CFPB's) statutory purpose as ensuring that all consumers have access
to markets for consumer financial products and services and that
markets for consumer financial products and services are fair,
transparent, and competitive.\16\ Relatedly, the CFPB's objectives
include exercising its authorities under Federal consumer financial law
for the purposes of ensuring that markets for consumer financial
products and services operate transparently and facilitate
innovation.\17\
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\16\ 12 U.S.C. 5511(a).
\17\ 12 U.S.C. 5511(b)(3), (5).
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Congress has given the CFPB a variety of authorities under the CFPA
and the enumerated consumer laws \18\ that it can exercise to promote
this purpose and these objectives. These authorities include
supervision and enforcement authority, and the authority to issue
orders and guidance.\19\ These authorities provide the basis for the
Policy on No-Action Letters (Policy) and the No-Action Letters issued
pursuant to the Policy.
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\18\ 12 U.S.C. 5481(12).
\19\ See 12 U.S.C. 5561 et seq. (enforcement authority); 12
U.S.C. 5531(a) (Unfair, Deceptive, or Abusive Acts or Practices
(UDAAP) enforcement authority); 12 U.S.C. 5514, 5515 (supervision
authority); 12 U.S.C. 5511(a) (``The Bureau shall seek to implement
and, where applicable, enforce Federal consumer financial law . .
.'') (emphasis added); 12 U.S.C. 5512(b)(1).
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The primary purposes of the Policy are to provide a mechanism
through which the CFPB may more effectively carry out its statutory
purpose and objectives and to facilitate compliance with applicable
Federal consumer financial laws.
The Policy is not intended to, nor should it be construed to:
a. restrict or limit in any way the CFPB's discretion in exercising
its authorities, including the provision of no-action or similar
compliance assistance other than pursuant to the Policy;
b. constitute an interpretation of law; or
c. create or confer upon any covered person, consumer, or other
external party any substantive or procedural rights, obligations, or
defenses that are enforceable in any manner.
In contrast, a particular No-Action Letter involves the CFPB's
exercise of its supervision and enforcement discretion in a particular
manner. It cannot bind, and never could bind, state plaintiffs or
plaintiffs in private actions, including but not limited to states
prosecuting violations of federal consumer financial law under Section
1042 of the CFPA.
The Policy consists of seven sections:
<bullet> Section A describes the Conditions to Promote Innovation,
Competition, Ethics and Transparency.
<bullet> Section B describes the factors the CFPB intends to
consider in assessing applications for a No-Action Letter.
<bullet> Section C describes the standard procedures the CFPB
intends to use in issuing No-Action Letters.
<bullet> Section D describes the procedures the CFPB intends to use
for modification and termination of No-Action Letters.
<bullet> Section E describes how the CFPB intends to coordinate
with other regulators with respect to No-Action Letters.
<bullet> Section F describes the CFPB's intentions relating to
disclosure of information relating to No-Action Letters.
A. Conditions To Promote Innovation, Competition, Ethics, and
Transparency
The following conditions apply to the No-Action Letter program:
1. Applicants for No-Action Letters must establish a market
problem, in the form of an unmet consumer need, that the new financial
product or service solves.
a. Applicants must articulate the benefit to consumers that flows
from the CFPB permitting the product or service to be sold at market
without compliance with the law at issue.
b. A claim that a No-Action Letter would increase access to the
applicant's product or service is insufficient to establish a market
problem. To satisfy this requirement, the applicant must prove that
their product or service is meeting an untapped consumer need.
2. The CFPB will not approve a No-Action Letter on a topic for a
single firm.
3. The CFPB will reach out to the applicant's competitors and
invite them to apply for a No-Action Letter on the same topic, to
ensure that the CFPB does not select a single firm that gains a first-
mover advantage in the market as a result.
4. No-Action Letters will state that recipients may not market or
promote the fact that their product or service received a Letter. Such
marketing is inherently deceptive to consumers, creating the false
impression that the CFPB endorses the product.
