HOUSE OF REPRESENTATIVES STAFF ANALYSIS
BILL #: CS/HB 85 Pub. Rec./State Banks and State Trust Companies
SPONSOR(S): Insurance & Banking Subcommittee, Barnaby
TIED BILLS: IDEN./SIM. BILLS: SB 1014
REFERENCE ACTION ANALYST STAFF DIRECTOR or
BUDGET/POLICY CHIEF
1) Insurance & Banking Subcommittee 17 Y, 0 N, As CS Herrera Lloyd
2) Ethics, Elections & Open Government 14 Y, 0 N Rando Toliver
Subcommittee
3) Commerce Committee 21 Y, 0 N Herrera Hamon
SUMMARY ANALYSIS
The Office of Financial Regulation (OFR) regulates banks, credit unions, other financial institutions, finance companies, and
the securities industry. To apply for authority to organize a new state-chartered bank or state-chartered trust company, the
proposed directors must file a written application with the OFR. The application includes information such as the name,
residence, and occupation of each proposed director; the proposed corporate name; the community, including the street
and number, if available, where the principal office of the proposed bank is to be located; the total initial capital; the proposed
business plan; and pro forma financial statements. Additionally, each proposed executive officer, director, and controlling
shareholder must complete and submit detailed biographical and financial information, including, but not limited to, names,
home addresses, current and past employment, and statements of assets, liabilities, and total net worth. The OFR utilizes
this information to ascertain whether the proposed directors and executives have the kind of experience, ability, standing,
and reputation that indicates a reasonable promise of successful operation.
While some existing public record exemptions may apply to certain records received by the OFR pursuant to an application
to organize a new bank, current Florida law does not provide any public record exemptions specifically directed at such
records. On the federal level, several exemptions exist to protect this information from disclosure. Presently, with the
exception of some material for which the applicant may claim trade secret status, the majority of information contained withi n
such an application is subject to public inspection and copying.
The bill creates a public record exemption for certain information received by the OFR in an application for authority to
organize a new state bank or new trust company. This information includes:
 Personal financial information;
 A driver license number, passport number, military identification number, or any other number or code issued on a
government document used to verify identity;
 Books and records of a current or proposed financial institution;
 The proposed state bank’s or proposed state trust company’s proposed business plan; and
 The personal identifying information of a prospective officer or director, currently affiliated with another financial
institution, obtained through an application for a new state bank or state trust company, is confidential and exempt
from public record requirements until the application is approved and the charter is issued. This includes names,
addresses, emails, phone numbers, relatives' names, work history, professional licenses, education, and
photographs.
The bill provides for repeal of the exemption on October 2, 2029, unless reviewed and saved from repeal by the Legislature.
It also provides a public necessity statement as required by the Florida Constitution.
The bill provides an effective date of July 1, 2024.
Article I, s. 24(c) of the Florida Constitution requires a two-thirds vote of the members present and voting
for final passage of a newly created public record exemption. The bill creates a public record exemption;
thus, it requires a two-thirds vote for final passage.
This docum ent does not reflect the intent or official position of the bill sponsor or House of Representatives .
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 FULL ANALYSIS
I. SUBSTANTIVE ANALYSIS
A. EFFECT OF PROPOSED CHANGES:
Background
Public Records
The Florida Constitution sets forth the state’s public policy regarding access to government records,
guaranteeing every person a right to inspect or copy any public record of the legislative, executive, and
judicial branches of government.1 The Legislature, however, may provide by general law an exemption2
from public record requirements provided that the exemption passes by a two-thirds vote of each
chamber, states with specificity the public necessity justifying the exemption, and is no broader than
necessary to meet its public purpose.3
Current law also addresses the public policy regarding access to government records by guaranteeing
every person a right to inspect and copy any state, county, or municipal record, unless the record is
exempt.4 Furthermore, the Open Government Sunset Review (OGSR) Act 5 provides that a public
record exemption may be created, revised, or maintained only if it serves an identifiable public purpose
and the “Legislature finds that the purpose is sufficiently compelling to override the strong public policy
of open government and cannot be accomplished without the exemption.” 6 An identifiable public
purpose is served if the exemption meets one of the following purposes:
 Allow the state or its political subdivisions to effectively and efficiently administer a
governmental program, which administration would be significantly impaired without the
exemption;
 Protect sensitive personal information that, if released, would be defamatory or would
jeopardize an individual’s safety; however, only the identity of an individual may be exempted
under this provision; or
 Protect trade or business secrets.7
Pursuant to the OGSR Act, a new public record exemption, or the substantial amendment of an existing
public record exemption, is repealed on October 2nd of the fifth year following enactment, unless the
Legislature reenacts the exemption.8
Office of Financial Regulation (OFR)
The OFR regulates banks, credit unions, other financial institutions, finance companies, and the
securities industry.9 The OFR’s Division of Financial Institutions charters, licenses, and regulates
various entities that engage in financial institution business in Florida, in accordance with the financial
institutions codes (Codes) and the rules promulgated thereunder.10 The specific chapters under the
Codes are:
