At a bank, only people the board has named may say yes to a large loan. The board writes down who may approve what: a loan officer up to a personal limit, a credit officer above that, a loan committee above that, and the directors for the biggest loans and for loans to the bank's own directors and officers. Loan approval workflow is the path from a finished credit write-up to a recorded decision: finding the right approver, answering their questions, holding the vote, and recording who decided, why, and on what conditions.
This guide is for anyone who approves, presents, records or pays for commercial credit decisions: chief credit officers, approving officers and committee members, relationship managers, credit analysts, committee secretaries and credit administration, loan review, and the leaders deciding whether to automate the work. No background needed.
Imagine you are the chief credit officer of a $4.6 billion community bank in Dayton, Ohio. You may approve loans up to $15 million on your own signature. Above that, the Senior Loan Committee you chair decides, up to $40 million. It meets every Tuesday at 10:00 a.m.
On Wednesday, October 7, 2026, at 9:12 a.m., your analyst finishes the credit memo for Tarrow Precision Components, a machine shop that wants $23.0 million to buy a competitor. Page 3 of the memo puts the bank's total exposure to the relationship at $33.2 million. The loan system tells a slightly different story.
Credit memo · p. 3
Borrower
Tarrow Precision
Facilities
Term, revolver, equipment
Relationship
$33.2M
Related companies
None listed
Loan system · same owners
Also owed
Tarrow Building LLC
Owners
Grace and Owen Tarrow, 100%
Loan
$2.6M on the plant
Relationship
$35.8M
Your limit $15MCommittee limit $40Mboth totals go to committee this time.
Here the missing $2.6 million changes nothing about who decides. On a smaller deal it would: a memo that says $14.0 million when the truth is $16.6 million sends a loan to you that only the committee may approve. The memo also lists three exceptions, places where the deal breaks the bank's own lending rules, and the chief financial officer will vote no.
A careful approval process finds the related loan before the deal goes to an approver, names every exception before the vote, and records why each member voted as they did.
Lending authority, loan committees and the record of a credit decision
Who may say yes, how a bank adds up what it is owed, insiders and conflicts, exceptions to policy, the committee and its minutes, the 2026 rules, how long it all takes and what goes wrong, explained without selling anything. If you are new to commercial credit, start here.
01 · In plain words
The commercial loan approval process: who says yes, and how the decision is recorded
When a business asks a bank for a loan, two separate jobs have to happen. First someone works out whether the loan is a good one. A credit analyst reads the company's tax returns and financial statements, works out whether its cash can carry the payments, and writes it all up in a document called the credit memo. Then someone with the power to commit the bank's money has to read that memo and decide. This guide is about the second job: getting from a finished memo to a decision that the right people made, for reasons they wrote down.
That power to decide belongs to the bank's board of directors, which hands it out in writing. The written list is the approval authority matrix. The fictional bank used throughout this guide lets a loan officer approve up to $1 million, a senior lender up to $3 million, a regional credit officer up to $7.5 million and the chief credit officer up to $15 million. Above that, a loan committee of senior officers votes. The largest loans, and loans to the bank's own directors and officers, go to the board or a committee of directors. The Federal Reserve's examination manual describes the same ladder: limits for every lending officer, and group limits that let "a combination of officers or a committee to approve larger loans than the members would be permitted to approve individually".1
Finding the right rung on the ladder is harder than it sounds. The limit applies to everything the bank is owed by the borrower and the companies tied to it, so a related company's loan that the memo forgot can send the deal to someone who may not approve it. Then there are the bank's own rules, the credit policy. A loan that breaks one of them, say more debt than the policy allows, is approved as an exception, which someone with enough authority must accept by name, with a reason. And if a director of the bank has an interest in the borrower, federal law says the whole board must approve in advance while that director stays out of the vote.2
After the yes comes the record. A committee writes down who was there, how each member voted and why, who stepped out, and what conditions the loan must meet before money moves. Those minutes are among the first things a bank examiner asks for. The Office of the Comptroller of the Currency (OCC), which supervises national banks, published a new lending booklet for its examiners in 2026, and its sample request list asks each committee that oversees credit for its "meeting minutes for the last 12 months".3 Done well, the approval leaves a record a stranger can follow. Done by email, the reasons end up scattered across the members' inboxes.
A $23 million request, from the ask to the recorded decision
The borrower asksTarrow Precision Components asks for $23.0 million to buy Ardent Tool & Die. The relationship manager gathers the papers.
An analyst underwrites itSpreads, cash flow, collateral, a risk rating and a credit memo with three exceptions to policy. Finished Wednesday, October 7.
The deal is routed and decidedThe whole relationship is added up, the right approver found, members' questions answered, the vote taken with reasons and conditions, the minutes written.
Conditions are met and the loan closesThe borrower's largest customer must consent to the contract passing to the merged company before any money moves.
The record outlives the dealExceptions go on a register the board reviews. Examiners and loan review read the minutes and the file months later.
Step 3 is the subject of this guide. The bank, the companies, the people and the figures in this example are fictional.
Lending limits count the whole relationship, and other surprises
The limit counts the whole relationship
An officer's limit is measured against everything the borrower and its related companies owe, usually including unused lines. A $5 million request from a borrower who already owes $12 million is a $17 million decision.
Committees reshape the loans they approve
The vote is often on a changed loan. In a randomized study of credit committees at a Colombian small-business lender, 92% of approvals were for an amount different from the one requested.4
"Majority of the entire board" counts seats
Loans to a bank's own directors and officers above a federal threshold, set by Regulation O, need a majority of all directors, whether or not they attend, and the interested director must stay out of the discussion as well as the vote.2
The delays you can see are queues
Nobody publishes how long a finished memo waits for a decision. What teams can point to are queues: an approver who is away, a pack re-sent, the next meeting date.
Delegated lending authority: how a board hands out the power to approve loans
In shortEvery approval is the board's power, delegated through the lending policy to named people and committees, each with a limit. The OCC lists three ways to do it (individual, laddered or joint, and committee) and says each trades speed and accountability against shared judgment. It does not prefer one. Small banks send large loans much higher up than large banks do.
The OCC's lending booklet, rewritten in 2026, defines the term in one sentence: "Lending authorities describe who is authorized to approve loans, make changes in terms, and grant exceptions to policy." Limits "can be set as a dollar threshold or as a percentage of capital".3 Three powers sit in that sentence, and a matrix needs all three. Approving a new loan is the obvious one. Changing the terms of an existing loan, such as extending a maturity or releasing collateral, is the second. Granting an exception is the third, and the easiest to forget when the matrix is written.
Three ways to delegate, and what each costs
One person
Individual authority
An officer approves alone, up to a personal limit. The OCC: "typically faster and establishes clear accountability but can create undue credit risk if a lender's ethics, knowledge, or experience are inadequate for his or her authority".3
Two or more people
Laddered or joint authority
Signatures add up: two officers together approve more than either alone. Individuals have "escalating levels of approval based on the size of the loan, exceptions to policy, borrower history, risk rating, and other factors".3
A group that votes
Committee authority
Committees "allow for shared knowledge and reinforce the credit culture but can diminish accountability and can slow a bank's responsiveness". The board itself "generally reviews and approves any commercial loan large enough to adversely affect the bank's financial condition".3
The OCC adds one more piece: an independent approver, such as a senior credit officer "whose primary goal is credit quality", can "introduce more objectivity to the loan approval process". Then it declines to choose: "The OCC does not recommend one approach over another."3 What examiners do check is narrower and harder. In the booklet's words, they "should determine if the documentation and analysis are sufficient to make an informed credit decision, and that the approver had sufficient authority based on the bank's established limits".3
The Federal Reserve's manual says how limits are usually set. An officer's limit "is usually based on his or her experience, tenure, and past adherence to the bank's loan policy", and the policy "should describe the manner in which loans will be approved and ultimately reported to the board of directors, as well as the frequency of any loan committee meetings".1 Credit unions have the same rule in regulation: a commercial loan policy must set "levels of loan approval authority commensurate with the individual's or committee's proficiency in evaluating and understanding commercial loan risk".5
Small banks send big loans higher
The FDIC's survey of about 1,300 banks6 shows how differently banks of different sizes delegate. Almost every bank lets a first-level lender sign a $25,000 small-business loan alone. By $1 million the paths part: about one small bank in eight still leaves it with the first level, against nearly a third of large banks.7 In the survey, small means under $10 billion of assets.6
Signature authority thins out faster at small banks as loans grow
Share of banks that let a first-level lender approve a small-business loan alone, by loan size
Banks under $10 billionBanks of $10 billion or more
The FDIC's explanation is proportion: "a $1 million loan is a larger share of assets to a small bank than to a large bank and thus may merit a larger degree of scrutiny." The consequence is that a community bank's chief executive, chief credit officer and directors carry a heavy approval load. In the same survey 76% of small banks involve an executive in small-business loan decisions and 62% involve a board member or the whole board when a loan is large and complex enough, against 42% and 9% at large banks.7
The matrix is the board's, the decisions are named people's. A board can lower or withdraw any limit at any time, and examiners test whether each approver had the authority, whether or not the loan went on to perform. That is why the version of the matrix in force on the day of each approval matters as much as the matrix itself.
03 · The rules and their dates
The rules behind a commercial loan approval, and what changed in 2026
Status as of October 2026
In shortNo federal rule says who at a bank must approve an ordinary commercial loan. The law draws two hard lines, the legal lending limit and Regulation O for insiders, and the supervisors examine everything else against the bank's own written policy. In 2026 the OCC replaced its lending handbook, the model risk guidance was rewritten, and the Federal Reserve proposed the first full rewrite of Regulation O since 1979.
Two texts behind loan approval changed in 2026, and Regulation O is out for comment
1992Real estate lending guidelines
Loans above the supervisory loan-to-value limits are identified, reported to the board at least quarterly and kept within 100% of capital.
Jun 2020Credit risk review guidance
Loan review samples credits approved as exceptions to policy and stays independent of loan approval.
Jun 2023Third-party guidance
Using a vendor does not reduce the bank's responsibility for the work.
Apr 17, 2026SR 26-2 replaces SR 11-7
Spreadsheet arithmetic and fixed rules fall outside the definition of a model; generative AI is outside the guidance's scope.
Jun 25, 2026New OCC lending booklet
Replaces the 1998 booklet; sets out lending authorities, exception tracking and the committee records examiners request.