5. The CFPB will post applications for a No-Action Letter to an
open docket on the <a href="http://regulations.gov">regulations.gov</a> website and will accept comment for
60 days. In so doing, the CFPB will adhere to the confidentiality
protections set forth in section F, below.
6. The CFPB will generally not consider applications from former
CFPB attorneys representing companies as outside counsel, to avoid
ethical conflict and to maintain the highest integrity in the No-Action
Letter program.
7. The CFPB will not consider applications from companies that have
been the subject of an enforcement action involving violations of
Federal consumer financial law in the last 5 years, or who are subject
to a pending enforcement investigation by federal or state authorities.
8. No-Action Letters will automatically be rescinded when
recipients materially change their product or service so that it no
longer fits the description provided in the application and described
in the Letter, unless a modification is approved under Subpart D.
9. Submitting No-Action Letter applications under false pretenses,
or
[[Page 1973]]
with misleading or incomplete information, may be a violation of law
and may be referred for potential prosecution.\20\
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\20\ 18 U.S.C. 1001.
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B. Assessment of Applications for No-Action Letters
In deciding whether to grant an application for a No-Action Letter,
the CFPB intends to balance a variety of factors, including an
assessment of the quality and persuasiveness of the application;
information about the applicant and the product or service in question
derived through CFPB due diligence processes; the extent to which
granting the application would be consistent with CFPB enforcement and
supervision priorities; an assessment of litigation risk; and available
CFPB resources.\21\
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\21\ The decision whether to grant an application for a No-
Action Letter will be within the CFPB's sole discretion.
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C. Procedures for Issuing No-Action Letters
When the CFPB decides to grant an application for a No-Action
Letter, it provides the recipients with a No-Action Letter signed by
the Director that sets forth the specific terms and conditions of the
No-Action Letter provided.\22\ The CFPB expects a No-Action Letter
will:
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\22\ If the CFPB decides to deny an application, it intends to
inform the applicant of its decision. The CFPB intends to respond to
reasonable requests to reconsider its denial of an application
within 30 days of such requests. Applicants may also withdraw,
modify, and/or re-submit applications at any time before the
application is granted.
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1. Identify the recipient; \23\
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\23\ For convenience, the term ``recipient'' is used in the
Policy to refer both to an individual recipient and joint
recipients.
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2. Specify the subject matter scope of the letter, i.e., the
described aspects of the product or service; \24\
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\24\ For convenience, ``described aspects of the product or
service'' is used in the Policy to capture the subject matter scope
of a No-Action Letter, including both the particular aspects of the
product or service in question, and the particular manner in which
it is offered or provided.
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3. State that the letter:
a. is limited to the recipient's offering or providing the
described aspects of the product or service, and does not apply to the
recipient's offering or providing different aspects of the product or
service;
b. is based on the factual representations made by the recipient,
which may be incorporated by reference;
c. does not purport to express any legal conclusions regarding the
meaning or application of the laws and/or regulations within the scope
of the letter; and
d. does not constitute the CFPB's endorsement of the product or
service that is the subject of the letter, or any other product or
service offered or provided by the recipient;
e. expires in 2 years;
4. Require the recipient to consent to the CFPB's supervisory
examination authority, if the recipient is not already subject to this
authority;
5. Require the recipient to apprise the CFPB of (a) material
changes to information included in the application and (b) material
information indicating that the described aspects of the product or
service are not performing as anticipated in the application; \25\
Pursuant to A.7, unless an applicant applies for an amendment pursuant
to section D, No-Action Letters will automatically be rescinded when
recipients change their product or service so that it no longer fits
the description provided in the application and described in the
Letter.
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\25\ ``Not performing as anticipated'' includes the
materialization of consumer risks identified in the application, and
the materialization of other consumer risks not identified in the
application.
