This page is intentionally left blank State of Georgia Department of Banking and Finance ANNUAL REPORT For Year Ending December 31, 2024 Brian P. Kemp Governor Kevin B. Hagler, CEM Commissioner Table of Contents Message from the Commissioner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Organizational Structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 Financial Institution Supervision . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 State-Chartered Banking Statistics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 State-Chartered Bank Financial Summary . . . . . . . . . . . . . . . . . . . . . . . . . . 6 State-Chartered Credit Union Statistics . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 State-Chartered Credit Union Financial Summary . . . . . . . . . . . . . . . . . . . . . . 8 Examination Districts and Work Areas (Map) . . . . . . . . . . . . . . . . . . . . . . . . 9 Non-Depository Financial Institution Supervision . . . . . . . . . . . . . . . . . . . . . 10 Mortgage Licensee Statistics . . . . . . . . . . . . . . . . . . . . . . . . 10 Money Service Businesses Statistics . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 Installment Lender Statistics . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Administration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Fiscal Year Receipts and Disbursements . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Summary of Activities for State-Chartered Financial Institutions and Other Entities . . . 14 Regulated by or Licensed by the Department of Banking and Finance During 2024 Benefits of the State Charter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 M e s s ag e f ro m t he Commissioner Georgia's financial services industry demonstrated tenacity, grit, and resolve in the aftermath of Hurricane Helene, quickly reestablishing services in deeply impacted areas even when it meant relying on generators for power, satellite or cellular services for connectivity, and in some cases manual procedures. This resilience was even more impressive when recognizing that many of the personnel driving the recovery were simultaneously dealing with personal property damage and power outages at home. The Department recognizes that true recovery takes much longer than clearing debris and reestablishing power, and we remain committed to providing flexibility to financial institutions while they work with their impacted borrowers. Despite the devastating economic impact of the Hurricane, banker sentiment surveys throughout the year showed an increase in optimism reflecting preferred monetary and regulatory policy at the federal level, and improved business conditions and profitability. The Department's regulatory findings were consistent with a strong, safe and sound financial industry meeting the needs of Georgians. State-chartered banks headquartered in Georgia declined slightly to 114 due to merger and acquisition activity, though total assets under supervision rose to $138 billion. State-chartered credit unions also declined slightly to 36 after three mergers but total assets remained largely unchanged at $31 billion. Of particular interest, the Department approved the Merchant Acquirer Limited Purpose Bank (MALPB) application of a subsidiary of Fiserv, Inc. in 2024 and we eagerly anticipate the operation of this innovative charter. The number of mortgage loan originators licensed in the state declined modestly from last year and is now in line with licensing levels prior to the mortgage refinance boom that began in 2020. Mortgage lenders and brokers, on the other hand, continue a long trend of modest increases. The number of money transmitters and installment lenders licensed in Georgia remained largely consistent. The Department's collaborative efforts with representatives of the banking, credit union, and nondepository industry resulted in the enactment of the Department's housekeeping bill (HB 876, Bruce Williamson of the 115th) for the 2024 legislative session. Page 1 2024 Annual Report M e s s ag e f ro m t he Commissioner The bill revised statutory provisions related to the majority of entities regulated by the Department banks, credit unions, merchant acquirer limited purpose banks, installment lenders, mortgage lenders and brokers, and money service businesses. Of particular interest, the bill made modifications to organizational requirements as well as beginning operational thresholds for MALPBs in an effort to make the charter more attractive. Kevin B. Hagler, CEM Commissioner The remainder of this page intentionally left blank. 