ORDERS ISSUED UNDER INTERNATIONAL BANKING ACT.

Credit Suisse Zurich, Switzerland

Order Approving Establishment of Representative Offices

Credit Suisse, Zurich, Switzerland, a foreign bank within the meaning of the International Banking Act ("IBA") has applied under section 10(a) of the IBA (12 U.S.C. [sections] 3107(a)) to establish representative offices in Miami, Florida; New York, New York; and Houston, Texas. The Foreign Bank Supervision Enhancement Act of 1991 ("FBSEA"), which amended the IBA, provides that a foreign bank must obtain the approval of the Board to establish a representative office in the United States.

Notice of the application, affording interested persons an opportunity to submit comments, was published on March 14, 1997, in a newspaper of general circulation in Houston (Houston Chronicle), Miami (Miami Herald), and New York (New York Times). The time for filing comments has expired, and all comments have been considered.

Credit Suisse, with total consolidated assets of approximately $89 billion,(1) is part of the second largest banking group in Switzerland, and it engages in a wide range of banking activities worldwide directly and through subsidiaries. Credit Suisse Group, Zurich, Switzerland, a holding company that engages through subsidiaries in financial and nonfinancial activities worldwide, owns 99.9 percent of the shares of Credit Suisse. No single shareholder owns 10 percent or more of the shares of Credit Suisse Group.

In the United States, Credit Suisse Group operates, through Credit Suisse First Boston ("CSFB"), Zurich, Switzerland, branches in New York, New York, and Los Angeles, California; and representative offices in San Francisco, California; Chicago, Illinois; and Houston, Texas.(2) Credit Suisse and CSFB also engage in activities in the United States through several nonbanking subsidiaries.

Credit Suisse proposes to establish the offices primarily to act as liaison with private banking clients, solicit private banking business, and provide information and advice on economic conditions and investment opportunities in Switzerland. The Houston office would report directly to the Miami office; the Miami and New York offices would report directly to Credit Suisse's head office in Switzerland. No funds would be received or disbursed at or through the representative offices.

In acting on an application to establish a representative office, the IBA and Regulation K provide that the Board shall take into account whether the foreign bank engages directly in the business of banking outside of the United States, and has furnished to the Board the information it needs to assess the application adequately. The Board also shall take into account whether the foreign bank and any foreign bank parent is subject to comprehensive supervision or regulation on a consolidated basis by its home country supervisor (12 U.S.C. [sections] 3107(a)(2); 12 C.F.R. 211.24(d)(2)).(3) The Board also may take into account additional standards as set forth in the IBA and Regulation K (12 U.S.C. [sections] 3105(d)(3)-(4); 12 C.F.R. 211.24(c)).

As noted above, Credit Suisse engages directly in the business of banking outside of the United States. Credit Suisse also has provided the Board with the information necessary to assess the application through submissions that address the relevant issues. With respect to supervision by home country authorities, the Board previously has determined, in connection with applications involving other banks in Switzerland, that those banks were subject to home country supervision on a consolidated basis.(4) Credit Suisse is supervised by the SFBC on substantially the same terms and conditions as those other banks. Based on all the facts of record, the Board has determined that Credit Suisse is subject to comprehensive supervision and regulation on a consolidated basis by its home country supervisor.

The Board also has taken into account the additional standards set forth in section 7 of the IBA and Regulation K (12 U.S.C. [sections] 3105(d)(3)-(4); 12 C.F.R. 211.24(c)(2)). In this regard, the SFBC has no objection to the establishment of the proposed representative offices.

With respect to the financial and managerial resources of Credit Suisse, taking into consideration Credit Suisse's record of operations in its home country, its overall financial resources, and its standing with its home country supervisors, the Board has also determined that financial and managerial factors are consistent with approval of the proposed representative offices. Credit Suisse appears to have the experience and capacity to support the proposed representative offices and has established controls and procedures for the proposed representative offices to ensure compliance with U.S. law.