Jul 31, 2026Regulation O rewrite proposed
The prior board approval threshold for insider credit would rise from $500,000 to $2 million.
Nov 4, 2026Comments close
On the Federal Reserve's proposal and the FDIC's companion proposal, both extended from October 5.
Written lending authorities; an approver with "sufficient authority based on the bank's established limits"; exceptions identified, approved and tracked; 12 months of committee minutes and the latest report package on the examiners' sample request list.3
Issued June 25, 2026, replacing the 1998 booklet12
Federal Reserve examination manual
Limits for every officer and for group authority; the frequency of loan committee meetings in the policy; each exception's reason "detailed in writing and submitted for approval to a designated authority".1
Current
Regulation O, 12 CFR 215.4(b)
Advance approval by "a majority of the entire board" for insider credit above the threshold; the interested party abstains; joining the discussion counts as taking part in the vote.2
Loans to one borrower within 15% of capital and surplus, plus 10% more if fully secured by readily marketable collateral.17
In force
Real estate lending guidelines
Loans above the supervisory loan-to-value limits identified, reported to the board at least quarterly, and kept within 100% of total capital, 30% for commercial, multifamily and farm property.8
In force
Safety and soundness standards, 12 CFR 30 App. A
Loan documentation that will "Enable the institution to make an informed lending decision and to assess risk".18
In force
NCUA, 12 CFR 723.4
Approval authority matched to proficiency, and "A process to identify, report, and monitor loans approved as exceptions".5
In force, credit unions
Regulation B, 12 CFR 1002.9
Notice to the business when credit is refused, including approval on terms the business did not ask for and does not accept.19
In force
SR 26-2 and the third-party guidance
Model risk rules for statistical models; arithmetic and fixed rules excluded. Vendors leave the bank's responsibility unchanged.11,10
April 17, 2026; June 9, 2023
What the 2026 Regulation O proposal would change
On July 31, 2026 the Federal Reserve Board proposed rewriting Regulation O, which it said had not been comprehensively updated since 1979. The proposal "updates outdated thresholds" and "indexes them to economic growth going forward".13 The staff memo lists the change that matters most for approval workflows: the size of an insider credit that needs the board's prior approval would rise "from $500,000 to $2 million". The exception for unsecured "other purpose" lending to executive officers would rise from $100,000 to $400,000.14
The FDIC proposed the same increases for the banks it supervises.16 Both agencies first set an October 5 deadline and then extended it: comments on both proposals close November 4, 2026.15,16,20 One law firm's summary notes that the proposal would make clear that "every director with an interest in the transaction must abstain".21
Until a final rule is published, the current numbers apply. Today a bank needs a majority of its entire board to approve in advance any credit that takes an insider's total above the higher of $25,000 or 5% of capital and surplus, and in every case above $500,000.2 For the fictional bank in this guide, with $468 million of capital and surplus, 5% is $23.4 million, so the $500,000 line is the one that applies.
04 · The authority matrix
What goes in an approval authority matrix, and what sends a loan up a level
In shortA matrix has one row per approver and one column per rule that can change the answer: the limit, what it is measured on, what happens to a weak risk rating, an exception or an insider, and how long the approver has. Most banks add a level for size and for weak debt service coverage. A matrix that says "larger or riskier credits go to committee" cannot be applied the same way twice.
The matrix is credit policy in table form. The board approves it, credit administration keeps it, and examiners test approvals against the version in force on the day. Here is the one used throughout this guide, from a fictional $4.6 billion bank with $468 million of capital and surplus.
Approver
Limit, aggregate exposure
Risk rated 6 or worse
With a policy exception
Clock
Loan officer
$1.0 million
Committee
One level up
1 day
Senior lender
$3.0 million
Committee
One level up
1 day
Regional credit officer
$7.5 million
Committee
One level up
2 business days
Chief credit officer
$15.0 million
Committee
Decides it
3 business days
Senior Loan Committee
$40.0 million, the house limit
Decides it
Decides it, with a reason
Next Tuesday meeting
Directors' Loan Committee
$70.2 million, the legal limit
Decides it
Decides it, with a reason
Monthly meeting
Fictional: Brennwood Bank & Trust's matrix, version 12, effective July 1, 2026. Under Regulation O, credit that takes an insider's total above $500,000 needs the board's approval in advance, whatever this table says.
Six decisions behind every matrix
1
Who decides
Individuals, joint signatures, committees, or a mix. Name each approver by role, and say who may change an individual's limit.
2
How big each limit is
A dollar amount, or a share of capital that moves with the bank. Set a house limit below the legal limit for the largest relationships.
3
What the limit is measured on
The new money, the loan, or the whole relationship with related companies, guarantors and unused lines. Write the rule in words anyone could apply.
4
What moves a deal up
A weak risk rating, an exception, a new industry, a borrower outside the market area. Say how far each moves it.
5
How insiders are handled
Regulation O sends insider credit above the threshold to the board in advance. The matrix should say so, and say who keeps the insider list.
6
How long each approver has
A clock per level and what happens when it runs out: a reminder, then the next approver. Few written policies set one.
What adds a level of approval at most banks
The FDIC asked banks which features of a small-business loan add a level of approval. Size came first, as expected. Weak debt service coverage came second, at two banks in three, which means the analyst's ratio can decide the route as surely as the amount. Being a good customer rarely takes a level away: only 21% of banks would lower the levels for a good deposit relationship and 26% for a good loan relationship.7
Size and weak coverage add approval levels at most banks
Share of banks saying each feature adds levels of approval to a small-business loan
The levels add up. Asked the most levels a large, complex small-business loan with policy exceptions could need, 41% of banks said three, 20% four, 6% five and 6% six or more. Only 5% decide even that loan with a single level or an automated decision.7
Seven banks in ten say a complex loan with exceptions can need three or more approval levels
Share of banks, by the most levels of approval a large, complex small-business loan with policy exceptions could need
Two columns are most often missing. "Measured on" is left to habit, so two officers add up the same relationship differently. "Who may change it" is left unsaid, so a limit raised for one deal stays raised. Both gaps show up when examiners compare a sample of approvals with the matrix the board approved.
05 · Adding up the exposure
Aggregate exposure and the legal lending limit: the sum that decides the approver
In shortApproval limits are measured on the whole relationship: every loan and unused commitment to the borrower and to the companies and people tied to it. The legal lending limit uses a narrower test written in federal rules; the bank's approval policy may add up more widely, and usually does. The most common routing error is a related company's loan left out of the sum.
Take the example from the top of the page. Tarrow Precision Components asks for a $20.0 million term loan to buy Ardent Tool & Die and an increase in its revolving line from $6.0 million to $9.0 million: $23.0 million of new money. The memo adds the existing $4.2 million equipment loan and arrives at $33.2 million. The loan system also holds a $2.6 million mortgage on the plant, made to Tarrow Building LLC. That company is owned outright by the same two people who own Tarrow Precision, so the bank's policy treats it as related. The relationship is $35.8 million.
The plant loan is 7% of the relationship, and it was the part the memo left out
Tarrow relationship after the new money, by facility
New term loan, $20.0MRevolving line, $9.0MEquipment loan, $4.2MPlant loan to Tarrow Building LLC, $2.6M
Relationship, $35.8M$20M$9M$4.2M
Fictional example from this guide
Show the numbers
Relationship
New term loan, $20.0M
Revolving line, $9.0M
Equipment loan, $4.2M
Plant loan to Tarrow Building LLC, $2.6M
Relationship, $35.8M
$20M
$9M
$4.2M
$2.6M
Against the bank's matrix, both totals land in the same place, above the chief credit officer's $15 million and inside the Senior Loan Committee's $40 million. That is luck. Shift every number down by $19.2 million and the memo would say $14.0 million, inside the chief credit officer's own limit, while the true relationship would be $16.6 million, outside it. She would sign a loan she had no authority to approve, and nothing in the file would show it.
Tarrow's $35.8 million clears every personal limit and lands under the committee's
Each approver's limit against the relationship, fictional bank
Loan officer$1M
Senior lender$3M
Regional credit officer$7.5M
Chief credit officer$15M
Tarrow relationshiprelated loan included$35.8M
Senior Loan Committee$40M
Legal lending limit$70.2M
Fictional example from this guide
Show the numbers
Approver
Limit
Loan officer
$1M
Senior lender
$3M
Regional credit officer
$7.5M
Chief credit officer
$15M
Tarrow relationship
$35.8M
Senior Loan Committee
$40M
Legal lending limit
$70.2M
Two tests that are easy to confuse
The law's test
The legal lending limit
A national bank may lend one borrower up to 15% of its capital and surplus, plus another 10% "if the amount that exceeds" 15% "is fully secured by readily marketable collateral".17 Separate federal combination rules decide when two borrowers count as one. No approver at any level can approve above it.
The bank's test
Aggregate exposure for approval
The bank's own policy decides what counts toward an approver's limit, and it can add up more widely than the law: common owners, guarantors, unused lines. The Fed notes that committees set their thresholds on "either the loan or the aggregate debt to the borrower".1
The insider test
Regulation O aggregation
Credit to an insider is added to credit to the insider's related interests, meaning companies the insider controls, before the board approval threshold is tested.2,22
The legal lending limit, worked
Brennwood reports $468 million of capital and surplus. Fifteen percent is $70.2 million, the most it may lend Tarrow on ordinary security. Another $46.8 million would be allowed only for exposure fully secured by readily marketable collateral, such as listed securities, which a machine shop secured by equipment, inventory and receivables does not have.17 Tarrow's $35.8 million is 51% of the legal limit. The bank's house limit of $40 million is 57% of it, a cushion the board chose so that no single relationship reaches the legal edge.
Breaches are personal. In February 2025 the OCC banned a former chief credit officer and a former chief lending officer of BancCentral, N.A., in Alva, Oklahoma, for "failing to secure cash collateral required for certain new market tax credit loans … which caused the bank to violate its legal lending limit".23 The approvals had conditions. The conditions were never met. A well-run approval carries its conditions all the way to funding.
What counts toward the sum. Write the rule in words a system or a new hire can apply: for example, "every commitment, used or not, to the borrower, its guarantors, and any entity in which an owner of 20% or more of the borrower owns 20% or more." "Related parties" alone leaves the boundary to whoever adds it up that day.
