New York State Department Of Financial Services Issues Policy Statement On Notice Of Satisfaction For Agreements Settlements And Orders

On September 26, 2025, the New York State Department of Financial Services ("DFS") issued Policy Statement: Notice of Satisfaction of Agreements (the "Policy Statement"), which allows companies that have been subject to an enforcement action or consent order to obtain an official notice that they have fully discharged all the obligations imposed by DFS. The Policy Statement sets forth the process and requirements for entities and individuals ("Persons") that have entered into an agreement or settlement with, or have been subject to an order imposed by DFS (collectively, "Agreements") to request a Notice of Satisfaction ("Notice").

The Policy Statement addresses a longstanding issue—DFS consent orders had no formal resolution and remained on the public record indefinitely. In the past, DFS has refused to terminate consent orders or provide any formal statement that a matter was closed. Now, the Notice provides a means to obtain official closure.

Key Points

• Scope: The Policy Statement applies to Agreements (i.e., agreements, settlements, or orders) resulting from DFS investigatory, supervisory, or regulatory actions. It does not apply to dispositions of administrative hearings or court orders.
• Effect of a Notice: While a Notice does not alter, rescind, or seal an Agreement, and does not cancel any restriction imposed as a term of an Agreement, it is a formal recognition that a company has fully complied with conditions, obligations, and requirements imposed by DFS under an Agreement.
• No Notices for Partial Satisfaction: DFS will not consider or issue a Notice for partial satisfaction of an Agreement absent a "showing of extraordinary circumstances."

Eligibility Criteria

DFS sets out separate criteria for Persons regulated under the Banking/Financial Services Laws and the Insurance Law to obtain a Notice, although the criteria are largely similar.

To obtain a Notice, all regulated entities must satisfy the following criteria:

• The Person has received at least one report of examination validating compliance since execution of the Agreement.
• In their most recent examination, DFS has not found any legal violations relating to the issues referenced in the Agreement.
• For requirements without a set time/duration, the Person has demonstrated sustainable compliance.
• The Person has received at least one report of examination validating compliance since execution of the Agreement.

Persons regulated under the Banking and Financial Services laws (but not the Insurance Law) must also have not requested and been denied a Notice for the Agreement at issue since its last examination by DFS or another examining regulatory agency relating to the issues referenced in the Agreement.

Process for Requesting a Notice

• Requests to evaluate a Person's satisfaction of the obligations imposed pursuant to an Agreement and to issue a Notice should be sent to the DFS point of contact specified in the Agreement.
• DFS discourages requests unless the Person clearly satisfies the applicable criteria.
• DFS staff will review the request and make recommendations; only the Superintendent (or their designee) has the authority to issue a Notice.

Practical Implications

The Policy Statement finally provides a clear pathway to formal acknowledgment that a company has fully complied with a settlement. A Notice can demonstrate regulatory closure to boards, investors, counterparties, and other regulators. Given the discretionary nature of issuance, Persons should maintain strong documentation of compliance and ensure eligibility criteria are plainly met before requesting a Notice.

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This Mayer Brown article provides information and comments on legal issues and developments of interest. The foregoing is not a comprehensive treatment of the subject matter covered and is not intended to provide legal advice. Readers should seek specific legal advice before taking any action with respect to the matters discussed herein.