 Chapter 655, F.S. – Financial Institutions Generally
 Chapter 657, F.S. – Credit Unions
1 Art. I, s. 24(a), FLA. CONST.
2 A “public record exemption” means a provision of general law which provides that a specified record, or portion thereof, is n ot subject
to the access requirements of s. 119.07(1), F.S., or s. 24, Art. I of the Florida Constitution. See s. 119.011(8), F.S.
3 Art. I, s. 24(c), FLA. C ONST.
4 See s. 119.01, F.S.
5 S. 119.15, F.S.
6 S. 119.15(6)(b), F.S.
7 Id.
8 S. 119.15(3), F.S.
9 S. 20.121(3)(a)2., F.S.
10 Chs. 655, 657, 658, 660, 662, 663, 665, and 667, F.S.; chs. 69U -100 through 69U-162, F.A.C.
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  Chapter 658, F.S. – Banks and Trust Companies
 Chapter 660, F.S. – Trust Business
 Chapter 662, F.S. – Family Trust Companies
 Chapter 663, F.S. – International Banking
 Chapter 665, F.S. – Capital Stock Associations
 Chapter 667, F.S. – Savings Banks
As of September 30, 2023, the Division of Financial Institutions regulates 198 financial institutions: 11
 58 banks
 66 credit unions
 22 international bank offices
 13 trust companies
 27 family trust companies
 10 qualified limited service affiliates
Regulation of Banks
Under the dual banking system in the United States, banks may be chartered under either state or
federal law:
 State-chartered banks are chartered under the laws of the state in which the bank is
headquartered. State-chartered banks have both a state regulator, which for banks chartered by
the State of Florida is the OFR, and a federal regulator. The primary federal regulator for state
banks that are members of the Federal Reserve System is the Board of Governors of the
Federal Reserve System (FRB), and the primary federal regulator for non-member state banks
is the Federal Deposit Insurance Corporation (FDIC). 12
 National banks are chartered by the Office of the Comptroller of the Currency (OCC) under the
National Bank Act.13 As such, the OCC is the primary federal regulator for national banks.14
Confidential Treatment of Applications to Charter a National Bank
The federal Freedom of Information Act (FOIA)15 sets forth the process for obtaining federal agency
records, unless the records or any portion thereof are protected from disclosure by one of the FOIA’s
nine exemptions or by one of its three special law enforcement record exclusions. The OCC has set
forth its policies regarding the availability of information under FOIA, as well as procedures for
requesting information, within 12 CFR Part 4, Subpart B. Under the OCC’s FOIA regulations, the
following records, or portions thereof, are exempt from disclosure:16
1) A record that is specifically authorized, under criteria established by an executive order, to be
kept secret in the interest of national defense or foreign policy, and that is properly classified
pursuant to that executive order;
2) A record relating solely to the internal personnel rules and practices of an agency;
3) A record specifically exempted from disclosure by statute (other than 5 U.S.C. § 552b), provided
that the statute requires that the matters be withheld from the public in such a manner as to
leave no discretion on the issue; establishes particular criteria for withholding, or refers to
particular types of matters to be withheld; and, if enacted after the date of enactment of the
OPEN FOIA Act of 2009, specifically cites to 5 U.S.C. § 552(b)(3);
4) A record that is privileged or contains trade secrets, or commercial or financial information,
furnished in confidence, that relates to the business, personal, or financial affairs of any
person;17
11 Email from Ash Mason, Legislative and Cabinet Affairs Director, Office of Financial Regulation, RE: Request for Updated Numbers on
HB 85 (Jan 10. 2024).
12 12 U.S.C. § 1813(q).
13 12 U.S.C. § 38.
14 12 U.S.C. § 1813(q).