06 · Insiders and conflicts
Regulation O, recusals and conflicts: who has to leave the room
In shortCredit to a bank's own directors, executive officers and principal shareholders, and to companies they control, needs the board's approval in advance above a threshold, on terms no better than strangers get, and the interested party must stay out of the discussion and the vote. Banks apply the same discipline to members with other conflicts, and to the officer who brought the deal. The minutes must say who stepped out.
Regulation O defines an insider as an executive officer, director or principal shareholder, and a related interest as "A company that is controlled by that person" or a political or campaign committee the person controls.22 Above the threshold, the credit must be "approved in advance by a majority of the entire board of directors", and "The interested party has abstained from participating directly or indirectly in the voting". The regulation closes the obvious loophole: "Participation in the discussion, or any attempt to influence the voting … constitutes indirect participation in the voting."2 A draw on a line the board approved within the previous 14 months needs no fresh vote.2
The Federal Reserve expects the approval to be "documented within the board's minutes".1 The OCC's examiners check that "the abstention was noted in the board of directors' minutes", which the OCC treats as prudent practice although the regulation does not require it in those words.24
A director whose company borrows stays out of the debate as well as the vote
Who may take part in a committee or board decision on a loan; the director row applies above the Regulation O threshold
YesBank policy decidesNo
Hears debatePresentsVotesMember with no interestYesYesYesOfficer who brought the dealYesYesBank policy decidesMember with a business tieBank policy decidesBank policy decidesBank policy decidesDirector whose company borrowsNoNoNo
In August 2022 the Federal Reserve fined EagleBank $9.5 million for violating its insider lending regulation. Between 2015 and 2018 the bank extended nearly $100 million of credit to entities its chief executive owned or controlled "without making appropriate disclosures to, or obtaining required approvals from, a majority of the bank's board of directors", and its supervision of lending staff failed to stop him taking part in matters where he had a conflict.25 The weakness was in the routing and the record, the two places an approval workflow controls.
Recusal, abstention and dissent are different things
Recusal
Stepping out of the item
Because of a conflict. The member leaves the discussion and the vote, and the minutes say so. Some banks have the originating officer present the deal and then recuse from the vote.
Abstention
In the room, casting no vote
A member who heard the debate and chose to sit the vote out. Without a recorded reason, an examiner may ask why.
Dissent
A vote against
The clearest evidence that the committee challenged the deal. Recorded with the member's name and reason, it protects the committee as much as the member.
Credit to insiders must also be on terms "substantially the same" as comparable credit to outsiders, under no less strict underwriting.2 The workflow's job is to make sure the right people approve in advance; whether the terms pass is the credit officers' job.
07 · Policy exceptions
Approving exceptions to credit policy: naming them, justifying them, tracking them
In shortAn exception is a decision to lend outside the bank's own credit policy. Supervisors accept them when they are named in the approval, justified, approved by the right authority and tracked on a register the board sees. What worries examiners is an exception nobody named, and a pile of exceptions nobody added up.
The OCC's 2026 booklet is plain about it: "Examiners should not criticize a loan solely because it has an exception." Sound practice "generally includes identifying, approving, and tracking exceptions", and underwriting exceptions "are typically documented in the credit approval, generally along with justification or mitigating factors, and approved by the appropriate person(s) or committee".3 The Fed's manual adds that "The directors' loan committee or a similar body should review and approve all exceptions at reasonable intervals".1
Three exceptions on one deal
Exception
Policy
The deal
The mitigant proposed
Senior leverage
3.00× EBITDA at most for acquisition finance at risk rating 4 (§4.3.2)
3.35×: $32.2M of senior debt on $9.6M of combined EBITDA, no synergies counted
Covenant of 3.50× at close, stepping to 3.00× by December 31, 2027; 50% of excess cash flow repays the loan above 3.00×
Limited guaranty
Unlimited personal guaranties from owners of 20% or more (§5.1.4)
Grace Tarrow (68%) guarantees $10.0M, half the term loan; Owen Tarrow (32%) none
Her guaranty becomes unlimited if senior leverage passes 3.75×
Customer concentration
No customer above 25% of revenue (§4.6.1)
Corvane Aerospace: $20.2M of $69.6M pro forma revenue, 29%
Supply agreement to 2029; the customer's consent to its transfer before closing
Fictional, from the example. Senior funded debt at close: $20.0M term loan + $8.0M drawn on the revolver + $4.2M equipment loan = $32.2M.
Each exception has a mitigant the memo can point to. Together they describe a more leveraged borrower, dependent on one customer, with less personal support behind it. The OCC has a name for that: risk layering, when "a combination of risk factors … may, in aggregate, convey a higher level of risk than the individual risk factors would suggest".3 A committee that votes on exceptions one at a time can miss it. A good pack puts them side by side.
Exceptions slow the review at most banks
Seven banks in ten say a policy exception slows the review
Share of banks saying each feature lengthens the review of a small-business loan application
The register is where single decisions become a pattern. The OCC tells examiners to "determine whether the bank tracks and analyzes exceptions in a thorough and timely manner and whether corrective action follows when necessary". It reads the pattern both ways: "an excessive volume or a pattern of exceptions could signal an unintended or unwarranted relaxation of underwriting practices", while "The absence of policy exceptions could indicate the policy is overly broad". And it warns that "when aggregated, even well mitigated exceptions can increase portfolio risk significantly".3 Banks commonly set exception limits "as a percentage of the loan portfolio and capital", in aggregate, by portfolio and by type, and "Some banks track exceptions by loan officer, broker, or dealer".3
Named at approval
Underwriting exceptions
Decisions to lend outside policy. Listed in the memo with their section and size, approved by name.
Found later
Unidentified exceptions
Ones nobody named. The OCC: "often the result of errors, miscalculations, breakdowns in the pre- or post-closing review process, or system failures".3
Real estate
Supervisory LTV exceptions
Loans above the interagency loan-to-value limits: reported to the board at least quarterly, within 100% of total capital and 30% for commercial property.8
Loan review closes the loop. The 2020 interagency guidance tells credit risk review to include "those credits approved as exceptions to policy" in its sample, and to be staffed by people who "are not part of or influenced by individuals associated with the loan approval process".9 A reviewer who finds an exception the approval never mentioned has found two problems.
08 · The committee and its minutes
How a loan committee meets, votes and writes minutes an examiner can follow
In shortA committee runs in a fixed order: agenda closes, pack goes out, questions come in, the chair confirms a quorum and asks for conflicts, each deal is presented and questioned, members vote with reasons, conditions are set, and the secretary writes minutes the committee approves at its next meeting. Supervisors want minutes that record each vote and abstention and show real deliberation.
Banks commonly run two tiers. A senior or officers' loan committee meets weekly and decides relationships up to a house limit. A directors' loan committee of board members meets less often, takes the largest relationships and insider credit, and reviews the exceptions and reports sent up from below. The OCC's guide for directors gives a board credit committee the job to "approve loans as outlined in the bank's lending policy for credits involving large dollar amounts relative to the bank's size and capital levels" and to "monitor the loan portfolio's performance, exceptions, and the [allowance]".26
One meeting, item by item
The agenda closes at a fixed time, for example 5:00 p.m. the Friday before a Tuesday meeting. A memo finished later waits a week.
The pack goes out to every member: memo, spreads, appraisal, exceptions. When a number changes, the corrected page and the date it went out belong in the file. The OCC's guidance for boards says the record should include "all materials distributed".26
Quorum and conflicts come first. Members with an interest declare it before any deal is discussed.
Each deal is presented and questioned, then members vote: approve, approve with conditions, decline. The count must add up.
Minutes are drafted, checked against the record, signed by the chair and approved at the next meeting. Exceptions go to the register and conditions to closing.
The vote on the example deal
Seven voting members, a quorum of four. The officer who brought the deal presented it and stepped out of the vote under the bank's policy, leaving six voting, so a majority meant four approvals. Five approved with conditions. The chief financial officer declined, and gave his reason: "Leverage and one customer on the same deal. I would want the full guaranty."
Five approvals, one decline, one member out: the count the minutes must show
Senior Loan Committee vote on the Tarrow acquisition loan
5–1one recused
Approve with conditions5
Decline1
Recused, presented only1
Fictional example from this guide
Show the numbers
Vote
Members
Approve with conditions
5
Decline
1
Recused, presented only
1
The committee added a fourth condition at the meeting: the largest customer's written consent to its supply contract passing to the merged company, before any money is advanced. That condition came from a question the chief financial officer asked the night before. The answer was that the contract allowed assignment only with consent, and the consent was not in the file.
What good minutes contain
The OCC's guidance for directors sets the standard. "Minutes should record the attendance of each director, other attendees, and directors' votes or abstentions." They should "include sufficient information to reflect that directors were fully informed about the relevant facts, carefully deliberated the issues, provided credible challenge when necessary". They should be "presented for approval at the next meeting".26 The Fed adds that most committees review new loans "either before or after funding", so a committee's minutes carry both its decisions and the loans it saw after the fact.1
Weak
"Approved after discussion"
Records the outcome and nothing else. It cannot show challenge, and it turns a split vote into a unanimous one by the time it reaches the board.
Better
"Approved 5–1, one recused"
The count adds up and the recusal is visible. It still leaves an examiner asking what the dissent was about.
Strong
Each vote with its reason
Name, vote and reason in the member's own words, the questions that shaped them, the exceptions approved and the conditions set, each traceable to the file.
Committee time is scarce. No US figure is published, but a randomized trial at a Colombian small-business lender gives a sense of it: committees spent an average of 4.68 minutes per application and saw about 15 a day.4 A US committee spends longer on a $23 million acquisition, but its members read the pack at night alongside their day jobs.
Economists who study lending describe the problem plainly: a committee "has limited time and attention to devote to each decision" and needs information "boiled down to what is important".27 Most large banks also ask for "some sort of written justification of the grade as part of the loan approval package", so the committee approves the risk rating along with the loan.28
09 · How long approval takes
How long a commercial loan approval takes, and why big loans wait longest
In shortMost US banks approve a typical small-business loan within two weeks, but four in ten say a large, complex loan can take more than 20 business days. Those are the loans that climb to committees and boards. Nobody publishes how much of that time is analysis and how much is waiting for an approver or a meeting.
