De Novo Bank Charters in 2026: Attainable Reality or Business Fever Dream?
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The OCC is approving more national bank charters than it has in fifteen years. It’s also publishing its reasons for denying applications. Here are five pitfalls to avoid and what an applicant should do if they receive a denial.
Summary
The OCC received only 48 de novo applications in the entire 14 years from 2011 through 2024, including three years with none. In the past 18 months an astounding 40 de novo applications have been filed.
Starting in June 2026, the OCC committed to make every denial decision public. Two have been published so far, in July and August 2026.
Both denial letters point to the same category of failure: unfinished work the organizers expected to complete after approval.
A denial doesn’t bar a future application, but remediation is critical; the OCC expects subsequent filings to explicitly address their reasons for the denial.
Background
In its August 11, 2026 news release (NR 2026-67), the Office of the Comptroller of the Currency (OCC) affirmed that reinvigorating de novo chartering for organizers seeking a national charter remains a priority and commended the FDIC for aligning its own deposit insurance review process. Comptroller Jonathan Gould made the federal government’s position clear: “America and the OCC are once again open for business.” It’s possible that state regulators may follow suit in the future.
The OCC has received 40 de novo applications in the last 18 months, including applications for national trust banks, a charter type it has granted for decades. Compare that to 2011 through 2014, when the agency averaged fewer than four applications a year and in some years received none.
So, is the de novo bank charter an attainable reality or simply a business fever dream?
Securing a de novo national bank charter requires navigating one of the most stringent regulatory hurdles in the financial services sector. The door is open wider than it has been in a generation, but the threshold to walk through it has never been higher.
Denials are now public, and that raises the stakes
For most of the last decade, a failed charter application ended quietly. Organizers withdrew, or the file went dormant, and the market never learned why.
That era is over. In June 2026, the OCC issued Bulletin 2026-27, clarifying how it decides filings under 12 CFR 5.13. The bulletin confirms the agency may approve, conditionally approve, deny, or return a filing as materially deficient. It also states that the OCC plans to make all denial decisions public so the industry can see how the criteria were applied.
The agency followed through within weeks. Two denial letters are now posted on OCC.gov. Each runs several pages, names the specific deficiencies, and is indexed, searchable, and permanent.
For an organizing group, this increases the consequences of a weak filing. The old downside was delay and sunk legal fees. Now the organizers and the public see the same published document describing, in the regulator’s own words, why the board wasn’t qualified or the capital plan wasn’t credible. This information is available for anyone to read, including investors, future regulators, counterparties, and reporters.
Five pitfalls, and what the record shows
Navigating the new de novo landscape requires a clear understanding of the regulatory hurdles that cause applications to fail. The most common pitfalls typically fall into one or more of the following categories.
1. Underdeveloped “Day One” compliance infrastructure
In the record
The July decision, the first of the two published this summer, turned on this point. The agency said it “cannot conclude the proposed national trust bank will have an effective AML/CFT compliance program” until existing deficiencies at the parent were addressed. It also found that the organizers hadn’t adequately addressed key deficiencies in the proposed AML/CFT risk management program itself.
Organizers frequently treat the OCC charter application as an iterative draft, intending to build specific risk controls only after receiving conditional approval. Bulletin 2026-27 speaks directly to that approach. The OCC states it will return a filing as materially deficient where organizers haven’t defined every product and service with particularity, including how each will be operationalized, and haven’t fully defined the governance, risk management, and compliance infrastructure that will manage them.
Read together with the decision above, the agency’s stated expectation is that fully developed, non-generic Bank Secrecy Act and anti-money laundering compliance programs, detailed internal audit structures, and consumer protection frameworks scaled to risk are in place before submission rather than after.