2024 Annual Report Page 2 Organizational Structure The Department of Banking and Finance (Department) is the state agency that regulates and examines Georgia state-chartered banks, holding companies, credit unions, and trust companies. The Department also has responsibility for the supervision, regulation, and examination of merchant acquirer limited purpose banks (MALPBs) chartered in Georgia. In addition, the Department has regulatory and/or licensing authority over mortgage lenders, mortgage brokers, mortgage processors, and mortgage loan originators, as well as installment lenders, check cashers, money transmitters, and foreign banking organizations conducting business in Georgia. The Department is headed by a Commissioner who is appointed by the Governor to serve a four- year term. Functionally, the Commissioner reports directly to the state's Chief Financial Officer, who reports to the Governor. Commissioner Kevin B. Hagler is assisted by Senior Deputy Commissioner Oscar "Bo" Fears. The Department's operations are divided along functional lines: Financial Institution Supervision, Non-Depository Financial Institution Supervision, Legal Affairs, and Administration. Each of these divisions is headed by a Deputy Commissioner. Page 3 2024 Annual Report Financial Institution Supervision STATE-CHARTERED BANKING STATISTICS At the end of 2024, the number of Georgia state-chartered banks totaled 114, representing a net decrease of three banks from the previous year. The net decrease resulted from three state- chartered banks being merged or acquired out of existence. A five-year financial performance summary for Georgia state-chartered banks can be found on Page 6 of this Report. BANK HOLDING COMPANIES A total of 99 bank holding companies were supervised by, or registered with, the Department at the end of 2024, representing a net change of two from 101 in the previous year. MERCHANT ACQUIRER LIMITED PURPOSE BANKS (MALPB) The Department approved the Merchant Acquirer Limited Purpose Bank (MALPB) application of a subsidiary of Fiserv, Inc. in 2024. TRUST COMPANIES Trust activities continue to be conducted principally by bank trust departments. There is one statechartered non-depository trust company in Georgia that is an independent trust company (Reliance Trust Company, Atlanta). 2024 Annual Report Page 4 Financial Institution Supervision STATE-CHARTERED BANKING STATISTICS As shown in the table below, Georgia state-chartered commercial bank assets under supervision remained fifteenth in the country by the end of 2024 (savings banks not included in totals below). The table is sorted by total state charter assets and dollar figures are in millions. Page 5 2024 Annual Report Financial Institution Supervision State-Chartered Bank Financial Summary 2024 Annual Report Page 6 Financial Institution Supervision STATE-CHARTERED CREDIT UNION STATISTICS The number of Georgia state-chartered credit unions decreased by three to a total of 36. Through year-end 2024, state-chartered credit union assets increased by roughly $235 million to roughly $31.3 billion, as compared to approximately $3.7 billion in total assets for federally-chartered credit unions in Georgia. A five-year financial performance summary for Georgia state-chartered credit unions can be found on Page 8 of this Report. Page 7 2024 Annual Report Financial Institution Supervision State-Chartered Credit Union Financial Summary 2024 Annual Report Page 8 Financial Institution Supervision Examination Districts and Work Areas The above map is primarily for the purpose of exhibiting geographical district boundaries based on current institution assignments. However, some districts may have institutions assigned in other areas of the state due to multibank holding companies and/or district workload and scheduling issues. Note: District 3 was merged into Districts 1 and 2 on December 31, 2010. Page 9 2024 Annual Report Non-Depository Financial Institution Supervision MORTGAGE LICENSEE STATISTICS Article 13 of Chapter 1 of Title 7 of the Official Code of Georgia Annotated (O.C.G.A.) requires all persons who transact business as a residential mortgage lender, broker, processor or loan originator be licensed with the Department, unless they are exempt. At the end of 2024, active mortgage licensees totaled 28,256, representing a net decrease of 1,180 or roughly 4 percent from the previous year. 2024 Annual Report Page 10 Non-Depository Financial Institution Supervision MONEY SERVICE BUSINESSES STATISTICS Unless otherwise exempt, anyone that engages in the cashing of payment instruments for a fee must be licensed by the Department under Article 4A of Title 7 of the O.C.G.A. Unless otherwise exempt, anyone that engages in money transmission must be licensed by the Department under Article 4 of Chapter 1 of Title 7 of the O.C.G.A. At the end of 2024, the number of money service businesses (MSB) licensed by the Department totaled 971 a net decrease of 18 licensees from the previous year. The Sellers/Issuers of Payment Instruments license type was consolidated into