The FDIC asked each bank three questions: the fewest business days it needs for a small and simple loan, the days a typical loan takes, and the most a large and complex loan takes. The typical case is quick. More than three quarters of banks approve their typical small-business loan within ten business days.7,6
Most banks approve a typical small-business loan within two weeks
Share of banks, by business days to approve their typical small-business loan
The large and complex end is different. Asked the most a loan could take, 27% of banks said 21 to 30 business days and 13% said more than 30.7 Those are the loans with several levels of approval, policy exceptions and a committee date to wait for.
Four banks in ten say their most complex loans take more than 20 business days
Share of banks, by the most business days a large and complex small-business loan can take
Banks know their customers care about speed: in the same survey they ranked lending speed second only to customer service in importance to small-business customers.7 Vendor figures for commercial deals run longer, and come without data behind them: one software vendor's 2026 press release says "intake-to-decision on a commercial credit still runs 30 to 45 days" at a typical community bank, and a 2020 vendor survey of more than 300 lenders found nearly a third saying it took five to seven weeks to close a commercial loan.29,30 Both cover more than the approval itself.
The committee calendar sets the floor
Weekly
Up to five business days
A memo finished just after the agenda closes waits a full week for the next meeting, before anyone asks a question.
Twice a month
Up to ten business days
Common at smaller banks. The pack may be read once, then sit.
Monthly
Up to a month
Typical for a directors' committee. A deal that misses the date, or comes back with a question, loses a month.
What nobody publishes. We found no public figure for the days between a finished credit memo and a decision, the share of those days spent waiting, how often committees meet across banks, or how long minutes take to write. Date-stamp your own memos and decisions for one quarter and you will know more than any survey.
10 · What goes wrong
Eight ways a loan approval goes wrong, and the cases that show what they cost
In shortApproval failures cluster in the joins between systems: the loan system that holds a related company's loan, the insider list, the matrix in force, the conditions that never reach closing. Few of them are arithmetic. Three published cases show where such failures lead: a penalty, bans, and a failed bank.
What goes wrong
Why it happens
What it costs
1 · A related loan left out of the total
Common owners under another name; a guaranty given elsewhere; a participation still counted
The wrong approver, with nothing in the file to show it
2 · An insider or related interest missed
A director's new company; an undisclosed interest; the list kept in another department
Side questions answered one inbox at a time; minutes written days later
No record of challenge; hours rebuilding it for examiners26
8 · Members reading different versions
The pack re-sent after a number changed
A vote on figures some members never saw
Fix the common failures that do the most harm first
Our placement of the eight failures; replace with what your loan review finds
Harm when it does →
Rare, serious: hard stops
Fix first
Watch
Automate
Insider approvalRelated loanCondition unmetUnnamed exceptionAuthority driftReasons in emailRecusal unminutedPack versions
How often it happens →
Illustrative · replace with your own numbers
Show the numbers
Item
How often it happens (0–1)
Harm when it does (0–1)
Insider approval
0.10
0.80
Related loan
0.80
0.72
Condition unmet
0.30
0.64
Unnamed exception
0.80
0.56
Authority drift
0.10
0.52
Reasons in email
0.80
0.30
Recusal unminuted
0.25
0.20
Pack versions
0.80
0.12
Three cases from the public record
Insiders · 2022
EagleBank
$9.5 million Federal Reserve penalty. Nearly $100 million to entities the chief executive owned or controlled, without required approvals from a majority of the board; a former chief executive banned.25
Conditions · 2025
BancCentral, N.A.
Two former senior credit officers banned by the OCC after cash collateral that certain loans required was never secured, putting the bank over its legal lending limit.23
Authority · 2017
First NBC Bank
The chief executive's lending authority "reached an excessive $13 million" in 2009; the board cut it to $5 million, then raised it to $7.5 million despite supervisory concerns. The bank failed in 2017, with an estimated $996.9 million loss to the deposit insurance fund.31
All three turned on approvals that never happened, authority that was too broad, or conditions that were never met. Each began as a failure of routing or record-keeping, the part of the approval a workflow controls, and only then became a failure of judgment.
11 · The market and the trend
The US business lending market in 2026, and who approves most of it
In shortUS banks held $2.54 trillion of commercial and industrial loans at June 30, 2026. Banks under $10 billion hold about 13% of them, but they are 96% of the banks, and they send large loans to executives and directors. After net tightening in almost every quarterly survey since mid-2022, banks reported unchanged standards for business loans in mid-2026.
At June 30, 2026 there were 4,238 FDIC-insured institutions. Community banks were 90% of them, and 2,395 were in the FDIC's "commercial lenders" group, whose business, construction and commercial real estate loans exceed 25% of their total assets.32 Business loans grew $46.6 billion in the second quarter.32
Banks under $10 billion hold about 13% of US business loans
Commercial and industrial loans held by FDIC-insured institutions, by bank size, June 30, 2026
Credit conditions changed during 2026. The April survey of senior loan officers found banks had, "on balance", tightened standards on business loans to firms of all sizes.33 By July, banks reported "basically unchanged standards" for firms of all sizes and "stronger demand for C&I loans from large and middle-market firms".34 More demand under steady standards means more deals reaching approvers.
Banks stopped tightening business loan standards by mid-2026
Net share of banks tightening standards on C&I loans to large and middle-market firms, by survey
A positive number means more banks tightened than eased. Survey dates are when banks answered; each survey covers roughly the quarter before.
12 · Automation and AI
Automation and AI in credit approval: what software may do, and what stays with people
In shortAutomated approval exists, but for small loans: auto-approval is rare above $250,000 even at large banks. For commercial credit the decision belongs to people the board named. Software can add up, route, check, retrieve, draft and record. The 2026 model guidance leaves arithmetic and fixed rules outside its definition of a model and generative AI outside its scope, so the controls for reading documents come from the bank's own policy and its vendor oversight.
The OCC's booklet notes that "Many banks automate approval processes for certain loan types (e.g., automobile loans, credit cards, or small business loans)", and that "Models used for credit underwriting and decisioning should be subject to sound model risk management".3 The FDIC survey shows how far that goes for business loans.7
Automated approval stays with small loans, even at large banks
Share of banks, small-business lending, excluding credit cards and government-guaranteed loans
Large banks using a credit-scoring model46%
Large banks that would auto-approve a $25,000 loan28%
Large banks that would auto-approve a $250,000 loan11%
Small banks using a credit-scoring model9%
Large banks that would auto-approve a $1 million loan1%
Large banks that would auto-approve a $25,000 loan
28%
Large banks that would auto-approve a $250,000 loan
11%
Small banks using a credit-scoring model
9%
Large banks that would auto-approve a $1 million loan
1%
Where approval software sits under the 2026 model guidance
On April 17, 2026 the Federal Reserve, OCC and FDIC replaced the 2011 model risk guidance. SR 26-2 defines a model as a method that applies "statistical, economic, or financial theories", and the term "excludes simple arithmetic calculations, such as those found within spreadsheets, as well as deterministic rule-based processes". A footnote calls generative AI, and AI built to take actions on its own, "novel and rapidly evolving" and puts both outside "the scope of this guidance". The letter is "expected to be most relevant to banking organizations with over $30 billion in total assets".11
Adding up a relationship and applying a board-approved matrix is arithmetic and rules. Reading a supply agreement to answer a member's question is neither, and its controls must come from elsewhere.
Most of an approval workflow is arithmetic and rules; the decision stays with people
Our reading of each step: is it arithmetic or fixed rules, does it read documents, and does a person decide?
NoPartlyYes
Fixed rulesReads filesPerson decidesAdd up the relationshipYesPartlyNoApply the authority matrixYesNoNoCheck quorum, insiders, recusalsYesNoPartlyList exceptions against policyYesPartlyYesAnswer members' questions from the fileNoYesPartlyDraft the minutes from the recordPartlyPartlyYesApprove, decline, set conditionsNoNoYes
Banks are taking "a measured approach" to newer forms of AI, "with usage generally limited to specific use cases with guardrails and human-in-the-loop accountability to manage risk."36
Federal Reserve · July 2026
Credit decisions carry more risk
Vice Chair for Supervision Bowman: AI used "in a way that has more direct impact on credit decisions affecting individual customers—presents more substantial legal compliance challenges than other AI use cases".37
Interagency · 2023
The bank stays responsible
"the use of third parties does not diminish or remove banking organizations' responsibilities to ensure that activities are performed in a safe and sound manner and in compliance with applicable laws".10
Approval rules software cannot change
Authority is personal. The board delegated it to named people and committees. A recommendation from software is an input to their decision.
Answers need sources. A member who relies on an answer must be able to open the page it came from, and "the file does not say" must be an allowed answer.
Reasons must be statable. When a committee declines a business, or approves on terms the business did not ask for and does not accept, Regulation B treats it as adverse action, and the bank must be able to give the reasons.19
Records belong to the bank. Examiners ask the bank itself for the minutes and the approval files, whoever hosts them.3,10
13 · How teams do it today
How banks run loan approvals today: who is involved, the hand-offs, and where the days go
In shortThe analyst finishes the memo, someone adds up the exposure and picks the approver, the secretary builds the pack and the agenda, members ask questions by email, the committee votes, and the secretary writes the minutes days later. Most of the elapsed time is spent waiting in one of those hand-offs.
Who takes part in a loan approval, CCO to secretary
CC
Chief credit officer
Owns the authority matrix and the credit policy, approves within a personal limit, often chairs the senior committee, answers to the board and examiners for exceptions.
Cares about: what is waiting on whom, and why the bank said yes.
RM
Relationship manager
Brings the deal and presents it, usually without a vote on it. Fields the borrower's calls while the decision is pending.
Cares about: an answer before the borrower's deadline.
CA
Credit analyst
Writes the memo and answers members' questions, often the same one several times.
Cares about: questions answered once, from the file.
CM
Committee members
Senior officers, sometimes directors, who read the pack at night and vote with their names on the record.
Cares about: seeing the downside case and the exceptions together.
CS
Committee secretary
Usually in credit administration. Builds the agenda and the pack, records attendance and votes, writes the minutes, files the exceptions.
Cares about: minutes that need no chasing.
LR
Loan review and audit
Test approvals afterwards, independent of the people who approved them.9
Cares about: a file a stranger can follow.
A finished memo's five stops before the decision
A finished memo changes hands five times before the decision is on record
1Memo finished
Spreads, cash flow, risk rating and recommendation.
Credit analystDay 0
2Exposure added up and routed
Relationship total, related companies, the matrix, the agenda.
Credit administration or the chief credit officerHours to days
3Pack sent
Memo and attachments to each approver; re-sent when a number changes.
