The U.S. Chamber of Commerce (Chamber) Center for Capital Markets Competitiveness (CCMC) submits these comments in response to the Federal Deposit Insurance Corporation’s (FDIC) recently proposed corporate governance and risk management standards (Proposal).The Chamber has long advocated for effective corporate governance policies that strengthen investor confidence and help businesses and financial institutions compete in an increasingly competitive economy.

However, the Chamber believes that the Proposal would weaken, not strengthen, the corporate governance of banking institutions and make it more difficult for directors to perform their critical duties. The Proposal blurs the line between the responsibilities of directors and management, includes certain expectations for boards based upon vague criteria, improperly imposes new federal requirements that would preempt or conflict with existing state law, and would impose prescriptive mandates on individual board members that will distract them from focusing on the long-term performance of the institutions they oversee.