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6. Specify any other limitations or conditions, and be published on
the CFPB's website; \26\
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\26\ If an applicant objects to the disclosure of certain
information and the CFPB insists that the information must be
publicly disclosed if a No-Action Letter is issued, the applicant
may withdraw the application and the CFPB intends to treat all
information related to the application as confidential to the full
extent permitted by law.
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7. State that, unless or until the No-Action Letter expires or is
terminated by the CFPB, the CFPB will not make supervisory findings or
bring a supervisory or enforcement action against the recipient
predicated on the recipient's offering or providing the described
aspects of the product or service under the laws identified in the No-
Action Letter;
8. State that, (i) the recipient may reasonably rely on any CFPB
commitments made in the letter; (ii) the CFPB may terminate the letter
if it determines that it is necessary or appropriate to do so to
advance the primary purposes of the Policy, such as where the recipient
fails to substantially comply in good faith with the terms and
conditions of the letter; the described aspects of the product or
service do not perform as anticipated in the application; \27\ or
controlling law changes as a result of a statutory change or a court
decision that clearly permits or clearly prohibits conduct covered by
the letter; and (iii) upon termination, the CFPB will not bring an
action to impose retroactive liability with respect to conduct covered
by the letter, except where a failure to substantially comply in good
faith with the terms and conditions of the letter caused consumer harm
or where the CFPB's initial granting of the No-Action Letter failed to
comply with the Administrative Procedure Act or other law.
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\27\ Such ground includes the materialization of consumer risks
identified in the application, and the materialization of other
consumer risks not identified in the application.
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D. Procedures for Modification and Termination of No-Action Letters
1. Modification Procedures
A recipient of a No-Action Letter may apply for a modification of
the letter. The recipient may seek modification to address an
anticipated or unanticipated change in circumstances, such as
iterations of the underlying product or service or changes to the
information included in the No-Action Letter application. Applications
for a modification should include the following:
a. Any material changes to the information included in the original
application;
b. The specific requested modification(s) to the No-Action Letter;
c. The ground(s) for modifying the No-Action Letter; and
d. Any other information the recipient wishes to provide in support
of the modification application.
In deciding whether to grant an application for modification of a
No-Action Letter, the CFPB intends to balance a variety of factors,
including the quality and persuasiveness of the application. The CFPB
expects to grant or deny such applications within 30 days of notifying
the applicant that the CFPB has deemed the application to be complete.
When the CFPB grants an application for modification, it intends to
provide the recipient with a modified No-Action Letter in accordance
with the procedures specified in section C.
2. Termination Procedures
The CFPB intends that the recipient of a No-Action Letter should be
able to reasonably rely on any CFPB commitments made in the letter.
Before terminating a No-Action Letter, the CFPB may, in the
appropriate cases, notify the recipient of the possible grounds for
termination and permit an opportunity to respond within a reasonable
period of time. In its discretion, the CFPB may offer the recipient an
opportunity to modify its conduct to avoid termination. The CFPB may
allow the recipient to wind-down the offering or providing of the
described aspects of the product or service during a period of six
months
[[Page 1974]]
before termination, unless the described aspects of the product or
service are causing injury to consumers, and a wind-down period would
permit such injury to continue. If the CFPB terminates a No-Action
Letter, it will do so in writing and specify the reasons for its
decision. The CFPB will publish termination decisions on its website.
E. Regulatory Coordination
Section 1015 of the CFPA instructs the CFPB to coordinate with
Federal agencies and State regulators, as appropriate, to promote
consistent regulatory treatment of consumer financial and investment
products and services.\28\ Similarly, section 1042(c) of the CFPA
instructs the CFPB to provide guidance in order to further coordinate
actions with the State attorneys general and other regulators.\29\ Such
coordination includes coordinating in circumstances where other
regulators have chosen to limit their enforcement or other regulatory
authority. The CFPB is interested in entering into agreements with
State authorities that issue similar forms of no-action compliance
assistance that would provide for an alternative means of receiving a
No-Action Letter from the CFPB, i.e., alternative to the process
described in sections A through D.