Committee secretaryBefore the agenda closes
4Questions by email
Members ask; the analyst answers one inbox at a time.
Members and analystDays
5Vote
Quorum, conflicts, presentation, votes and conditions.
The committeeAt the next meeting
6Minutes and register
Minutes drafted, signed and approved; exceptions entered; conditions sent to closing.
Secretary, chair, credit administrationDays after
Illustrative · replace with your own numbers
Show the numbers
Step
What happens
Who
Time
Memo finished
Spreads, cash flow, risk rating and recommendation.
Credit analyst
Day 0
Exposure added up and routed
Relationship total, related companies, the matrix, the agenda.
Credit administration or the chief credit officer
Hours to days
Pack sent
Memo and attachments to each approver; re-sent when a number changes.
Committee secretary
Before the agenda closes
Questions by email
Members ask; the analyst answers one inbox at a time.
Members and analyst
Days
Vote
Quorum, conflicts, presentation, votes and conditions.
The committee
At the next meeting
Minutes and register
Minutes drafted, signed and approved; exceptions entered; conditions sent to closing.
Secretary, chair, credit administration
Days after
Waiting fills most of a committee deal's 16 days
Most of a committee deal's 16 business days are spent waiting
Estimated split of business days from finished memo to recorded decision, one fictional bank, 2025
Adding up exposure and routingWaiting unseen with an approverRe-sending the pack, side questionsWaiting for the meetingChasing reasons for the record
16 business days1.5 days5 days4 days4 days1.5 days
Illustrative · replace with your own numbers · An estimate; no public source splits approval time this way. Date-stamp your own deals for a quarter.
Show the numbers
Adding up exposure and routing
Waiting unseen with an approver
Re-sending the pack, side questions
Waiting for the meeting
Chasing reasons for the record
16 business days
1.5 days
5 days
4 days
4 days
1.5 days
Only a small part of that time is anyone working on the deal. The rest is queues: a deal with an approver on leave, a pack re-sent because a figure moved, a question waiting on the analyst, a meeting date. The same estimate gives a day and a half to adding up the relationship and finding the approver, work that depends on knowing which entities belong together.
Inboxes, loan system, meeting software or approval workflow tools
1 · Email
Inboxes and a tracker
Memos as attachments, a spreadsheet of deals in approval, minutes typed afterwards.
Strength
Free and familiar
Strain
No one can see what is waiting on whom; reasons scattered
2 · Origination system
The approval step of the loan system
Routing by amount, electronic signatures, a decision field.
Strength
One record with the loan
Strain
Committees, questions and minutes often happen outside it
3 · Board portal
Meeting software
Packs, agendas and minutes for boards and committees.
Strength
Version control of the pack
Strain
Handles meetings, with no view of exposure, exceptions or the matrix
4 · Approval software
Dedicated approval workflow tools
Routing by matrix, clocks, votes, exception registers; some now answer questions from the file.
Strength
The whole stretch from memo to record
Watch for
Sources for every answer, and people deciding every vote
Part B · See it working
Botminds Loan Approval Workflow at a Dayton bank's Tuesday loan committee
Part A described the work without naming a product. This part shows how Botminds does it, at a fictional $4.6 billion community bank in Dayton, Ohio, with a seven-member Senior Loan Committee that meets every Tuesday. Every company, person, number and document in the screens is sample data.
14 · One deal, start to finish
The Tarrow acquisition loan through committee: the related loan, the route, the vote and the signed minutes
In shortThis is the example from the top of the page, inside the product. Six agents add up the relationship, route the deal, list the exceptions, answer members' questions from the file, keep the clock and draft the minutes. Renata Okafor, the chief credit officer, chairs the committee; the members vote with their reasons; Lena Whitford, the secretary, checks the minutes and Renata signs them.
1
Two minutes after the memo, the related loan is found
Pooja Ranganathan, the senior credit analyst, finished the Tarrow memo on Wednesday, October 7 at 9:12 a.m. Two minutes later the deal router had added up the relationship facility by facility. The memo said $33.2 million. The router found Tarrow Building LLC's $2.6 million plant loan, owned by the same two people, and put the relationship at $35.8 million.
It shows the route against the bank's matrix, version 12: above the chief credit officer's $15.0 million, inside the Senior Loan Committee's $40.0 million, 51% of the legal lending limit. The insider and conflict checker found no director's interest; the originating officer presents but does not vote.
The route. Every facility in the sum, the related loan the memo left out marked, and the committee the matrix requires.
2
Members' questions answered from the file, with citations
Six questions came in during the week. The last two arrived on Monday evening. Mark Delacroix, the chief lending officer, asked where the deal left manufacturing concentration. Howard Stiles, the chief financial officer, asked whether the customer's supply agreement could pass to the merged company.
The committee question answerer searched 412 pages in 23 documents. Manufacturing would reach 112% of capital against a 150% limit. The agreement, at §14.2, passes only with the customer's written consent, and the consent was not in the file. The answer said so and suggested it as a condition. A person adds conditions; the agent only suggests.
Questions from members. Each step the answerer took, how long it took, and the answer with its source, including the gap it found.
3
On Tuesday morning, the committee room is ready
Renata opens the committee room before the meeting. Quorum is met, seven of seven confirmed with four needed; all three items sit inside the committee's $40 million authority. On the Tarrow item, each member's seat shows when they read the pack. Ben Castellano's seat is marked recused because he brought the deal.
The checks before the vote are listed: quorum, authority with the related loan added, the recusal, no insiders, four of six questions answered, and three conditions from the memo with the customer's consent suggested. The two overnight answers are pinned to the deal as drafts, each with a button that sends it to the members.
The committee room. Today's committee with every seat at the table, the checks before the vote, and the answers pinned to the deal.
4
Anyone can ask the file in plain words
At 8:45 a.m. Renata types a question: "How much of the revolver is drawn at close?" The answer comes back pinned to the deal with two citations: $8.0 million of the $9.0 million line, so $1.0 million stays available for working capital.
Then she asks something the file cannot answer: "What is Ardent's backlog today?" The reply says it is not in the credit file and has not been guessed, and pins the question for the relationship manager to answer before the vote.
Ask the file. One answer with its citations, and one marked "not in the file" and routed to a person.
5
The seats fill as members vote, each with a reason
The customer's consent goes on the table as condition 4, and the vote opens. Renata, Samuel Reyes, Mark Delacroix and Alicia Moreno approve with conditions, and the meter fills at four of four needed. Howard Stiles declines: "Leverage and one customer on the same deal. I would want the full guaranty."
Diane Kowalczyk, head of special assets, approves only with the consent before closing. The item is decided at 10:24 a.m., 5–1 with one recused, and the row turns green: authority met, minutes drafted.
The vote, live. Each seat shows its member's vote; the meter counts approvals against the majority of the six voting.
Decided. The decision with the dissent in the member's own words, and the minutes written section by section from the record as each event happened.
The memo was finished on a Wednesday and decided the following Tuesday. The solution's design target is four days from a finished memo to a recorded decision, against the sample bank's 2025 median of 16 business days. Both are targets and sample figures, to be measured on your own deals.
15 · Every screen
The rest of the approval desk: ratios, exceptions, votes, minutes, record, board and rules
In shortOne deal is the story. These screens show the rest: the ratios against policy, the exceptions with their sections, every vote with its reason, the conditions, the signed minutes, the decision record an examiner reads, the board of every deal waiting, the authority matrix with a route calculator, the exception register and the rules as settings.
Ratios against policy. Each measure beside the policy section that sets its limit, marked exception or within policy.
Exceptions with their sections. Two of the three shown: the size of each, the proposed mitigant, the documents behind it and the vote that approved it.
Votes with reasons. Every member's vote in their own words, the decline and the recusal included.
Conditions. Three from the memo and one added at the meeting, each with where it came from.
The minutes, signed. Drafted from the recorded votes, reasons and conditions, checked by the secretary, signed by the chair as a true record.
The decision record. Every request, route, question, vote and condition on the relationship since 2011, with exposure by facility and each past decision's approver.
The approval board. Thirteen deals waiting on a decision, $103.6 million requested, by stage, each with its approver and clock. One is past its clock: a $6.8 million renewal, nine days with an approver who is out of office.
The authority matrix. The board's matrix and each person's limit, with a calculator that shows where any deal would go under the same rules the router uses.
The exception register. Every approved exception with its section, approver and age, supervisory loan-to-value exceptions against capital, and the count by approver.
Your rules. Clocks, committees, quorum, the agenda cut-off, recusals, reasons and signatures as settings. Changes are versioned and need the chief credit officer.
Select any screen to open it larger. The bank, borrowers, people and figures are fictional. A few screens open only at the size shown, because the rest of the screen carries sample text this guide does not use.
16 · Agents, and who decides
Agents route the deal and draft the minutes; approvers and the committee cast every vote
In shortEach agent has one job and a line it does not cross. None of them votes, lowers an authority, waives an exception or adds a condition. The approving officer decides within a personal limit; above it the committee votes; the chair signs the minutes. Every answer cites its page, every exception its policy section, every vote its reason.
Six agents, from deal router to minutes drafter
Deal router
Reads each finished memo, adds up exposure across the relationship and its related interests, applies the matrix, books the agenda and starts the clock. Shows its sum line by line and says so when the memo's figure differs.
Never routes a deal to a lower authority than the matrix requires.
Policy exception checker
Tests the proposed structure against the credit policy and lists every exception with its section, its size and the mitigant the memo proposes.
Never waives or softens an exception.
Committee question answerer
Answers members' questions from the memo, spreads, appraisal, quality-of-earnings report, agreements and past decisions, citing the document and page for every figure. Suggests conditions for people to add.
Never answers beyond the file: it says "not in the file" and sends the question to the relationship manager.
Insider and conflict checker
Checks Regulation O insiders and related interests, and each member's conflicts and recusals, before every vote.
Never decides who may vote: it flags, and the chair rules.
Approval clock keeper
Watches every deal's clock against its authority's target, reminds the approver, and offers to reassign when the clock runs out or the approver is away.
Never reassigns a deal itself.
Minutes drafter
Drafts the minutes from the recorded attendance, questions, exceptions, votes, reasons and conditions, each line tied to the event it came from.
Never records a vote or a reason nobody gave.
Officers decide within limits; the committee votes above them
Decides within a limitApproving officerApproves, declines or sets conditions on deals inside a personal limit from the board's matrix.