15 5 U.S.C. § 552 et. seq.
16 12 C.F.R. § 4.12(b).
17 Notice requirements regarding disclosure of confidential commercial information are contained in 12 C.F.R. § 4.16.
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 5) An intra-agency or interagency memorandum or letter not routinely available by law to a private
party in litigation, including memoranda, reports, and other documents prepared by OCC
employees, and records of deliberations and discussions at meetings of OCC employees,
provided that the deliberative process privilege shall not apply to records created 25 years or
more before the date on which the records were requested;
6) A personnel, medical, or similar record, including a financial record, or any portion thereof,
where disclosure would constitute a clearly unwarranted invasion of personal privacy;
7) A record or information compiled for law enforcement purposes, but only to the extent that the
OCC reasonably believes that producing the record or information may:
i. Interfere with enforcement proceedings;
ii. Deprive a person of the right to a fair trial or an impartial adjudication;
iii. Constitute an unwarranted invasion of personal privacy;
iv. Disclose the identity of a confidential source, including a state, local, or foreign agency
or authority, or any private institution that furnished information on a confidential basis;
v. Disclose information furnished by a confidential source, in the case of a record or
information compiled by a criminal law enforcement authority in the course of a criminal
investigation, or by an agency conducting a lawful national security intelligence
investigation;
vi. Disclose techniques and procedures for law enforcement investigations or prosecutions,
or disclose guidelines for law enforcement investigations or prosecutions if such
disclosure reasonably could be expected to risk circumvention of the law; or
vii. Endanger the life or physical safety of any individual;
8) A record contained in or related to an examination, operating, or condition report prepared by,
on behalf of, or for the use of the OCC or any other agency responsible for regulating or
supervising financial institutions; and
9) A record containing or relating to geological and geophysical information and data, including
maps, concerning wells.
An applicant submitting information to the OCC may request that specific information be treated as
confidential when the materials are submitted.18 If the OCC does not consider the information to be
confidential, the OCC may include that information in the public file after providing notice to the
submitter.19 In addition, the OCC may, at its own initiative, determine that certain information should be
treated as confidential and withhold that information from the public file.20 While a filing is pending with
the OCC, the OCC licensing office may provide the public portion of a filing to any person who requests
it.21 The public file consists of those portions of the filing, supporting data, and supplementary
information that was submitted by the applicant and by interested persons and not afforded confidential
treatment.22
An applicant is encouraged to request confidential treatment for portions of a filing containing
personally identifiable information (PII).23 The term “PII” refers to information that can be used to
distinguish or trace an individual’s identity, either alone or when combined with other information that is
linked or linkable to a specific individual.24 Examples of PII include an individual’s first name or first
initial and last name, social security number, passport number, credit card numbers, clearances, bank
numbers, biometrics (for example, fingerprints), date or place of birth, mother’s maiden name, or
medical data.25
18 Office of the Comptroller of the Currency, Comptroller’s Licensing Manual: General Policies and Procedures (Apr. 2022) at 4,
https://www.occ.gov/publications-and-resources/publications/comptrollers-licensing-manual/files/licensing-booklet-general-policies-and-
procedures.html (last visited Jan. 19, 2024).
19 Id.
20 Id.
21 Id.
22 Id. at 6.
23 Id. at 4.
24 Id.
25 Id.
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 Each organizing group must disclose its proposed CEO to the OCC at the time the group files the
charter application.26 If the proposed CEO wants to have his or her name withheld from the public until
the OCC grants preliminary conditional approval, the organizers should:27
 Include a request for confidential treatment with the materials submitted in the charter
application;
 Provide support for their request that disclosure would constitute an unwarranted invasion of
personal privacy under exemption six of FOIA28 or result in substantial competitive harm to the
organizers or the proposed CEO under exemption four of FOIA; 29
 List in the application the criteria that were used in the selection process;
 Provide a detailed description of the person’s background, experience, and qualifications in the
public portion of the application that is sufficiently specific to permit matching the application
information with the person once his or her identity is disclosed; and
 Discuss the proposed terms of employment for the CEO, including compensation and benefits.
Formation of a De Novo (New) State-Chartered Bank or State-Chartered Bank Trust Company
In order to apply for authority to organize a new state-chartered bank or state-chartered trust company,
the proposed directors must file a written application with the OFR on form OFR-U-1.30 The application
includes such information as the name, residence, and occupation of each proposed director; the