---
kind: "range"
citation: "12 C.F.R. §§ 366.10–366.13"
title: "12"
from: "366.10"
to: "366.13"
count: 4
url: "https://uscodex.org/cfr/12/366.10..366.13"
---

# §366.10. When would I have a conflict of interest?

- (a) You have a conflict of interest when you, any person that owns or controls you, or any entity you own or control:
  - (1) Has a personal, business, or financial interest or relationship that relates to the services you perform under the contract;
  - (2) Is a party to litigation against us, or represents a party that is;
  - (3) Submits an offer to acquire an asset from us for which services were performed during the past three years, unless the contract allows for the acquisition; or
  - (4) Engages in an activity that would cause us to question the integrity of the service you provided, are providing or offer to provide us, or impairs your independence.
- (b) **The following are examples of a conflict of interest.** These examples are not inclusive.
  - (1) You submit an offer to perform property management services for us and you own or manage a competing property.
  - (2) You audit a business under a contract with us and you or a partner in your firm has an ownership interest in that business.
  - (3) You perform loan services on a pool of loans we are selling, and you submit a bid to purchase one or more of the loans in the pool.
  - (4) You audit your own work or provide nonaudit services that are significant or material to the subject matter of the audit.

# §366.11. Will the FDIC waive a conflict of interest?

- (a) We may waive a conflict of interest for good cause shown at our discretion when our need to contract for your services outweighs all relevant factors.
- (b) The following are examples of when we may grant you a waiver for a conflict of interest. These examples are not inclusive.
  - (1) We may grant a waiver to an outside counsel who has a representational conflict. We will weigh all relevant facts and circumstances in making our determination.
  - (2) We may grant a waiver to allow a contractor to acquire an asset from us who is providing or has provided services on that asset. We will consider whether granting the waiver will adversely affect the fairness of the sale, the type of services provided, and other facts and circumstances relevant to the sale in making our determination.

# §366.12. What are the FDIC's minimum standards of ethical responsibility?

- (a) You and any person who performs services for us must not provide preferential treatment to any person in your dealings with the public on our behalf.
- (b) You must ensure that any person you employ to perform services for us is informed about their responsibilities under this part.
- (c) You must disclose to us waste, fraud, abuse or corruption. Contact the Inspector General at 1-800-964-FDIC or Ighotline@fdic.gov.
- (d) You and any person who performs contract services to us must not:
  - (1) Accept or solicit for yourself or others any favor, gift, or other item of monetary value from any person who you reasonably believe is seeking an official action from you on our behalf, or has an interest that the performance or nonperformance of your duties to us may substantially affect;
  - (2) Use or allow the use of our property, except as specified in the contract;
  - (3) Make an unauthorized promise or commitment on our behalf; or
  - (4) Provide impermissible gifts or entertainment to an FDIC employee or other person providing services to us.
- (e) **The following are examples of when you are engaging in unethical behavior.** These examples are not inclusive.
  - (1) Using government resources, including our Internet connection, to conduct any business that is unrelated to the performance of your contract with us.
  - (2) **Submitting false invoices or claims, or making misleading or false statements.**
  - (3) Committing us to forgive or restructure a debt or portion of a debt, unless we provide you with written authority to do so.

# §366.13. What is my obligation regarding confidential information?

- (a) Neither you nor any person who performs services on your behalf may use or disclose information obtained from us or a third party in connection with an FDIC contract, unless:
  - (1) The contract allows or we authorize the use or disclosure;
  - (2) The information is generally available to the general public; or
  - (3) **We make the information available to the general public.**
- (b) **The following are examples of when your use of confidential information is inappropriate.** These examples are not inclusive.
  - (1) Disclosing information about an asset, such as internal asset valuations, appraisals or environmental reports, except as part of authorized due diligence materials, to a prospective asset purchaser.
  - (2) Disclosing a borrower's or guarantor's personal or financial information, such as a financial statement to an unauthorized party.