Money Transmitters in 2023. Page 11 2024 Annual Report Non-Depository Financial Institution Supervision INSTALLMENT LENDER STATISTICS Chapter 3 of Title 7 of the O.C.G.A. requires a person that makes consumer installment loans of $3,000 or less to be licensed with the Department unless such person is expressly exempt from licensure. At the end of 2024 the number of installment lenders licensed by the Department totaled 171, a net increase of 2 licensees from the previous year. 2024 Annual Report Page 12 Administration FISCAL YEAR 2024 RECEIPTS AND DISBURSEMENTS NOTE: Revenues of the Department are collected and remitted to the Office of the State Treasurer. The level of the Department's expenditures is subject to the state's budgetary process. Page 13 2024 Annual Report SUMMARY OF ACTIVITIES FOR STATE-CHARTERED FINANCIAL INSTITUTIONS AND OTHER ENTITIES REGULATED BY OR LICENSED BY THE DEPARTMENT OF BANKING AND FINANCE DURING 2024 FINANCIAL INSTITUTION OR LICENSEE Totals 12/31/2023 Opened Registered Li- Converted censed Merged Closed Liquidated Dereg- istered Totals 12/31/2024 BANKS 117 0 0 -3 0 114 TRUST COMPANIES 1 0 0 0 0 1 MALPBS 0 0 0 0 0 0 CREDIT UNIONS 39 0 0 -3 0 36 BANK HOLDING COMPANIES (Supervised and/or Registered) 101 2 0 -4 0 99 MONEY TRANSMITTERS 249 22 0 0 -26 245 CHECK CASHERS 740 69 0 0 -83 726 FOREIGN BANK AGENCIES AND BRANCHES 0 0 0 0 0 0 DOMESTIC INTERNATIONAL BANKING FACILITIES 0 0 0 0 0 0 FOREIGN BANK REPRESENTATIVE OFFICES 5 1 0 0 0 6 INSTALLMENT LENDERS MORTGAGE BROKERS MORTGAGE LENDERS 169 29 0 1,137 276 0 926 98 0 0 -27 171 0 -215 1,198 0 -93 931 MORTGAGE LOAN ORIGINATORS 27,373 6,155 0 0 -7,401 26,127 2024 Annual Report Page 14 Benefits of the State Charter $ Local, Responsive, and Timely Decision Making State-chartered financial institutions have access to local decision makers in Georgia who are familiar with their unique marketplace and competitive environment. Decision makers in our Atlanta office and in field offices located around the state are easily reached for timely responses to questions and concerns from state-chartered institutions. $ Local Community and Market Knowledge Examination staff live in the districts where they work and are familiar with the local markets and communities. The Department's culture promotes decision-making by staff that have first-hand knowledge of your financial institution but with quick access for escalation to the Commissioner, when necessary, to ensure responsive and timely action on issues of concern to you. $ Effective Regulation and Supervision The Commissioner believes that all financial institutions deserve right-sized regulation and supervision scaled to their size, complexity, and risk profile. The Department is nationally accredited through the Conference of State Bank Supervisors (CSBS) and the National Association of State Chartered Credit Union Supervisors (NASCUS) to ensure that "best practice" regulation and supervision principles are implemented. Supervisory activities of the Department are conducted in coordination with federal and other state regulators, as applicable, through joint examinations and interstate cooperative agreements to deliver a seamless supervisory experience that minimizes duplication and regulatory burden. $ Efficient Regulation and Supervision Annual regulatory fees and assessments to cover costs of the Department's regulation and supervision activities are typically far less than those charged to comparable federally-chartered financial institutions. $ Powers Comparable or Superior to Federal Charters State-chartered financial institutions frequently enjoy powers that equal or exceed those available to federally-chartered financial institutions. To maintain competitiveness of the state charter, the Department routinely assesses laws and regulations, in coordination with the industry and our federal regulatory peers, to identify opportunities to expand powers or reduce unnecessary regulatory burden. O.C.G.A. 7-1-296 and 7-1-671 provide that a state-chartered bank or credit union may exercise any power available to a similar federally-chartered financial institution so long as the bank or credit union provides advance notice and the Department offers no objection to the exercise of such power. Firm, but fair, right-sized regulation and supervision are guiding principles for promoting safe, sound, competitive financial services in Georgia. Page 15 2024 Annual Report Our Mission is to promote safe, sound, competitive financial services in Georgia through innovative, responsive regulation and supervision. Our Vision is to support vibrant economic growth and prosperity in Georgia. 2990 Brandywine Road, Suite 200 Atlanta, Georgia 30341-5565 Phone: (770) 986-1633 Toll-free: (888) 986-1633 DEPARTMENT OF BANKING AND FINANCE Visit us on the web at: dbf.georgia.gov