February 10, 2026
Jonathan V. Gould
Comptroller of the Currency
Office of the Comptroller of the Currency
400 7th Street SW
Washington, DC 20219
Re: National Bank Chartering and Proposed Amendments to 12 CFR 5.20 (National Trust Banks)
Docket ID: OCC-2025-0768 RIN: 1557-AF47
Dear Comptroller Gould:
The National Community Reinvestment Coalition (NCRC) appreciates the opportunity to comment on the Office of the Comptroller of the Currency’s notice of proposed rulemaking regarding its national trust bank chartering regulation.
NCRC is a network of more than 700 community-based organizations dedicated to creating a nation that not only promises but delivers opportunities for all Americans to build wealth and attain a high quality of life. We work with community leaders and policymakers to advance solutions and build the will to solve America’s persistent racial and socio-economic wealth, income, and opportunity divides, and to make a Just Economy a national priority and a local reality.
In its current form, 12 CFR § 5.20(i) authorizes the OCC to issue a charter to a “special purpose bank that limits activities to fiduciary activities or any other activities within the business of banking.” The proposed rule would amend this language to replace references to “fiduciary activities” with “the operations of a trust company and activities related thereto,” leaving the reference to “any other activities within the business of banking.”
If adopted, the agency’s stated rationale of avoiding “misreadings” likely will result in decreased scrutiny of how far national trust bank charters can be stretched. The proposed change will in effect signal broader permissibility for uninsured financial institutions to use national trust bank charters without the accountability required of insured depository institutions. The proposed change risks giving federal banking charter credibility to institutions whose primary objective is to operate large-scale financial services without accountably.
We urge the OCC to narrow the circumstances under which it will grant a national bank charter. If approved, the proposed change would remove important limits to the OCC’s authority to grant trust bank charters and in the absence of clear definitions of what constitutes trust-related activities, it opens the floodgates to all sorts of entities seeking and obtaining trust charters, without the need to meet any requirements to provide benefits to the community. Accordingly, we request that the OCC not issue any final rule and engage the public on the regulatory arbitrage concerns outlined below.
- Statutes limit trust activities to those that are fiduciary in nature.
The National Bank Act provisions at issue allow institutions engaged in fiduciary activities to receive special purpose bank charters.[1] We are concerned that the OCC’s proposed language will allow for a broad interpretation that undermines the statute’s plain meaning. If implemented, it will create an open-ended vehicle for chartered entities to conduct broad non-fiduciary financial services. While 12 U.S.C. § 27(a) includes the phrase “limited to those of a trust company and activities related thereto,” that phrase cannot be read in isolation. Its meaning is confined by 12 U.S.C. § 92a (“Trust Powers”), which is the operative statutory grant that defines what trust powers national banks may exercise and how the OCC may confer them. Specifically, section 92a authorizes the OCC to issue a special permit allowing a national bank to act as a “trustee, executor, administrator, registrar of stocks and bonds, guardian of estates, assignee, receiver, or in any other fiduciary capacity” in which competing State-chartered institutions are permitted to act under state law (emphasis added).
In essence, the proposal seeks to replace the regulation’s focus on “fiduciary activities” to one that could be read as authorizing a wider range of “trust-adjacent” commercial activities detached from fiduciary duties. As a result, it will invite interpretations that effectively decouple the national trust bank charter from its fiduciary character.
- If amended, the scope of “activities related” to “operations of a trust company” must be narrowly tailored.
The NPRM proposes swapping the phrase “the operations of a trust company and activities related thereto” for “fiduciary activities.” Although 12 CRF § 5.20 contains a definitional section, it does not define the proposed phrase, nor does the NPRM – which also does not establish any limiting principles. In practice, such ambiguity would allow banks with a trust charter to stretch the charter as far as possible including offering consumer products far beyond providing fiduciary and custodial services. If such offerings were to occur, consumers would easily conflate full-service banks with banks who only have a trust charter, causing consumer confusion.
Should the OCC go forward with this proposal, it also must clearly define “activities related thereto” to include only activities that are incidental to trust company operations and to expressly exclude consumer or small-business lending, deposit-taking or deposit-like accounts, and broad payments services unrelated to trust operations.
- OCC should not expand trust charter banks without benefit to communities.
Because the national trust banks receive the privileges and credibility of a federal bank charter, the OCC should require a public interest framework to ensure chartered banks produce measurable benefits for consumers and communities. Otherwise, it risks becoming a vehicle for charter arbitrage where companies obtain the bank label without any accountability to communities.
In addition, we urge the OCC to seek public input and conduct additional analysis regarding the following:
- whether the OCC expects an increase in national trust bank applications or conversions if the proposed language is finalized;
- whether the OCC anticipates a change in the mix of trust bank charter applicants (including affiliates of large commercial or fintech firms);
- the implication for communities if national trust banks will serve as shells for large fintech or crypto platforms;
- whether there are guardrails to ensure that national trust banks do not become vehicles primarily for regulatory arbitrage; and,
- how the OCC will ensure that supervision and accountability keep pace with the scale and complexity of non-fiduciary operations enabled by the grants of trust bank charters to nonbanks.
The proposed change comes at the expense of consumer protection and accountability. We urge the OCC to seek additional public input and conduct additional analysis regarding the above issues and not finalize the proposal.
Thank you for the opportunity to offer our input on this proposed change to national trust bank chartering regulation. If you have any questions, please contact me at jvantol@ncrc.org, or Tara Flynn at tflynn@ncrc.org.
Thank you for your consideration.
Sincerely,
Jesse Van Tol
President and CEO, NCRC
[1] 12 U.S.C § 92a (a); 12 U.S.C § 27 (a).