Decides above itThe committeeVotes by majority of the voting members present, each vote with its reason; the originating officer presents but does not vote; insiders abstain and leave.
Signs the recordSecretary and chairThe secretary checks the draft against the record; the chair signs the minutes as a true record.
A reason is required with every decline and every approval with conditions. Nothing an agent drafts becomes the record until a person accepts it. Rule changes are versioned, need the chief credit officer, and are on the audit trail.
The committee chair, secretary, members and the deal team
Fictional, from the sample data
RO
Renata Okafor · chief credit officer
Approves up to $15 million herself; chairs the Senior Loan Committee every Tuesday at 10:00 a.m.; answers to the board for exceptions.
"I need to see what is waiting on whom, and why we said yes."
LW
Lena Whitford · committee secretary
Builds the agenda, records the votes, writes the minutes.
"Minutes take me two days, and I still chase people for why they voted no."
PR
Pooja Ranganathan · senior credit analyst
Wrote the Tarrow memo; used to answer each member's side question by email.
"I answered the same leverage question four times last month."
BC
Ben Castellano · relationship manager
Brought the Tarrow deal; presents in committee and does not vote on it.
"My client signs the purchase agreement Friday. I need an answer before then."
HS
Howard Stiles · chief financial officer, voting member
Reads every pack the night before.
"Show me the downside case first."
17 · What goes in and out
Your authority matrix between the finished memo and the decision record an examiner reads
In shortThe solution reads the credit files you already produce and applies the matrix and policy your board already approved. It leaves behind an approval queue with clocks, cited answers to members' questions, every vote with its reason, conditions, exceptions on the register, drafted minutes and an exportable decision record. Your loan system stays the system of record.
From the credit file
Finished credit memos with spreads and risk ratings
Your approval authority matrix and individual limits
Your credit policy, by section
Committee charters, dates, quorum and recusal rules
The insider register and members' disclosures
Agents route, check, answer and draftEvery deal, by your matrix, against your policy, from your files
People decide and vote
Every answer cites its page
Outputs
An approval queue by authority, each deal with its clock
The route with its sum, line by line
Exceptions with their policy sections
Cited answers to members' questions
Votes with reasons, recusals and conditions
Drafted minutes, signed by the chair
The exception register and the decision record for examiners
What changes for the team
Everyone can see what is waiting on whom
Questions answered once, from the file
Minutes written as the meeting happens
Loan system, credit file and insider register to connect
Loan systemCommitments to the borrower, guarantors and related entities
Credit fileMemo, spreads, appraisal, agreements
Loan origination systemThe request, the memo, the decision
Insider registerRegulation O insiders and members' disclosures
CalendarsCommittee dates and approvers' time away
Board portalPacks and minutes for the board
Identity and accessWho may approve, vote and sign
Closing checklistConditions carried to funding
For each, check whether it has an API, a file feed or only screens, and who owns it.
Four days to a decision: the approval desk's design targets
4 days
from a finished memo to a recorded decision, against the sample bank's 2025 median of 16 business days.
Design target
100%
of votes recorded with their reason, recusals and conditions.
Design target
$2.6M
the related loan the memo missed in the example, found by the deal router before routing.
Sample data
These are design targets and sample figures from the fictional bank, to be measured on your own deals in a pilot.
Part C · Are you ready to automate?
Weighing loan committee software: what delays cost, the return, your readiness and a pilot
You approve commercial credit, run the committee, keep its records or pay for the systems around it. This part is written for you: what slow and badly recorded approvals cost, what automating the stretch from memo to decision could return, whether your bank is ready, and what to ask any vendor of approval software, including us.
18 · What delays cost
What waiting deals and scattered reasons cost a commercial lender
In shortStart from your own numbers, because nobody publishes the days between a finished memo and a decision. A few published figures frame them: how often complex loans take over four weeks, how many banks say exceptions slow them down, what examiners ask to see, and what a missing approval has cost a bank.
70%
of banks say an exception to credit policy lengthens the review of a loan application.7
FDIC Small Business Lending Survey
12 months
of meeting minutes, plus the latest report package, is what the OCC's sample exam request list asks of every committee that oversees credit.3
OCC lending booklet, 2026
$9.5M
civil money penalty paid by one bank whose insider loans lacked approval from a majority of its board.25
Federal Reserve, 2022
Four banks in ten say a complex loan can wait more than four weeks for approval
40 in 100
banks say their most complex small-business loans can take more than 20 business days to approve
banks say their most complex small-business loans can take more than 20 business days to approve
40 of 100
Most of the days a workflow can remove are queues
Business days from finished memo to decision, one fictional bank's committee deal, by stage
By hand (estimate)With the workflow (estimate)
Sitting unseen with an approver51
Re-sending the pack, side questions40.5
Waiting for the meeting42
Adding up exposure and routing1.50.1
Chasing reasons for the record1.50.4
Illustrative · replace with your own numbers · Estimates for a fictional bank; nobody has published a measured split. Replace them with your own dated deals.
Show the numbers
By hand (estimate)
With the workflow (estimate)
Sitting unseen with an approver
5
1
Re-sending the pack, side questions
4
0.5
Waiting for the meeting
4
2
Adding up exposure and routing
1.5
0.1
Chasing reasons for the record
1.5
0.4
Dating 20 deals from memo to decision
Cost
Where it hides
How to find your number in a week
Days to a decision
Email timestamps, the loan system's approval date
For 20 recent deals above individual limits, list the memo date and the decision date
Deals waiting on someone away
Approvers' calendars; nobody owns the clock
Count deals that waited more than three business days with one approver last quarter
Analyst time on side questions
Replies to members' emails before each meeting
Ask two analysts to log questions and minutes for two committee cycles
Secretary time on minutes
Drafting, chasing reasons, correcting
Time the next four sets of minutes from meeting end to signature
Routing errors
Related loans and insiders missed in the sum
Re-add 20 recent relationships from the loan system; compare with the memo
Your last two exam reports and loan review findings on approvals
Lost borrowers and approvals outside authority
The borrower who went elsewhereA deadline in a purchase agreement does not wait for the next committee date.
The approval outside authorityOne related loan left out of one sum can put a loan in front of someone who may not approve it.
The insider approval that never happenedRegulation O failures end in penalties and bans for people as well as banks.
The reasons nobody wrote downAn examiner asks why three exceptions were accepted, and the answer is in six inboxes.
Senior people's eveningsMembers spend evenings on repeated questions and re-sent packs, leaving less time for the downside case.
19 · Your return
What deciding deals sooner is worth: earlier interest, fewer side questions, minutes drafted for the secretary
In shortPut in your own numbers. The calculator values three things: interest earned on deals that fund earlier because they were decided earlier, analyst time no longer spent answering side questions, and secretary time no longer spent on minutes. Only the interest margin is a published figure; every input marked illustrative is an assumption to replace.
Deals decided sooner, the right approver every time
Speed
Decided days sooner
Clocks, reminders and offered reassignment take the unseen days out of each approver's queue.
deals × share that fund sooner × average loan × margin × days saved ÷ 365
Analyst time
Questions answered once
Members' questions answered from the file with citations, before the meeting.
deals × questions × hours per answer × share answered from the file × hourly cost
Secretary time
Minutes written as it happens
Votes, reasons and conditions recorded live; the draft follows from the record.
meetings × hours saved per set of minutes × hourly cost
Routing
The right approver, every time
The relationship added up with related interests before the deal is booked.
routing errors found when you re-add 20 relationships
Exceptions
Every exception named
Listed with its section before the vote and on the register after it.
unidentified exceptions found by loan review, before and after
Exams
The record ready to hand
Twelve months of minutes, packs and decision records exported, each line traced to an event.
hours spent assembling approval evidence for an exam
Margin earned on deals decided days sooner
The interest margin default is the industry's net interest margin for the second quarter of 2026, 3.32%, measured on all earning assets; use your own spread on commercial loans if you know it.32 Every input marked illustrative is an assumption.
Your dealsDays to a decisionQuestions and minutesYour cost
Illustrative yearly value
Business days saved per deal0
Interest earned sooner$0
Analyst time on questions, released$0
Secretary time on minutes, released$0
Total yearly value$0
After your yearly cost$0
Formulas, per year: Days saved = days today − days with the workflow Interest earned sooner = deals × share that fund sooner × average new money × margin × days saved × 1.4 ÷ 365 (1.4 turns business days into calendar days) Analyst time = deals × questions × hours per answer × share answered from the file × hourly cost Secretary time = meetings × hours saved × hourly cost After your cost = total − yearly cost
Not counted: deals kept that a faster competitor would have won, routing errors and unidentified exceptions avoided, exam preparation, and members' own reading time. Released hours are value only when you decide what they are for.
The interest gained depends most on how many deals fund sooner
Interest earned sooner a year: 250 deals, $3 million each, 3.32% margin, 10 business days saved
10% of deals fund sooner$95.5K
25% of deals fund sooner$238.8K
50% of deals fund sooner$477.5K
Illustrative · replace with your own numbers
Show the numbers
Share funding sooner
Interest a year
10% of deals fund sooner
$95.5K
25% of deals fund sooner
$238.8K
50% of deals fund sooner
$477.5K
Many acquisition and real estate deals close on a date the parties set, whatever day the bank decides; for those, a faster decision gives the borrower certainty sooner and earns no extra interest. Put only the deals that would fund sooner into the share.
Start here20 · Readiness check
Score your bank's approval process: authority matrix, data, committee practice and governance
In shortPick the answer closest to your bank today. Eight questions score 0 to 2; the last is for reflection. The meter adds up your score as you go, and each question says why it matters and what a strong answer sounds like.
1
Volume
How many deals a year go above an individual officer's limit to a credit officer, a committee or the board?
Why it mattersClocks, questions and minutes repeat with every deal; renewals and modifications count too.
A strong answer"About 250, a third of them at committee, plus renewals and modifications."
2
The matrix
Is your approval authority matrix written down, versioned, and clear about what each limit is measured on?
Why it mattersSoftware can only apply rules written precisely enough that two people would apply them the same way.
A strong answer"Version 12, board-approved in June; limits on aggregate exposure with related interests defined in one sentence."
3
Exposure data
Can your loan system list every commitment to a borrower and its related companies and guarantors?
Why it mattersThe route depends on the sum, and the sum depends on knowing which entities belong together.
A strong answer"Yes, relationships are linked by common owners above 20%, and unused lines are included."
