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State of Georgia
Department of Banking and Finance
ANNUAL REPORT
For Year Ending December 31, 2019
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

Administration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12

Fiscal Year Receipts and Disbursements . . . . . . . . . . . . . . . . . . . . . . . . . .

12

Summary of Activities for State-Chartered Financial Institutions and Other Entities . . .

13

Regulated by, Licensed by, or Registered with the Department of Banking and Finance

During 2019

Benefits of the State Charter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

14

Message from the
Commissioner

The Department proudly celebrated its 100th anniversary this year. On August 16, 1919, Governor Hugh M. Dorsey signed legislation creating the State Department of Banking, and on January 1, 1920, the Department opened its doors under the leadership of Superintendent of Banks T.R. Bennett. Prior to the creation of a stand-alone banking department, the Banking Bureau and its examiners operated under the State Treasurer. In 1972, a statutory reorganization renamed the State Department of Banking to the current Department of Banking and Finance, and the title of superintendent was replaced with commissioner. This reorganization, which recognized that the Department's purview had extended well beyond banking regulation, is why the Department's seal indicates that the Department was formed in 1972 as opposed to 1919. The Department's first Annual Report included the following quote from Superintendent Bennett "When the first Acts were passed (1890 and 1907), there were fifty-two banks operating in the State, having total assets of about $25MM, and adequate laws were not enacted until thirty years later, when the banking assets of State Banks and Trust Companies had reached over $350MM. Therefore, none could better realize the vital importance of a Department of Banking and proper supervision, than the bankers of the State; not only for the protection of bankers, but that the patrons of banks should have protection of the State in handling of their funds." It is important to note that the Department's mission has remained consistent over these one hundred years as we continue to work hard each day to support a safe and sound banking environment that benefits the citizens of Georgia and promotes economic development.
Georgia's banks performed well in 2019 with strong asset growth and earnings, and we welcomed two de novo banks with the opening of Tandem Bank, Tucker, in September, and Loyal Trust Bank, Johns Creek, in November. The bank portfolio also saw a high level of merger activity highlighted by the acquisition of SunTrust Bank, Atlanta by BB&T, Winston-Salem, North Carolina, which garnered significant national attention as the largest banking merger since the Great Recession. This merger alone accounts for the significant shift in the bank summary financials contained in this report.
Credit unions in the state continued to grow and now represent over $21 billion in total assets under the Department's supervision. In January we welcomed Go Energy Financial Credit Union (f/k/a GEMC Credit Union), Tucker, to the family of state-chartered credit unions.
Growth in the non-depository portfolio remained strong in 2019 with a 5% increase year-over-year in the total number of licensees driven by demand for mortgage loan originator licenses. Mortgage lenders, brokers, loan originators, and registrants totaled 19,756 at the end of the year. The number of licensed money service businesses remained relatively stable on the whole with a slight decline

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2019 Annual Report

Message from the
Commissioner
in the number of check cashers and an uptick in the number of sellers of payment instruments, which is directly attributable to the growth in fintech companies. The Department's continued work with the credit union task force, a public/private partnership with the credit union industry, along with collaborative efforts with representatives of the banking industry and the non-depository industry resulted in the enactment of the Department's housekeeping bill (HB 185, Bruce Williamson of the 115th) for the 2019 legislative session. The bill revised statutory provisions related to the majority of entities regulated by the Department banks, credit unions, mortgage lenders and brokers, mortgage loan originators, and money service businesses as well as certain provisions addressing the Department's general powers. Generally speaking, the revisions focused on modernizing the Code and eliminating antiquated requirements or provisions found in Title 7. Of particular interest, in an effort to ensure that consumers' deposits maintain federal insurance when a credit union acquires a bank, the bill provides that if a bank is acquired by a credit union the bank's customers are deemed members of the credit union upon consummation of the transaction.
Kevin B. Hagler, CEM Commissioner

2019 Annual Report

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Organizational Structure
The Department of Banking and Finance (Department) is the state agency that regulates and examines Georgia state-chartered banks, state-chartered credit unions, and state-chartered 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, brokers, processors, and loan originators, as well as check cashers, sellers of payment instruments, money transmitters, international banking organizations, and bank holding companies conducting business in Georgia.
The Department is headed by a Commissioner who is appointed by the Governor to serve a fouryear 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 Steve Pleger. 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.
DEPARTMENT OF BANKING AND FINANCE