During my time as an OCC Bank Examiner, I routinely saw organizing groups treat the pre-filing phase as a conceptual exercise, assuming they could patch over regulatory gaps during the conditional approval phase. On the evidence of Bulletin 2026-27 and the decisions published since, that assumption has become considerably harder to sustain. The shift falls hardest on tech-savvy fintech entrepreneurs and Banking-as-a-Service (BaaS) disruptors who inherently prioritize market speed, scale, and software efficiency over rigid compliance structures. The recurring weakness in that approach is that the programs are not fundamentally based in risk; instead, they are engineered for transaction volume, slick user interfaces, and frictionless conversion. What the published record now shows is that where a day-one operational roadmap, automated core systems, and partner-facing risk metrics are not fully articulated at the moment of submission, the agency is prepared to return or deny the filing rather than work through the gaps during review.
On that evidence, the heavy lifting of building a compliant institution is not work that can be deferred. From the first day a charter application is reviewed, the three lines of defense, and particularly BSA/AML transaction monitoring, independent internal audit schedules, and third-party risk management (TPRM) oversight, are what the agency is testing against, at the standard rigorous supervisor-level testing would apply.
2. Deficiencies in the qualifications of directors and executives
In the record
Both published denials cite this. In the July decision, the OCC found the organizers failed to select directors and management officials with sufficient experience in AML/CFT requirements, and separately with the fiduciary activities of national banks under 12 CFR 9. In the August decision, the OCC found that the proposed management and board did not demonstrate competence in the bank’s own principal lending product, unsecured credit cards, and did not show they understood how U.S. credit risk differs from the home market they knew. The letter also notes that the proposed President and CEO planned to serve part time and to spend most of the year outside the United States.
Many organizing groups assemble an impressive lineup of fintech entrepreneurs, technology innovators, or revenue generators but lack deep institutional banking experience. Both decisions indicate the OCC evaluates the board and executive team on their direct, practical understanding of U.S. prudential banking regulations, asset-liability management, and fiduciary responsibilities. On the evidence of the published record, commercial strength does not appear to substitute for traditional banking expertise in the agency’s assessment.
3. Inadequate business plans and speculative financial projections
In the record
The August decision documents the OCC’s reasoning here in unusual detail. The agency found the proposed allowance for credit losses sat below other credit card banks it supervises, and that the underlying assumptions were not credible on peer analysis. It found the delinquency rate had been imported from the parent’s home-market projections without support, and that the marketing plan failed to budget for the cost of competing without U.S. name recognition. When the applicant submitted revised projections, no analysis accompanied them.
Applicants often construct business plans around speculative asset growth, unrealistic margin assumptions, or foreign compliance models poorly retrofitted for U.S. regulations. The decision above shows the OCC scrutinizing the financial model’s sensitivity to shifting interest rate environments, funding stress, and localized credit concentrations, and looking for capital adequacy and a path to profitability mapped out under a conservative three-year horizon.
4. Mismanagement of related entity risk and legacy compliance failures
In the record
In the July matter, the applicant’s affiliated money transmitter became subject to a multistate consent order on July 9, 2025, less than a month after the charter application was filed, covering deficiencies in its Bank Secrecy Act and AML/CFT program and carrying a $4.2 million administrative penalty. The OCC was explicit that enforcement actions of that kind inform but do not control a charter decision. What it could not get past was the proposed bank’s stated reliance on the affiliate’s compliance program while that program remained deficient.
The August decision shows the financial version of the same problem. The application proposed $50 million of initial capital, described variously as coming from the founder’s personal holdings and from a dividend paid by a bank the founder controls in the parent’s home market. The OCC found the applicant “never clearly articulated how it would be initially capitalized” or supported its availability. A later revision to $58.3 million arrived without an explanation of the source.
When groups attempt to embed a national bank within a broader fintech, marketplace lending, or complex corporate holding structure, they routinely underestimate the regulatory weight and intense scrutiny placed on parent entities and affiliates. The July decision illustrates this blind spot. On the evidence of that decision, compliance failures, unresolved audit issues, or weak financial standing anywhere in a corporate structure can compromise the bank application, which leaves little room to anchor a new, safety-and-soundness-focused national bank to a deficient, unvetted parent platform.