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\28\ 12 U.S.C. 5495.
\29\ 12 U.S.C. 5552(c).
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Furthermore, the CFPB is interested in coordinating with other
regulators more generally. To this end, the CFPB intends to enter into
agreements whenever practicable to coordinate No-Action Letters issued
under the Policy with similar forms of compliance assistance offered by
State, Federal, or international regulators.
F. CFPB Disclosure of Information Regarding No-Action Letters
Public disclosure of information regarding No-Action Letters is
governed by applicable law, including the CFPA,\30\ the Freedom of
Information Act (FOIA),\31\ and the CFPB's Rule on Disclosure of
Records and Information (Disclosure Rule).\32\ The Disclosure Rule
generally prohibits the CFPB from disclosing confidential
information,\33\ and defines confidential information to include
information that may be exempt from disclosure under the FOIA \34\--
including FOIA Exemption 4 regarding trade secrets and confidential
commercial or financial information that is privileged or
confidential.\35\ Relatedly, the Disclosure Rule defines business
information as commercial or financial information obtained by the CFPB
from a submitter that may be protected from disclosure under FOIA
Exemption 4, and generally provides that such business information
shall not be disclosed pursuant to a FOIA request except in accordance
with section 1070.20 of the rule.\36\
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\30\ See, e.g., 12 U.S.C. 5512(c)(8).
\31\ 5 U.S.C. 552.
\32\ 12 CFR part 1070.
\33\ 12 CFR 1070.41.
\34\ 12 CFR 1070.2(f).
\35\ 5 U.S.C. 552(b)(4).
\36\ 12 CFR 1070.20(a), (b).
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Consistent with applicable law, the CFPB will publish No-Action
Letters on its website, as well as the application previously published
on <a href="http://regulations.gov">regulations.gov</a>. The CFPB also may publish denials of applications
on its website, including an explanation of why the application was
denied, particularly if it determines that doing so would be in the
public interest.\37\
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\37\ The CFPB intends to publish denials only after the
applicant is given an opportunity to request reconsideration of the
denial. Upon request, and if disclosure is not required by 5 U.S.C.
552(a)(2) or other applicable law, the CFPB does not intend to
release identifying information from published denials, and to
instead redact such information from denials published on its
website.
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Where information submitted to the CFPB is both customarily and
actually treated as private by the submitter, the CFPB intends to treat
it as confidential in accordance with the Disclosure Rule.\38\ The CFPB
anticipates that much of the information submitted by applicants in
their applications, and by recipients during the pendency of the No-
Action Letter, will qualify as confidential information under the
Disclosure Rule.\39\
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\38\ See Food Mktg. Inst. v. Argus Leader Media, 139 S. Ct. 2356
(June 24, 2019).
\39\ To the extent associated communications include the same
information, that information would have the same status. But other
information in associated communications may be subject to
disclosure.
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Disclosure of information or data provided to the CFPB under the
Policy to other Federal and State agencies is governed by applicable
law, including the CFPA \40\ and the Disclosure Rule.
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\40\ See, e.g., 12 U.S.C. 5512(c)(8).
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To the extent the CFPB wishes to publicly disclose non-confidential
information regarding a No-Action Letter, the CFPB intends to include
the terms of such disclosure in the letter. The CFPB intends to draft
the No-Action Letter in a manner such that confidential information is
not disclosed. Consistent with applicable law and its own rules, the
CFPB does not intend to publicly disclose any information that would
conflict with consumers' privacy interests.
Rohit Chopra,
Director, Consumer Financial Protection Bureau.
[FR Doc. 2025-00378 Filed 1-8-25; 8:45 am]
BILLING CODE 4810-AM-P
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</html>Indexed from Federal Register on January 10, 2025.
This is legal information, not legal advice. Laws vary by jurisdiction and change frequently. Always verify current law with official sources and consult a licensed attorney in your jurisdiction for advice on your specific situation.