Kevin B. Hagler COMMISSIONER
Steve Pleger Senior Deputy Commissioner

FINANCIAL INSTITUTION SUPERVISION
(Banks, MALPBs, Credit Unions, Trust Companies, Foreign Banking Organizations, Holding Companies; Financial Institutions
Applications, Chartering)
Melissa K. Sneed Deputy Commissioner for
Supervision
Page 3

LEGAL AFFAIRS
(Legislative Drafting & Rulemaking/Legal Interpretation, Administrative Proceedings)

NON-DEPOSITORY FINANCIAL INSTITUTION SUPERVISION
(Mortgage Brokers, Lenders, Processors, Loan Originators, Money Service Businesses)

ADMINISTRATION
(Human Resources, Accounting, and Budget)

Oscar B. Fears, III Deputy Commissioner for
Legal Affairs

Rod Carnes Deputy Commissioner for Non-Depository Financial
Institutions

Renee Martin Deputy Commissioner for
Administration
2019 Annual Report

Financial Institution Supervision

STATE-CHARTERED BANKING STATISTICS
At the end of 2019, the number of Georgia state-chartered banks totaled 128, representing a net decrease of 11 banks from the previous year. While two new state-chartered banks opened in 2019, the net decrease resulted from 12 state-chartered banks merging out of existence and one statechartered bank self-liquidating. A five-year financial performance summary for Georgia statechartered banks can be found on Page 5 of this Report.

Georgia Banks by Type of Charter
200

175

159

150

125

149

145

139

128

100

75

50

24

25

12

22 12

20 12

20 10

22 10

0

2015

2016 State Charter

2017 National Charter

2018 Federal Thrift/Savings Bank Charter

2019

BANK HOLDING COMPANIES

A total of 106 bank holding companies were supervised by, or registered with, the Department at the end of 2019, representing a decrease of eight from 114 in the previous year. This decline is attributed to the bank merger activity mentioned above.

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).

REPRESENTATIVE OFFICES OF BANKS AND BANK HOLDING COMPANIES
A representative office is an office established by a bank, a bank holding company, or an agent or subsidiary of either for the purpose of conducting activities other than a banking business. A representative office is not considered to be a main office or a branch office. There were 50 representative offices registered in Georgia at the end of 2019, unchanged from the prior year.

FOREIGN BANKING ORGANIZATIONS
Four international representative offices were registered with the Department at the end of 2019. This number is unchanged from the prior year.

2019 Annual Report

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Financial Institution Supervision
STATE-CHARTERED BANKING STATISTICS As shown in the table below, Georgia state-chartered commercial bank assets under supervision decreased as a result of SunTrust's merger with BB&T (North Carolina) to twelfth in the country by the end of 2019 (savings banks not included in totals below). The table is sorted by total state charter assets and dollar figures are in millions.

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2019 Annual Report

Financial Institution Supervision
State-Chartered Bank Financial Summary

2019 Annual Report

Page 6

Financial Institution Supervision
STATE-CHARTERED CREDIT UNION STATISTICS
The number of Georgia state-chartered credit unions increased by one to a total of 48 and statechartered credit union assets grew by roughly $1 billion to a total just over $21 billion at the end of 2019. A five-year financial performance summary for Georgia state-chartered credit unions can be found on Page 7 of this Report.

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2019 Annual Report

Financial Institution Supervision
State-Chartered Credit Union Financial Summary

2019 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.

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2019 Annual Report

Non-Depository Financial Institution Supervision
MORTGAGE LICENSEE AND REGISTRANT STATISTICS Article 13 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 or registered with the Department, unless they are exempt. At the end of 2019, active mortgage licensees and registrants totaled 19,756, representing a net increase of 881 or roughly 5 percent from the previous year. The year-over-year increase is largely due to heightened demand for mortgage loan originator licenses, which reflects the continuation of a longer-term trend.

2019 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 the sale of payment instruments or money transmission must be licensed by the Department under Article 4 of Title 7 of the O.C.G.A. At the end of 2019, the number of money service businesses (MSB) licensed by the Department totaled 1,031, a net decrease of nine licensees from the previous year.

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2019 Annual Report

Administration
FISCAL YEAR 2019 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.

2019 Annual Report

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SUMMARY OF ACTIVITIES
FOR STATE-CHARTERED FINANCIAL INSTITUTIONS AND OTHER ENTITIES REGULATED BY, LICENSED BY, OR REGISTERED
WITH THE DEPARTMENT OF BANKING AND FINANCE DURING 2019

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2019 Annual Report

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.

2019 Annual Report

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Our Mission is to promote safe, sound, competitive financial services in Georgia through innovative,
responsive regulation and supervision.
Our Vision is to be a willing and able partner with our regulated entities in order 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