4
Insiders
Is there one current list of Regulation O insiders and their related interests, checked before every approval?
Why it mattersA missed related interest is a violation; the proposed 2026 rewrite would change the thresholds and keep the duty.
A strong answer"Compliance keeps it, updated quarterly from directors' disclosures, and it is checked on every deal."
5
Exceptions
Do you keep one exception register with each exception's policy section, approver, reason and age, reported to the board?
Why it mattersExaminers test the register for volume, pattern and unidentified exceptions.3
A strong answer"One register in credit administration, sliced by type and approver, to the board every month."
6
Committee records
Do your minutes record each member's vote and reason, recusals, conditions and the pack version members read?
Why it mattersThat is what examiners read for evidence of challenge.26
A strong answer"Every vote with its reason, the count, the recusal, the conditions, signed within two days."
7
Baseline
Do you know your median business days from a finished memo to a recorded decision, by approver?
Why it mattersWithout it you cannot show a pilot worked.
A strong answer"16 days for committee deals last year, 3 for credit officers, with the longest waits named."
8
Owner and path
Is there a sponsor, a budget, and a known path through vendor management and information security?
Why it mattersThe bank keeps responsibility for anything a vendor does.10 A pilot without a sponsor ends as a demonstration.
A strong answer"The chief credit officer sponsors it; vendor review takes six weeks and we have started."
9
Vision · for reflection
If an examiner picked any deal your committee approved last quarter, how long would it take you to show who approved it, under which version of the matrix, with which exceptions, and why each member voted as they did?
Why it mattersYour answer lists the gaps, and each gap is a job for the workflow: routing, exceptions, answers, votes or minutes.
A strong answerA short, specific list, for example: "the sum line by line, the matrix version, each exception's section, each vote's reason, signed minutes."
Low approval scores start with a precisely written matrix
0–6
Explore
Write down the matrix precisely, including what each limit is measured on. Date-stamp 20 deals from memo to decision. Start one exception register. These help whatever you buy, or if you buy nothing.
7–11
Ready to pilot
Run a measured pilot: replay 20 decided deals to test routing and exceptions, then run one committee's live deals in parallel. Compare days, routing errors found and minutes time with your baseline, with people deciding every vote.
12–16
Ready to implement
Plan every committee and approver: the matrix and policy as settings, the insider register and loan system links, the board portal, closing checklists for conditions, and the records an examiner will ask for.
21 · Questions for any vendor
Questions that show how loan committee software works out the route, checks insiders and records who decided
In shortAsk every vendor the same questions, us included. The answers show how the route is worked out, whether exceptions and insiders are checked or left to habit, whether answers carry their sources, who decides, and how you would measure it on your own deals.
Ask
A good answer
A warning sign
Routing
How does it add up the relationship, and can we see the sum?
Facility by facility, related interests by our rule, shown on the deal
It takes the memo's figure
What does it do when the memo's exposure differs from its own?
Says so on the deal, and routes on the higher figure
Silently picks one
Can it ever route a deal below what our matrix requires?
No; an approver can only send a deal up
"An admin can override"
Which version of the matrix applied to each past approval?
Recorded on every decision
Only the current matrix is kept
Exceptions and insiders
How are exceptions found: from the memo, or by testing the structure against our policy?
Tested against each policy section, with the memo's mitigant beside each
Only what the analyst typed
How are Regulation O insiders and members' conflicts checked, and who rules?
Checked against our register before every vote; the chair rules
Members self-declare in the meeting
When the Regulation O thresholds change, how is that reflected?
A versioned setting we change, with the date
A code release from the vendor
Answers from the file
Does every answer to a member cite the document and page?
Every figure, with the page one click away
A summary with no sources
What happens when the file does not answer the question?
It says "not in the file" and routes it to a person
It answers anyway
Can it add a condition or change a vote?
It can suggest; only a person adds or votes
"It recommends approval"
Votes and minutes
Can a decline or a conditional approval be recorded without a reason?
Not under our setting
Reasons are optional free text
Where does each line of the drafted minutes come from?
Each line tied to a recorded event; the secretary checks, the chair signs
Generated from a recording, unchecked
Can we export twelve months of minutes, packs and decision records for an exam?
Yes, by committee and by relationship
Screenshots only
Your data and AI
Which AI models do you use, where do they run, and does our data train them?
Named models, a region we choose, no training on our data, in writing
"Proprietary AI"
How should our model risk team classify each part under SR 26-2?
Component by component: rules, retrieval, drafting11
"None of it is a model"
Proof
Can we replay our own decided deals before we sign?
Yes: route, exceptions and answers compared with what happened
Demo deals only
What will you report from the pilot?
Routing differences found, exceptions missed, unanswerable questions flagged, days and hours
One satisfaction score
Who decides?
Your approvers and your committee, every time
Auto-approval for "low-risk" deals by default
We found no published independent test of any loan approval or credit committee software, as of October 2026. Replaying your own decided deals is the fairest comparison, and it measures your current process too.
22 · How to start
A ten-week trial on one committee's deals: replay decided loans, then run live ones in parallel
In shortMeasure first, replay decided deals second, run live deals in parallel third, then decide on four numbers. None of these steps commits you to a vendor, and the baseline is worth having whatever you decide.
Write the matrix as rules, including what each limit is measured on, and gather the credit policy by section.
Replay the 20 decided deals: compare the route, the exceptions found and the answers to members' real questions with what happened.
Run one committee in parallel for five meetings, with members voting as usual and the secretary keeping both records.
Decide on four numbers: routing differences found, exceptions the memo missed, days from memo to decision, and hours on minutes.
A ten-week pilot ends with a decision on four numbers
Your teamVendor
Date-stamp 20 deals; pull exam findings
Write the matrix and policy as rules
Load the matrix, policy and committees
Replay the 20 decided deals
Five live committee meetings in parallel
Score the four numbers
Decide
Week 0246810
Illustrative · replace with your own numbers
Show the numbers
Activity
From
To
Date-stamp 20 deals; pull exam findings
0
2
Write the matrix and policy as rules
1
3
Load the matrix, policy and committees
2
4
Replay the 20 decided deals
3
5
Five live committee meetings in parallel
4
9
Score the four numbers
8
10
Decide
9.5
10
Routing differences and exceptions the memo missed
Measure
How
Why
Routing differences
Relationships where the computed sum differs from the memo, and whether the approver changes
The examiner's first test is authority
Exceptions found
Exceptions listed that the memo did not name, checked by credit administration
Unidentified exceptions are an exam finding
Answers that held up
Answers members accepted after opening the cited page; "not in the file" replies that were right
Trust is built on checkable answers
Days to a decision
Memo finished to decision recorded, against the baseline
The borrower's and the relationship manager's number
Hours on minutes
Meeting end to signed minutes, secretary's time logged
The cost case rests on it
The full working-session questions: 18 questions in six groups
Bring the chief credit officer, a relationship manager, an analyst, the committee secretary, compliance, loan review, vendor management and IT into one room. Each question says why it matters, what a strong answer looks like, and the warning sign.
A
Which approvals and committees start first
A1
Which approvals are in scope: new credit, renewals, modifications, exceptions approved after closing?
Why it mattersThe OCC's definition of authority covers changes in terms and exceptions as well as new loans.3
Strong answer · warning sign
All four, phased.
"Just new loans."
A2
Which committees and approvers start first?
Why it mattersOne weekly committee gives five measured meetings in five weeks.
Strong answer · warning sign
The senior committee and the credit officers below it.
The board first.
A3
Which deals stay on the current process, and why?
Why it mattersSmall deals inside an officer's limit may gain little.
Strong answer · warning sign
A clear exclusion list.
"Everything, day one."
B
What each lending limit is measured on
B1
What exactly is each limit measured on, in one sentence?
Why it mattersIt decides every route.
Strong answer · warning sign
A rule anyone could apply.
"Related parties."
B2
What moves a deal up, and how far: ratings, exceptions, industries, geography?
Why it mattersWeak coverage adds a level at two banks in three.7
Strong answer · warning sign
Each trigger with its step.
Judgment case by case.
B3
Is the credit policy numbered by section, so exceptions can cite it?
Why it mattersAn exception with a section is one an examiner can test.
Strong answer · warning sign
Numbered and current.
A PDF from 2019.
C
Relationship links, the insider register and credit files
C1
Where do relationships, guarantors and unused commitments live, and are they linked?
Why it mattersThe sum is only as good as the links.
Strong answer · warning sign
One system, linked by owners.
Analysts' spreadsheets.
C2
Who keeps the insider register, and how current is it?
"All of it": then start with routing and the register.
23 · Frequently asked questions
Authority matrices, lending limits, insiders and committee minutes: what credit teams ask about loan approval
In shortThe questions credit teams and buyers search for most, each answered on its own.
What is a loan approval workflow?
A loan approval workflow is the path a credit request takes from a finished credit memo to a recorded decision. It works out who must approve the deal under the bank's authority matrix, gets the package and members' questions answered, records the vote with reasons, recusals and conditions, and files the minutes and any policy exceptions. Its output is a decision a stranger can trace back to the people who made it.
What is a loan approval authority matrix?
A loan approval authority matrix is the board-approved table of who may approve which loans: each officer's personal limit, the limits of committees, what the limits are measured on, and which features send a loan to a higher approver. The OCC describes lending authorities as setting out who may approve loans, change their terms and grant exceptions, with limits set in dollars or as a share of capital. Examiners test approvals against the version in force on the day.
Who approves commercial loans at a bank?
Whoever the bank's board-approved lending policy names for that deal: a loan officer up to a personal limit, a credit officer or chief credit officer above it, a loan committee above that, and the board or a directors' committee for the largest relationships and for insider loans under Regulation O. Which one applies depends on the total exposure to the relationship, any policy exceptions, the risk rating and any insider interest.
How is a bank's legal lending limit calculated?
For a national bank, loans to one borrower may not exceed 15% of the bank's capital and surplus, plus another 10% for any amount fully secured by readily marketable collateral, under 12 CFR 32.3. A bank with $468 million of capital and surplus may lend one borrower $70.2 million on ordinary security. Most banks set a lower house limit for their own committees.
What does Regulation O require for loans to bank insiders?