5. Failure to coordinate regulatory approvals
What changed this month
On August 10, 2026, the FDIC announced a revised two-phase review. Applicants who satisfy relevant requirements receive a contingent authorization within 120 days of the agency receiving the application, setting out pre-opening conditions, followed by final approval within the subsequent 12 months once organizational steps are complete. The FDIC expects most applicants to be able to file concurrently with the FDIC and the chartering authority and intends to coordinate with that authority throughout. The revised procedures apply to deposit insurance applications received after August 15, 2026.
A national bank charter requires concurrent approval from more than one agency. Obtaining a charter from the OCC accomplishes little without securing federal deposit insurance from the FDIC. Organizing groups often skip voluntary pre-filing phases, which leads to mismatched expectations between the two agencies.
The 120-day clock is the part organizing groups should pay close attention to. As the FDIC describes it, the clock is available to applicants who file complete, and does nothing for applicants who file early and plan to fill gaps later.
What to do if your application is denied
A denial isn’t the end of the charter path, and the OCC has said so in writing in both published decisions. Neither letter bars a future application, but both state the agency expects any subsequent application to satisfactorily address the reasons for the denial and otherwise meet the statutory and regulatory factors.
I’ve often reminded discouraged organizers that a charter denial is a structural setback rather than a permanent roadblock. The OCC has explicitly stated in its published decisions that a rejection does not bar a future application. The agency does hold a firm expectation that any subsequent attempt systematically remediates the root causes of that denial while fully satisfying all core statutory and regulatory standards. On the evidence of the record, surviving a second round turns on two factors:
Organizing groups transform the published denial letter into a granular, accountable work plan. A published rejection provides the most precise, transparent supervisory feedback an applicant will ever receive, with every single finding mapped directly to a regulatory factor under 12 CFR 5.20(f), which lends itself to an assigned owner, a dedicated remediation schedule, and documented evidence of completion.
The subsequent filing addresses the entire corporate enterprise rather than just polishing the bank subsidiary’s paperwork. The July decision made this unmistakably clear: where a material risk or compliance deficiency sits at the parent company or tech affiliate level, redrafting the proposed bank’s internal policies does not resolve it. The agency’s position in that decision was that the enterprise-wide compliance architecture is addressed before it evaluates the merits of the bank subsidiary.
What this means for applicants
With the FDIC’s new two-phase review and the OCC’s continued expansion of national trust bank charters, regulators are signaling that America is open for banking business. The de novo national bank charter is an attainable reality, but only for those who accept that the regulatory gate has been transformed from a fluid drafting process into an operational readiness trial. On the evidence of the published record, “Day One” compliance readiness is what separates the two outcomes.
Organizing groups that approach the OCC with a tech-startup mentality, relying on the disruptor’s “move fast and break things” ethos, provisional policy frameworks, and outsourced compliance architectures, are likely to find the de novo application process a costly, multi-million-dollar business fever dream.
For sophisticated organizing groups that build their plans on institutional-grade risk management and robust capital foundations, the regulatory renaissance of 2026 has made securing a charter more financially and strategically viable than it has been in over a decade.
Kaufman Rossin’s risk advisory services team works with financial institutions on the same issues regulators are testing for in de novo review: BSA/AML program design, independent testing, and internal audit and regulatory exam readiness. The team’s anti-money laundering compliance practice performs independent testing of BSA, AML, and OFAC programs, assists with responding to regulatory enforcement actions, and supports look-backs, customer file remediation, and policy and procedure development. Kaufman Rossin also advises financial institutions on consumer regulatory compliance, including preparing for and responding to regulatory examinations and remediation requirements tied to enforcement actions.
Bryant “B.J.” Moravek, CCAS, CAMS, CGSS, is a principal in Kaufman Rossin’s risk advisory services group, where he advises clients on BSA/AML and sanctions compliance and financial crimes investigations. Before joining Kaufman Rossin, he served as a Senior Bank Examiner with the OCC in Washington, D.C., specializing in BSA/AML and sanctions compliance, following prior roles as a Senior Special Agent at FinCEN and a 20-year career as a Supervisory Special Agent with the U.S. Secret Service.