With respect to access to information about Credit Suisse's operations, the Board has reviewed the restrictions on disclosure in relevant jurisdictions in which Credit Suisse operates and has communicated with relevant government authorities regarding access to information. Credit Suisse and Credit Suisse Group have committed to make available to the Board such information on the operations of Credit Suisse and any of its affiliates that the Board deems necessary to determine and enforce compliance with the IBA, the Bank Holding Company Act of 1956, as amended, and other applicable federal law. To the extent that the provision of such information may be prohibited by law, Credit Suisse and Credit Suisse Group have committed to cooperate with the Board to obtain any necessary consents or waivers that might be required from third parties for disclosure of such information. In addition, subject to certain conditions, the SFBC may share information on Bank's operations with other supervisors, including the Board. In light of these commitments and other facts of record, and subject to the condition described below, the Board concludes that Credit Suisse has provided adequate assurances of access to any necessary information the Board may request.

On the basis of all the facts of record, and subject to the commitments made by Credit Suisse and Credit Suisse Group, as well as the terms and conditions set forth in this order, the Board has determined that Credit Suisse's application to establish the representative offices should be, and hereby is, approved. Should any restrictions on access to information on the operations or activities of Credit Suisse and its affiliates subsequently interfere with the Board's ability to obtain information to determine and enforce compliance by Credit Suisse or its affiliates with applicable federal statutes, the Board may require termination of any of Credit Suisse's or its affiliates' direct or indirect activities in the United States. Approval of this application also is specifically conditioned on compliance by Credit Suisse and Credit Suisse Group with the commitments made in connection with this application, and with the conditions in this order.(5) The commitments and conditions referred to above are conditions imposed in writing by the Board in connection with its decision and may be enforced in proceedings under 12 U.S.C. [sections] 1818 against Credit Suisse and its affiliates.

By order of the Board of Governors, effective November 23, 1998.

Voting for this action: Chairman Greenspan, Vice Chair Rivlin, and Governors Kelley, Ferguson, and Gramlich. Absent and not voting: Governor Meyer.

(1.) Asset data are as of June 30, 1998.

(2.) CSFB also operates an agency and representative office in Miami. Those offices would be closed on the establishment of the Miami office of Credit Suisse.

(3.) In assessing this standard, the Board considers, among other factors, the extent to which the home country supervisors:

   (i) Ensure that the bank has adequate procedures for monitoring and
   controlling its activities worldwide;

   (ii) Obtain information on the condition of the bank and its subsidiaries
   and offices through regular examination reports, audit reports, or
   otherwise;

   (iii) Obtain information on the dealings with and relationship between the
   bank and its affiliates, both foreign and domestic;

   (iv) Receive from the bank financial reports that are consolidated on a
   worldwide basis, or comparable information that permits analysis of the
   bank's financial condition on a worldwide consolidated basis;

   (v) Evaluate prudential standards, such as capital adequacy and risk asset
   exposure, on a worldwide basis. These are indicia of comprehensive,
   consolidated supervision.

   No single factor is essential, and other elements may inform the Board's
   determination.

(4.) See Coutts & Co., AG, 79 Federal Reserve Bulletin 636 (1993); Union Bank of Switzerland, 82 Federal Reserve Bulletin 370 (1996); Swiss Bank Corporation, 82 Federal Reserve Bulletin 690 (1996), and 83 Federal Reserve Bulletin 214 (1997); UBS AG/Union Bank of Switzerland, 84 Federal Reserve Bulletin 684 (1998). Credit Suisse Group, although not a bank, is also subject to consolidated supervision by the Swiss Federal Banking Commission ("SFBC").

(5.) The Board's authority to approve the establishment of the proposed representative offices parallels the continuing authority of the States of Florida, New York, and Texas to license offices of a foreign bank. The Board's approval of this application does not supplant the authority of those states to license the proposed offices of Credit Suisse in accordance with any terms or conditions that they may impose.

ROBERT DEV. FRIERSON

Associate Secretary of the Board