Credit to a director, executive officer or principal shareholder, or a company they control, must be on terms no better than comparable loans to outsiders. Above the higher of $25,000 or 5% of capital and surplus, and in every case above $500,000, a majority of the entire board must approve it in advance, with the interested party staying out of the discussion and the vote. A Federal Reserve proposal of July 31, 2026 would raise the $500,000 threshold to $2 million, with comments due by November 4, 2026; until a final rule is published, the current thresholds apply.
What is a policy exception in commercial lending?
A policy exception is a loan approved even though it breaks a rule in the bank's own credit policy, such as more leverage than the policy allows or a weaker guaranty. Supervisors accept exceptions that are named in the approval, justified with mitigants, approved by the right authority and tracked on a register reported to the board. What worries examiners is an exception nobody named, or a rising pattern of them.
How should loan committee minutes record votes?
Minutes should record who attended, each member's vote or abstention, recusals and the reason each member gave, along with the exceptions approved and the conditions set. The OCC asks for minutes that show members were fully informed, carefully deliberated and provided credible challenge when necessary. "Approved after discussion" records an outcome but shows no challenge.
What is the difference between a recusal, an abstention and a dissent?
A recusal is stepping out of an item because of a conflict, including the discussion; an abstention is being present but not voting; a dissent is a vote against. Each means something different to an examiner. Under Regulation O, an interested director who joins the discussion is treated as taking part in the vote, so a recusal there means leaving the room.
How long does commercial loan approval take?
In the FDIC's survey of US banks, about three in four approve their typical small-business loan within ten business days, while four in ten say a large and complex loan can take more than 20 business days. Larger commercial deals that need a committee usually wait for the next meeting date as well. No public source measures the days from a finished credit memo to a decision; date-stamp your own.
Can AI approve commercial loans?
At regulated US banks, commercial loans above an officer's limit are approved by people and committees the board has named, and automated approval is largely confined to small loans: in the FDIC's survey only 1% of large banks would auto-approve a $1 million loan. AI can prepare the decision by adding up exposure, listing exceptions, answering members' questions from the file with citations and drafting minutes. The vote stays with people.
What do examiners check in a loan approval file?
Examiners check that the documentation and analysis were enough for an informed decision, that the approver had authority under the bank's limits, that insider credit had prior board approval with the interested party abstaining, that exceptions were identified and justified, and that committee minutes record attendance, votes and abstentions. The OCC's 2026 sample request list asks each committee that oversees credit for 12 months of meeting minutes and its latest report package.
Is approving a loan on different terms a counteroffer under Regulation B?
Usually, yes. Regulation B treats a refusal to lend on substantially the amount or terms requested as adverse action unless the creditor makes a counteroffer and the applicant uses or accepts it. A committee that approves with conditions the business did not ask for should be ready to give notice, and the reasons on request, if the business declines.
What is the difference between loan approval software and a loan origination system?
A loan origination system manages the application, underwriting documents and closing, and usually has an approval step. Loan approval or credit committee software covers the stretch between a finished memo and a recorded decision in more depth: routing by the authority matrix, clocks, committee packs and questions, votes with reasons, minutes and the exception register. Many banks run both, with the origination system as the system of record.
24 · One-page summary
From memo to signed minutes on a single page, with the 2026 rules, the readiness bands and the terms
Print this page
In shortThe whole guide on one screen: the path from memo to decision, the rules as of October 2026, the readiness bands and the terms.
From memo to decision
Add up the whole relationship, related interests included; show the sum.
Apply the matrix in force; never route below it; record the version.
Check insiders and conflicts before the vote; the chair rules.
Name every exception with its policy section and mitigant.
Answer members' questions from the file, cited; say when the file is silent.
Vote with reasons; record recusals and conditions; carry conditions to closing.
Minutes from the record, checked and signed; exceptions to the register and the board.
Readiness: score 0–2 on eight questions: 0–6 explore · 7–11 pilot · 12–16 implement.
As of October 2026: OCC lending booklet issued June 25, 2026 · SR 26-2 replaced SR 11-7 on April 17, 2026 · Regulation O rewrite proposed July 31, 2026, prior approval threshold $500,000 today, $2 million proposed · legal lending limit 15% + 10% unchanged.
14 terms
Credit memo
The analyst's write-up of a loan request and recommendation.
Approval authority matrix
The board's table of who may approve what, up to which limit.
Lending authority
The power to approve loans, change terms and grant exceptions.
Aggregate exposure
All commitments to a borrower and the entities tied to it, added up.
Related interest
Under Regulation O, a company an insider controls.
Legal lending limit
15% of capital and surplus to one borrower, plus 10% if fully secured by marketable collateral.
House limit
The bank's own, lower cap for its committees.
Regulation O
The federal rule on credit to directors, officers and principal shareholders.
Policy exception
A loan approved outside the bank's credit policy, by name, with a reason.
Exception register
The list of approved exceptions, by type, approver and age, reported to the board.
Quorum
The members who must be present before a committee can act.
Recusal
Stepping out of a decision because of a conflict.
Condition of approval
Something that must be true before money moves or while the loan is out.
Risk layering
Several weaknesses on one loan that add up to more risk than each alone.
25 · Sources
Sources
Accessed October 2026. Regulatory status statements are as of October 2026.
Federal Reserve, Commercial Bank Examination Manual, sections 2010.1 (Loan Portfolio Management), 4000.1 and 6050.1 (Regulation O). federalreserve.gov
12 CFR 215.4, Regulation O, general prohibitions and prior approval (eCFR, current to October 27, 2026). ecfr.gov
OCC, Comptroller's Handbook, "Lending and Loan Portfolio Risk Management", Version 1.0, July 2026, issued with OCC Bulletin 2026-29 on June 25, 2026 (Appendix C, sample request list). occ.gov
D. Paravisini and A. Schoar, "The Incentive Effect of IT: Randomized Evidence from Credit Committees", NBER Working Paper 19303, 2013. nber.org
FDIC, Small Business Lending Survey (2022 survey, 2024 report), Executive Summary. fdic.gov
FDIC, Small Business Lending Survey (2022 survey, 2024 report), Section 3, "Loan Underwriting and Approval". fdic.gov
Interagency Guidelines for Real Estate Lending Policies, 12 CFR Part 365, Subpart A, Appendix A (eCFR). ecfr.gov
Interagency Guidance on Credit Risk Review Systems, 85 FR 33278, June 1, 2020. federalregister.gov
Interagency Guidance on Third-Party Relationships: Risk Management, 88 FR 37920, June 9, 2023. federalregister.gov
Federal Reserve, SR 26-2, "Revised Guidance on Model Risk Management", April 17, 2026, and attachment. federalreserve.gov
OCC Bulletin 2026-29, "Credit Risk: Lending and Loan Portfolio Risk Management Booklet of the Comptroller's Handbook and Rescissions", June 25, 2026. occ.gov
Federal Reserve Board, press release requesting comment on a proposal to modernize Regulation O, its rule on credit to bank insiders, July 31, 2026. federalreserve.gov
Federal Reserve Board staff memo, "Proposed Rule to Modernize Regulation O (Bank Lending to Insiders)", June 30, 2026, published July 31, 2026. federalreserve.gov
Federal Reserve Board, "Loans to Executive Officers, Directors, and Principal Shareholders of Member Banks; Bank Holding Companies", proposed rule, 91 FR 49526, August 4, 2026 (Docket R-1896), and the notice extending its comment period to November 4, 2026, 91 FR 64121, October 7, 2026. federalregister.gov · extension
FDIC, "Extensions of Credit to Insiders", proposed rule, 91 FR 50730, August 6, 2026, and the notice extending its comment period to November 4, 2026, 91 FR 64629, October 9, 2026. federalregister.gov · extension
Interagency Guidelines Establishing Standards for Safety and Soundness, 12 CFR Part 30, Appendix A (eCFR). ecfr.gov
Regulation B, 12 CFR 1002.2(c) and 1002.9(a)(3), adverse action and business credit notices (eCFR). ecfr.gov
Federal Reserve Board, press release extending the comment period on the Regulation O proposal to November 4, 2026, October 2, 2026. federalreserve.gov
Mayer Brown, "Federal Reserve Board Proposes Comprehensive Reforms to Regulation O and Insider Lending", October 9, 2026. mayerbrown.com
12 CFR 215.2, Regulation O, definitions (eCFR). ecfr.gov
OCC, News Release 2025-12, enforcement actions for February 2025, February 20, 2025. occ.gov
OCC, Comptroller's Handbook, "Insider Activities", Version 1.0, November 2013, updated March 2025. occ.gov
Federal Reserve Board, enforcement action against EagleBank and its former chief executive, August 16, 2022. federalreserve.gov
OCC, "Director's Book: Role of Directors for National Banks and Federal Savings Associations", November 2020, updated March 2025. occ.gov
J. M. Liberti and M. A. Petersen, "Information: Hard and Soft", NBER Working Paper 25075, 2018. nber.org
W. F. Treacy and M. Carey, "Credit Risk Rating at Large U.S. Banks", Federal Reserve Bulletin, November 1998. federalreserve.gov
KreditIQ, press release on its partnership with the Independent Bankers Association of New York State, September 14, 2026, carried in Banking Dive's press-release section. bankingdive.com
Abrigo, results of its 2020 Business Lending Readiness Survey, February 24, 2020 (a vendor survey of more than 300 lenders). abrigo.com
FDIC Office of Inspector General, "Material Loss Review of First NBC Bank, New Orleans, Louisiana", AUD-18-002. fdicoig.gov
FDIC, Quarterly Banking Profile, Second Quarter 2026 (data as of June 30, 2026). fdic.gov
Federal Reserve, Senior Loan Officer Opinion Survey on Bank Lending Practices, April 2026. federalreserve.gov
Federal Reserve, Senior Loan Officer Opinion Survey on Bank Lending Practices, July 2026 (released August 3, 2026). federalreserve.gov
Federal Reserve Bank of St. Louis, FRED, "Net Percentage of Domestic Banks Tightening Standards for Commercial and Industrial Loans to Large and Middle-Market Firms" (DRTSCILM), through July 2026. fred.stlouisfed.org
OCC, Semiannual Risk Perspective, Spring 2026. occ.gov
M. W. Bowman, Vice Chair for Supervision, "Responsible Innovation and Financial Inclusion", July 14, 2026. federalreserve.gov
Next step
See it on your own committee's deals.
Explore the solution, or bring your approval authority matrix and a few recent deals, and we will run them through with you: the route, the exceptions, members' questions answered from the file, and the minutes.
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