Preparing a de novo charter application or addressing regulatory concerns? Our Risk Advisory team can help you strengthen your compliance framework, prepare for regulatory review, and address potential gaps before they become roadblocks.
Frequently Asked Questions
A de novo bank is a newly chartered institution, organized and built from the ground up rather than formed by acquiring or converting an existing bank. For a national bank or national trust bank, the chartering authority is the Office of the Comptroller of the Currency. An insured national bank also requires deposit insurance approval from the FDIC.
The OCC received 40 de novo applications in the 18 months preceding August 2026. Its published fact sheet records 22 applications and 14 approvals in 2026 through August 5, and 18 applications and 7 approvals in 2025. Across the 14 years from 2011 through 2024 combined, it received 48 applications.
Yes. OCC Bulletin 2026-27, issued June 17, 2026, states that the agency plans to make all denial decisions public so that the industry and other stakeholders can see how the decision criteria were applied. Denials are published as Corporate Decisions on OCC.gov.
An OCC examiner looks for a fully developed, risk-aligned, and immediately operational Anti-Money Laundering and Countering the Financing of Terrorism (AML/CFT) program that satisfies the four traditional pillars of compliance, plus the essential fifth pillar of customer due diligence. For a de novo institution, examiners do not accept boilerplate policies or promises of future implementation. They expect a program designed to be operational on day one, fully mapped to the bank’s specific risk profile.
Two decisions published in July and August 2026 set out the agency’s reasoning. Across the two, the OCC identified applications that did not demonstrate the bank would operate in compliance with law, organizers who lacked sufficient familiarity with national banking laws, boards and management lacking competence relevant to fiduciary activities, AML/CFT requirements, or the bank’s own principal lending product, unresolved AML/CFT deficiencies at an affiliate, insufficient and unsupported capital, and no reasonable expectation of profitability. Both decisions are published as Corporate Decisions on OCC.gov.
Yes. Both published denials state that the denial does not prohibit filing a de novo charter application in the future, and that the OCC would expect a subsequent application to satisfactorily address the reasons for the action.
An applicant may file a written appeal with the OCC’s Ombudsman under 12 CFR 5.13(f). Both published denial letters advise applicants of this right.
On August 10, 2026, the FDIC announced a two-phase review. Qualifying de novo applicants receive contingent authorization within 120 days of the FDIC receiving the application, then final approval within the following 12 months once additional information is provided and organizational steps are complete. The procedures apply to applications received after August 15, 2026.
It refers to having governance, risk management, and compliance infrastructure fully defined and ready to operate at the moment the bank opens, rather than built during or after the review. OCC Bulletin 2026-27 makes clear the agency may return a filing as materially deficient where products, services, and the supporting compliance infrastructure have not been defined with particularity.
The OCC has stated that in many cases over the past 18 months it has issued decisions within 120 days of receiving a complete application. The phrase that matters in that sentence is “complete application.”
Sources
OCC News Release 2026-67, “OCC Commends FDIC Reform, Advances Priority to Reinvigorate De Novo Chartering,” August 11, 2026. occ.gov
OCC, “De Novo Bank Charters” fact sheet (data through August 5, 2026). occ.gov
OCC Bulletin 2026-27, “Filing Decision Process,” June 17, 2026. occ.gov
OCC Corporate Decision, July 21, 2026, and OCC Corporate Decision, August 4, 2026. Published in the OCC’s Interpretations and Decisions index. occ.gov
FDIC, “FDIC Announces New Review Process for Deposit Insurance Applications,” August 10, 2026. fdic.gov
12 CFR 5.13; 12 CFR 5.20; 12 CFR 9.
Jason Chorlins, CPA, CFE, CAMS, CITP, Risk Advisory Services Principal at Kaufman Rossin, one of the Top 50 CPA and advisory firms in the U.S.
Bryant Moravek, CCAS, CAMS, CGSS, Risk Advisory Services Principal at Kaufman Rossin, one of the Top 50 CPA and advisory firms in the U.S.
